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8-K - 8-K Q3 2016 EARNINGS - Horizon Global Corphznq3earnings8k.htm


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FOR IMMEDIATE RELEASE
 
 
CONTACT:
Maria C. Duey
 
 
 
Vice President, Corporate Development & Investor Relations
 
 
 
(248) 593-8810
 
 
 
mduey@horizonglobal.com

HORIZON GLOBAL REPORTS THIRD QUARTER RESULTS AND RAISES FULL-YEAR GUIDANCE

Third Quarter 2016 Highlights
Signed definitive agreement to acquire Westfalia
Operating profit margin decreased to 4.4 percent, down from 5.6 percent
*
Adjusted operating profit(1) margin improved to 7.8 percent, up from 7.6 percent
*
Adjusted segment operating profit(1) margin improved to 11.6 percent, up from 10.1 percent
Generated operating cash flow greater than two times net income; more than double prior year-to-date
Leverage ratio improved to 2.7 times(2) as of September 30, 2016, down from 3.6 times(2) one year ago
Raised full-year guidance

Troy, Michigan, November 1, 2016 — Horizon Global Corporation (NYSE: HZN), one of the world’s leading manufacturers of branded towing and trailering equipment, reported third quarter earnings and raised full-year guidance, reflecting a continued focus on execution while advancing key financial priorities.
"The third quarter brought transformational change to Horizon Global as we signed an agreement to acquire Westfalia, a leading European towing company. In conjunction with closing the transaction in early fourth quarter, we incurred an incremental $152 million of term debt. We are already executing on our integration plans and are on track to achieve the $10 million in synergies in 2017 that we previously communicated," said A. Mark Zeffiro, President and Chief Executive Officer of Horizon Global.
"We are pleased with our third quarter 2016 results, which were more in line with our historical segment operating profit distribution than the third quarter of 2015. Our automotive OE and e-commerce channels experienced significant sales gains in the quarter, offset by the softness we are seeing in the retail channel. Segment operating profit improved on lower sales volume as compared to third quarter 2015. On a full-year basis, we are in sight of our goal of 10% adjusted segment operating profit. Our operating cash flow more than doubled last year, allowing us to reduce our leverage ratio to 2.7 times and the lowest it's been since we became a public company,” continued Zeffiro.

2016 Third Quarter Segment Highlights
Horizon North America. Net sales decreased 5.1 percent, with strong volume in e-commerce and automotive OE channels, offset by declines in retail, aftermarket and industrial channels. Operating profit increased $2.1 million to $13.3 million, or 12.3 percent of net sales, from $11.2 million, due to improved cost structure and lower input costs. Adjusted operating profit(1) decreased $0.3 million to $14.0 million, or 12.8 percent of net sales, as compared to 12.5 percent in the prior year.

Horizon International. Net sales were up 10.9 percent driven by strong growth in the OE channel, reflecting both new and existing programs. Operating profit increased $2.3 million to $3.5 million, or 8.2 percent of net sales, from $1.2 million, as a result of increased volume and productivity initiatives. Adjusted operating profit(1) increased $2.4 million to $3.6 million, or 8.3 percent of net sales, mostly due to increased volume.


1



Outlook
The impact of Westfalia operations is not reflected in the guidance below due to the timing of the acquisition and ongoing purchase accounting. Guidance (excluding Westfalia) issued for the year ended December 31, 2016 has been updated as follows:
Net sales growth of 2 to 4 percent on a GAAP basis and 3 to 5 percent on a constant currency basis(3) 
Adjusted segment operating profit increasing 130 to 150 basis points from more than 100 basis points(3)  
Net cash conversion greater than 200 percent of net income (operating cash flow as a percent of net income), from more than 100 percent

"Margin improvement remains our number one priority, and our results year-to-date reflect our ongoing commitment to achieving a 10 percent total Company operating margin. The Westfalia acquisition will help us move closer to that goal over the next two years. The market shift to SUV's and trucks is driving increased demand for our product set, with our OE business outperforming in the quarter. Our core business model of building strong brands while driving customer value is showing results. Through our efforts in driving lean and productivity initiatives, we achieved a 150 basis point increase in adjusted segment operating margins. We are focused on execution as we integrate Westfalia and lay the foundation for our business beyond today," said Zeffiro.
"Our 2016 outlook has been updated to reflect our year-to-date improvement in adjusted segment operating profit as we realize the benefits of our improved cost structure. Our net cash conversion has also improved through efficient management of working capital and profitability. We will continue to pay close attention to the retail environment and the global markets as we close out the year. We are executing our strategic plan, focusing on our three key financial priorities of increasing operating margins, improving our capital structure and growing our revenues. Our results in the third quarter demonstrate our ability to realize the benefits of near-term restructuring activities while remaining focused on long-term value creation.”

