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Exhibit 99.1

 

 

 

 

Omega Protein Announces Third Quarter 2014 Financial Results

 

HOUSTON, TX – November 17, 2014 – Omega Protein Corporation (NYSE:OME), a nutritional product company and a leading integrated provider of specialty oils, essential fatty acids and specialty protein products, today reported financial results for the third quarter ended September 30, 2014.

 

Third Quarter Highlights

 

Revenues: $70.8 million for the quarter, compared to $87.6 million in the same period a year ago

 

Gross profit margin: 20.0% for the quarter, compared to 33.6% in the same period a year ago

 

Net income: $0.7 million, or $1.7 million excluding plant closure charges and loss on disposal of assets for the quarter, compared to $14.0 million, in the same period a year ago

 

Earnings per diluted share: $0.03, or $0.08 excluding plant closure charges and loss on disposal of assets for the quarter, compared to $0.66 in the same period a year ago

 

Adjusted EBITDA: $9.3 million for the quarter, compared to $27.1 million in the same period a year ago

 

“We remain focused on executing our strategic initiatives to drive long-term growth. These initiatives include leveraging our recently strengthened human nutrition product portfolio with the acquisition of Bioriginal Food & Science Corp., as we further diversify and balance our business to take advantage of global health and wellness trends,” commented Bret Scholtes, Omega Protein’s President and Chief Executive Officer. “Our third quarter results reflect previously discussed declines in fish catch and fish oil yields compared to last year’s exceptional season, which offset continued favorable pricing dynamics in our animal nutrition segment.”

 

Third Quarter 2014 Results

 

The Company's revenues decreased 19% from $87.6 million in the same period last year to $70.8 million. This decrease was due to a $24.7 million decline in animal nutrition revenues, partially offset by a $7.9 million increase in human nutrition revenues. The decrease in animal nutrition revenues was primarily due to lower sales volumes of 28% and 41% for the Company’s fish meal and fish oil, respectively, and lower sales prices for the Company’s fish meal of 4%, partially offset by higher sales prices of 14% for the Company’s fish oil. The decrease in fish meal and fish oil sales volumes is primarily due to lower production as a result of decreased fish oil yields, slower than anticipated early season fish catch, and the previously announced Cameron plant closure. The increase in fish oil sales prices was primarily due to higher realized crude oil prices. The increase in human nutrition revenues was primarily attributable to the acquisition of Bioriginal Food & Science Corp. (“Bioriginal”), which was acquired on September 5, 2014. The composition of revenues by nutritional product line for the third quarter of 2014 was 49% fish meal, 27% fish oil, 22% dietary supplements and food, and 2% fish solubles and other.

 

Third quarter of 2014 revenues decreased 2% from $71.9 million in the second quarter of 2014 to $70.8 million. This decrease was due to lower animal nutrition revenues of $10.1 million, partially offset by higher human nutrition revenues of $9.0 million. The decrease in animal nutrition revenues was primarily due lower sales volumes of 37% and 8% for the Company’s fish oil and fish meal, respectively, partially offset by higher sales prices of 14% and 1% for the Company’s fish oil and fish meal, respectively. The increase in human nutrition revenues was primarily due to the acquisition of Bioriginal.

 

 
 

 

 

The Company reported gross profit of $14.2 million, or 20.0% as a percentage of revenues, for the third quarter of 2014, versus $29.4 million, or 33.6% as a percentage of revenues, in the third quarter of 2013. The decrease in gross profit as a percentage of revenues was due to reductions in both the animal and human nutrition segments. Animal segment gross profit as a percentage of revenues declined from 34.5% to 25.8%, due primarily to a higher cost per unit for current season production. Human nutrition gross profit as a percentage of revenues decreased from 24.6% to a gross loss of 0.1% due primarily to start-up costs associated with the Company’s protein plant expansion, increased protein raw material costs and $0.8 million of additional expense associated with the acquisition-related write-up of Bioriginal’s inventory to fair value.

