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8-K - 8-K - Euramax Holdings, Inc.a8-kq32013.htm

EURAMAX HOLDINGS, INC.
THIRD QUARTER 2013 FINANCIAL RESULTS

Norcross, Georgia, November 8, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the third quarter of 2013. Net sales, operating income, and adjusted EBITDA for the third quarter of 2013 were $227.8 million, $8.7 million, and $20.0 million, respectively. Net sales, operating income, and adjusted EBITDA for the first nine months of 2013 were $630.2 million, $11.1 million, and $46.1 million, respectively.

President and CEO Mitchell B. Lewis commented, “Our operating performance for the third quarter of 2013 represents consecutive quarters of marked improvements in net sales, operating income and adjusted EBITDA over prior year comparable periods. Operating results in our U.S. segments benefited from improved weather conditions compared to the severe drought experienced in 2012 and from continued improvements in the North America repair and remodel sector. We also experienced modest improvements in our U.S. Commercial segment due to increases in architectural projects and higher demand from OEM's in the transportation market. Demand in our European segments continues to be impacted by end market challenges in Europe. However, successful business development initiatives in emerging markets and operational initiatives to streamline operations have partially offset the impact of lower end market demand."

Third Quarter 2013 Financial Summary
Net sales increased $8.6 million, or 3.9%, to $227.8 million in the third quarter of 2013 compared to $219.2 million in the third quarter of 2012. Net sales in the U.S. Residential Products Segment increased due to higher demand for products in both the home center and distributor markets. Sales of these products benefited from more favorable weather conditions in the third quarter compared to the severe drought conditions experienced in the prior year quarter. Higher demand from contractors for our vinyl window and patio offerings continued in the third quarter of 2013 driven by broader improvements in the residential repair and remodel sector. Increases in net sales were offset by lower demand in the Euorpean Roll Coated Aluminum segment for specialty coated coil and panels used in architectural and industrial projects in Western Europe. Demand in these markets has been negatively impacted by continuing economic uncertainty and reduced consumer confidence. These net sales declines in Europe were partially offset by ongoing business development initiatives in emerging markets. The strengthening of the euro and British pound sterling against the U.S. dollar resulted in an approximate $1.9 million increase in net sales during the quarter.
Income from operations increased $2.1 million to $8.7 million in the third quarter of 2013 compared to $6.6 million for the third quarter of 2012. Income from operations increased primarily as a result of higher demand in the U.S. Residential and Commercial Products segments, partially offset by lower net sales volumes in our European Roll Coated Aluminum segment. Income from operations in the third quarter of 2013 was also negatively impacted by non-recurring other operating charges totaling $1.5 million, compared to $0.8 million recorded in the third quarter of 2012. Other operating charges in the third quarter of 2013 were primarily related to restructuring initiatives in our European operating segments.
Adjusted EBITDA is a significant operating measure used by the Company to measure its operating performance and liquidity. Adjusted EBITDA was $20.0 million in the third quarter of 2013 compared to $17.0 million in the third quarter of 2012, an increase of $3.0 million, or 17.6%.

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Conference Call
The Company will host an investor conference call regarding its third quarter 2013 financial results at 2:00 p.m. Eastern Time on Tuesday, November 12, 2013. The call can be accessed through the following dial-in numbers: US/Canada: 866-952-1906; International: 785-424-1825: Conference ID: Euramax. A replay of the conference call will be available through Tuesday, December 10, 2013. The replay may be accessed using the following dial-in information: US: 800-374-1375; International: 402-220-0682.

