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8-K - FORM 8-K - Sensata Technologies Holding plcd8k.htm

Exhibit 99.1

LOGO

 

Contact:

 

Investors

  News Media

Maggie Morris

  Linda Megathlin

(508)236-1069

  (508)236-1761
mmorris2@sensata.com   lmegathlin@sensata.com

SENSATA TECHNOLOGIES HOLDING N.V. ANNOUNCES

FIRST QUARTER 2011 RESULTS

 

   

First quarter 2011 net revenue was $444.2 million, an increase of 17.8% from the first quarter 2010 net revenue of $377.1 million.

 

   

First quarter 2011 Adjusted net income1 was $91.1 million, or $0.50 per diluted share, an increase of 31.6% versus first quarter 2010 Adjusted net income1 of $69.2 million, or $0.44 per diluted share.

 

   

First quarter 2011 net (loss) was $(9.5) million, or $(0.05) per diluted share, versus first quarter 2010 net income of $27.3 million, or $0.17 per diluted share.

 

   

March 31, 2011 ending cash balance was $419.3 million.

Almelo, the Netherlands – April 21, 2011—Sensata Technologies Holding N.V. (NYSE: ST) (the “Company”) announces results of its operations for the first quarter ended March 31, 2011.

Highlights of the First Quarter ended March 31, 2011

First quarter 2011 net revenue was $444.2 million, an increase of $67.1 million, or 17.8%, from the first quarter 2010 net revenue of $377.1 million. Excluding the impact of our recent acquisition, net revenue grew by 11%. First quarter 2011 net (loss) was $(9.5) million, or $(0.05) per diluted share, versus net income of $27.3 million or $0.17 per diluted share for the first quarter of 2010. First quarter Adjusted net income1 was $91.1 million, or $0.50 per diluted share, which was 20.5% of net revenue, versus the first quarter 2010 Adjusted net income1 of $69.2 million, or $0.44 per diluted share, which was 18.3% of net revenue.

Tom Wroe, Chairman and Chief Executive Officer, said, “We are pleased with our results and continue to deliver on our promises. Our core growth rate, amplified by our recent acquisition, resulted in 17.8% growth compared to the first quarter of the prior year. The effects of the events in Japan are expected to impact our second quarter revenue by about $25 million, which we have reflected in our guidance.”

The Company spent $25.2 million, or 5.7% of net revenue, on research, development and engineering related costs in the first quarter of 2011. These costs reside in both the Cost of revenue and the Research and development lines of the Condensed Consolidated Statements of Operations.


The Company’s ending cash balance at March 31, 2011 was $419.3 million. During the first quarter, the Company generated cash of $81.9 million from operations, used cash of $158.3 million in investing activities and generated cash of $2.1 million from financing activities. Included in the cash used in investing activities was $136.9 million, net of cash acquired, used for the acquisition of the Honeywell Automotive on Board business which closed on January 28, 2011.

The Company’s cash conversion cycle, which is defined as days sales outstanding (DSO) plus days on hand inventory (DOH) less days payable outstanding (DPO), was 45.7 days at the end of the first quarter compared to 49.3 days at December 31, 2010.

The Company recorded an income tax provision of $24.6 million for the first quarter 2011. Approximately $6.2 million of the provision, or 6.8% of Adjusted net income1, related to taxes that are payable in cash and approximately $18.3 million related to deferred and other income tax expense.

The Company’s indebtedness at March 31, 2011 was $1.9 billion. The Company’s net debt2 was $1.5 billion resulting in a leverage ratio of 3.1x. As of March 31, 2011, the Company was in compliance with all of its financial ratios and reporting covenants included in its debt agreements related to its primary operating subsidiary, Sensata Technologies B.V.

Jeff Cote, Chief Administrative and Financial Officer, said “Our profitability, cash generation and leverage levels are in line with or slightly ahead of our expectations. The integration of our most recent acquisition is off to a great start and we continue to believe we can achieve or exceed our investment case which will drive a strong return for shareholders.” Mr. Cote added, “Our GAAP loss for the first quarter of 2011 was driven primarily by a foreign currency loss recorded on our Euro denominated debt.”

Guidance

The Company anticipates net revenue of $440 to $460 million for the second quarter 2011, which represents growth of 18 to 24% over the second quarter 2010 net revenue of $391.8 million, adjusted for approximately $20 million of inventory replenishment which occurred during the second quarter of 2010. The Company expects that the events in Japan and the impact of those events around the world will reduce its second quarter revenue by approximately $25 million. This amount is factored into the Company’s guidance. The Company also expects to achieve net income of $37 to $43 million, or earnings per share calculated in accordance with generally accepted accounting principles (“GAAP”) of $0.21 - $0.24 per diluted share in the second quarter of 2011. In addition, the Company expects Adjusted net income1 of $90 million to $96 million, or $0.50 - $0.53 per diluted share, for the second quarter 2011. This guidance assumes a share count of 181.3 million for the second quarter of 2011.

