Attached files

file filename
8-K/A - 8-K/A - SHILOH INDUSTRIES INCa8ka-q3earningsrelease.htm


For Immediate Release                        CONTACT:
Thomas M. Dugan
Vice President of Finance and Treasurer
Shiloh Industries, Inc.
+1 (330) 558-2600

SHILOH INDUSTRIES REPORTS THIRD QUARTER 2015 RESULTS

VALLEY CITY, Ohio, September 14, 2015 -- Shiloh Industries, Inc. (NASDAQ: SHLO) today reported financial results for the third quarter ended July 31, 2015.

Third Quarter 2015 Highlights:

Sales revenue for the quarter was $275.2 million, an increase of 27.2 percent compared to the prior year quarter
Gross profit for the quarter was $20.2 million, compared to $22.1 million in the prior year quarter
SG&A as percent of sales for the quarter was 4.4%, a decrease of 103 basis points compared to the prior year quarter
Net income per diluted share for the quarter was $0.11 which included a negative $0.16 impact from lower scrap metal market pricing
EBITDA for the quarter was $16.4 million which included a negative $4.3 million impact from lower scrap metal market pricing
Launched and received production approval for 146 new products during the quarter, compared to 61 in the prior year quarter; year-to-date launched and received production approval for 272 new products compared to 126 in the prior year period





New product wins from 18 different customers, representing an expected $420 million in sales over the life-of-program; year-to-date life-of-program awarded wins are expected to be $1.2 billion in sales

"Our differentiated technology is increasingly being recognized in the marketplace, creating new business opportunities for Shiloh. We have achieved a number of important new business wins and record product launches across our portfolio that will drive growth and profitability in the years to come. Importantly, our role in the value chain continues to expand with advanced design responsibilities for many of our new product wins versus the legacy build-to-print model," said Ramzi Hermiz, president and chief executive officer. Hermiz continued, “Although we experienced some near-term headwinds in the quarter, we are confident in our long-term strategy given our leading technology and favorable position in the automotive lightweighting market.”

Third Quarter 2015 Financial Review
Sales revenue for the third quarter of fiscal 2015 increased to $275.2 million, a 27.2 percent improvement compared with third quarter of fiscal 2014. Sales revenue during the quarter was negatively impacted by market pricing for scrap metal of $4.3 million and foreign currency translation of $2.7 million.

Gross profit was $20.2 million compared with $22.1 million for the third quarter of fiscal 2014. Gross profit as a percent of sales was 7.4 percent compared to the 10.2 percent in the third quarter of fiscal 2014. Scrap metal pricing softness, foreign currency exchange, and plant inefficiencies due to the ramp up of significant new product launches, impacted the gross profit results in the quarter.

Selling, general and administrative costs were $12.2 million, or 4.4 percent of sales revenue compared with $11.8 million, or 5.5 percent of sales revenue in the prior year. The 103 basis point





year-over-year improvement in SG&A as a percent of sales was attributable to expense control and acquisition synergies.

EBITDA for the third quarter was $16.4 million, compared to $17.1 million in the prior year quarter. EBITDA would have been $20.7 million excluding the previously mentioned $4.3 million headwind from scrap metal pricing.

Net income for the quarter was $2.0 million, or $0.11 per diluted share, compared with $8.3 million, or $0.49 per diluted share in the prior year quarter. The decline in net income was driven by lower operating income, higher interest expense and significantly higher income taxes compared to the year ago quarter. Our effective income tax rate was 55.6 percent during the third quarter of 2015, compared to 3.9 percent for the year ago period. The prior year quarter results included one-time research and development tax credits of $2.4 million, or $0.14 per diluted share. The higher effective tax rate is the result of the expiration of certain credits, timing of certain deductions, foreign currency and certain foreign losses with no related tax benefit in the quarter.

As of July 31, 2015, cash and cash equivalents were $6.6 million, total debt was $260.4 million, and stockholders’ equity was $146.6 million.

Recent Events
During the third quarter of 2015 Shiloh launched and received production approval for 146 new products, compared to 61 in the prior year quarter. Year to date, there have been 272 launches and production approvals. The Company generally incurs upfront ramp-up expenses associated with new product launches prior to revenue generation.






Shiloh benefited from several important new global client wins driven by our leading technology-based solutions, including from three premium European automotive manufacturers. New product wins during the third quarter from these three manufacturers are expected to generate revenue of approximately $230 million of the expected $420 million in total new product wins over the life- of-program, beginning in 2017.

