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8-K - FORM 8-K - Altra Industrial Motion Corp. | c23925e8vk.htm |
EX-99.2 - EXHIBIT 99.2 - Altra Industrial Motion Corp. | c23925exv99w2.htm |
Exhibit 99.1
CONFIDENTIAL
Altra Holdings Reports 38% Year-over-Year Sales Increase
in Third Quarter 2011
in Third Quarter 2011
Achieves 14% Revenue Growth, Excluding Acquisitions;
Reports 84% Increase in EPS to $0.46 and 35% Increase in Non-GAAP Adjusted EPS to
$0.35;
Broad-based Demand Strength Continues;
Launches New Gear Drive Product Line in North America;
Updates Revenue and EPS Guidance for Full Year 2011
Reports 84% Increase in EPS to $0.46 and 35% Increase in Non-GAAP Adjusted EPS to
$0.35;
Broad-based Demand Strength Continues;
Launches New Gear Drive Product Line in North America;
Updates Revenue and EPS Guidance for Full Year 2011
BRAINTREE, Mass., November 1, 2011
Altra Holdings, Inc. (Nasdaq: AIMC), a leading global
supplier of clutches, brakes, couplings, gearing, belted drives and power transmission components,
today announced unaudited financial results for the third quarter ended October 1, 2011.
Third-quarter Financial Highlights
| Net sales increased 38% to $177.9 million compared with $128.9 million in the prior-year quarter. This represents 14% growth, excluding the Bauer acquisition. |
| Income from operations increased 37% to $18.7 million from $13.6 million in the third quarter of 2010. |
| Net income increased 84% to $12.1 million, or $0.46 per diluted share, from $6.6 million, or $0.25 per diluted share, in the third quarter of 2010. Third-quarter 2011 net income includes $1.2 million in acquisition-related costs and costs related to the repurchase of $8.2 million of 8 1/8 % Senior Secured Notes, offset by $3.6 million in one-time discrete tax benefits. Third-quarter of 2010 net income included $0.5 million in restructuring charges. Excluding these items in both periods, non-GAAP adjusted net income increased 35% to $9.3 million, or $0.35 per share diluted share.* |
| Cash and cash equivalents were $90.3 million at October 1, 2011 compared with $72.7 million at December 31, 2010. |
| Altra repurchased $8.2 million of 8 1/8% Senior Secured Notes during the third quarter. The Company repurchased an additional $3.7 million of 8 1/8 % Senior Secured Notes thus far in the current fourth quarter. |
Management Comments
Altra reported excellent top- and bottom-line growth in the third quarter of 2011, said Carl
Christenson, President and CEO. Our impressive 14% sales increase, excluding acquisitions, was
driven by very robust growth in energy and mining and solid demand in nearly all other end markets.
In addition, our Bauer acquisition is performing well, reporting sales and operating results in
line with the high side of our expectations. We also leveraged our strong top-line performance into
a 37% year-over-year increase in income from operations and a 35% increase in non-GAAP adjusted net
income.
Business Outlook
We are encouraged by the positive demand environment that we see across nearly all of our end
markets, said Christenson. In addition, Bauers performance thus far gives us greater optimism
that we can accelerate its sales and profitability growth in 2012. Today we are thrilled to
announce the simultaneous launch of the Bauer product range through the Altra North American sales
team and a new innovative gear product line partially based on Bauer technology. We continue to
have a strong balance sheet and ample liquidity to pursue strategic acquisitions in the quarters
ahead. In addition, we are executing on our aggressive organic growth strategy that includes
targeting new and existing markets through new product development, increasing our presence in key
underpenetrated geographic regions, and entering high growth markets.
As a result of the Companys excellent performance in the first nine months of 2011, and the
positive demand environment, the company is narrowing its full year guidance to the high end of the
previously disclosed guidance range. Altra now is forecasting sales in the range of $670 to $680
million and non-GAAP adjusted EPS in the range of $1.43 to $1.53. The Company expects its tax rate
for the full year to be in the range of 31.0% to 33.0%, before discrete items. Altra anticipates
capital expenditures in the range of $20 to $22 million and depreciation and amortization is
expected to be in the range of $24 to $25 million.