For the full year 2011, the Company continues to anticipate net revenue of $1.81 to $1.86 billion which represents 21 to 25% growth over the full year 2010 net revenue of $1.54 billion, after adjusting for approximately $50 million of inventory replenishment which occurred during the first half of 2010. The Company also expects to achieve earnings per diluted share calculated in accordance with GAAP of $0.59 to $0.69 for the full year 2011. In addition, the Company continues to expect Adjusted net income1 of $368 million to $386 million, or $2.03 to $2.13 per diluted share for the full year 2011. This guidance assumes a share count of 181.4 million for the full year of 2011.


The earnings per share guidance in accordance with U.S. GAAP excludes any future potential gain or loss resulting from the movement of the Euro to U.S. dollar exchange rate and the impact on our Euro denominated debt.

1See Non-GAAP Measures for discussion of Adjusted net income which includes a reconciliation of this measure to Net (loss) / income.

2Net debt represents total indebtedness including capital lease and other financing obligations, less cash and cash equivalents. The leverage ratio represents net debt divided by Adjusted EBITDA for the last twelve months.

Company Earnings Conference Call

The Company will conduct a conference call today at 8:00 AM eastern time to discuss the financial results for its first quarter ended March 31, 2011. The U.S. dial in number is 877-486-0682 and the non-U.S. number is 706-634-5536. The passcode is 59493303. A live webcast of the conference call will also be available on the investor relations page of the Company’s website at http://investors.sensata.com.

For those unable to participate in the conference call, a replay will be available for one week following the call. To access the replay, the U.S. dial in number is 800-642-1687 and the non-U.S. dial in number is 706-645-9291. The replay passcode is 59493303. A replay of the call will be available by webcast for an extended period of time at the Company’s website, at http://investors.sensata.com.

About Sensata Technologies Holding N.V.

Sensata Technologies Holding N.V. is one of the world’s leading suppliers of sensing, electrical protection, control and power management solutions. Majority-owned by affiliates of Bain Capital Partners, LLC, a leading global private investment firm, and its co-investors, Sensata employs approximately 11,500 people in nine countries. Sensata’s products improve safety, efficiency and comfort for millions of people every day in automotive, appliance, aircraft, industrial, military, heavy vehicle, heating, air-conditioning and ventilation, data, telecommunications, recreational vehicle and marine applications. For more information, please visit Sensata’s website at www.sensata.com.


Safe Harbor Statement

This earnings release contains forward-looking statements within the meaning of the federal securities laws. These statements relate to analyses and other information, which are based on forecasts of future results and estimates of amounts not yet determinable, and our future prospects, developments and business. Such forward-looking statements include, among other things, the Company’s anticipated results for the second quarter and full year of 2011. Such statements involve risks or uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Factors that might cause these differences include, but are not limited to, risks associated with: worldwide economic conditions; adverse developments in the automotive industry; the potential impact of the recent natural disasters in Japan; integration of acquired companies; non-performance by suppliers; the Company’s ability to timely and efficiently increase production capacity to meet demand; governmental regulations, policies, and practices relating to the Company’s non-US operations and international business; fluctuations in foreign currency exchange, commodity and interest rates; competitive pressures; pricing and other pressures from customers; fundamental changes in the industries in which the Company operates; litigation and disputes involving the Company, including the extent of product liability and warranty claims asserted against the Company; the loss of one or more suppliers of raw materials; the Company’s failure to comply with the covenants contained in the credit agreement governing its subsidiary’s senior secured credit facility or its other debt agreements; and the Company’s ability to secure financing to operate and grow its business or to explore opportunities. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made; and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether to reflect any future events or circumstances or otherwise. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in the Company’s SEC filings. Copies of the Company’s filings are available from its Investor Relations department or from the SEC website, www.sec.gov.


SENSATA TECHNOLOGIES HOLDING N.V.

Condensed Consolidated Statements of Operations

(Unaudited)

 

($ in 000s)

     
     Three Months
Ended
March  31,

2011
     Three Months
Ended
March  31,

2010
 

Net revenue

   $ 444,229       $ 377,137   

Operating costs and expenses:

     

Cost of revenue

     277,245         232,783   

Research and development

     8,767         4,930   

Selling, general and administrative

     44,444         77,891   

Amortization of intangible assets & capitalized software

     34,252         36,136   

Restructuring

     647         699   
                 

Total operating costs and expenses

     365,355         352,439   
                 

Profit from operations

     78,874         24,698   

Interest expense, net

     (23,201      (33,377

Currency translation (loss) / gain and other, net

     (40,644      47,185   
                 

Income before taxes

     15,029         38,506   

Provision for income taxes

     24,554         11,196   
                 

Net (loss) / income

   $ (9,525    $ 27,310   
                 

Net (loss) / income per share:

     

Basic

   $ (0.05    $ 0.18   

Diluted

   $ (0.05    $ 0.17   

Weighted-average ordinary shares outstanding

     

Basic

     173,943         150,211   

Diluted

     173,943         156,696   

 


SENSATA TECHNOLOGIES HOLDING N.V.

