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8-K - FORM 8-K - Woodward, Inc. | c24982e8vk.htm |
EX-99.3 - EXHIBIT 99.3 - Woodward, Inc. | c24982exv99w3.htm |
EX-99.2 - EXHIBIT 99.2 - Woodward, Inc. | c24982exv99w2.htm |
Exhibit 99.1
News Release
Woodward, Inc. 1000 East Drake Road Fort Collins, Colorado 80525, USA Tel: 970-482-5811 Fax: 970-498-3058 |
||
FOR IMMEDIATE RELEASE
CONTACT: | Robert F. Weber, Jr. Vice Chairman, Chief Financial Officer and Treasurer 970-498-3112 |
Woodward Reports Fourth Quarter and Fiscal Year 2011 Results
Fort Collins, Colo., November 14, 2011Woodward, Inc. (NASDAQ:WWD) today reported financial results
for its fourth quarter and fiscal year 2011. (All per share amounts are presented on a fully
diluted basis.)
Fourth Quarter Fiscal 2011 Highlights
| Net sales for the fourth quarter of 2011 were $489.3 million, an increase of 19 percent from $412.0 million in the fourth quarter of last year. | ||
| Earnings per share1 were $0.60 in the fourth quarter of 2011, up 28 percent from $0.47 in the fourth quarter of last year. | ||
| Total EBIT2 for the quarter was $64.8 million compared to $56.2 million in the fourth quarter of the prior year, an increase of 15 percent. | ||
| Free cash flow3 for the fourth quarter of 2011 was $52.2 million. |
Woodward concluded fiscal 2011 with record sales and earnings for the quarter and the year, said
Thomas A. Gendron, Chairman and Chief Executive Officer. We delivered on important organic growth
strategies and laid the groundwork for broad expansion in our energy control solutions for future
years with our platform wins, system development and market positioning.
Net sales for the fiscal 2011 fourth quarter were $489.3 million, an increase of 19 percent from
$412.0 million for the 2010 fourth quarter. Foreign currency exchange rates had a favorable impact
of approximately $9 million on net sales for the fourth quarter of 2011.
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Net earnings1 for the 2011 fourth quarter were $41.7 million, or $0.60 per share,
an increase of 28 percent from $32.7 million, or $0.47 per share in the 2010 fourth quarter.
EBIT2 was $64.8 million for the fourth quarter of 2011 compared to $56.2 million for the
fourth quarter of 2010. Foreign currency exchange rates had a favorable impact on EBIT of
approximately $4 million for the fourth quarter of 2011. The current quarter EBIT was also
positively impacted by increased volumes, partially offset by increased variable compensation costs
and research and development costs. Total variable compensation expense increased $10 million from
the fourth quarter of 2010. Research and development costs incurred in the fourth quarter of 2011
increased by $8 million, excluding a $4 million increase in variable compensation costs, compared
to the same quarter of the prior year. This increase reflects investments related to growth
opportunities in most of our businesses.
Quarterly Segment Results
Please note that segment results discussed below reflect the change in segment reporting announced
November 7, 2011.
Aerospace
Aerospace net sales for the fourth quarter of fiscal 2011 were $241.7 million, an increase of 14
percent from $212.6 million for the fourth quarter a year ago. Segment earnings for the fourth
quarter of 2011 increased to $40.9 million from $30.7 million for the same quarter a year ago, an
increase of 33 percent. Segment earnings as a percent of segment net sales were 16.9 percent this
quarter compared to 14.4 percent in the same quarter of the prior year.
The sales increase was attributable to higher commercial aftermarket sales, as well as original
equipment sales for commercial and business jets. Segment earnings benefitted from the increased
sales volumes and price increases, partially offset by increased variable compensation costs and
research and development costs.
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Energy
Energy net sales for the fourth quarter of fiscal 2011 were $247.6 million, an increase of 24
percent from $199.4 million for last years fourth quarter. Segment earnings for this quarter
increased to $33.2 million, up 7 percent from $31.1 million for last years fourth quarter. Segment
earnings as a percent of segment net sales were 13.4 percent this quarter compared to 15.6 percent
in the same quarter of the prior year.
The sales increase was attributable to broad strength in control systems and components for
industrial turbines, wind turbines and reciprocating engines. Segment earnings benefitted from the
increased sales volume and the impact of foreign currency exchange rate fluctuation, offset by
increased variable compensation, costs associated with integration of the IDS acquisition, and
increased research and development.