The Company will host an investor conference call to discuss its unaudited third quarter financial
results today, November 1, 2011, at 10:00 AM ET. The public is invited to listen to the conference
call by dialing (877) 407-8293 domestically or (201) 689-8349 for international access and asking
to participate in the ALTRA conference call. A live webcast of the call will be available in the
Investor Relations section of www.altramotion.com. Individuals may download charts that will be
used during the call at www.altramotion.com under Events & Presentations in the Investor
Relations section. The charts will be available after earnings are released. A replay of the
recorded conference call will be available at the conclusion of the call through midnight on
November 8, 2011. To listen to the replay, dial (877) 660-6853 domestically or (201) 612-7415 for
international access (dial account #364 then replay ID # 381639). A webcast replay also will be
available at www.altramotion.com.
Altra Holdings, Inc.
Consolidated Statements of Income Data:
In Thousands of Dollars, except per share amounts
In Thousands of Dollars, except per share amounts
Quarter Ended | Year to Date Ended | |||||||||||||||
October 1, 2011 | October 2, 2010 | October 1, 2011 | October 2, 2010 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Net sales |
$ | 177,853 | $ | 128,930 | $ | 503,095 | $ | 389,624 | ||||||||
Cost of sales |
124,824 | 90,289 | 353,821 | 273,453 | ||||||||||||
Gross profit |
$ | 53,029 | $ | 38,641 | $ | 149,274 | $ | 116,171 | ||||||||
Gross profit as a percent of net sales |
29.8 | % | 30.0 | % | 29.7 | % | 29.8 | % | ||||||||
Selling, general & administrative expenses |
31,577 | 22,804 | 84,005 | 65,991 | ||||||||||||
Research and development expenses |
2,801 | 1,746 | 7,544 | 5,156 | ||||||||||||
Restructuring expense |
| 510 | | 2,198 | ||||||||||||
Income from operations |
$ | 18,651 | $ | 13,581 | $ | 57,725 | $ | 42,826 | ||||||||
Income from operations as a percent of net sales |
10.5 | % | 10.5 | % | 11.5 | % | 11.0 | % | ||||||||
Interest expense, net |
6,698 | 4,838 | 18,014 | 14,734 | ||||||||||||
Other non-operating expense, net |
216 | (272 | ) | (668 | ) | 750 | ||||||||||
Income from continuing operations before income taxes |
$ | 11,737 | $ | 9,015 | $ | 40,379 | $ | 27,342 | ||||||||
Provision for income taxes |
(403 | ) | 2,441 | 8,600 | 8,190 | |||||||||||
Income tax rate |
-3.4 | % | 27.1 | % | 21.3 | % | 30.0 | % | ||||||||
Net income |
$ | 12,140 | $ | 6,574 | $ | 31,779 | $ | 19,152 | ||||||||
Weighted Average common shares outstanding |
||||||||||||||||
Basic |
26,546 | 26,414 | 26,508 | 26,364 | ||||||||||||
Diluted |
26,655 | 26,495 | 26,712 | 26,477 | ||||||||||||
Net income per share |
||||||||||||||||
Basic |
0.46 | 0.25 | 1.20 | 0.73 | ||||||||||||
Diluted |
$ | 0.46 | $ | 0.25 | $ | 1.19 | $ | 0.72 | ||||||||
Reconciliation of Non-GAAP Adjusted Income From
Operations: |
||||||||||||||||
Income from operations |
$ | 18,651 | $ | 13,581 | $ | 57,725 | $ | 42,826 | ||||||||
Restructuring charges |
| 510 | | 2,198 | ||||||||||||
Acquisition related expenses |
652 | | 2,739 | | ||||||||||||
Non-GAAP adjusted income from operations |
$ | 19,303 | $ | 14,091 | $ | 60,464 | $ | 45,024 | ||||||||
Reconciliation of Non-GAAP Adjusted Net Income: |
||||||||||||||||
Net income |
