Attached files

file filename
8-K - 8-K - KEMET CORPa8-kq2fy15.htm
EX-99.2 - CONFERENCE CALL SLIDES - KEMET CORPq2fy15webcast1.htm
        

Exhibit 99.1
 
News Release
 
 
FOR IMMEDIATE RELEASE
 
Contact:
William M. Lowe, Jr.
Richard J. Vatinelle
 
Executive Vice President and
Vice President and
 
Chief Financial Officer
Treasurer
 
williamlowe@kemet.com
richardvatinelle@kemet.com
 
864-963-6484
954-766-2838
 
KEMET REPORTS PRELIMINARY FISCAL 2015 SECOND QUARTER RESULTS
 
 
Greenville, South Carolina (October 30, 2014) - KEMET Corporation (the “Company”) (NYSE: KEM), a leading global supplier of electronic components, today reported preliminary results for our second quarter ended September 30, 2014.
 
Net sales of $215.3 million for the quarter ended September 30, 2014 increased 3.3% compared to net sales of $208.4 million for the quarter ended September 30, 2013. The U.S. GAAP net income from continuing operations was $7.7 million, or $0.15 per diluted share for the quarter ended September 30, 2014, compared to a net loss from continuing operations of $11.9 million or $0.26 loss per basic and diluted share for the quarter ended September 30, 2013.

Non-U.S. GAAP Adjusted net income improved to $3.5 million or $0.07 per diluted share for the quarter ended September 30, 2014, compared to a non-U.S. GAAP Adjusted net loss of $4.6 million or $0.10 loss per basic and diluted share for the period ended September 30, 2013.
 
“We are extremely pleased that the financial results for the quarter exceeded our expectations.  Operating margins, influenced by our cost improvement actions and favorable product mix, improved 340 basis points compared to the prior quarter ended June 30, 2014, surpassing our forecast,” stated Per Loof, KEMET’s Chief Executive Officer.  “Operating margins will continue to be our primary focus for the company.  Our expectation for our December 2014 quarter is an operating margin generally at or near the same level as this quarter,” continued Loof.

The net income (loss) for the quarters ended September 30, 2014 and 2013 include various items affecting comparability as denoted in the U.S. GAAP to Non-U.S. GAAP reconciliation table included hereafter. Prior period financial results included in this earnings release have been adjusted to reflect discontinued operations as the Film and Electrolytic business group completed the sale of its machinery division on April 30, 2014.







About KEMET
 
The Company’s common stock is listed on the NYSE under the ticker symbol “KEM” (NYSE: KEM).  At the Investor Relations section of our web site at http://www.kemet.com/IR, users may subscribe to KEMET news releases and find additional information about our Company.  KEMET applies world class service and quality to deliver industry leading, high performance capacitance solutions to its customers around the world and offers the world’s most complete line of surface mount and through hole capacitor technologies across tantalum, ceramic, film, aluminum, electrolytic, and paper dielectrics. Additional information about KEMET can be found at http://www.kemet.com.

QUIET PERIOD
 
Beginning January 1, 2015, we will observe a quiet period during which the information provided in this news release and quarterly report on Form 10-Q will no longer constitute our current expectations. During the quiet period, this information should be considered to be historical, applying prior to the quiet period only and not subject to update by management. The quiet period will extend until the day when our next quarterly earnings release is published.
 
CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
 
Certain statements included herein contain forward-looking statements within the meaning of federal securities laws about the Company’s financial condition and results of operations that are based on management’s current expectations, estimates and projections about the markets, in which the Company operates, as well as management’s beliefs and assumptions. Words such as “expects,” “anticipates,” “believes,” “estimates,” variations of such words and other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in, or implied by, such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s judgment only as of the date hereof. The Company undertakes no obligation to update publicly any of these forward-looking statements to reflect new information, future events or otherwise.
 