Nonsegment
Nonsegment expenses totaled $9.3 million for the fourth quarter of fiscal 2011, compared to $5.6
million for the same quarter last year. Nonsegment expenses were 1.9 percent of consolidated sales
for the fourth quarter of 2011, up from 1.4 percent of sales for the same quarter of the prior
year. The increase in nonsegment expenses from last years fourth quarter was primarily
attributable to increased variable compensation costs and non-recurring expenses.
Full Year 2011 Results
Net sales for fiscal 2011 were $1.712 billion, an increase of 17 percent from $1.457 billion last
year. Net earnings for fiscal 2011 were $132.2 million, or $1.89 per share, compared with $110.8
million, or $1.59 per share, last year. Earnings per share for fiscal year 2011 reflected increased
variable compensation costs of $26 million or approximately $0.26 per share as well as increased
research and development costs of $26 million, excluding a $7 million increase in variable
compensation. Earnings per share for fiscal 2010 included special tax benefits of $6.4 million, or
$0.09 per share.
Full year segment results can be found in the tables included herein.
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Cash Flow, Financial Position and Other Matters
Net cash generated from operating activities was $114.6 million for fiscal 2011, compared to $184.6
million for the prior year. Free cash flow was $66.4 million for 2011, compared to $156.5 million
in 2010. Cash flow for 2011 reflected significantly increased investments in working capital in
anticipation of higher levels of business activity. Capital expenditures for 2011 were $48.3
million compared with $28.1 million in 2010.
Total debt declined to $425.2 million at September 30, 2011 from $465.8 million at September 30,
2010. The ratio of debt-to-debt-plus-equity was 31.6 percent at September 30, 2011, down from 36.7
percent at September 30, 2010.
Outlook
We anticipate the markets we serve will see moderate growth in 2012, although we believe
significant uncertainty in the overall economy will continue. Our fiscal 2012 outlook reflects
growth in excess of our underlying markets primarily as a result of market share gains and the
launch of key platforms, said Mr. Gendron. Therefore, we expect our sales to be between $1.85
billion and $1.95 billion and earnings per share to be between $2.20 and $2.35 per share for fiscal
2012.
Non- U.S. GAAP Financial Measures: EBIT (earnings before interest and
taxes), EBITDA (earnings before interest, taxes, depreciation and amortization) and
free cash flow are financial measures not prepared and presented in accordance with
accounting principles generally accepted in the United States of America (U.S. GAAP).
Management uses EBIT to evaluate Woodwards operating performance without the impacts
of financing and tax related considerations. Management uses EBITDA in evaluating
Woodwards operating performance, making business decisions, including developing
budgets, managing expenditures, forecasting future periods, and evaluating capital
structure impacts of various strategic scenarios. Management uses free cash flow,
which is derived from cash flows provided by operating activities, in reviewing the
financial performance of Woodwards various business segments and evaluating cash
generation levels. Securities analysts, investors, and others frequently use EBIT,
EBITDA and free cash flow in their evaluation of companies, particularly those with
significant property, plant, and equipment, and intangible assets that are subject to
amortization. The use of these non-U.S. GAAP financial measures
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is not intended to be
considered in isolation of, or as a substitute for, the financial information prepared and presented in accordance with U.S. GAAP. Because EBIT and
EBITDA exclude certain financial information compared with net earnings, the most
comparable U.S. GAAP financial measure, users of this financial information should
consider the information that is excluded. Free cash flow does not necessarily
represent funds available for discretionary use and is not necessarily a measure of
our ability to fund our cash needs. Managements calculations of EBIT, EBITDA and free
cash flow may differ from similarly titled measures used by other companies, limiting
their usefulness as comparative measures.
1 | Represents net earnings or earnings per share (as applicable) attributable to Woodward, Inc. (i.e., excluding any noncontrolling interests). | |
2 | EBIT is defined as net earnings attributable to both Woodward, Inc. and any noncontrolling interest before interest and taxes. | |
3 | Free cash flow is defined as net cash provided by operating activities less capital expenditures. |
Conference Call
Woodward will hold an investor conference call at 4:30 p.m. EST, November 14, 2011 to provide an
overview of the financial performance for the fourth quarter and fiscal 2011, business highlights,
and outlook for fiscal 2012. You are invited to listen to the live webcast of our conference call,
or a recording, and view or download accompanying presentation slides at our website,
www.woodward.com.
