Attached files

file filename
EX-99.3 - EX-99.3 - Woodward, Inc.d472046dex993.htm
EX-99.2 - EX-99.2 - Woodward, Inc.d472046dex992.htm
8-K - FORM 8-K - Woodward, Inc.d472046d8k.htm

Exhibit 99.1

 

  

News Release

 

LOGO

  

Woodward, Inc.

  

1000 East Drake Road

  

Fort Collins, Colorado 80525, USA

  

Tel: 970-482-5811

  

Fax: 970-498-3058

FOR IMMEDIATE RELEASE

 

CONTACT: Don Guzzardo

Director, Investor Relations & Treasury

970-498-3580

Woodward Reports First Quarter Fiscal Year 2013 Results

Fort Collins, Colo., January 22, 2013—Woodward, Inc. (NASDAQ:WWD) today reported financial results for its first quarter of fiscal year 2013. (All per share amounts are presented on a fully diluted basis.)

First Quarter Fiscal 2013 Highlights

 

   

Net sales for the first quarter of 2013 were $408.3 million, compared to $407.9 million in the first quarter of last year.

 

   

Earnings per share were $0.39 in the first quarter of 2013 compared to $0.40 in the first quarter of last year.

 

   

Total EBIT1 for the quarter was $44.9 million compared to $46.4 million in the first quarter of the prior year, a decrease of 3 percent.

 

   

Free cash flow2 for the first quarter of 2013 was $10.1 million, an increase of $25.0 million from a net outflow of $14.9 million in the first quarter of the prior year.

“Sales in the first quarter of fiscal 2013 were affected by both normal seasonal ordering patterns and increased fiscal and economic volatility,” said Thomas A. Gendron, Chairman and Chief Executive Officer. “While global fiscal challenges during the coming year may have a substantial impact on 2013, we continue to expect improved results for the remainder of the year.”

-more-


LOGO

 

Net sales for the fiscal 2013 first quarter were $408.3 million, compared to $407.9 million for the 2012 first quarter.

EBIT was $44.9 million for the first quarter of 2013 compared to $46.4 million for the first quarter of 2012. The current quarter EBIT was primarily impacted by continuing investments in Aerospace manufacturing capacity and capability, as well as acquisition costs, offset by decreased variable compensation. Foreign currency exchange rates had a negative impact of approximately $2 million on EBIT for the quarter.

Net earnings for the 2013 first quarter were $27.4 million or $0.39 per share compared to $28.4 million, or $0.40 per share in the 2012 first quarter.

On December 28, 2012, Woodward acquired from GE Aviation Systems the hydraulic thrust reverser actuation systems business located in Duarte, California (the “Duarte Business”) for approximately $200 million in cash. The Duarte Business, which has been consolidated into Woodward’s Aerospace segment, had no impact on net sales, EBIT or net earnings for the first quarter of 2013.

Quarterly Segment Results

Aerospace

Aerospace net sales for the first quarter of fiscal 2013 were $211.4 million, an increase of 9 percent from $193.2 million for the first quarter a year ago. Segment earnings for the first quarter of 2013 were $31.6 million compared to $27.1 million for the same quarter a year ago, an increase of 17 percent. Segment earnings as a percent of segment net sales were 14.9 percent this quarter compared to 14.0 percent in the same quarter of the prior year.

The sales increase was due to commercial OEM sales and strong military aftermarket sales. Segment earnings were positively impacted by the higher sales volumes and lower variable compensation, partially offset by expenses associated with improved manufacturing capacity and capability.

Energy

Energy net sales for the first quarter of fiscal 2013 were $197.0 million, a decrease of 8 percent from $214.7 million for last year’s first quarter. Segment earnings for the first quarter were $23.9 million, compared to $26.7 million for last year’s first quarter. Segment earnings as a percent of segment net sales were 12.1 percent this quarter compared to 12.4 percent in the same quarter of the prior year.

 

-more-


LOGO

 

Strong sales of compressed natural gas systems were offset by a significant decrease in wind turbine converter sales in North America and softness in other reciprocating engine and industrial turbine systems sales. Segment earnings were primarily impacted by the decreased sales volume partially offset by reduced variable compensation and improved pricing.