Conference Call Details
Horizon Global will host a conference call regarding third quarter 2016 earnings on Wednesday, November 2, 2016 at 8:30 a.m. Eastern Time. Participants in the call are asked to register five to ten minutes prior to the scheduled start time by dialing (844) 711-8052 and from outside the U.S. at (832) 900-4641. Please use the conference identification number 91077408.

The conference call will be webcast simultaneously and in its entirety through the Horizon Global website.  An earnings presentation will also be available on the Horizon Global website at the time of the conference call. Shareholders, media representatives and others may participate in the webcast by registering through the Investor Relations section on the Company’s website.

A replay of the call will be available on Horizon Global’s website or by phone by dialing (800) 585-8367 and from outside the U.S. at (404) 537-3406. Please use the conference identification number 91077408. The telephone replay will be available approximately two hours after the end of the call and continue through November 17, 2016.

About Horizon Global
Headquartered in Troy, Michigan, Horizon Global Corporation (NYSE: HZN) is a leading designer, manufacturer and distributor of high-quality, custom-engineered towing, trailering, cargo management and related accessory products for original equipment, aftermarket and retail channel customers on a global basis. Our mission is to utilize forward-thinking technology to develop and deliver best-in-class products for our customers, engage with our employees and realize value creation for our shareholders. For more information, please visit www.horizonglobal.com.


2



Safe Harbor Statement
This earnings release may contain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements contained herein speak only as of the date they are made and give our current expectations or forecasts of future events. These forward-looking statements can be identified by the use of forward-looking words, such as "may," "could," "should," "estimate," "project," "forecast," "intend," "expect," "anticipate," "believe," "target," "plan" or other comparable words, or by discussions of strategy that may involve risks and uncertainties. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which could materially affect our business, financial condition or future results including, but not limited to, risks and uncertainties with respect to: the Company's leverage; liabilities imposed by the Company's debt instruments; market demand; competitive factors; supply constraints; material and energy costs; technology factors; litigation; government and regulatory actions; the Company's accounting policies; future trends; general economic and currency conditions; various conditions specific to the Company's business and industry; the spin-off from TriMas Corporation; risks inherent in the achievement of cost synergies and timing thereof in connection with the Westfalia acquisition, including whether the acquisition will be accretive; the Company's ability to promptly and effectively integrate Westfalia; the performance and costs of integration of Westfalia; and other risks that are discussed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. The risks described herein are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deemed to be immaterial also may materially adversely affect our business, financial position and results of operations or cash flows. We caution readers not to place undue reliance on such statements, which speak only as of the date hereof. We do not undertake any obligation to review or confirm analysts' expectations or estimates or to release publicly any revisions to any forward-looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

(1)
Please refer to "Company and Business Segment Financial Information," which details certain costs, expenses, other charges, collectively described as ''Special Items,'' that are included in the determination of operating profit under GAAP, but that management would consider important in evaluating the quality of the Company's operating results as they are not indicative of the Company's core operating results or may obscure trends useful in evaluating the Company's continuing activities. Accordingly, the Company presents adjusted operating profit and adjusted segment operating profit excluding these Special Items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends.
(2)
Appendix III reconciles net income to "Consolidated Bank EBITDA" as defined in our credit agreement.  We believe this reconciliation provides valuable supplemental information regarding our capital structure, consistent with how we evaluate our performance. Leverage ratio is calculated by dividing “Total Consolidated Indebtedness” by “Consolidated Bank EBITDA”.  “Total Consolidated Indebtedness” is defined as total Company debt less domestic cash.  Domestic cash as of September 30, 2016 and 2015 was $27.7 million and $18.4 million, respectively.
(3)
The Company provides guidance with respect to certain non-GAAP financial measures. The Company is unable to reconcile these non-GAAP financial measures to the most directly comparable GAAP financial measures, due to the timing of the Westfalia acquisition and ongoing purchase accounting. Accordingly, the impact of Westfalia's operations are not reflected in our 2016 guidance. The Company has included a reconciliation for revenue growth on a constant currency basis and adjusted segment operating profit growth, excluding the impact of Westfalia operations, in order to provide investors a better understanding of the Company's view of 2016 guidance as compared to prior periods. Please refer to Appendix V, "2016 Guidance Reconciliation" for a reconciliation of the Company's 2016 guidance of revenue growth on a constant currency basis and adjusted segment operating profit growth.