$ | 12,140 | $ | 6,574 | $ | 31,779 | $ | 19,152 | ||||||||
Restructuring charges |
| 510 | | 2,198 | ||||||||||||
Acquisition related expenses |
652 | | 2,739 | | ||||||||||||
Premium and deferred financing expense eliminated on
the redeemed debt |
545 | | 545 | | ||||||||||||
Tax impact of above adjustments |
(383 | ) | (175 | ) | (1,051 | ) | (751 | ) | ||||||||
Tax benefit from discrete items |
(3,631 | ) | | (3,631 | ) | | ||||||||||
Non-GAAP adjusted net income |
$ | 9,323 | $ | 6,909 | $ | 30,381 | $ | 20,599 | ||||||||
Non-GAAP adjusted diluted earnings per share |
$ | 0.35 | (1) | $ | 0.26 | (2) | $ | 1.14 | (3) | $ | 0.78 | (4) | ||||
(1) - tax impact is calculated by multiplying the estimated effective tax rate for the
period of 32.2% by the above items
(2) - tax impact is calculated by multiplying the
estimated effective tax rate for the period of 34.3% by the above items
(3) - tax impact
is calculated by multiplying the estimated effective tax rate for the period of 32.0% by
the above items
(4) - tax impact is calculated by multiplying the estimated effective
tax rate for the period of 34.3% by the above items
Consolidated Balance Sheets
In Thousands of Dollars
In Thousands of Dollars
October 1, 2011 | December 31, 2010 | |||||||
(unaudited) | ||||||||
Assets: |
||||||||
Current Assets |
||||||||
Cash and cash equivalents |
90,261 | 72,723 | ||||||
Trade Receivables, net |
103,718 | 67,403 | ||||||
Inventories |
123,539 | 88,217 | ||||||
Deferred income taxes |
4,434 | 4,414 | ||||||
Income tax receivable |
5,871 | 4,126 | ||||||
Assets held for sale |
| 1,484 | ||||||
Prepaid expenses and other current assets |
5,091 | 4,168 | ||||||
Total current assets |
332,914 | 242,535 | ||||||
Property, plant and equipment, net |
122,650 | 105,298 | ||||||
Intangible assets, net |
79,560 | 69,250 | ||||||
Goodwill |
84,862 | 76,897 | ||||||
Deferred income taxes |
89 | 82 | ||||||
Other non-current assets, net |
15,248 | 14,040 | ||||||
Total assets |
$ | 635,323 | $ | 508,102 | ||||
Liabilities and stockholders equity |
||||||||
Current liabilities |
||||||||
Accounts payable |
50,636 | 40,812 | ||||||
Accrued payroll |
21,741 | 18,486 | ||||||
Accruals and other liabilities |
34,632 | 24,142 | ||||||
Deferred income taxes |
61 | 59 | ||||||
Current portion of long-term debt |
824 | 3,393 | ||||||
Total current liabilities |
107,894 | 86,892 | ||||||
Long-term debt, less current portion and net
of unaccreted discount |
266,417 | 213,109 | ||||||
Deferred income taxes |
31,287 | 20,558 | ||||||
Pension liabilities |
11,754 | 10,808 | ||||||
Long-term taxes payable |
6,749 | 10,892 | ||||||
Other long-term liabilities |
984 | 1,091 | ||||||
Total stockholders equity |
210,238 | 164,752 | ||||||
Total liabilities and stockholders equity |
$ | 635,323 | $ | 508,102 | ||||
Year to Date Ended | ||||||||
October 1, 20111 | October 2, 2010 | |||||||
(Unaudited) | ||||||||
Cash flows from operating activities |
||||||||
Net income |
$ | 31,779 | $ | 19,152 | ||||
Adjustments to reconcile net income to net cash flows: |
||||||||
Depreciation |
13,258 | 12,315 | ||||||
Amortization of intangible assets |
4,568 | 3,713 | ||||||
Amortization and write-offs of deferred financing costs |
1,372 | 536 | ||||||
(Gain) Loss on foreign currency, net |
(324 | ) | 270 | |||||
Accretion of debt discount, net |
1,887 | 225 | ||||||
Fixed asset impairment/disposal |