 

Compared to the second quarter of 2014, third quarter gross profit decreased from $20.4 million, or 28.4% as a percentage of revenues, to $14.2 million, or 20.0% as a percentage of revenues. Animal nutrition gross profit as a percentage of revenues decreased from 30.3% to 25.8%, primarily reflecting a higher cost per unit for current season production. Human nutrition segment gross profit as a percentage of revenues decreased from 9.9% to a gross loss of 0.1% due largely to the start-up costs associated with the Company’s protein plant expansion and Bioriginal’s acquisition-related inventory write-up to fair value.

 

Selling, general and administrative expenses for the third quarter increased $3.3 million to $10.2 million compared to the third quarter of 2013, primarily due to $2.7 million of pretax professional expenses ($2.5 million after tax) related to the acquisition of Bioriginal. Selling, general and administrative expenses increased $3.7 million from $6.5 million in the second quarter of 2014.

 

In the fourth quarter of 2013, the Company closed its menhaden fish processing plant located in Cameron, Louisiana and re-deployed certain vessels from that facility to the Company’s other Gulf Coast facilities. In conjunction with the closure, the Company incurred charges of $1.5 million in the third quarter of 2014.

 

The third quarter of 2014 effective tax rate was 60.6% compared to 34.6% in the third quarter of 2013 and 36.9% in the second quarter of 2014. The increase in the effective tax rate was primarily a result of non-deductible expenses related to the acquisition of Bioriginal. The effective tax rate in the third quarter would have been approximately 23.3% were it not for these expenses.

 

Net income for the third quarter of 2014 was $0.7 million ($0.03 per diluted share) compared to $14.0 million ($0.66 per diluted share) in the same period last year and $6.6 million ($0.31 per diluted share) for the second quarter of 2014. Excluding plant closure charges and gain or loss on disposal of assets, net income for the third quarter of 2014 would have been $1.7 million ($0.08 per diluted share), compared to $13.9 million ($0.65 per diluted share) in the same period last year and $8.3 million ($0.38 per diluted share) for the second quarter of 2014. Net income for the third quarter of 2014 includes a net loss of $(0.3) million from Bioriginal.

 

Adjusted EBITDA totaled $9.3 million for the third quarter of 2014, compared to $27.1 million for the same period last year and $18.3 million for the second quarter of 2014.

 

Nine Month 2014 Results

 

Revenues in the first nine months of 2014 increased 16% to $206.2 million compared to revenues of $178.3 million for the nine months ended September 30, 2013. The increase in revenues was due to a $19.0 million increase in animal nutrition revenues and an $8.8 million increase in human nutrition revenues. The increase in animal nutrition revenues was primarily due to higher sales volumes of 49% for the Company’s fish oil and higher sales prices of 2% for the Company’s fish meal. This was partially offset by lower sales volumes of 5% for the Company’s fish meal and lower sales prices of 2% for the Company’s fish oil. The increase in human nutrition revenues was due primarily to the acquisition of Bioriginal.

 

 
 

 

 

The Company recorded gross profit of $55.1 million, or 26.7% as a percentage of revenues, for the first nine months of 2014, versus gross profit of $54.8 million, or 30.7% as a percentage of revenues, for the first nine months of 2013. The decrease in gross profit as a percentage of revenues was primarily due to the impact of decreased fish oil yields and slower than anticipated early season fish catch on cost per unit of sales as well as lower human nutrition gross profit as a percentage of revenues.

 

The effective tax rate was 37.0% for the nine months ended September 30, 2014 compared to 34.4% for the nine months ended September 30, 2013. The effective tax rate for the nine months ended September 30, 2014 would have been approximately 34.4% were it not for the non-deductible expenses related to the acquisition of Bioriginal.

 

Net income for the nine months ended September 30, 2014 was $15.3 million ($0.70 per diluted share) compared to $20.8 million ($0.99 per diluted share) for the same period last year. Excluding the impact of the plant closure and loss on disposal of assets, net income for the nine months ended September 30, 2014 would have been $19.0 million ($0.88 per diluted share) compared to $21.0 million ($1.00 per diluted share).

 

Adjusted EBITDA totaled $46.7 million for nine months ended September 30, 2014, a decrease from $48.9 million for the same period last year.

 

Balance Sheet

 

Due in large part to the Bioriginal acquisition, the Company's September 30, 2014 cash balance decreased $32.3 million from December 31, 2013 to $1.7 million, and total debt increased $30.7 million from December 31, 2013 to $54.9 million on September 30, 2014. Stockholders' equity increased $19.5 million to $266.7 million as of September 30, 2014 compared to $247.2 million as of December 31, 2013.