3



Horizon Global Corporation
Condensed Consolidated Balance Sheets
(Dollars in thousands)


 
 
September 30,
2016
 
December 31,
2015
 
 
(unaudited)
 
 
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
41,420

 
$
23,520

Receivables, net
 
73,380

 
63,050

Inventories
 
100,780

 
119,470

Prepaid expenses and other current assets
 
7,740

 
5,120

Total current assets
 
223,320

 
211,160

Property and equipment, net
 
47,560

 
45,890

Goodwill
 
5,360

 
4,410

Other intangibles, net
 
49,970

 
56,020

Deferred income taxes
 
3,700

 
4,500

Other assets
 
9,960

 
9,600

Total assets
 
$
339,870

 
$
331,580

Liabilities and Shareholders' Equity
 
 
 
 
Current liabilities:
 
 
 
 
Current maturities, long-term debt
 
$
11,740

 
$
10,130

Accounts payable
 
72,310

 
78,540

Accrued liabilities
 
42,810

 
39,820

Total current liabilities
 
126,860

 
128,490

Long-term debt
 
178,890

 
178,610

Deferred income taxes
 
680

 
2,910

Other long-term liabilities
 
17,440

 
19,570

Total liabilities
 
323,870

 
329,580

Commitments and contingent liabilities
 

 

Total shareholders' equity
 
16,000

 
2,000

Total liabilities and shareholders' equity
 
$
339,870

 
$
331,580



 

4



Horizon Global Corporation
Consolidated Statements of Income
(Unaudited - dollars in thousands, except per share amounts)


 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2016
 
2015
 
2016
 
2015
Net sales
 
$
151,720

 
$
153,340

 
$
465,590

 
$
454,240

Cost of sales
 
(109,210
)
 
(115,580
)
 
(339,760
)
 
(343,430
)
Gross profit
 
42,510

 
37,760

 
125,830

 
110,810

Selling, general and administrative expenses
 
(35,850
)
 
(29,090
)
 
(97,510
)
 
(91,280
)
Impairment of intangible assets
 

 

 
(2,240
)
 

Net loss on dispositions of property and equipment
 
(30
)
 
(60
)
 
(520
)
 
(1,850
)
Operating profit
 
6,630

 
8,610

 
25,560

 
17,680

Other expense, net:
 
 
 
 
 
 
 
 
Interest expense
 
(4,100
)
 
(4,350
)
 
(12,600
)
 
(4,590
)
Other expense, net
 
(1,000
)
 
(1,060
)
 
(2,170
)
 
(3,030
)
Other expense, net
 
(5,100
)
 
(5,410
)
 
(14,770
)
 
(7,620
)
Income before income tax credit (expense)
 
1,530

 
3,200

 
10,790

 
10,060

Income tax credit (expense)
 
(1,160
)
 
3,150

 
(900
)
 
(30
)
Net income
 
$
370

 
$
6,350

 
$
9,890

 
$
10,030

Net income per share:
 
 
 
 
 
 
 
 
Basic
 
$
0.02

 
$
0.35

 
$
0.55

 
$
0.55

Diluted
 
$
0.02

 
$
0.35

 
$
0.54

 
$
0.55

Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
18,174,509

 
18,098,404

 
18,144,998

 
18,073,836

Diluted
 
18,519,077

 
18,215,209

 
18,333,226

 
18,160,858



5



Horizon Global Corporation
Consolidated Statements of Cash Flows
(Unaudited - dollars in thousands)


 
 
Nine months ended
September 30,
 
 
2016
 
2015
Cash Flows from Operating Activities:
 
 
 
 
Net income
 
$
9,890

 
$
10,030

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Net loss on dispositions of property and equipment
 
520

 
1,850

Depreciation
 
7,490

 
7,580

Amortization of intangible assets
 
5,480

 
5,540

Impairment of intangible assets
 
2,240

 

