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8-K - 8-K - GIBRALTAR INDUSTRIES, INC.a8k033115.htm
EX-10.1 - EX-10.1 - GIBRALTAR INDUSTRIES, INC.exhibit1012015equityincent.htm
EX-10.2 - EX-10.2 - GIBRALTAR INDUSTRIES, INC.exhibit1022015managementst.htm
EX-3.1 - EX-3.1 - GIBRALTAR INDUSTRIES, INC.exhibit31amendmentofarticl.htm
EX-10.5 - EX-10.5 - GIBRALTAR INDUSTRIES, INC.exhibit105firstamendmentof.htm
EX-10.3 - EX-10.3 - GIBRALTAR INDUSTRIES, INC.exhibit103formofaward-rest.htm
EX-10.4 - EX-10.4 - GIBRALTAR INDUSTRIES, INC.exhibit104secondamendmento.htm



Gibraltar Reports First-Quarter 2015 Financial Results
Q1 Adjusted EPS of $0.06; Q1 Sales Up 5% Versus Prior Year
Confirms Full-Year Earnings Growth Guidance

Buffalo, New York, May 7, 2015 - Gibraltar Industries, Inc. (Nasdaq: ROCK), a leading manufacturer and distributor of building products for industrial, infrastructure and residential markets, today reported its financial results for the three months ended March 31, 2015. All financial metrics in this release reflect only the Company’s continuing operations unless otherwise noted.
First-Quarter Consolidated Results
Gibraltar’s net sales for the first quarter of 2015 increased 5% to $200.6 million, compared with $191.0 million for the first quarter of 2014. First-quarter 2015 adjusted net income was $1.8 million, or $0.06 per diluted share, compared with adjusted net loss of $1.7 million, or $0.05 per share, in the first quarter of 2014. The adjusted first-quarter 2015 results exclude special items with an after-tax net benefit totaling $3.7 million, or $0.12 per diluted share, resulting primarily from a gain on the sale of a facility, partially offset by costs related to the Company’s senior leadership transition. The adjusted first-quarter 2014 results excluded special items with an after-tax net charge totaling $0.4 million, or $0.02 per diluted share, resulting primarily from acquisition-related costs and exit activity costs related to business restructuring. Including these items in the respective periods, the Company’s first-quarter 2015 GAAP net income was $5.5 million, or $0.18 per diluted share, compared with net loss of $2.1 million, or $0.07 per share, in the first quarter of 2014.
Management Comments
“We began the year with a strong first quarter, achieving solid financial results and demonstrating progress on our stated value creation initiatives,” said Chief Executive Officer Frank Heard. “Net sales were up 5%, primarily driven by product demand in our postal storage and roofing-related businesses in the Residential Products segment, partially offset by lower demand in the Industrial and Infrastructure Products segment. As a result of our operational improvement efforts, we were able to leverage the 5% increase in sales growth to achieve adjusted EPS of $0.06 per share, significantly better than the loss of $0.05 per share a year ago.”
“In addition to the operational improvement efforts that had a positive effect on our first-quarter bottom-line performance, we also made good progress on additional value creation initiatives. These include our 80/20 simplification process, where we have several teams focused on how to further drive growth and profitability. Opportunities in simplifying our product lines are targeted for actions in 2015 and will benefit the balance sheet by year end and profitability in 2016. We expect that continued and aggressive execution in this area will help enable us to achieve best-in-class sustainable value creation over the long term. As we proceed in 2015, our goal is to increase adjusted earnings, make more efficient use of Gibraltar’s capital, and deliver higher shareholder returns than we did in 2014,” concluded Heard.
First-Quarter Segment Results
Residential Products
First-quarter 2015 net sales in Gibraltar’s Residential Products segment increased 23% to $106.8 million, compared with $87.0 million for the first quarter of 2014. First-quarter 2015 adjusted operating margin increased 220 basis points year over year to 5.2%. Sales growth in this segment reflected strong demand for postal storage products driven by conversions to centralized delivery, with a modest rebound in roofing-related product demand. The segment’s equivalent adjusted operating margin reflected the benefit of higher volume and improved operational efficiencies.