 

Conference Call Information

 

Omega Protein will host a conference call on its third quarter 2014 financial results at 8:30 a.m., Eastern Time, on Tuesday, November 18, 2014. The Company’s senior management team will be available to discuss recent financial results and current business trends as well as respond to questions.

 

Please dial (877) 407-3982 domestically or (201) 493-6780 internationally to join the call. Interested parties may also listen to the webcast live over the Internet at www.omegaprotein.com.

 

A webcast replay of the conference call will be available beginning shortly after the conclusion of the call at www.omegaprotein.com and will be available for 30 days. A telephonic replay of the conference call will be available through December 2, 2014. Domestic listeners can dial (877) 870-5176, and international listeners may dial (858) 384-5517. The replay access code is 13593645.

 

About Omega Protein

 

Omega Protein Corporation (NYSE:OME) is a century old nutritional product company that develops, produces and delivers healthy products throughout the world to improve the nutritional integrity of foods, dietary supplements and animal feeds. Omega Protein's mission is to help people lead healthier lives with better nutrition through sustainably sourced ingredients such as highly-refined specialty oils and essential fatty acids, specialty protein products and nutraceuticals.

 

The Company operates eight manufacturing facilities located in the United States, Canada and Europe. The Company also operates more than 30 fishing vessels to harvest menhaden, a fish abundantly found off of the coasts of the Atlantic Ocean and Gulf of Mexico. For more information, please visit www.omegaprotein.com.

 

 
 

 

 

Forward Looking Statements

 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS: The statements contained in this press release that are not historical facts are forward-looking statements that involve a number of risks and uncertainties. Forward-looking information may be based on projections, predictions and estimates. Some statements in this press release may be forward-looking and use words like “may,” “may not,” “believes,” “do not believe,” “expects,” “do not expect,” “anticipates,” “do not anticipate,” “see,” “do not see,” “should,” or other similar expressions. The actual results of future events described in any of these forward-looking statements could differ materially from those stated in the forward-looking statements. Important factors that could cause actual results to be materially different from those forward-looking statements include, among others: (1) the Company’s ability to meet its raw material requirements through its annual menhaden harvest, which is subject to fluctuations due to natural conditions over which the Company has no control, such as varying fish population, fish oil yields, adverse weather conditions, natural and other disasters and disease; (2) the impact of laws and regulations that may be enacted that may restrict the Company’s operations or the sale of the Company’s products; (3) the impact of worldwide supply and demand relationships on prices for the Company’s products; (4) the Company’s expectations regarding demand and pricing for its products proving to be incorrect, and the effect of forward sales of products on the Company’s financial results; (5) fluctuations in the Company’s quarterly operating results due to the seasonality of the Company’s business, estimates of standard cost for inventory and subsequent adjustments to such costs, and the Company’s deferral of inventory sales based on worldwide prices for competing products; (6) the Company’s ability to realize the anticipated benefits from its acquisitions in the human nutrition business, and specifically, to integrate successfully its recent acquisition of Bioriginal; (7) the Company’s expectations regarding Nutegrity or Bioriginal, their future prospects and the dietary supplement market or the human health and wellness segment generally, proving to be incorrect; (8) the cost of compliance with existing and future government regulations; (9) the impact of the Company’s settlement with U.S. Attorney’s Office on the Company’s operations and financial results, including the impact of any failure to comply with the terms of the Company’s probation or the limitations imposed on the Company’s ability to secure government contracts or loans under the NFMS Title XI program; (10) the impact of the closure of the Company’s Cameron, Louisiana processing plant on the Company’s operations and financial results; and (11) the cost of compliance or potential restrictions on sales caused by laws and regulations regarding fish meal or oil importation into foreign jurisdictions. Other factors are described in further detail in the Company’s filings with the Securities and Exchange Commission, including its reports on Form 10-K, Form 10-Q and Form 8-K.