Contact Information
Euramax Holdings, Inc.
Mary S. Cullin, (770) 449-7066
Senior Vice President, Chief Financial Officer and Treasurer
Email: mcullin@euramax.com

Forward Looking Statements
Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to statements related to plans for future business development activities, anticipated costs of revenues, product mix, research and development and selling, general and administrative activities, and liquidity and capital needs and resources. When used in this report, the words “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” and similar expressions are generally intended to identify forward-looking statements. You should not place undue reliance on these forward-looking statements, which only speak as of the date of this press release. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.
GAAP Versus Non-GAAP Presentation
The Company presents Adjusted EBITDA in this press release as additional information regarding the Company’s operating results. Adjusted EBITDA is defined as net loss plus (i) provision (benefit) for income taxes, (ii) interest expense and (iii) depreciation and amortization, as further adjusted to exclude the effects of certain income and expense items that management believes make it more difficult to assess the Company’s actual operating performance. The Company’s calculation of Adjusted EBITDA is consistent with the calculation of Consolidated Cash Flow in the Indenture governing the Notes, excluding certain pro forma items. Adjusted EBITDA is not a measure of financial performance under accounting principles generally accepted in the U.S., and should not be considered an alternative to net income as a measure of operating performance or cash flows from operating, investing and financing activities as a measure of liquidity.
The Company believes Adjusted EBITDA is helpful to investors in highlighting trends because Adjusted EBITDA excludes the results of certain decisions of operating management that can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. The Company also believes Adjusted EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Investors use Adjusted EBITDA, among other things, to assess the Company’s period-to-period operating performance and to gain insight into the manner in which management analyzes operating performance.
A reconciliation of the Company’s Adjusted EBITDA to net income (loss) is included in the supplemental information attached to this release.

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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

 
September 27,
2013
 
December 31,
2012
ASSETS
(unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
9,460

 
$
10,024

Accounts receivable, less allowances of $2,597 and $2,751, respectively
101,317

 
73,876

Inventories, net
106,933

 
89,294

Income taxes receivable
747

 
1,527

Deferred income taxes
909

 
907

Other current assets
6,197

 
4,789

Total current assets
225,563

 
180,417

Property, plant and equipment, net
131,261

 
141,208

Goodwill
201,952

 
199,375

Customer relationships, net
44,242

 
54,589

Other intangible assets, net
7,223

 
7,475

Deferred income taxes
98

 
68

Other assets
9,304

 
11,290

Total assets
$
619,643

 
$
594,422

LIABILITIES AND SHAREHOLDERS’ DEFICIT
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
70,366

 
$
55,883

Accrued expenses and other current liabilities
30,116

 
30,667

Accrued interest payable
21,714

 
9,017

Current portion of long-term debt
1,836

 

Deferred income taxes
868

 
847

Total current liabilities
124,900

 
96,414

Long-term debt
536,525

 
516,674

Deferred income taxes
19,466

 
20,419

Other liabilities
36,096

 
46,907

Total liabilities
716,987

 
680,414

Shareholders’ deficit:
 
 
 
Common stock
195

 
189

Additional paid-in capital
724,109

 
721,869

Accumulated loss
(832,268
)
 
(818,855
)
Accumulated other comprehensive income
10,620

 
10,805

Total shareholders’ deficit
(97,344
)
 
(85,992
)
Total liabilities and shareholders’ deficit
$
619,643

 
$
594,422



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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)


 
Three months ended
 
Nine months ended
 
September 27,
2013
 
September 28,
2012
 
September 27,
2013
 
September 28,
2012
Net sales
$
227,835

 
$
219,173

 
$
630,241

 
$
641,648

Costs and expenses:
 
 
 
 
 

 
 

Cost of goods sold (excluding depreciation and amortization)
188,792

 
182,557

 
528,423

 
534,257

Selling and general (excluding depreciation and amortization)
20,387

 
20,503

 
59,767

 
64,423

Depreciation and amortization
8,514

 
8,624

 
25,557

 
25,938

Other operating charges
1,455

 
840

 
5,355

 
2,602

Multiemployer pension withdrawal expense

 
39

 

 
39

Income from operations
8,687

 
6,610

 
11,139

 
14,389

Interest expense
(13,805
)
 
(13,394
)
 
(41,257
)
 
(40,791
)
Other income, net
8,295

 
3,494

 
4,061

 
675

Income (loss) before income taxes
3,177

 
(3,290
)
 
(26,057
)
 
(25,727
)
Benefit from income taxes
(13,082
)
 
(2,115
)
 
(12,644
)
 