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Industrial and Infrastructure Products
First-quarter 2015 net sales in Gibraltar’s Industrial & Infrastructure Products segment decreased 10% to $93.8 million, compared with $104.0 million for the first quarter of 2014. Adjusted operating margin decreased 60 basis points year over year to 2.5% due to the lower volume. Sales in the segment reflected lower shipment volumes to industrial markets and a 3% decrease due to the effect of weaker foreign currencies in its Canadian and European operations. Industrial demand was lower than in the prior-year quarter as the domestic energy and mining activity declined in part due to the effects of lower oil prices. Meanwhile, the transportation infrastructure market continues to be affected by short-term uncertainty in federal funding programs.
Business Outlook
Gibraltar expects net sales for full-year 2015 to be equivalent to 2014 - with growth expected in residential-related product lines offset by a decline in industrial-related revenues. Considering the anticipated profit expansion from cost reduction and other initiatives, the Company continues to expect adjusted earnings for 2015 to be in the range of $0.55 to $0.65 per diluted share compared to $0.47 per share in 2014. For the second quarter of 2015, revenues and adjusted EPS are expected to increase modestly compared with the second quarter of 2014.
First-Quarter Conference Call Details
Gibraltar has scheduled a conference call today starting at 9:00 a.m. ET to review its results for the first quarter of 2015. Interested parties may access the call by dialing (877) 407-5790 or (201) 689-8328. The presentation slides that will be discussed in the conference call are expected to be available this morning, prior to the start of the call. The slides may be downloaded from the Gibraltar website: http://www.gibraltar1.com. A webcast replay of the conference call and a copy of the transcript will be available on the website following the call.
About Gibraltar
Gibraltar Industries is a leading manufacturer and distributor of building products for the industrial, infrastructure and residential markets. With a four-pillar strategy focused on operational improvement, product innovation, acquisitions and portfolio management, Gibraltar’s mission is to drive best-in-class performance. Gibraltar serves customers worldwide through facilities in the United States, Canada, England and Germany and is organized in two business segments: Industrial and Infrastructure Products and Residential Products. In the Industrial and Infrastructure Products segment, Gibraltar is a leading and trusted manufacturer of metal bar grating, expanded and perforated metal, and engineered bearings and joints used in bridge construction, oil and gas structures and a wide variety of other industrial applications. In the Residential Products segment, the Company is a market leader and innovator in roof-related ventilation and rain dispersion products as well as postal and parcel solutions. Comprehensive information about Gibraltar can be found on its website at http://www.gibraltar1.com.
Safe Harbor Statement
Information contained in this news release, other than historical information, contains forward-looking statements and is subject to a number of risk factors, uncertainties, and assumptions. Risk factors that could affect these statements include, but are not limited to, the following: the availability of raw materials and the effects of changing raw material prices on the Company’s results of operations; energy prices and usage; changing demand for the Company’s products and services; changes in the liquidity of the capital and credit markets; risks associated with the integration of acquisitions; and changes in interest and tax rates. In addition, such forward-looking statements could also be affected by general industry and market conditions, as well as general economic and political conditions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law or regulation.
Non-GAAP Financial Data
To supplement Gibraltar’s consolidated financial statements presented on a GAAP basis, Gibraltar also presented certain adjusted financial data in this news release. Adjusted financial data excluded special charges consisting of gains / losses on sales of property, restructuring primarily associated with the closing and consolidation of our facilities, acquisition-related items, and senior leadership transition costs. These adjustments are shown in the non-GAAP reconciliation of adjusted operating results excluding special charges provided in the financial schedules that accompany this news release. The Company believes that the presentation of results excluding special charges provides meaningful supplemental data to investors, as well as management, that are indicative of the Company’s core operating results and facilitates comparison of operating results across reporting periods as well as comparison with other companies. Special charges are excluded since they may not be considered directly related to our ongoing business operations. These adjusted measures should not be viewed as a substitute for our GAAP results, and may be different than adjusted measures used by other companies.

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Next Earnings Announcement
Gibraltar expects to release its financial results for the three month period ending June 30, 2015, on Thursday, August 6, and hold its earnings conference call later that morning, starting at 9:00 a.m. ET.
Contact:
Kenneth Smith
Chief Financial Officer
716.826.6500 ext. 3217
kwsmith@gibraltar1.com




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GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
 
 
Three Months Ended 
 March 31,
 
2015
 
2014
Net Sales
$
200,615

 
$
191,032

Cost of sales
170,700

 
161,168

Gross profit
29,915

 
29,864

Selling, general, and administrative expense
20,945

 
29,531

Income from operations
8,970

 
333

Interest expense
3,700

 
3,640

Other (income) expense
(3,559
)
 
30

Income (loss) before taxes
8,829

 
(3,337
)
Provision for (benefit of) income taxes
3,292

 
(1,251
)
Income (loss) from continuing operations
5,537

 
(2,086
)
Discontinued operations:
 