Nonsegment

Nonsegment expenses totaled $10.6 million for the first quarter of fiscal 2013, compared to $7.4 million for the same quarter last year. Nonsegment expenses were 2.6 percent of consolidated net sales for the first quarter of 2013, up from 1.8 percent of consolidated net sales for the same quarter of the prior year. Nonsegment expenses for the quarter were primarily impacted by acquisition costs for the Duarte Business.

Cash Flow and Financial Position

Net cash generated from operating activities was $40.0 million for the first quarter of 2013, compared to $2.3 million for the prior year quarter primarily the result of cash inflows from strong sales in the fourth quarter of fiscal 2012. Free cash flow for the first quarter of 2013 was $10.1 million compared to a net outflow of $14.9 million for the first quarter of 2012, an increase of $25.0 million. Capital expenditures for the first quarter of 2013 were $29.9 million compared with $17.3 million in the same quarter of 2012.

Total debt was $590.0 million at December 31, 2012 and reflects new debt in the quarter of $200.0 million used to finance the acquisition of the Duarte Business. Excluding this new debt, total debt declined to $390.0 million at December 31, 2012 from $392.2 million at September 30, 2012.

Outlook

“Overall economic uncertainty continues to impact the markets we serve. We still see market share growth in our Aerospace segment, while in our Energy segment, growth in natural gas is being offset by the significant decline in the wind turbine market,” said Mr. Gendron. “Including our recent acquisition, we now anticipate that fiscal 2013 sales will be between $1.9 billion and $2.0 billion, and earnings per share will be between $2.22 and $2.42 per share, including approximately a $0.07 per share effect of the fiscal year 2012 retroactive impact of the U.S. research and experimentation credit for fiscal 2013 that will be recognized in the second fiscal quarter of this year.”

 

-more-


LOGO

 

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 Woodward’s operating performance without the impacts of financing and tax related considerations. Management uses EBITDA in evaluating Woodward’s 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 net cash provided by operating activities less payments for property, plant, and equipment, in reviewing the financial performance of Woodward’s 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 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. Management’s 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 

EBIT is defined as net earnings before interest and taxes.

2 

Free cash flow is derived from net cash provided by operating activities less payments for property, plant, and equipment.

 

-more-


LOGO

 

Conference Call

Woodward will hold an investor conference call at 4:30 p.m. EST, January 22, 2013 to provide an overview of the financial performance for the first quarter, business highlights, and outlook for fiscal 2013. 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 1-866-814-8482 (domestic) or 1-703-639-1372 (international). Participants should call prior to the start time to allow for registration; the Conference ID is 1602558. An audio replay will be available by telephone from 7:30 p.m. EST on January 22, 2013 until 11:59 p.m. EST on January 27, 2013. The telephone number to access the replay is 1-888-266-2081 (domestic) or 1-703-925-2533 (international), reference access code 1602558.

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.

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 company’s 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.

 

-more-


LOGO

 

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, 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, a decline in business with, or financial distress of, our significant customers; instability in the financial markets, sovereign credit rating downgrades and uncertainty surrounding European sovereign and other debt defaults, or other prolonged unfavorable economic and other industry conditions; Woodward’s ability to obtain financing, on acceptable terms or at all; Woodward’s long sales cycle and implementation period of some of our products and services; Woodward’s ability to implement and realize the intended effects of restructuring efforts; Woodward’s ability to successfully manage competitive factors; Woodward’s ability to manage expenses while responding to sales increases or decreases; the ability of Woodward’s subcontractors and suppliers to meet their obligations; the success of, or expenses associated with, Woodward’s product development activities; Woodward’s ability to integrate acquisitions and manage costs related thereto; Woodward’s debt obligations, debt service requirements and ability to operate its business and pursue its business strategies in light of restrictive covenants in its outstanding debt agreements; risks related to U.S. Government contracting activities; reductions in defense sales due to a decrease in the amount of U.S. Federal defense spending; future impairment charges resulting from changes in the estimates of fair value of reporting units or of long-lived assets; future subsidiary results or changes in domestic and international tax statutes; environmental liabilities; Woodward’s continued access to a stable workforce and favorable labor relations; the geographical location of a significant portion of our Aerospace business in California, which historically has been susceptible to natural disasters; Woodward’s ability to successfully manage regulatory, tax and legal matters; liabilities that may result from legal and regulatory proceedings, inquiries, or investigations by private or U.S. Government persons or entities; risks from operating internationally including the impact on reported earnings from fluctuations in foreign currency exchange rates; fair value of defined benefit plan assets and assumptions used in determining Woodward’s retirement pension and other postretirement benefit obligations and related expenses, and other risk factors described in Woodward’s Annual Report on Form 10-K for the year ended September 30, 2012 and any subsequently filed Quarterly Report on Form 10-Q.