 

Contact:
Investor Relations
(713) 623-0060
hq@omegahouston.com

 

 
 

 

 

OMEGA PROTEIN CORPORATION

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(Dollars in thousands)

 

 

 

   

September 30,

2014

   

December 31,

2013

 

ASSETS

               

Current assets:

               

Cash and cash equivalents

  $ 1,714     $ 34,059  

Receivables, net

    46,099       21,140  

Inventories

    107,919       94,339  

Deferred tax asset, net

    1,772       1,062  

Prepaid expenses and other current assets

    5,911       3,915  

Total current assets

    163,415       154,515  

Other assets, net

    2,666       5,234  

Property, plant and equipment, net

    165,529       144,113  

Goodwill

    50,658       19,600  

Other intangible assets, net

    21,388       7,932  

Total assets

  $ 403,656     $ 331,394  

LIABILITIES AND STOCKHOLDERS’ EQUITY

               

Current liabilities:

               

Current maturities of long-term debt

  $ 14,157     $ 3,112  

Accounts payable

    14,893       5,380  

Accrued liabilities

    38,448       29,145  

Total current liabilities

    67,498       37,637  

Long-term debt, net of current maturities

    40,770       21,130  

Deferred tax liability, net

    23,773       19,351  

Pension liabilities, net

    2,516       4,117  

Other long-term liabilities

    2,414       1,929  

Total liabilities

    136,971       84,164  

Commitments and contingencies

               

Stockholders’ equity:

               

Preferred stock, $0.01 par value; 10,000,000 authorized shares; none issued

           

Common Stock, $0.01 par value; 80,000,000 authorized shares; 21,587,751 and 20,804,189 shares issued and 21,578,733 and 20,804,189 shares outstanding at September 30, 2014 and December 31, 2013, respectively

    208       203  

Capital in excess of par value

    141,153       136,428  

Retained earnings

    132,070       116,807  

Treasury stock, at cost – 9,018 shares

    (119 )      

Accumulated other comprehensive loss

    (6,627 )     (6,208 )

Total stockholders’ equity

    266,685       247,230  

Total liabilities and stockholders’ equity

  $ 403,656     $ 331,394  

 

 
 

 

 

OMEGA PROTEIN CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(In thousands, except per share amounts)

 

 

   

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2014

   

2013

   

2014

   

2013

 

Revenues

  $ 70,764     $ 87,620     $ 206,177     $ 178,320  

Cost of sales

    56,586       58,200       151,082       123,520  

Gross profit

    14,178       29,420       55,095       54,800  
                                 

Selling, general, and administrative expense

    10,216       6,930       22,835       19,403  

Research and development expense

    608       650       1,636       1,770  

Impairment of intangible assets

          80             80  

Loss related to plant closure

    1,543             5,482        

Loss (gain) on disposal of assets

    12       (161 )     245       213  

Operating income

    1,799       21,921       24,897       33,334  

Interest income

    4       5       17       15  

Interest expense

    (365 )     (483 )     (747 )     (1,356 )

Gain on foreign currency

    272             272        

Other expense, net

    (39 )     (104 )     (213 )     (285 )

Income before income taxes

    1,671       21,339       24,226       31,708  
                                 

Provision for income taxes

    1,012       7,377       8,963       10,911  

Net income

    659       13,962       15,263       20,797  
                                 

Other comprehensive income (loss):

                               

Foreign currency translation adjustment net of tax benefit of $243, $0, $243 and $0, respectively

    (449 )           (449 )      

Energy swap adjustment, net of tax (expense) benefit of $204, ($54), $224 and $2, respectively

    (379 )     101       (416 )     (5 )

Pension benefits adjustment, net of tax expense of $80, $135, $240 and $405, respectively

    149       251       446       753  

Comprehensive income (loss)

  $ (20 )   $ 14,314     $ 14,844     $ 21,545  

Basic earnings per share

  $ 0.03     $ 0.68     $ 0.73     $ 1.03  

Weighted average common shares outstanding

    20,637       20,150       20,474       19,801  

Diluted earnings per share

  $ 0.03     $ 0.66     $ 0.70     $ 0.99  

Weighted average common shares and potential common share equivalents outstanding

    21,258       20,762       21,122       20,520  

 

 
 

 

 

OMEGA PROTEIN CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Dollars in thousands)

 

 

   

Nine Months Ended

September 30,

 
   

2014

   

2013

 

Cash flows from operating activities:

               