Factors that may cause actual outcome and results to differ materially from those expressed in, or implied by, these forward-looking statements include, but are not necessarily limited to the following: (i) adverse economic conditions could impact our ability to realize operating plans if the demand for our products declines, and such conditions could adversely affect our liquidity and ability to continue to operate; (ii) continued net losses could impact our ability to realize current operating plans and could materially adversely affect our liquidity and our ability to continue to operate; (iii) adverse economic conditions could cause the write down of long-lived assets or goodwill; (iv) an increase in the cost or a decrease in the availability of our principal or single-sourced purchased materials; (v) changes in the competitive environment; (vi) uncertainty of the timing of customer product qualifications in heavily regulated industries; (vii) economic, political, or regulatory changes in the countries in which we operate; (viii) difficulties, delays or unexpected costs in completing restructuring plans; (ix) equity method investment in NEC TOKIN expose us to a variety of risks; (x) acquisitions and other strategic transactions expose us to a variety of risks; (xi) inability to attract, train and retain effective employees and management; (xii) inability to develop innovative products to maintain customer relationships and offset potential price erosion in older products; (xiii) exposure to claims alleging product defects; (xiv) the impact of laws and regulations that apply to our business, including those relating to environmental matters; (xv) the impact of international laws relating to trade, export controls and foreign corrupt practices; (xvi) volatility of financial and credit markets affecting our access to capital; (xvii) the need to reduce the total costs of our products to remain competitive; (xviii) potential limitation on the use of net operating losses to offset possible future taxable income; (xix) restrictions in our debt agreements that limit our flexibility in operating our business; and (xx) additional exercise of the warrant by K Equity which could potentially result in the existence of a significant stockholder who could seek to influence our corporate decisions.

2



KEMET CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(Amounts in thousands, except per share data)
(Unaudited)
 
Quarters Ended September 30,
 
2014
 
2013
Net sales
$
215,293

 
$
208,449

Operating costs and expenses:
 

 
 

Cost of sales
169,538

 
177,532

Selling, general and administrative expenses
25,510

 
22,315

Research and development
6,338

 
5,611

Restructuring charges
1,687

 
1,364

Net (gain) loss on sales and disposals of assets
(550
)
 
42

Total operating costs and expenses
202,523

 
206,864

Operating income (loss)
12,770

 
1,585

Non-operating (income) expense:
 

 
 

Interest income
(3
)
 
(11
)
Interest expense
10,287

 
9,908

Other (income) expense, net
(7,595
)
 
946

Income (loss) from continuing operations before income taxes and equity income (loss) from NEC TOKIN
10,081

 
(9,258
)
Income tax expense
2,583

 
1,444

Income (loss) from continuing operations before equity income (loss) from NEC TOKIN
7,498

 
(10,702
)
Equity income (loss) from NEC TOKIN
232

 
(1,243
)
Income (loss) from continuing operations
7,730

 
(11,945
)
Income (loss) from discontinued operations, net of income tax expense (benefit) of $1,017, $(124), $1,935 and $(360), respectively
(1,400
)
 
(1,151
)
Net income (loss)
$
6,330

 
$
(13,096
)
Net income (loss) per basic share:
 

 
 

Net income (loss) from continuing operations
$
0.17

 
$
(0.26
)
Net income (loss) from discontinued operations
$
(0.03
)
 
$
(0.03
)
Net income (loss)
$
0.14

 
$
(0.29
)
 
 
 
 
Net income (loss) per diluted share:
 

 
 

Net income (loss) from continuing operations
$
0.15

 
$
(0.26
)
Net income (loss) from discontinued operations
$
(0.03
)
 
$
(0.03
)
Net income (loss)
$
0.12

 
$
(0.29
)
 
 
 
 
Weighted-average shares outstanding:
 

 
 

Basic
45,400

 
45,092

Diluted
52,521

 
45,092



3



KEMET CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(Amounts in thousands, except per share data)
(Unaudited)
 
 
September 30, 2014
 
March 31, 2014
ASSETS
 

 
 

Current assets:
 

 
 

Cash and cash equivalents
$
51,576

 
$
57,929

Accounts receivable, net
95,581

 
98,947

Inventories, net
188,833

 
187,974

Prepaid expenses and other
40,229

 
36,871

Deferred income taxes
6,569

 
6,695

Current assets of discontinued operations

 
12,160

Total current assets
382,788

 
400,576

Property, plant and equipment, net of accumulated depreciation of $810,224 and $805,687 as of September 30, 2014 and March 31, 2014, respectively
275,498

 
292,648

Goodwill
35,584

 
35,584

Intangible assets, net
35,377

 
37,184

Investment in NEC TOKIN
48,449

 
46,419

Restricted cash
12,955

 
13,512

Deferred income taxes
6,423

 
6,778

Other assets
20,153

 
10,130

Noncurrent assets of discontinued operations

 
836

Total assets
$
817,227

 
$
843,667

LIABILITIES AND STOCKHOLDERS’ EQUITY
 

 
 

Current liabilities:
 

 
 