You may also listen to the call by dialing 1-866-835-8906 (domestic) or 1-703-639-1413
(international). Participants should call prior to the start time to allow for registration; the
Conference ID is 1548416. An audio replay will be available by telephone from 7:30 p.m. EST on
November 14, 2011 until 11:59 p.m. EST on November 19, 2011. The telephone number to access the
replay is 1-888-266-2081 (domestic) or 1-703-925-2533 (international), reference access code
1548416.
A webcast presentation will be available on the website by clicking the Investors tab, then the
Calendar of Events menu selection and associated webcast link. The call and presentation will
remain accessible at the website for 14 days.
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About Woodward, Inc.
Woodward is an independent designer, manufacturer, and service provider of control solutions
for the aerospace and energy markets. Our aerospace systems and components optimize the performance
of fixed wing and rotorcraft platforms in the commercial, business and military aircraft, ground
vehicles and other equipment. Our energy-related systems and components enhance the performance of
industrial gas and steam turbines, reciprocating engines, compressors, wind turbines, electrical
grids and other energy-related industrial equipment. The companys innovative fluid energy,
combustion control, electrical energy, and motion control systems help customers offer cleaner,
more reliable and more efficient equipment. Our customers include leading original equipment
manufacturers and end users of their products. Woodward is headquartered in Fort Collins, Colorado,
USA. Visit our website at www.woodward.com.
Information in this press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties, including,
but not limited to, statements regarding future sales, earnings, liquidity, growth, market share
gains, key product launches, relative profitability, and the impact of economic conditions and
downturns on Woodward. Readers are cautioned that these forward-looking statements are only
predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict.
Factors that could cause actual results and the timing of certain events to differ materially from
the forward-looking statements include, but are not limited to, the instability in the financial
markets or other prolonged unfavorable economic and industry conditions; any failure to fully
comply with the Companys administrative agreement with the U.S. Department of Defense; Woodwards
ability to implement and realize the intended effects of its restructuring efforts; Woodwards
ability to manage its expenses relative to sales; the ability of Woodwards suppliers to meet their
obligations; Woodwards ability to integrate acquisitions and manage the costs related thereto; the
success of, or expenses associated with, our product development activities; Woodwards debt
obligations, debt service requirements, and any limitations regarding its ability to operate its
business and pursue business strategies and incur additional debt in light of certain restrictive
covenants in its outstanding debt documents; risks relating to U.S. government contracting
activities, including any decline in the level of U.S. defense spending; future impairment charges
resulting from changes in the estimated fair value of reporting units or of long-lived assets;
unforeseen events that significantly reduce commercial airline travel; risks from operating
internationally, including the impact on reported earnings from fluctuations in foreign currency
exchange rates, and other risk factors described in Woodwards Annual Report on Form 10-K for the
year ended September 30, 2011, to be filed shortly.
Woodward,
Inc. and Subsidiaries
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
Three-Months Ending | Year Ending | |||||||||||||||
September 30, | September 30, | |||||||||||||||
(Unaudited - in thousands except per share amounts) | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Net sales |