(840
)
Net income (loss)
$
16,259

 
$
(1,175
)
 
$
(13,413
)
 
$
(24,887
)






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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)


 
Nine months ended
 
September 27,
2013
 
September 28,
2012
Net cash used in operating activities
$
(16,736
)
 
$
(4,625
)
Cash flows from investing activities:
 
 
 
Proceeds from sales of assets
2,288

 
1,289

Capital expenditures
(7,355
)
 
(4,586
)
Purchase of a business, net of cash acquired

 
(6,446
)
Net cash used in investing activities
(5,067
)
 
(9,743
)
Cash flows from financing activities:
 
 
 
Net borrowings on ABL Credit Facility
19,514

 
7,113

Net borrowings on Dutch Revolving Credit Facility
1,836

 

Debt issuance costs
(175
)
 
(59
)
Changes in cash overdrafts

 
3,467

Net cash provided by financing activities
21,175

 
10,521

Effect of exchange rate changes on cash
64

 
(690
)
Net decrease in cash and cash equivalents
(564
)
 
(4,537
)
Cash and cash equivalents at beginning of period
10,024

 
14,327

Cash and cash equivalents at end of period
$
9,460

 
$
9,790



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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
ADJUSTED EBITDA RECONCILIATION
(in thousands)
(unaudited)

Reconciliation of net loss to Adjusted EBITDA is as follows:
 
Three months ended
 
Nine months ended
 
September 27,
2013
 
September 28,
2012
 
September 27,
2013
 
September 28,
2012
Net income (loss)
$
16,259

 
$
(1,175
)
 
$
(13,413
)
 
$
(24,887
)
 
 
 
 
 
 
 
 
Add:
 
 
 
 
 
 
 
Interest expense
13,805

 
13,394

 
41,257

 
40,791

Depreciation and amortization (a)
8,514

 
8,791

 
25,557

 
26,434

Benefit from income taxes
(13,082
)
 
(2,115
)
 
(12,644
)
 
(840
)
 
 
 
 
 
 
 
 
Adjustments:
 
 
 
 
 
 
 
Other income, net (b)
(8,295
)
 
(3,494
)
 
(4,061
)
 
(675
)
Plant closure, severance, relocation and one-time compensation costs
1,789

 
426

 
4,749

 
1,630

Stock compensation expense
683

 
754

 
2,245

 
2,281

Long term incentive plan
315

 

 
802

 
1,113

Non-recurring consulting, legal and professional fees
3

 
187

 
46

 
745

Loss on asset held for sale (c)

 

 
1,594

 

Multiemployer pension withdrawal expense

 
39

 

 
39

Acquisition-related costs

 
227

 

 
227

Adjusted EBITDA
$
19,991

 
$
17,034

 
$
46,132

 
$
46,858

(a)
Depreciation and amortization for 2012 included amortization attributable to royalty payments under a minimum purchase agreement entered into in connection with our acquisition of a product line in 2005, which was being recognized in net sales. The royalty agreement was fully amortized as of September 28, 2012.
(b)
Other income, net for the three months ended September 27, 2013 is primarily comprised of translation gains on intercompany obligations of approximately $8.9 million, offset by losses of $0.3 million on forward foreign currency contracts. Other income, net for the three months ended September 28, 2012 included translation gains on intercompany obligations of approximately $3.8 million, which were partially offset by losses of $0.2 million on forward foreign currency contracts.
Other income, net for the nine months ended September 27, 2013 is primarily comprised of translation gains of approximately $4.1 million. Additionally, net gains of $0.2 million as a result of various legal settlements were offset by losses on forward foreign currency contracts of $0.2 million. Other income, net for the nine months ended September 28, 2012 consisted primarily of a $0.5 million gain on the sale of assets related to the exit of our RV door product line and $0.3 million of translation gains on intercompany obligations offset by a $0.1 million loss on forward foreign currency contracts.
(C)
Loss on assets held for sale for the nine months ended September 27, 2013 includes the sale of land and buildings as part of restructuring activities in the European Engineered Products segment related to the consolidation and relocation of multiple plant facilities into one location.

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