Shiloh began shipments from its new die casting facility in Clarksville, Tennessee during the quarter. This important new facility is an example of the investment that Shiloh is making to expand capacity of its leading technology-based solutions in strategically located geographies. This facility will play a key role in supporting the growth from our new customer wins.

Financial Restatement
On September 9, 2015, the Company filed a notification of late filing with the Securities and Exchange Commission disclosing that the Company was investigating the accounting for certain costs at its Wellington, Ohio facility. This investigation determined that previously reported financial results for this facility had been overstated and that this overstatement was attributable to the accounting for inventoried costs, the majority of which was associated with a surcharge assessed on steel. The Company has taken steps to remediate the internal control deficiencies, including replacing the financial leader at the Company’s Wellington facility, continuing to evaluate additional organizational changes, reassigning detailed reconciliations of interrelated accounts to experienced employees from both corporate and plant personnel, implementing new internal reporting procedures, retraining employees in key internal control measures, utilizing subject matter experts across different facilities and enhancing management oversight over the Company’s Wellington facility until remediation is completed. The financial statements for the three-month period ended January 31, 2015 and the 3- and 6-month periods ended April 30, 2015 were included in the Company’s Quarterly Reports on Form 10-Q filed on March 11, 2015 and June 5, 2015, respectively.





Today the Company filed amended Quarterly Reports on Form 10-Q to correct the misstatements and related disclosures. The impact of the restatement on reported net income was a reduction of $1.2 million for the first quarter of 2015 and $800,000 for the second quarter of 2015.
 
Shiloh to Host Conference Call Today at 5:30 P.M. EDT
Shiloh Industries will host a conference call on Monday, September 14th at 5:30 P.M. Eastern Daylight Time to discuss the Company's 2015 third-quarter financial results. The conference call can be accessed by dialing 1-877-407-0784, or for international callers, 1-201-689-8560. Please dial-in approximately ten minutes in advance and request the Shiloh Industries third quarter conference call. A replay will be available two hours after the call and can be accessed by dialing 1-877-870-5176, or for international callers, 1-858-384-5517. The passcode for the replay is 13618438. The replay will be available until September 17, 2015. Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company's website at www.shiloh.com.

For inquiries, please contact Thomas Dugan, Vice President Finance and Treasurer at:
investor@shiloh.com.

Non-GAAP Financial Measures
This press release includes the following non-GAAP financial measures: “EBITDA,” “adjusted EBITDA,” and “adjusted earnings per share (EPS)." We define EBITDA as as net income / (loss) before interest, taxes, and depreciation. We define adjusted EBITDA as net income / (loss) before interest, taxes, depreciation, amortization, restructuring items and other adjustments described in the reconciliations accompanying this press release. Adjusted earnings per share exclude certain income and expense items described in the reconciliation accompanying this press release. We use EBITDA, adjusted EBITDA, and adjusted earnings per share as supplements to information





provided in accordance with generally accepted accounting principles ("GAAP") in evaluating our business and they are included in this press release because they are principal factors upon which our management assesses performance. Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated in accordance with GAAP are set forth below. The non-GAAP measures presented above are not measures of performance under GAAP. These measures should not be considered as alternatives for the most directly comparable financial measures calculated in accordance with GAAP. Other companies in our industry may define these non-GAAP measures differently than we do and, as a result, these non-GAAP measures may not be comparable to similarly titled measures used by other companies in our industry; and certain of our non-GAAP financial measures exclude financial information that some may consider important in evaluating our performance. Given the inherent uncertainty regarding special items and other expense in any future period, a reconciliation of forward-looking financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP is not feasible. The magnitude of these items, however, may be significant.
.