 

-more-


LOGO

 

Woodward, Inc. and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

 

     Three-Months Ended  
     December 31,  

(Unaudited—in thousands except per share amounts)

   2012     2011  

Net sales

   $ 408,339      $ 407,896   
  

 

 

   

 

 

 

Costs and expenses:

    

Cost of goods sold

     289,573        284,410   

Selling, general, and administrative expenses

     36,418        38,570   

Research and development costs

     30,018        30,794   

Amortization of intangible assets

     7,667        8,258   

Interest expense

     6,456        6,308   

Interest income

     (68     (126

Other (income) expense, net

     (262     (494
  

 

 

   

 

 

 

Total costs and expenses

     369,802        367,720   
  

 

 

   

 

 

 

Earnings before income taxes

     38,537        40,176   

Income taxes

     11,169        11,760   
  

 

 

   

 

 

 

Net earnings

   $ 27,368      $ 28,416   
  

 

 

   

 

 

 

Earnings per share amounts:

    

Basic earnings per share

   $ 0.40      $ 0.41   

Diluted earnings per share

   $ 0.39      $ 0.40   
  

 

 

   

 

 

 

Weighted average common shares outstanding:

    

Basic

     68,461        68,919   

Diluted

     69,713        70,393   
  

 

 

   

 

 

 

Cash dividends per share paid to Woodward common stockholders

   $ 0.08      $ 0.07   
  

 

 

   

 

 

 

 

-more-


LOGO

 

Woodward, Inc. and Subsidiaries

CONDENSED CONSOLIDATED BALANCE SHEETS

 

     December 31,      September 30,  

(Unaudited - in thousands)

   2012      2012  

Assets

     

Current assets:

     

Cash and cash equivalents

   $ 69,456       $ 61,829   

Accounts receivable

     300,062         354,386   

Inventories

     445,672         398,229   

Income taxes receivable

     5,949         7,485   

Deferred income tax assets

     41,146         40,277   

Other current assets

     35,702         41,271   
  

 

 

    

 

 

 

Total current assets

     897,987         903,477   

Property, plant, and equipment – net

     265,497         234,505   

Goodwill

     544,393         461,374   

Intangible assets – net

     307,143         235,563   

Deferred income tax assets

     8,667         9,129   

Other assets

     25,130         15,916   
  

 

 

    

 

 

 

Total assets

   $ 2,048,817       $ 1,859,964   
  

 

 

    

 

 

 

Liabilities and stockholders’ equity

     

Current liabilities:

     

Short-term borrowings

   $ —         $ 329   

Current portion of long-term debt

     140,000         7,500   

Accounts payable

     112,183         124,914   

Income taxes payable

     16,863         14,141   

Deferred income tax liabilities

     800         800   

Accrued liabilities

     97,738         132,184   
  

 

 

    

 

 

 

Total current liabilities

     367,584         279,868   

Long-term debt, less current portion

     450,000         384,375   

Deferred income tax liabilities

     76,217         78,163   

Other liabilities

     115,386         109,443   
  

 

 

    

 

 

 

Total liabilities

     1,009,187         851,849   

Stockholders’ equity

     1,039,630         1,008,115   
  

 

 

    