Condensed Consolidated Balance Sheets

(Unaudited)

 

($ in 000s)

       
     March 31,
2011
       December 31,
2010
 

Assets

       

Current assets:

       

Cash and cash equivalents

   $ 419,327         $ 493,662   

Accounts receivable, net of allowances

     269,489           198,245   

Inventories

     155,823           140,949   

Deferred income tax assets

     6,645           6,566   

Prepaid expenses and other current assets

     36,356           25,006   

Assets held for sale

     238           559   
                   

Total current assets

     887,878           864,987   

Property, plant and equipment, net

     270,994           234,813   

Goodwill

     1,576,895           1,528,954   

Other intangible assets, net

     731,065           723,144   

Deferred income tax assets

     4,364           4,526   

Deferred financing costs

     23,656           25,742   

Other assets

     6,963           5,831   
                   

Total assets

   $ 3,501,815         $ 3,387,997   
                   

Liabilities and shareholders’ equity

       

Current liabilities:

       

Current portion of long-term debt, capital lease and

other financing obligations

   $ 17,081         $ 16,779   

Accounts payable

     165,686           132,828   

Income taxes payable

     7,446           6,855   

Accrued expenses and other current liabilities

     120,994           94,030   

Deferred income tax liabilities

     4,671           4,608   
                   

Total current liabilities

     315,878           255,100   

Deferred income tax liabilities

     198,656           179,089   

Pension and post-retirement benefit obligations

     34,867           43,021   

Capital lease and other financing obligations, less current portion

     39,314           39,544   

Long-term debt, less current portion

     1,875,328           1,833,370   

Other long-term liabilities

     29,337           30,092   
                   

Total liabilities

     2,493,380           2,380,216   

Total shareholders’ equity

     1,008,435           1,007,781   
                   

Total liabilities and shareholders’ equity

   $ 3,501,815         $ 3,387,997   
                   


SENSATA TECHNOLOGIES HOLDING N.V.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

($ in 000s)

     
     For the three months ended  
     March 31,
2011
     March 31,
2010
 

Cash flows from operating activities:

     

Net (loss) / income

   $ (9,525    $ 27,310   

Adjustments to reconcile net (loss) / income to net cash provided by operating activities:

     

Depreciation

     10,802         10,804   

Amortization of deferred financing costs

     2,086         2,293   

Currency translation loss / (gain) on debt

     46,781         (60,116

Loss on repurchase of outstanding Senior and Senior Subordinated Notes

     —           8,098   

Share-based compensation

     2,036         20,064   

Amortization of inventory step-up to fair value

     524         —     

Amortization of intangible assets and capitalized software

     34,252         36,136   

Gain on disposition of assets

     (197      (135

Deferred income taxes

     18,701         7,509   

Decrease from changes in operating assets and liabilities, net of effects of acquisition

     (23,530      (16,368
                 

Net cash provided by operating activities

     81,930         35,595   

Cash flows from investing activities:

     

Acquisition of Magnetic Speed and Position, net of cash received

     (136,872      —     

Additions to property, plant and equipment and capitalized software

     (22,061      (5,684

Proceeds from sale of assets

     600         232   
                 

Net cash used in investing activities

     (158,333      (5,452

Cash flows from financing activities:

     

Proceeds from issuance of ordinary shares

     —           433,423   

Proceeds from exercise of stock options

     6,335         2,514   

Payments on U.S. and Euro term loan facilities

     (3,777      (3,717

Payments for repurchase of outstanding Senior and Senior Subordinated Notes

     —           (102,105

Payments on capitalized lease and other financing obligations

     (490      (479
                 

Net cash provided by financing activities

     2,068         329,636   
                 

Net change in cash and cash equivalents

     (74,335      359,779   

Cash and cash equivalents, beginning of period

     493,662         148,468   
                 

Cash and cash equivalents, end of period

   $ 419,327       $ 508,247   
                 


Non-GAAP Measures

Adjusted net income is a non-GAAP financial measure. The Company defines Adjusted net income as follows: net (loss) / income before costs related to our initial public offering, currency translation loss / (gain) on debt and other hedges, asset step-up and intangible asset depreciation and amortization expenses, deferred income tax and other tax expense, amortization of deferred financing costs and interest expense associated with uncertain tax positions, and other costs. The Company believes Adjusted net income provides investors with helpful information with respect to the performance of the Company’s operations and management uses Adjusted net income to evaluate its ongoing operations and for internal planning and forecasting purposes. Adjusted net income is not a measure of liquidity. See the tables below which reconciles Net (loss) / income to Adjusted net income and Projected GAAP earnings per share to Projected Adjusted net income per share.