$ | 489,294 | $ | 412,003 | $ | 1,711,702 | $ | 1,457,030 | ||||||||
Costs and expenses: |
||||||||||||||||
Cost of goods sold |
340,015 | 287,682 | 1,198,153 | 1,021,516 | ||||||||||||
Selling, general and administrative expenses |
39,322 | 37,521 | 148,903 | 135,880 | ||||||||||||
Research and development costs |
35,572 | 23,129 | 115,633 | 82,560 | ||||||||||||
Amortization of intangible assets |
8,973 | 8,643 | 34,993 | 35,114 | ||||||||||||
Interest expense |
6,238 | 6,861 | 25,399 | 29,385 | ||||||||||||
Interest income |
(209 | ) | (182 | ) | (534 | ) | (509 | ) | ||||||||
Other (income) expense, net |
633 | (1,166 | ) | 1,588 | (1,791 | ) | ||||||||||
Total costs and expenses |
430,544 | 362,488 | 1,524,135 | 1,302,155 | ||||||||||||
Earnings
before income taxes |
58,750 | 49,515 | 187,567 | 154,875 | ||||||||||||
Income taxes |
17,060 | 16,840 | 55,332 | 43,713 | ||||||||||||
Net earnings |
41,690 | 32,675 | 132,235 | 111,162 | ||||||||||||
Net
earnings attributable to noncontrolling interests, net of tax |
| | | (318 | ) | |||||||||||
Net
earnings attributable to Woodward |
$ | 41,690 | $ | 32,675 | $ | 132,235 | $ | 110,844 | ||||||||
Earnings
per share amounts: |
||||||||||||||||
Basic earnings per share attributable to Woodward |
$ | 0.61 | $ | 0.48 | $ | 1.92 | $ | 1.62 | ||||||||
Diluted earnings per share attributable to Woodward |
$ | 0.60 | $ | 0.47 | $ | 1.89 | $ | 1.59 | ||||||||
Weighted
average common shares outstanding: |
||||||||||||||||
Basic |
68,830 | 68,068 | 68,797 | 68,472 | ||||||||||||
Diluted |
70,062 | 69,264 | 70,140 | 69,864 | ||||||||||||
Cash dividends per share paid to Woodward common stockholders |
$ | 0.07 | $ | 0.06 | $ | 0.27 | $ | 0.24 | ||||||||
Woodward,
Inc. and Subsidiaries
CONDENSED CONSOLIDATED BALANCE SHEETS
CONDENSED CONSOLIDATED BALANCE SHEETS
September 30, | ||||||||
(Unaudited - in thousands) | 2011 | 2010 | ||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 74,539 | $ | 105,579 | ||||
Accounts receivable |
297,614 | 248,513 | ||||||
Inventories |
381,555 | 295,034 | ||||||
Income taxes receivable |
2,456 | 18,170 | ||||||
Deferred income tax assets |
33,270 | 33,689 | ||||||
Other current assets |
23,359 | 18,157 | ||||||
Total current assets |
817,793 | 719,142 | ||||||
Property,
plant, and equipment - net |
206,725 | 193,524 | ||||||
Goodwill |
462,282 | 438,594 | ||||||
Intangible
assets - net |
268,897 | 292,149 | ||||||
Deferred income tax assets |
10,466 | 8,623 | ||||||
Other assets |
15,271 | 11,201 | ||||||
Total assets |
$ | 1,781,434 | $ | 1,663,233 | ||||
Liabilities and stockholders equity |
||||||||
Current liabilities: |
||||||||
Short-term borrowings |
$ | | $ | 22,099 | ||||
Current portion of long-term debt |
18,374 | 18,493 | ||||||
Accounts payable |
123,453 | 107,468 | ||||||
Income taxes payable |
5,440 | 5,453 | ||||||
Deferred income tax liabilities |
74 | | ||||||
Accrued liabilities |
133,516 | 109,052 | ||||||
Total current liabilities |
280,857 | 262,565 | ||||||
Long-term debt, less current portion |
406,875 | 425,250 | ||||||
Deferred income tax liabilities |
85,911 | 88,249 | ||||||
Other liabilities |
88,694 | 83,975 | ||||||
Total liabilities |
862,337 | 860,039 | ||||||
Stockholders equity |
919,097 | 803,194 | ||||||
Total liabilities and stockholders equity |
$ | 1,781,434 | $ | 1,663,233 | ||||
Woodward,
Inc. and Subsidiaries
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ending | ||||||||
September 30, | ||||||||
(Unaudited - in thousands) | 2011 | 2010 | ||||||
Net cash provided by operating activities |
$ | 114,623 | $ | 184,572 | ||||
Cash flows from investing activities: |
||||||||
Business acquisitions, net of cash and marketable securities acquired |
(38,698 | ) | (25,000 | ) | ||||
Business acquisition, marketable securities acquired |
(8,463 | ) | | |||||
Proceeds from sale of marketable securities |
8,217 | | ||||||
Payments for property, plant, and equipment |