| 441 | ||||||
Stock-based compensation |
1,933 | 1,670 | ||||||
Changes in assets and liabilities: |
||||||||
Trade receivables |
(17,671 | ) | (18,798 | ) | ||||
Inventories |
(13,873 | ) | (8,687 | ) | ||||
Accounts payable and accrued liabilities |
9,552 | 27,429 | ||||||
Other current assets and liabilities |
880 | (752 | ) | |||||
Other operating assets and liabilities |
(4,254 | ) | (186 | ) | ||||
Net cash provided by (used in) operating activities |
29,107 | 37,328 | ||||||
Cash flows from investing activities |
||||||||
Purchase of property, plant and equipment |
(13,840 | ) | (12,725 | ) | ||||
Additional purchase price paid for acquisition |
| (1,177 | ) | |||||
Proceeds from sale of Chattanooga Facility |
1,484 | | ||||||
Acquisition of Bauer, net of $41 cash received |
(69,460 | ) | | |||||
Net cash used in investing activities |
(81,816 | ) | (13,902 | ) | ||||
Cash flows from financing activities |
||||||||
Payment of issuance costs for Convertible Notes |
(3,414 | ) | | |||||
Payment of issuance costs
for 8 1/8 Senior Secured Notes |
| (265 | ) | |||||
Purchase of 8 1/8 Senior Secured Notes |
(8,230 | ) | | |||||
Proceeds from issuance of Convertible Notes |
85,000 | | ||||||
Shares surrendered for tax withholdings |
(914 | ) | (854 | ) | ||||
Redemption of variable rate demand revenuebonds related to the
Chattanooga facility |
(2,290 | ) | | |||||
Payment on mortgages |
(516 | ) | (481 | ) | ||||
Net payments on capital leases |
(627 | ) | (563 | ) | ||||
Net cash provided by (used in) financing activities |
69,009 | (2,163 | ) | |||||
Effect of exchange rate changes on cash and cash equivalents |
1,238 | (599 | ) | |||||
Net change in cash and cash equivalents |
17,538 | 20,664 | ||||||
Cash and cash equivalents at beginning of year |
72,723 | 51,497 | ||||||
Cash and cash equivalents at end of period |
$ | 90,261 | $ | 72,161 | ||||
About Altra Holdings
Altra Holdings, Inc., through its wholly-owned subsidiary Altra Industrial Motion, Inc., is a
leading multinational designer, producer and marketer of a wide range of mechanical power
transmission products. The company brings together strong brands covering over 40 product lines
with production facilities in eight countries and sales coverage in over 70 countries. Our leading
brands include Boston Gear, Warner Electric, TB Woods, Formsprag Clutch, Ameridrives Couplings,
Industrial Clutch, Kilian Manufacturing, Marland Clutch, Nuttall Gear, Stieber Clutch, Wichita
Clutch, Twiflex Limited, Bibby Transmissions, Matrix International, Inertia Dynamics, Huco
Dynatork, Bauer Gear Motor and Warner Linear.
*Discussion of Non-GAAP Financial Measures
As used in this release and the accompanying slides posted on the companys website, non-GAAP
adjusted diluted earnings per share, non-GAAP adjusted income from operations and non-GAAP adjusted
net income are each calculated using either net income or income from operations that excludes
premiums, discounts and costs associated with the extinguishment of debt, acquisition related
costs, restructuring costs, discrete tax items and other income or charges that management does not
consider to be directly related to the companys core operating performance. Non-GAAP adjusted
diluted earnings per share is calculated by dividing non-GAAP adjusted net income by GAAP weighted
average shares outstanding (diluted).