The following (unaudited) table1 reconciles the Company’s Net (loss) / income to Adjusted net income for the first quarters ended March 31, 2011 and 2010.

 

($ in 000s)

   Three Months Ended
March 31,
 
     2011     2010  

Net (loss) / income

   $ (9,525   $ 27,310   

IPO related costs

     —          51,306   

Loss / (gain) on currency translation on debt and other hedges

     44,992        (57,648

Asset step-up and intangible asset depreciation and amortization expense

     34,853        37,032   

Deferred income tax and other tax expense

     18,322        8,556   

Amortization of deferred financing costs and interest expense associated with uncertain tax positions

     2,427        2,623   
                

Total adjustments

     100,594        41,869   
                

Adjusted net income

   $ 91,069      $ 69,179   
                

Weighted average diluted shares outstanding used in adjusted net income per share calculation2

     180,808        156,696   
                

Adjusted net income per share

   $ 0.50      $ 0.44   
                

1The Company has prepared the reconciliation of Net (loss) / income to Adjusted net income on a gross basis. The Company’s definition of Adjusted net income includes the current tax expense (benefit) that will be payable (realized) on the Company’s income tax return and excludes deferred income tax and other tax expense. The Company’s current tax provision included in Net (loss) / income and Adjusted net income will be the same and unaffected by the reconciling items. As the Company treats deferred income tax and other tax expense as an adjustment to compute Adjusted net income, the deferred income tax effect associated with the reconciling items would not change Adjusted net income for each period presented.

2The following table reconciles diluted shares in accordance with GAAP to diluted outstanding shares used in the calculation of Adjusted net income per share. The GAAP diluted outstanding shares number excludes certain shares due to their anti-dilutive nature given the net loss. The Company believes that including these shares in the diluted number for purposes of calculating Adjusted net income per share is more meaningful to investors.

 

     Three Months Ended
March 31,
 
     2011      2010  

GAAP – diluted shares

     173,943         156,696   

Shares excluded from calculation due to net loss

     6,865         —     
                 

Adjusted net income – diluted shares

     180,808         156,696   
                 


The following (unaudited) table identifies where in the Condensed Consolidated Statement of Operations the adjustments to reconcile Net (loss) / income to Adjusted net income were recorded for the first quarters ended March 31, 2011 and 2010.

 

     Three Months Ended
March 31,
 
     2011      2010  

Cost of revenue

   $ 1,037       $ 1,264   

Selling, general and administrative

     —           43,208   

Amortization of intangible assets

     33,816         35,768   

Interest expense, net

     2,427         2,623   

Currency translation loss / (gain) and other, net

     44,992         (49,550

Provision for income taxes

     18,322         8,556   
                 

Total adjustments

   $ 100,594       $ 41,869   
                 

The following (unaudited) table reconciles the Company’s Projected GAAP earnings per share to projected Adjusted net income per share for the second quarter and full year of 2011:

 

     Three Months Ended
June 30, 2011
     Full Year Ended
December 31, 2011
 
     Low End      High End      Low End      High End  

Projected GAAP earnings per share

   $ 0.21       $ 0.24       $ 0.59       $ 0.69   

(Gain)/loss on currency translation on debt and unrealized (gain)/loss on other hedges*

     —           —           0.25         0.25   

Asset step-up and intangible asset, depreciation and amortization expense

     0.19         0.19         0.77         0.77   

Deferred income tax and other tax expense

     0.09         0.09         0.36         0.36   

Amortization of deferred financing costs and interest expense associated with uncertain tax positions

     0.01         0.01         0.06         0.06   
                                   

Projected Adjusted net income per share

   $ 0.50       $ 0.53       $ 2.03       $ 2.13   
                                   

Weighted average shares outstanding used in adjusted net income per share calculation

     181,300         181,300         181,350         181,350   

*The Projected GAAP earnings per share guidance excludes any future potential gain or loss resulting from the movement of the Euro to U.S. dollar exchange rate and the impact on our Euro denominated debt.

 

SENSATA TECHNOLOGIES HOLDING N.V.

Notes to (unaudited) Condensed Consolidated Statements of Operations, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows

Basis of Presentation

The accompanying (unaudited) Condensed Consolidated Statements of Operations, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. This information should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates used will change as new events occur or additional information is obtained. Actual results could differ from those estimates.