 
 
Loss before taxes
(44
)
 

Benefit of income taxes
(16
)
 

Loss from discontinued operations
(28
)
 

Net income (loss)
$
5,509

 
$
(2,086
)
Net earnings per share – Basic:
 
 
 
Income (loss) from continuing operations
$
0.18

 
$
(0.07
)
Loss from discontinued operations

 

Net income (loss)
$
0.18

 
$
(0.07
)
Weighted average shares outstanding – Basic
31,191

 
31,034

Net earnings per share – Diluted:
 
 
 
Income (loss) from continuing operations
$
0.18

 
$
(0.07
)
Loss from discontinued operations

 

Net income (loss)
$
0.18

 
$
(0.07
)
Weighted average shares outstanding – Diluted
31,386

 
31,034


4




GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(unaudited)
 
 
March 31,
2015
 
December 31,
2014
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
118,300

 
$
110,610

Accounts receivable, net of reserve of $4,154 and $4,280 in 2015 and 2014
115,284

 
101,141

Inventories
133,624

 
128,743

Other current assets
22,116

 
19,937

Total current assets
389,324

 
360,431

Property, plant, and equipment, net
113,769

 
129,575

Goodwill
235,523

 
236,044

Acquired intangibles
80,439

 
82,215

Other assets
4,702

 
5,895

 
$
823,757

 
$
814,160

Liabilities and Shareholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
90,155

 
$
81,246

Accrued expenses
48,419

 
52,439

Current maturities of long-term debt
400

 
400

Total current liabilities
138,974

 
134,085

Long-term debt
213,200

 
213,200

Deferred income taxes
49,652

 
49,772

Other non-current liabilities
32,572

 
29,874

Shareholders’ equity:
 
 
 
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding

 

Common stock, $0.01 par value; authorized 50,000 shares; 31,401 and 31,342 shares issued in 2015 and 2014
314

 
313

Additional paid-in capital
247,826

 
247,232

Retained earnings
160,134

 
154,625

Accumulated other comprehensive loss
(13,169
)
 
(9,551
)
Cost of 451 and 429 common shares held in treasury in 2015 and 2014
(5,746
)
 
(5,390
)
Total shareholders’ equity
389,359

 
387,229

 
$
823,757

 
$
814,160


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GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
 
Three Months Ended 
 March 31,
 
2015
 
2014
Cash Flows from Operating Activities
 
 
 
Net income (loss)
$
5,509

 
$
(2,086
)
Loss from discontinued operations
(28
)
 

Income (loss) from continuing operations
5,537

 
(2,086
)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
 
 
 
Depreciation and amortization
6,149

 
6,566

Stock compensation expense
568

 
660

Net gain on sale of assets
(8,141
)
 

Other non-cash adjustments
(1,718
)
 
550

Non-cash charges to interest expense
179

 
261

Change in operating assets and liabilities:
 
 
 
Accounts receivable
(15,332
)
 
(17,107
)
Inventories
(5,361
)
 
(6,266
)
Other current assets and other assets
1,786

 
(2,248
)
Accounts payable
8,450

 
13,060

Accrued expenses and other non-current liabilities
(6,869
)
 
(8,016
)
Net cash used in operating activities
(14,752
)
 
(14,626
)
Cash Flows from Investing Activities
 
 
 
Purchases of property, plant, and equipment
(2,022
)
 
(4,056
)
Net proceeds from sale of property and equipment
26,181

 
137

Other investing activities
(61
)
 

Net cash provided by (used in) investing activities
24,098

 
(3,919
)
Cash Flows from Financing Activities
 
 
 
Long-term debt payments

 
(2
)
Purchase of treasury stock at market prices
(356
)
 
(408
)
Net proceeds from issuance of common stock
9

 
365

Excess tax benefit from stock compensation
18

 
91

Net cash (used in) provided by financing activities
(329
)
 
46

Effect of exchange rate changes on cash
(1,327
)
 
(354
)
Net increase (decrease) in cash and cash equivalents
7,690

 
(18,853
)
Cash and cash equivalents at beginning of year
110,610

 
97,039

Cash and cash equivalents at end of period
$
118,300

 
$
78,186




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GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statements of Operations
(in thousands, except per share data)
(Unaudited)
 
 
Three Months Ended 
 March 31, 2015
 
 
As
Reported
In GAAP Statements
 
Acquisition Related Items
 
Restructuring Costs
 
Senior Leadership Transition Costs
 
Gain on Sale of Facility
 
Adjusted
Statement of Operations
Net Sales
 
 
 