Current portion of long-term debt
$
25,826

 
$
7,297

Accounts payable
72,629

 
74,818

Accrued expenses
66,400

 
76,468

Income taxes payable and deferred income taxes
345

 
980

Current liabilities of discontinued operations

 
7,269

Total current liabilities
165,200

 
166,832

Long-term debt, less current portion
376,256

 
391,292

Other non-current obligations
52,246

 
55,864

Deferred income taxes
8,687

 
5,203

Noncurrent liabilities of discontinued operations

 
2,592

Stockholders’ equity:
 

 
 

Preferred stock, par value $0.01, authorized 10,000 shares, none issued

 

Common stock, par value $0.01, authorized 175,000 shares, issued 46,508 shares at September 30, 2014 and March 31, 2014
465

 
465

Additional paid-in capital
461,478

 
465,027

Retained deficit
(228,948
)
 
(231,738
)
Accumulated other comprehensive income
6,935

 
18,184

Treasury stock, at cost (1,103 and 1,301 shares at September 30, 2014 and March 31, 2014, respectively)
(25,092
)
 
(30,054
)
Total stockholders’ equity
214,838

 
221,884

Total liabilities and stockholders’ equity
$
817,227

 
$
843,667



4



KEMET CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
 
Six Month Periods Ended September 30,
 
2014
 
2013
Net income (loss)
2,790

 
$
(48,236
)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
 

 
 

Gain on sale of discontinued operations
(5,809
)
 

Net cash provided by (used in) operating activities of discontinued operations
(1,357
)
 
933

Depreciation and amortization
20,974

 
25,590

Equity (income) loss from NEC TOKIN
1,443

 
4,620

Non-cash interest expense
1,332

 
1,959

Stock-based compensation expense
1,952

 
1,628

Long-term receivable write down
59

 
1,444

Change in value of NEC TOKIN options
(10,700
)
 
382

Net loss on sales and disposals of assets
(185
)
 
42

Pension and other post-retirement benefits
37

 
27

Change in deferred income taxes
2,142

 
(957
)
Change in operating assets
(4,268
)
 
(8,261
)
Change in operating liabilities
(6,341
)
 
(10,932
)
Other
(475
)
 
155

Net cash provided by (used in) operating activities
1,594

 
(31,606
)
Investing activities:
 

 
 

Capital expenditures
(11,975
)
 
(18,337
)
Proceeds from sale of assets
2,451

 

Change in restricted cash
558

 
2,874

Proceeds from sale of discontinued operations
10,125

 

Net cash provided by (used in) investing activities
1,159

 
(15,463
)
Financing activities:
 

 
 

Proceeds from revolving line of credit
14,300

 
21,000

Payments of revolving line of credit
(7,500
)
 

Deferred acquisition payments
(11,597
)
 
(11,452
)
Payments of long-term debt
(3,135
)
 
(1,422
)
Proceeds from exercise of stock options
25

 
57

Net cash provided by (used in) financing activities
(7,907
)
 
8,183

Net increase (decrease) in cash and cash equivalents
(5,154
)
 
(38,886
)
Effect of foreign currency fluctuations on cash
(1,199
)
 
608

Cash and cash equivalents at beginning of fiscal period
57,929

 
95,978

Cash and cash equivalents at end of fiscal period
51,576

 
57,700


5



Non-U.S. GAAP Financial Measures
 
In this news release, the Company makes reference to certain Non-U.S. GAAP financial measures, including "Adjusted gross margin", “Adjusted net loss”, “Adjusted net loss per share” and “Adjusted EBITDA”.  Management believes that investors may find it useful to review the Company’s financial results as adjusted to exclude items as determined by management.
 
Adjusted gross margin
 
Adjusted gross margin represents net sales less cost of sales excluding adjustments which are outlined in the quantitative reconciliation provided below.  Management uses Adjusted gross margin to facilitate our analysis and understanding of our business operations and believes that Adjusted gross margin is useful to investors because it provides a supplemental way to understand the underlying operating performance of the Company.  Adjusted gross margin should not be considered as an alternative to gross margin or any other performance measure derived in accordance with U.S. GAAP.
 