Net income

  $ 15,263     $ 20,797  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Depreciation and amortization

    16,072       15,627  

Loss on plant closure

    2,055        

Loss (gain) on disposal of assets

    245       213  

Impairment of intangible assets

          80  

Provisions for losses on receivables

    36       36  

Share based compensation

    1,688       1,461  

Deferred income taxes

    (936 )     5,074  

Unrealized (gain) on foreign currency fluctuations, net

    (272 )      

Changes in assets and liabilities:

               

Receivables

    (9,861 )     (604 )

Inventories

    6,331       (22,700 )

Prepaid expenses and other current assets

    (602 )     (1,782 )

Other assets

    1,454       5,409  

Accounts payable

    (1,880 )     938  

Accrued liabilities

    9,030       2,538  

Pension liability, net

    (1,063 )     (622 )

Other long term liabilities

    (21 )     182  

Net cash provided by operating activities

    37,539       26,647  

Cash flows from investing activities:

               

Proceeds from disposition of assets

    257       313  

Acquisition of Wisconsin Specialty Protein, net of cash acquired

          (26,676 )

Acquisition of Bioriginal, net of cash acquired

    (46,388 )      

Land and building purchased in capital lease extinguishment

          (5,005 )

Capital expenditures

    (36,254 )     (18,009 )

Net cash used in investing activities

    (82,385 )     (49,377 )

Cash flows from financing activities:

               

Principal payments of long-term debt

    (14,776 )     (2,316 )

Proceeds from long-term debt

    24,000        

Principal payments of capital lease obligation

          (309 )

Purchase treasury stock at cost

    (119 )      

Proceeds from stock options exercised

    2,245       3,048  

Excess tax benefit of stock options exercised

    1,151       1,147  

Net cash provided by (used in) financing activities

    12,501       1,570  

Net increase (decrease) in cash and cash equivalents

    (32,345 )     (21,160 )

Cash and cash equivalents at beginning of year

    34,059       55,998  

Cash and cash equivalents at end of period

  $ 1,714     $ 34,838  

 

 
 

 

 

The tables below present information about reported segments for three months ended September 30, 2014 and 2013 (in thousands). It should be noted that all cash and cash equivalent balances have been included in the identifiable assets of the unallocated segment.

 

September 30, 2014

 

Animal

Nutrition

   

Human

Nutrition(1)

   

Unallocated

   

Total

 

Revenues (2)

  $ 55,123     $ 15,641     $     $ 70,764  

Cost of sales

    40,920       15,666             56,586  

Gross profit

    14,203       (25 )           14,178  

Selling, general and administrative expenses (including research and development)

    540       2,985       7,299       10,824  

Loss related to plant closure

    1,543                   1,543  

Other (gains) and losses

    12                   12  

Operating income (loss)

  $ 12,108     $ (3,010 )   $ (7,299 )   $ 1,799  

Depreciation and amortization

  $ 4,332     $ 1,136     $ 269     $ 5,737  

Identifiable assets

  $ 233,239     $ 167,838     $ 2,579     $ 403,656  

Capital expenditures

  $ 4,179     $ 7,884     $ 923     $ 12,986  

 

 

(1)

Includes revenues and related expenses for Bioriginal from September 5, 2014 through September 30, 2014.

 

 

(2)

Excludes revenues from internal customers of $0.4 million for fish oil that was transferred from the animal nutrition segment to the human nutrition segment at cost.

 

September 30, 2013

 

Animal

Nutrition

   

Human

Nutrition

   

Unallocated

   

Total

 

Revenues (3)

  $ 79,828     $ 7,792     $     $ 87,620  

Cost of sales

    52,321       5,879             58,200  

Gross profit

    27,507       1,913             29,420  

Selling, general and administrative expenses (including research and development)

    733       1,924       4,923       7,580  

Other (gains) and losses

    (160 )     79             (81 )

Operating income (loss)

  $ 26,934     $ (90 )   $ (4,923 )   $ 21,921  

Depreciation and amortization

  $ 4,531     $ 651     $ 192     $ 5,374  

Identifiable assets

  $ 271,363     $ 54,095     $ 1,323     $ 326,781  

Capital expenditures

  $ 3,960     $ 1,062     $ 90     $ 5,112  

 

 

(3)

Excludes revenues from internal customers of $0.3 million for fish oil that was transferred from the animal nutrition segment to the human nutrition segment at cost.