 
 
 
 
 
 
 
 
 
Residential Products
 
$
106,795

 
$

 
$

 
$

 
$

 
$
106,795

Industrial & Infrastructure Products
 
94,285

 

 

 

 

 
94,285

Less Inter-Segment Sales
 
(465
)
 

 

 

 

 
(465
)
 
 
93,820





 

 


93,820

Consolidated sales
 
200,615





 

 


200,615

 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
 
 
 
 
 
 
 
 
 
 
 
Residential Products
 
12,133

 

 
219

 

 
(6,799
)
 
5,553

Industrial & Infrastructure Products
 
2,006

 

 

 
364

 

 
2,370

Segment Income
 
14,139




219

 
364

 
(6,799
)

7,923

Unallocated corporate expense
 
(5,169
)
 
(228
)
 

 
517

 

 
(4,880
)
Consolidated income from operations
 
8,970


(228
)

219

 
881

 
(6,799
)

3,043

 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
 
3,700

 

 

 

 

 
3,700

Other income
 
(3,559
)
 

 

 

 

 
(3,559
)
Income before income taxes
 
8,829


(228
)

219

 
881

 
(6,799
)

2,902

Provision for income taxes
 
3,292

 
(85
)
 
81

 
327

 
(2,526
)
 
1,089

Income from continuing operations
 
$
5,537


$
(143
)

$
138

 
$
554

 
$
(4,273
)

$
1,813

Income from continuing operations per share – diluted
 
$
0.18

 
$

 
$

 
$
0.02

 
$
(0.14
)
 
$
0.06

 
 
 
 
 
 
 
 
 
 
 
 
 
Operating margin
 
 
 
 
 
 
 
 
 
 
 
 
Residential Products
 
11.4
%
 
 %
 
0.2
%
 
%
 
(6.4
)%
 
5.2
%
Industrial & Infrastructure Products
 
2.1
%
 
 %
 
%
 
0.4
%
 
 %
 
2.5
%
Segments Margin
 
7.0
%
 
 %
 
0.1
%
 
0.2
%
 
(3.4
)%
 
3.9
%
Consolidated
 
4.5
%
 
(0.1
)%
 
0.1
%
 
0.4
%
 
(3.4
)%
 
1.5
%


7




GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statements of Operations
(in thousands, except per share data)
(Unaudited)
 
 
Three Months Ended 
 March 31, 2014
 
 
As Reported In GAAP Statements
 
Acquisition Related Items
 
Restructuring Costs
 
Adjusted Statement of Operations
Net Sales
 
 
 
 
 
 
 
 
Residential Products
 
$
86,983

 
$

 
$

 
$
86,983

Industrial & Infrastructure Products
 
104,346

 

 

 
104,346

Less Inter-Segment Sales
 
(297
)
 

 

 
(297
)
 
 
104,049






104,049

Consolidated sales
 
191,032






191,032

 
 
 
 
 
 
 
 
 
Income from operations
 
 
 
 
 
 
 
 
Residential Products
 
2,093

 
206

 
327

 
2,626

Industrial & Infrastructure Products
 
3,108

 

 
102

 
3,210

Segment Income
 
5,201


206


429


5,836

Unallocated corporate expense
 
(4,868
)
 
2

 

 
(4,866
)
Consolidated income from operations
 
333


208


429


970

 
 
 
 
 
 
 
 
 
Interest expense
 
3,640

 

 

 
3,640

Other expense
 
30

 

 

 
30

Loss before income taxes
 
(3,337
)

208


429


(2,700
)
Benefit of income taxes
 
(1,251
)
 
78

 
161

 
(1,012
)
Loss from continuing operations
 
$
(2,086
)

$
130


$
268


$
(1,688
)
Loss from continuing operations per share – diluted
 
$
(0.07
)
 
$
0.01

 
$
0.01

 
$
(0.05
)
 
 
 
 
 
 
 
 
 
Operating margin
 
 
 
 
 
 
 
 
Residential Products
 
2.4
%
 
0.2
%
 
0.4
%
 
3.0
%
Industrial & Infrastructure Products
 
3.0
%
 
%
 
0.1
%
 
3.1
%
Segment Margin
 
2.7
%
 
0.1
%
 
0.2
%
 
3.1
%
Consolidated
 
0.2
%
 
0.1
%
 
0.2
%
 
0.5
%






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