Amortization of original issuance discount and debt issuance costs
 
1,390

 
330

Deferred income taxes
 
(1,500
)
 
(4,620
)
Non-cash compensation expense
 
2,840

 
1,750

Increase in receivables
 
(8,260
)
 
(16,120
)
Decrease in inventories
 
19,920

 
5,330

Increase in prepaid expenses and other assets
 
(1,670
)
 
(1,910
)
Increase (decrease) in accounts payable and accrued liabilities
 
(10,040
)
 
2,860

Other, net
 
(790
)
 
170

Net cash provided by operating activities
 
27,510

 
12,790

Cash Flows from Investing Activities:
 
 
 
 
Capital expenditures
 
(10,090
)
 
(6,400
)
Net proceeds from disposition of property and equipment
 
240

 
1,770

Net cash used for investing activities
 
(9,850
)
 
(4,630
)
Cash Flows from Financing Activities:
 
 
 
 
Proceeds from borrowings on credit facilities
 
37,050

 
100,420

Repayments of borrowings on credit facilities
 
(37,210
)
 
(95,420
)
Proceeds from Term B Loan, net of issuance costs
 

 
192,920

Repayments of borrowings on Term B Loan
 
(7,500
)
 
(2,500
)
Proceeds from ABL Revolving Debt
 
105,230

 
37,900

Repayments of borrowings on ABL Revolving Debt
 
(98,430
)
 
(30,980
)
Proceeds from borrowings on Vendor Financing
 
3,110

 

Repayments of borrowings on Vendor Financing
 
(1,820
)
 

Net transfers from former parent
 

 
27,630

Cash dividend paid to former parent
 

 
(214,500
)
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations
 
(230
)
 

Net cash provided by financing activities
 
200

 
15,470

Effect of exchange rate changes on cash
 
40

 
(1,220
)
Cash and Cash Equivalents:
 
 
 
 
Increase for the period
 
17,900

 
22,410

At beginning of period
 
23,520

 
5,720

At end of period
 
$
41,420

 
$
28,130

Supplemental disclosure of cash flow information:
 
 
 
 
Cash paid for interest
 
$
11,180

 
$
3,760


6



Horizon Global Corporation
Company and Business Segment Financial Information
(Unaudited - dollars in thousands)


 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2016
 
2015
 
2016
 
2015
Horizon North America
 
 
 
 
 
 
 
 
Net sales
 
$
108,640

 
$
114,480

 
$
344,230

 
$
334,770

Operating profit
 
$
13,330

 
$
11,220

 
$
36,910

 
$
25,360

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Severance and business restructuring costs
 
$
580

 
$
3,050

 
$
4,910

 
$
5,520

Loss on software disposal
 
$

 
$

 
$

 
$
1,870

Impairment of intangible assets
 
$
50

 
$

 
$
2,330

 
$

Adjusted operating profit
 
$
13,960

 
$
14,270

 
$
44,150

 
$
32,750

 
 
 
 
 
 
 
 
 
Horizon International
 
 
 
 
 
 
 
 
Net sales
 
$
43,080

 
$
38,860

 
$
121,360

 
$
119,470

Operating profit
 
$
3,540

 
$
1,210

 
$
8,150

 
$
4,690

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Severance and business restructuring costs
 
$
40

 
$
10

 
$
320

 
$
1,070

Adjusted operating profit
 
$
3,580

 
$
1,220

 
$
8,470

 
$
5,760

 
 
 
 
 
 
 
 
 
Operating Segments
 
 
 
 
 
 
 
 
Segment operating profit
 
$
16,870

 
$
12,430

 
$
45,060

 
$
30,050

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Severance and business restructuring costs
 
$
620

 
$
3,060

 
$
5,230

 
$
6,590

Loss on software disposal
 
$

 
$

 
$

 
$
1,870

Impairment of intangible assets
 
$
50

 
$

 
$
2,330

 
$

Adjusted segment operating profit
 
$
17,540

 
$
15,490

 
$
52,620

 
$
38,510

 
 
 
 
 
 
 
 
 
Corporate Expenses
 
 
 
 
 
 
 
 
Operating loss
 
$
(10,240
)
 
$
(3,820
)
 
$
(19,500
)
 
$
(12,370
)
Special Items to consider in evaluating operating loss:
 
 
 
 
 
 
 