 

The tables below present information about reported segments for the nine months ended September 30, 2014 and 2013 (in thousands).

 

September 30, 2014

 

Animal

Nutrition

   

Human

Nutrition(4)

   

Unallocated

   

Total

 

Revenues (5)

  $ 175,657     $ 30,520     $     $ 206,177  

Cost of sales

    122,588       28,494             151,082  

Gross profit

    53,069       2,026             55,095  

Selling, general and administrative expenses (including research and development)

    1,729       6,973       15,769       24,471  

Loss related to plant closure

    5,482                   5,482  

Other (gains) and losses

    54       191             245  

Operating income (loss)

  $ 45,804     $ (5,138 )   $ (15,769 )   $ 24,897  

Depreciation and amortization

  $ 13,074     $ 2,536     $ 462     $ 16,072  

Identifiable assets

  $ 233,239     $ 167,838     $ 2,579     $ 403,656  

Capital expenditures

  $ 14,537     $ 20,785     $ 932     $ 36,254  

 

 

(4)

Includes revenues and related expenses for Bioriginal from September 5, 2014 through September 30, 2014.

 

 

(5)

Excludes revenues from internal customers of $1.8 million for fish oil that was transferred from the animal nutrition segment to the human nutrition segment at cost.

 

 
 

 

  

September 30, 2013

 

Animal

Nutrition

   

Human

Nutrition(6)

   

Unallocated

   

Total

 

Revenues (7)

  $ 156,618     $ 21,702     $     $ 178,320  

Cost of sales

    106,201       17,319             123,520  

Gross profit

    50,417       4,383             54,800  

Selling, general and administrative expenses (including research and development)

    2,023       5,081       14,069       21,173  

Other (gains) and losses

    214       79             293  

Operating income (loss)

  $ 48,180     $ (777 )   $ (14,069 )   $ 33,334  

Depreciation and amortization

  $ 13,352     $ 1,721     $ 554     $ 15,627  

Identifiable assets

  $ 271,363     $ 54,095     $ 1,323     $ 326,781  

Capital expenditures

  $ 16,006     $ 1,675     $ 328     $ 18,009  

 

 

(6)

Includes revenues and related expenses for WSP from February 27, 2013 through September 30, 2013.

 

 

(7)

Excludes revenues from internal customers of $1.3 million for fish oil that was transferred from the animal nutrition segment to the human nutrition segment at cost.

 

Adjusted EBITDA to Net Income Reconciliation

The following table (in thousands) provides a reconciliation of Adjusted EBITDA, a non-GAAP (Generally Accepted Accounting Principles) financial measure, to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, for the three months ended September 30, 2014, June 30, 2014 and September 30, 2013 and the nine months ended September 30, 2014 and September 30, 2013:

 

   

Three Months Ended

 
   

September 30,

2014

   

June 30,

2014

   

September 30,

2013

 

Net Income

  $ 659     $ 6,633     $ 13,962  

Reconciling items:

                       

Interest expense

    334       105       452  

Income tax provision

    1,012       3,871       7,377  

Depreciation and amortization

    5,737       5,118       5,374  

Loss related to plant closure

    1,543       2,616        

Impairment of intangible assets

                80  

Loss (gain) on disposal of assets

    12       (14 )     (161 )

Adjusted EBITDA

  $ 9,297     $ 18,329     $ 27,084  

 

 

    Nine Months Ended  
   

September 30,

2014

   

September 30,

2013

 

Net Income

  $ 15,263     $ 20,797  

Reconciling items:

               

Interest expense

    655       1,264  

Income tax provision

    8,963       10,911  

Depreciation and amortization

    16,072       15,627  

Loss related to plant closure

    5,482        

Impairment of intangible assets

          80  

Loss (gain) on disposal of assets

    245       213  

Adjusted EBITDA

  $ 46,680     $ 48,892  

 

 
 

 

 