Altra believes that the presentation of non-GAAP adjusted net income, non-GAAP adjusted income from
operations and non-GAAP adjusted diluted earnings per share provides important supplemental
information to management and investors regarding financial and business trends relating to the
companys financial condition and results of operations.
All statements, other than statements of historical fact included in this release are
forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act
of 1995. These statements include, but are not limited to, any statement that may predict,
forecast, indicate or imply future results, performance, achievements or events. Forward-looking
statements can generally be identified by phrases such as believes, expects, potential,
continues, may, should, seeks, predicts, anticipates, intends, projects,
estimates, plans, could, designed, should be, and other similar expressions that denote
expectations of future or conditional events rather than statements of fact. Forward-looking
statements also may relate to strategies, plans and objectives for, and potential results of,
future operations, financial results, financial condition, business prospects, growth strategy and
liquidity, and are based upon financial data, market assumptions and managements current business
plans and beliefs or current estimates of future results or trends available only as of the time
the statements are made, which may become out of date or incomplete. Forward-looking statements are
inherently uncertain, and investors must recognize that events could differ significantly from our
expectations. These statements include, but may not be limited to, those comments regarding the
Companys plan to execute aggressively its growth strategy during the remainder of 2011, its
strategy to capitalize on growth opportunities in new and existing markets, increase its presence
in key underpenetrated geographic regions, enter new high-growth markets and pursue strategic
acquisitions, the Companys positioning in its end markets and its opportunities for long-term
growth, the Companys expectations regarding the integration of Bauer and the Companys
expectations for Bauers sales and profitability, the positive demand signs in Altras end markets,
the Companys optimism regarding sales and profitability growth in 2012, the seasonality of the
business, and the Companys guidance for 2011 for sales, EPS, capital expenditures, depreciation
and amortization, and tax rate.
In addition to the risks and uncertainties noted in this release, there are certain factors that
could cause actual results to differ materially from those anticipated by some of the statements
made. These include: (1) competitive pressures, (2) changes in economic conditions in the United
States and abroad and the cyclical nature of our markets, (3) loss of distributors, (4) the ability
to develop new products and respond to customer needs, (5) risks associated with international
operations, including currency risks, (6) accuracy of estimated forecasts of OEM customers and the
impact of the current global economic environment on our customers, (7) risks associated with a
disruption to our supply chain, (8) fluctuations in the costs of raw materials used in our
products, (9) product liability claims, (10) work stoppages and other labor issues, (11) changes in
employment, environmental, tax and other laws and changes in the enforcement of laws, (12) loss of
key management and other personnel, (13) changes in pension and retirement liabilities, (14) risks
associated with compliance with environmental laws, (15) the ability to successfully execute,
manage and integrate key acquisitions and mergers, (16) failure to obtain or protect intellectual
property rights, (17) risks associated with impairment of goodwill or intangibles assets, (18)
failure of operating equipment or information technology infrastructure, (19) risks associated with
our debt leverage and operating covenants under our debt instruments, (20) risks associated with
restrictions contained in our Senior Secured Notes and Convertible Notes, (21) risks associated
with compliance with tax laws, (22) risks associated with the global recession and volatility and
disruption in the global financial markets, (23) risks associated with implementation of our new
ERP system, (24) risks associated with the Bauer acquisition and integration, (25) risks associated
with the Companys planned investment in a new manufacturing facility in China, and (26) other
risks, uncertainties and other factors described in the Companys quarterly reports on Form 10-Q
and annual reports on Form 10-K and in the Companys other filings with the U.S. Securities and
Exchange Commission (SEC) or in materials incorporated therein by reference. Except as required by
applicable law, Altra Holdings, Inc. does not intend to, update or alter its forward looking
statements, whether as a result of new information, future events or otherwise. AIMC-E
Contact:
Altra Holdings, Inc.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com
Altra Holdings, Inc.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com