 
Acquisition costs
 
$
4,570

 
$

 
$
4,570

 
$

Adjusted operating loss
 
$
(5,670
)
 
$
(3,820
)
 
$
(14,930
)
 
$
(12,370
)
 
 
 
 
 
 
 
 
 
Total Company
 
 
 
 
 
 
 
 
Net sales
 
$
151,720

 
$
153,340

 
$
465,590

 
$
454,240

Operating profit
 
$
6,630

 
$
8,610

 
$
25,560

 
$
17,680

Total Special Items to consider in evaluating operating profit
 
$
5,240

 
$
3,060

 
$
12,130

 
$
8,460

Adjusted operating profit
 
$
11,870

 
$
11,670

 
$
37,690

 
$
26,140




7



Appendix I

Horizon Global Corporation
Additional Information Regarding Special Items Impacting
Reported GAAP Financial Measures
(Unaudited - dollars in thousands, except per share amounts)


 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2016
 
2015
 
2016
 
2015
Net income, as reported
 
$
370

 
$
6,350

 
$
9,890

 
$
10,030

Impact of Special Items to consider in evaluating quality of income:
 
 
 
 
 
 
 
 
Severance and business restructuring costs
 
620

 
3,060

 
5,230

 
6,590

Loss on software disposal
 

 

 

 
1,870

Impairment of intangible assets
 
50

 

 
2,330

 

Acquisition costs
 
4,580

 

 
4,580

 

Tax impact of Special Items
 
60

 
(410
)
 
(1,920
)
 
(2,070
)
Adjusted net income
 
$
5,680

 
$
9,000

 
$
20,110

 
$
16,420

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended
September 30,
 
Nine months ended
September 30,

 
2016
 
2015
 
2016
 
2015
Diluted earnings per share, as reported
 
$
0.02

 
$
0.35

 
$
0.54

 
$
0.55

Impact of Special Items to consider in evaluating quality of EPS:
 
 
 
 
 
 
 
 
Severance and business restructuring costs
 
0.03

 
0.17

 
0.29

 
0.36

Loss on software disposal
 

 

 

 
0.10

Impairment of intangible assets
 

 

 
0.13

 

Acquisition costs
 
0.25

 

 
0.25

 

Tax impact of Special Items
 

 
(0.02
)
 
(0.10
)
 
(0.11
)
Adjusted earnings per share
 
$
0.30

 
$
0.50

 
$
1.11

 
$
0.90

Weighted-average shares outstanding, diluted
 
18,519,077

 
18,215,209

 
18,333,226

 
18,160,858




8



Appendix II

Horizon Global Corporation
Reconciliation of Reported Revenue Growth
to Constant Currency Basis
(Unaudited)


 
 
Three months ended
September 30, 2016
 
Nine months ended
September 30, 2016
 
 
Consolidated
 
Horizon
North America
 
Horizon International
 
Consolidated
 
Horizon
North America
 
Horizon International
Revenue growth as reported
 
(1.1
)%
 
(5.1
)%
 
10.9
%
 
2.5
 %
 
2.8
%
 
1.6
 %
Less: currency impact
 
0.1
 %
 
 %
 
0.5
%
 
(1.3
)%
 
%
 
(5.0
)%
Revenue growth at constant currency
 
(1.2
)%
 
(5.1
)%
 
10.4
%
 
3.8
 %
 
2.8
%
 
6.6
 %



9



Appendix III

Horizon Global Corporation
LTM Bank EBITDA as Defined in Credit Agreement
(Unaudited - dollars in thousands)
 
 
 
 
Less:
 
Add:
 
 
 
 
Year Ended December 31, 2015
 
Nine Months Ended September 30, 2015
 
Nine Months Ended September 30, 2016
 
Twelve Months Ended September 30, 2016
Net income
 
$
8,300

 
$
10,030

 
$
9,890

 
$
8,160

Bank stipulated adjustments:
 
 
 
 
 
 
 
 
Interest expense, net (as defined)
 
8,810

 
4,590

 
12,600

 
16,820

Income tax expense (benefit)
 
(1,280
)
 
30

 
900

 
(410
)
Depreciation and amortization
 
17,080

 
13,120

 
12,970

 
16,930

Extraordinary charges (as defined)
 

 

 
4,120

 
4,120

Non-cash compensation expense(a)
 
2,530

 
1,750

 
2,840

 
3,620

Other non-cash expenses or losses
 
11,350

 
11,150

 
3,410

 
3,610

Non-recurring expenses or costs (as defined)(b)
 