Adjusted EBITDA represents net income before interest expense, income tax, depreciation and amortization, loss related to plant closure, impairment of intangible assets and loss (gain) on disposal of assets. The Company has reported Adjusted EBITDA because it believes Adjusted EBITDA is a measure commonly reported and widely used by investors as an indicator of a Company's operating performance. The Company believes Adjusted EBITDA assists such investors in comparing a company's performance on a consistent basis. Adjusted EBITDA is not a calculation based on GAAP and should not be considered an alternative to net income in measuring our performance or used as an exclusive measure of cash flow because it does not consider the impact of working capital changes, capital expenditures, debt principal reductions and other sources and uses of cash which are disclosed in our consolidated statements of cash flows. Investors should carefully consider the specific items included in our computation of Adjusted EBITDA. While Adjusted EBITDA has been disclosed herein to permit a more complete comparative analysis of our operating performance relative to other companies, investors should be cautioned that Adjusted EBITDA as reported by us may not be comparable in all instances to Adjusted EBITDA as reported by us or by other companies. Adjusted EBITDA amounts may not be fully available for management's discretionary use, due to certain requirements to conserve funds for capital expenditures, debt service and other commitments, and therefore management relies primarily on our GAAP results. Adjusted EBITDA is not intended to represent net income as defined by GAAP and such information should not be considered as an alternative to net income, cash flow from operations or any other measure of performance prescribed by GAAP in the United States.

 

Adjusted Net Income and Diluted Earnings Per Share to Net Income Reconciliation

The following table (in thousands, except per share amounts) provides a reconciliation of Adjusted Net Income and Diluted Earnings Per Share, non-GAAP (Generally Accepted Accounting Principles) financial measures, to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, for the three months ended September 30, 2014, June 30, 2014 and September 30, 2013 and the nine months ended September 30, 2014 and September 30, 2013:

 

   

Three Months Ended

 
   

September 30,

2014

   

June 30,

2014

   

September 30,

2013

 

Net Income

  $ 659     $ 6,633     $ 13,962  

Reconciling items:

                       

Income tax provision prior to adjustments

    1,012       3,871       7,377  

Loss related to plant closure

    1,543       2,616        

Impairment of intangible assets

                80  

Loss (gain) on disposal of assets

    12       (14 )     (161 )

Adjusted income before income taxes

    3,226       13,106       21,258  

Provision for income taxes after adjustments

    1,511       4,830       7,349  

Adjusted net income

  $ 1,715     $ 8,276     $ 13,909  

Adjusted diluted earnings per share

  $ 0.08     $ 0.38     $ 0.65  

 

   

Nine Months Ended

 
   

September 30,

2014

   

September 30,

2013

 

Net Income

  $ 15,263     $ 20,797  

Reconciling items:

               

Income tax provision prior to adjustments

    8,963       10,911  

Loss related to plant closure

    5,482        

Impairment of intangible assets

          80  

Loss (gain) on disposal of assets

    245       213  

Adjusted income before income taxes

    29,953       32,001  

Provision for income taxes after adjustments

    10,933       11,012  

Adjusted net income

  $ 19,020     $ 20,989  

Adjusted diluted earnings per share

  $ 0.88     $ 1.00  

 

Adjusted net income and Adjusted diluted earnings per share represent net income and diluted earnings per share without loss related to plant closure, impairment of intangible assets, loss (gain) on disposal of assets and taxes associated with these items. The Company has reported Adjusted net income and Adjusted diluted earnings per share because it believes these measures are widely used by investors as an indicator of a Company’s operating performance. The Company believes Adjusted net income and Adjusted diluted earnings per share assist investors in comparing a company's performance on a consistent basis. Adjusted net income and Adjusted diluted earnings per share are not calculations based on GAAP and should not be considered alternatives to net income or diluted earnings per share in measuring our performance. Investors should carefully consider the specific items included in our computation of Adjusted net income and Adjusted diluted earnings per share. While Adjusted net income and Adjusted diluted earnings per share has been disclosed herein to permit a more complete comparative analysis of our operating performance across time periods and relative to other companies, investors should be cautioned that these measures as reported by us may not be comparable in all instances to Adjusted net income and Adjusted diluted earnings per share as reported by us or by other companies. Adjusted net income and Adjusted diluted earnings per share are not intended to represent net income or diluted earnings per share as defined by GAAP and such information should not be considered as an alternative to net income, diluted earnings per share or any other measure of performance prescribed by GAAP in the United States.