The following table provides reconciliation from U.S. GAAP Gross margin to Non-U.S. GAAP Adjusted gross margin (amounts in thousands):
 
 
Quarters Ended
 
(Unaudited)
 
September 30, 2014
 
June 30, 2014
 
September 30, 2013
Net sales
$
215,293

 
$
212,881

 
$
208,449

Gross margin
45,755

 
32,957

 
30,917

Non-U.S. GAAP-adjustments:
 
 
 
 
 
Plant start-up costs
1,114

 
1,647

 
1,050

Stock-based compensation expense
341

 
346

 
229

Plant shut-down costs

 
889

 

Inventory revaluation
(821
)
 
2,676

 

Adjusted gross margin
$
46,389

 
$
38,515

 
$
32,196

 
21.5
%
 
18.1
%
 
15.4
%
 
Adjusted Operating Income (Loss)

Adjusted operating income (loss) represents operating income (loss), excluding adjustments which are outlined in the quantitative reconciliation provided above. We use Adjusted operating income (loss) to facilitate our analysis and understanding of our business operations and believe that Adjusted operating income (loss) is useful to investors because it provides a supplemental way to understand our underlying operating performance. Adjusted operating loss should not be considered as an alternative to operating income (loss) or any other performance measure derived in accordance with U.S. GAAP.


6



Adjusted operating income (loss) is calculated as follows (amounts in thousands):
 
Quarters Ended
 
(Unaudited)
 
September 30, 2014
 
June 30, 2014
 
September 30, 2013
Operating income (loss)
$
12,770

 
$
(606
)
 
$
1,585

Adjustments:
 

 
 

 
 

Restructuring charges
1,687

 
1,830

 
1,364

Stock-based compensation expense
958

 
994

 
659

ERP integration costs
409

 
895

 
1,071

Plant start-up costs
1,114

 
1,647

 
1,050

Plant shut-down costs

 
889

 

NEC TOKIN investment-related expenses
487

 
580

 
124

Net (gain) loss on sales and disposals of assets
(550
)
 
365

 
42

Inventory revaluation
(821
)
 
2,676

 

Adjusted operating income (loss)
$
16,054

 
$
9,270

 
$
5,895


 
Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share
 
“Adjusted net income (loss)” and “Adjusted net income (loss) per basic and diluted share” represent net income (loss) and net income (loss) per basic and diluted share excluding adjustments which are outlined in the quantitative reconciliation provided below.  Management believes that these Non-U.S. GAAP financial measures are useful to investors because they provide a supplemental way to understand the underlying operating performance of the Company.  Management uses these Non-U.S. GAAP financial measures to evaluate operating performance.  Non-U.S. GAAP financial measures should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP.

7



The following table provides reconciliation from U.S. GAAP net income (loss) to Non-U.S. GAAP adjusted net income (loss):

U.S. GAAP to Non- U.S. GAAP Reconciliation
 
Quarters Ended
 
September 30, 2014
 
June 30, 2014
 
September 30, 2013
 
(Unaudited)
U.S. GAAP
 

 
 

 
 

Net sales
$
215,293

 
$
212,881

 
$
208,449

Net loss from continuing operations
7,730

 
(10,483
)
 
(11,945
)
Income (loss) from discontinued operations
(1,400
)
 
6,943

 
(1,151
)
Net income (loss)
$
6,330

 
$
(3,540
)
 
$
(13,096
)
Net income (loss) from continuing operations - basic
0.17

 
(0.23
)
 
(0.26
)
Income (loss) from discontinued operations - basic
(0.03
)
 
0.15

 
(0.03
)
Net income (loss) - basic
0.14

 
(0.08
)
 
(0.29
)
Net income (loss) from continuing operations - diluted
0.15

 
(0.23
)
 
(0.26
)
Income (loss) from discontinued operations - diluted
(0.03
)
 
0.15

 
(0.03
)
Net income (loss) - diluted
0.12

 
(0.08
)
 
(0.29
)
Non-U.S. GAAP
 

 
 

 
 

Net income (loss)
$
6,330

 
$
(3,540
)
 
$
(13,096
)
Adjustments:
 
 
 
 
 
Restructuring charges
1,687

 
1,830

 
1,364

Equity (income) loss from NEC TOKIN
(232
)
 
1,675

 
1,243

Inventory revaluation
(821
)
 
2,676

 

Net (gain) loss on sales and disposals of assets
(550
)
 
365

 
42

Stock-based compensation expense
958

 
994

 
659

ERP integration costs
409

 
895

 
1,071

Change in value of NEC TOKIN options
(6,600
)
 
(4,100
)
 
382

Plant start-up costs
1,114

 
1,647

 
1,050

Plant shut-down costs

 
889

 

Net foreign exchange (gain) loss
(1,351
)
 
527

 
515

NEC TOKIN investment-related expenses
487

 
580

 
124

(Income) loss from discontinued operations
1,400

 
(6,943
)
 
1,151

Amortization included in interest expense
583

 
665

 
945

Income tax effect of non-GAAP adjustments (1)
51

 
(24
)
 
(19
)
Adjusted net income (loss)
$
3,465

 
$
(1,864
)
 
$
(4,569
)
Adjusted net income (loss) per basic share
$
0.08

 
$
(0.04
)
 
$
(0.10
)
Adjusted net income (loss) per diluted share
$
0.07

 
$
(0.04
)
 
$
(0.10
)
Weighted average shares outstanding:
 
 
 
 
 
Basic
45,400

 
45,274

 
45,092

Diluted
52,521

 
45,274

 
45,092

 
(1)         The income tax effect of the excluded items is calculated by applying the applicable jurisdictional income tax rate, considering the deferred tax valuation for each applicable jurisdiction.