 

 

 

Total liabilities and stockholders’ equity

   $ 2,048,817       $ 1,859,964   
  

 

 

    

 

 

 

 

-more-


LOGO

 

Woodward, Inc. and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

     Three-Months Ended  
      December 31,  

(Unaudited—in thousands)

   2012     2011  

Net cash provided by operating activities

   $ 39,974      $ 2,328   
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Payments for property, plant, and equipment

     (29,894     (17,254

Business acquisitions, net of cash acquired

     (198,860     —     

Proceeds from sale of other assets

     11        60   
  

 

 

   

 

 

 

Net cash used in investing activities

     (228,743     (17,194
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Cash dividends paid

     (5,474     (4,823

Proceeds from sales of treasury stock

     876        2,211   

Payments for repurchases of common stock

     —          (4,663

Excess tax benefits from stock compensation

     2,088        1,691   

Proceeds from the issuance of long-term debt

     200,000        —     

Payments of long-term debt

     (1,875     (12,589

Borrowings on revolving lines of credit and short-term borrowings

     15,000        74,821   

Payments on revolving lines of credit and short-term borrowings

     (15,329     (64,858
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     195,286        (8,210
  

 

 

   

 

 

 

Effect of exchange rate changes on cash and cash equivalents

     1,110        (1,083
  

 

 

   

 

 

 

Net change in cash and cash equivalents

     7,627        (24,159

Cash and cash equivalents at beginning of period

     61,829        74,539   
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 69,456      $ 50,380   
  

 

 

   

 

 

 

 

-more-


LOGO

 

Woodward, Inc. and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

 

     Three-Months Ended  
     December 31,  

(Unaudited—in thousands)

   2012     2011  

Net sales:

    

Aerospace

   $ 211,389      $ 193,226   

Energy

     196,950        214,670   
  

 

 

   

 

 

 

Total consolidated net sales

   $ 408,339      $ 407,896   
  

 

 

   

 

 

 

Segment earnings*:

    

Aerospace

   $ 31,568      $ 27,060   

As a percent of segment sales

     14.9     14.0

Energy

     23,908        26,725   

As a percent of segment sales

     12.1     12.4
  

 

 

   

 

 

 

Total segment earnings

     55,476        53,785   

Nonsegment expenses

     (10,551     (7,427
  

 

 

   

 

 

 

EBIT

     44,925        46,358   

Interest expense, net

     (6,388     (6,182
  

 

 

   

 

 

 

Consolidated earnings before income taxes

   $ 38,537      $ 40,176   
  

 

 

   

 

 

 

Payments for property, plant and equipment

   $ 29,894      $ 17,254   

Depreciation expense

     10,273        10,169   
  

 

 

   

 

 

 

 

* This schedule reconciles segment earnings, which exclude certain costs, to consolidated earnings before taxes.

 

-more-


LOGO

 

Woodward, Inc. and Subsidiaries

RECONCILIATION OF NET EARNINGS TO EBIT AND EBITDA

 

     Three-Months Ended  
     December 31,  

(Unaudited—in thousands)

   2012     2011  

Net earnings

   $ 27,368      $ 28,416   

Income taxes

     11,169        11,760   

Interest expense

     6,456        6,308   

Interest income

     (68     (126
  

 

 

   

 

 

 

EBIT

     44,925        46,358   

Amortization of intangible assets

     7,667        8,258   

Depreciation expense

     10,273        10,169   
  

 

 

   

 

 

 

EBITDA

   $ 62,865      $ 64,785   
  

 

 

   

 

 

 

Woodward, Inc. and Subsidiaries

RECONCILIATION OF CASH FLOW FROM OPERATIONS TO FREE CASH FLOW

 

     Three-Months Ended  
     December 31,  

(Unaudited—in thousands)

   2012     2011  

Net cash provided by operating activities

   $ 39,974      $ 2,328   

Payments for property, plant, and equipment

     (29,894     (17,254
  

 

 

   

 

 

 

Free cash flow

   $ 10,080      $ (14,926
  

 

 

   

 

 

 

 

-end-