5,000

 
5,000

 
4,860

 
4,860

Interest-equivalent costs associated with any Specified Vendor Receivables Financing
 
900

 
690

 
940

 
1,150

Consolidated Bank EBITDA, as defined
 
$
52,690

 
$
46,360

 
$
52,530

 
$
58,860

 
 
September 30, 2016
Total Consolidated Indebtedness(d)
 
$
161,120

Consolidated Bank EBITDA, as defined
 
58,860

Actual leverage ratio
 
2.74 x

Covenant requirement
 
5.25 x

 
 
 
 
Less:
 
Add:
 
 
 
 
Year Ended December 31, 2014
 
Nine Months Ended September 30, 2014
 
Nine Months Ended September 30, 2015
 
Twelve Months Ended September 30, 2015
Net income
 
$
15,350

 
$
18,410

 
$
10,030

 
$
6,970

Bank stipulated adjustments:
 
 
 
 
 
 
 
 
Interest expense, net (as defined)
 
720

 
510

 
4,590

 
4,800

Income tax expense
 
5,240

 
5,890

 
30

 
(620
)
Depreciation and amortization
 
18,930

 
14,560

 
13,120

 
17,490

Non-cash compensation expense(a)
 
2,660

 
2,410

 
1,750

 
2,000

Other non-cash expenses or losses
 
15,260

 
11,960

 
11,150

 
14,450

Non-recurring expenses or costs (as defined)(b)
 
4,440

 
4,140

 
5,000

 
5,300

Acquisition integration costs(c)
 
90

 
90

 

 

Interest-equivalent costs associated with any Specified Vendor Receivables Financing
 
870

 
570

 
690

 
990

Consolidated Bank EBITDA, as defined
 
$
63,560

 
$
58,540

 
$
46,360

 
$
51,380

 
 
September 30, 2015
Total Consolidated Indebtedness(d)
 
$
185,110

Consolidated Bank EBITDA, as defined
 
51,380

Actual leverage ratio
 
3.60 x

Covenant requirement
 
5.25 x

______________
(a) Non-cash compensation expenses resulting from the grant of restricted shares of common stock and common stock options. Includes amounts allocated by former parent company.
(b) Under our credit agreement, costs and expenses related to cost savings projects, including restructuring and severance expenses, are not to exceed $5 million in any fiscal year and $15 million in aggregate, commencing on or after January 1, 2015.
(c) Costs and expenses arising from the integration of any business acquired not to exceed $7.5 million in any fiscal year $20 million in the aggregate.
(d) "Total Consolidated Indebtedness" refers to the sum of "long-term debt" and "current maturities, long-term debt" excluding "Bank facilities, capital leases and other long-term debt" less domestic cash of $27.7 million and $18.4 million as of September 30, 2016 and 2015, respectively.

10



Appendix V

Horizon Global Corporation
2016 Guidance Reconciliation
(Unaudited)


The Company is unable to reconcile certain forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measures, due to the timing of the Westfalia acquisition and ongoing purchase accounting. Accordingly, the impact of the Westfalia acquisition is not included in the Company's 2016 guidance. In order to provide investors a better understanding of the Company's view of 2016 guidance as compared to prior periods, the Company has included a reconciliation of revenue growth on a constant currency basis and adjusted segment operating profit growth, excluding the impact of Westfalia operations.

 
 
Twelve months ending on
December 31, 2016
 
Twelve months ended
December 31, 2015
 
Change
Operating Profit Margin
 
  4.3% - 4.4%
 
3.4%
 
 
Less: Corporate Expenses
 
(4.1)%
 
(3.2)%
 
 
Segment Operating Profit Margin, as reported
 
8.4% - 8.5%
 
6.6%
 
 
Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
Severance and business restructuring costs
 
  0.9% - 1.0%
 
1.5%
 
 
Loss on software disposal
 
—%
 
0.3%
 
 
Impairment of intangible assets
 
0.4%
 
—%
 
 
Adjusted Segment Operating Profit Margin
 
9.7% - 9.9%
 
8.4%
 
130 - 150 bps

 
 
Twelve months ending on
December 31, 2016
Revenue growth
 
2 - 4%
Less: currency impact
 
(1 - 2)%
Revenue growth at constant currency
 
3 - 5%


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