8



Adjusted EBITDA
 
Adjusted EBITDA from continuing operations represents net income (loss) from continuing operations before net interest expense, income tax expense, and depreciation and amortization expense, adjusted to exclude certain item which are outlined in the quantitative reconciliation provided below.  We use Adjusted EBITDA from continuing operations to monitor and evaluate our operating performance and to facilitate internal and external comparisons of the historical operating performance of our business.  We present Adjusted EBITDA from continuing operations as a supplemental measure of our performance and ability to service debt.  We also present Adjusted EBITDA from continuing operations because we believe such measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.
 
We believe Adjusted EBITDA from continuing operations is an appropriate supplemental measure of debt service capacity, because cash expenditures on interest are, by definition, available to pay interest, and tax expense is inversely correlated to interest expense because tax expense goes down as deductible interest expense goes up; depreciation and amortization are non-cash charges. The other adjustments to arrive at Adjusted EBITDA from continuing operations are excluded in order to better reflect our continuing operations.
 
In evaluating Adjusted EBITDA from continuing operations, you should be aware that in the future we may incur expenses similar to the adjustments noted below.  Our presentation of Adjusted EBITDA from continuing operations should not be construed as an inference that our future results will be unaffected by these types of adjustments.  Adjusted EBITDA from continuing operations is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flow from operating activities as a measure of our liquidity.
 
Our Adjusted EBITDA from continuing operations measure has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP.  Some of these limitations are:

it does not reflect our cash expenditures, future requirements for capital expenditures or contractual commitments;
it does not reflect changes in, or cash requirements for, our working capital needs;
it does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and our Adjusted EBITDA from continuing operations measure does not reflect any cash requirements for such replacements;
it is not adjusted for all non-cash income or expense items that are reflected in our statements of cash flows;
it does not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations;
it does not reflect limitations on or costs related to transferring earnings from our subsidiaries to us; and
other companies in our industry may calculate this measure differently than we do, limiting its usefulness as a comparative measure.

Because of these limitations, Adjusted EBITDA from continuing operations should not be considered as a measure of discretionary cash available to us to invest in the growth of our business or as a measure of cash that will be available to us to meet our obligations.  You should compensate for these limitations by relying primarily on our U.S. GAAP results and using Adjusted EBITDA from continuing operations as supplementary information.







9



The following table provides a reconciliation from U.S. GAAP net income (loss) to Adjusted EBITDA from continuing operations (amounts in thousands):

 
For the Quarters Ended
(Amounts in thousands)
September 30, 2014
 
June 30, 2014
 
September 30, 2013
U.S. GAAP
 
 
 
 
 
Net income (loss)
$
6,330

 
$
(3,540
)
 
$
(13,096
)
Interest expense, net
10,284

 
10,453

 
9,897

Income tax expense (benefit)
2,583

 
1,282

 
1,444

Depreciation and amortization
10,177

 
10,797

 
11,951

EBITDA
29,374

 
18,992

 
10,196

Excluding the following items (non-GAAP):
 
 
 
 
 
Restructuring charges
1,687

 
1,830

 
1,364

Equity (income) loss from NEC TOKIN
(232
)
 
1,675

 
1,243

Inventory revaluation
(821
)
 
2,676

 

Net (gain) loss on sales and disposals of assets
(550
)
 
365

 
42

Stock-based compensation expense
958

 
994

 
659

ERP integration costs
409

 
895

 
1,071

Change in value of NEC TOKIN options
(6,600
)
 
(4,100
)
 
382

Plant start-up costs
1,114

 
1,647

 
1,050

Plant shut-down costs

 
889

 

Net foreign exchange (gain) loss
(1,351
)
 
527

 
515

NEC TOKIN investment-related expenses
487

 
580

 
124

(Income) loss from discontinued operations
1,400

 
(6,943
)
 
1,151

Adjusted EBITDA
$
25,875

 
$
20,027

 
$
17,797

 
 
 
 
 
 

10