(48,255 | ) | (28,104 | ) | ||||
Proceeds from sale of other assets |
59 | 312 | ||||||
Proceeds from disposal of Fuel & Pneumatics product line |
| 660 | ||||||
Net cash used in investing activities |
(87,140 | ) | (52,132 | ) | ||||
Cash flows from financing activities: |
||||||||
Cash dividends paid |
(18,581 | ) | (17,085 | ) | ||||
Proceeds from sales of treasury stock |
2,482 | 1,999 | ||||||
Payments for repurchases of common stock |
(6,837 | ) | (4,513 | ) | ||||
Payments for purchase of noncontrolling interest |
| (8,120 | ) | |||||
Excess tax benefits from stock compensation |
3,558 | 5,115 | ||||||
Payments of long-term debt |
(18,430 | ) | (128,420 | ) | ||||
Borrowings
on revolving lines of credit and short-term borrowings |
164,557 | 106,019 | ||||||
Payments on revolving lines of credit and short-term borrowings |
(182,728 | ) | (83,980 | ) | ||||
Net cash
used in financing activities |
(55,979 | ) | (128,985 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(2,544 | ) | 1,261 | |||||
Net change in cash and cash equivalents |
(31,040 | ) | 4,716 | |||||
Cash and cash equivalents at beginning of period |
105,579 | 100,863 | ||||||
Cash and cash equivalents at end of period |
$ | 74,539 | $ | 105,579 | ||||
Woodward,
Inc. and Subsidiaries
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
Three Months Ending | Year Ending | |||||||||||||||
September 30, | September 30, | |||||||||||||||
(Unaudited - in thousands) | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Net sales: |
||||||||||||||||
Aerospace |
$ | 241,701 | $ | 212,649 | $ | 843,032 | $ | 769,379 | ||||||||
Energy |
247,593 | 199,354 | 868,670 | 687,651 | ||||||||||||
Total consolidated net sales |
$ | 489,294 | $ | 412,003 | $ | 1,711,702 | $ | 1,457,030 | ||||||||
Segment earnings*: |
||||||||||||||||
Aerospace |
$ | 40,945 | $ | 30,725 | $ | 129,502 | $ | 112,171 | ||||||||
As a percent of segment sales |
16.9 | % | 14.4 | % | 15.4 | % | 14.6 | % | ||||||||
Energy |
33,177 | 31,093 | 113,872 | 94,014 | ||||||||||||
As a percent of segment sales |
13.4 | % | 15.6 | % | 13.1 | % | 13.7 | % | ||||||||
Total segment earnings |
74,122 | 61,818 | 243,374 | 206,185 | ||||||||||||
Nonsegment expenses |
(9,343 | ) | (5,624 | ) | (30,942 | ) | (22,434 | ) | ||||||||
EBIT |
64,779 | 56,194 | 212,432 | 183,751 | ||||||||||||
Interest expense, net |
(6,029 | ) | (6,679 | ) | (24,865 | ) | (28,876 | ) | ||||||||
Consolidated earnings before income taxes |
$ | 58,750 | $ | 49,515 | $ | 187,567 | $ | 154,875 | ||||||||
Capital expenditures |
$ | 15,615 | $ | 13,968 | $ | 48,255 | $ | 28,104 | ||||||||
Depreciation expense |
9,121 | 10,518 | 40,400 | 40,502 |
* | This schedule reconciles segment earnings, which exclude certain costs, to consolidated earnings before taxes. |
Woodward,
Inc. and Subsidiaries
RECONCILIATION OF NET EARNINGS TO EBIT AND EBITDA
Three-Months Ending | Year Ending | |||||||||||||||
September 30, | September 30, | |||||||||||||||
(Unaudited - in thousands) | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Net earnings |
$ | 41,690 | $ | 32,675 | $ | 132,235 | $ | 111,162 | ||||||||
Income taxes |
17,060 | 16,840 | 55,332 | 43,713 | ||||||||||||
Interest expense |
6,238 | 6,861 | 25,399 | 29,385 | ||||||||||||
Interest income |
(209 | ) | (182 | ) | (534 | ) | (509 | ) | ||||||||
EBIT |
64,779 | 56,194 | 212,432 | 183,751 | ||||||||||||
Amortization of intangible assets |
8,973 | 8,643 | 34,993 | 35,114 | ||||||||||||
Depreciation expense |
9,121 | 10,518 | 40,400 | 40,502 | ||||||||||||
EBITDA |
$ | 82,873 | $ | 75,355 | $ | 287,825 | $ | 259,367 | ||||||||
Woodward, Inc. and Subsidiaries
RECONCILIATION OF CASH FLOW FROM OPERATIONS TO FREE CASH FLOW
Year Ending | ||||||||
September 30, | ||||||||
(Unaudited - in thousands) | 2011 | 2010 | ||||||
Net cash provided by operating activities |
$ | 114,623 | $ | 184,572 | ||||
Capital expenditures |
(48,255 | ) | (28,104 | ) | ||||
Free cash flow |
$ | 66,368 | $ | 156,468 | ||||