Adjusted earnings per share (EPS)
Three Months Ended July 31,
 
Nine Months Ended July 31,
 
 
2015
 
2014
 
2015
 
2014
Income per common share (GAAP)
 
 
 
 
 
 
 
Diluted
$
0.11

 
$
0.49

 
$
0.62

 
$
1.25

 
One-time research and development tax credits

 
(0.14
)
 

 
(0.14
)
 
Asset recoveries

 

 
 
 
(0.15
)
Diluted adjusted earnings per share (non-GAAP)
$
0.11

 
$
0.35

 
$
0.62

 
$
0.96







Adjusted EBITDA Reconciliation
Three Months Ended July 31,
 
Nine Months Ended July 31,
 
 
2015
 
2014
 
2015
 
2014
Net income
$
1,981


$
8,349

 
$
10,777

 
$
21,417

 
Depreciation and amortization
9,099

 
7,209

 
26,083

 
20,094

 
Interest expense
2,885

 
1,191

 
6,714

 
3,004

 
Provision for income taxes
2,480

 
335

 
5,772

 
6,136

 
 
 
 
 
 
 
 
 
EBITDA
16,445

 
17,084

 
49,346

 
50,651

 
Asset recoveries

 

 

 
(4,026
)
Adjusted EBITDA
$
16,445

 
$
17,084

 
$
49,346

 
$
46,625


About Shiloh Industries, Inc.    

Shiloh Industries, Inc. is a leading global supplier of lightweighting, noise and vibration solutions to the automotive, commercial vehicle and industrial segments, capable of delivering solutions in aluminum, magnesium, steel and high-strength steel alloys to original equipment manufacturers and suppliers. The company offers the broadest portfolio of lightweighting solutions in the industry through their BlankLight™, CastLight™ and StampLight™ brands. Shiloh designs and manufactures components in body, chassis and powertrain systems with expertise in precision blanks, ShilohCore™ acoustic laminates, aluminum and steel laser welded blanks, complex stampings, modular assemblies, aluminum and magnesium die casting, as well as precision machined components. Shiloh has nearly 3,300 dedicated employees with operations, sales and technical centers throughout Asia, Europe and North America.

###    





Forward-Looking Statements
Certain statements made by Shiloh Industries, Inc. (the "Company") in this release and other periodic oral and written statements, including filings with the Securities and Exchange Commission, regarding the Company's operating performance, events or developments that the Company believes or expects to occur in the future, including those that discuss strategies, goals, outlook or other non-historical matters, or which relate to future sales, earnings expectations, cost savings, awarded sales, volume growth, earnings or general belief in the Company's expectations of future operating results are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are made on the basis of management's assumptions and expectations. As a result, there can be no guarantee or assurance that these assumptions and expectations will in fact occur. The forward-looking statements are subject to risks and uncertainties that may cause actual results to materially differ from those contained in the statements. Some, but not all, of the risks include the ability of the Company to accomplish its strategic objectives; the ability to obtain future sales; changes in worldwide economic and political conditions, including adverse effects from terrorism or related hostilities; costs related to legal and administrative matters; the Company's ability to realize cost savings expected to offset price concessions; the Company's ability to successfully integrate acquired businesses, including businesses located outside of the United States; risks associated with doing business internationally, including economic, political and social instability, foreign currency exposure and the lack of acceptance of our products; inefficiencies related to production and product launches that are greater than anticipated; changes in technology and technological risks; increased fuel and utility costs; work stoppages and strikes at the Company's facilities and that of the Company's customers or suppliers; the Company's dependence on the automotive and heavy truck industries, which are highly cyclical; the dependence of the automotive industry on consumer spending, which is subject to the impact of domestic and international economic conditions, including increased energy costs affecting car and light truck production, and regulations and policies regarding international trade; financial and business downturns of the Company's customers or vendors, including any production cutbacks or bankruptcies; increases in the price of, or limitations on the availability of, steel, aluminum or magnesium, the Company's primary raw materials, or decreases in the price of scrap steel; the successful launch and consumer acceptance of new vehicles for which the Company supplies parts; the occurrence of any event or condition that may be deemed a material adverse effect under the Company’s outstanding indebtedness or a decrease in customer demand which could cause a covenant default under the Company’s outstanding indebtedness; pension plan funding requirements; and other factors, uncertainties, challenges and risks detailed in the Company's other public filings with the Securities and Exchange Commission. Any or all of these risks and uncertainties could cause actual results to differ materially from those reflected in the forward-looking statements. These forward-looking statements reflect management's analysis only as of the date of this release.

The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. In addition to the disclosures contained herein, readers should carefully review risks and uncertainties contained in other documents the Company files from time to time with the Securities and Exchange Commission.








SHILOH INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands)
(Unaudited)
 
July 31,
2015
 
October 31,
2014
 
 
ASSETS:
 
 
 
Cash and cash equivalents
$
6,635

 
$
12,014

Investment in marketable securities
493

 
1,045

Accounts receivable, net of allowance for doubtful accounts of $534 and $601 at July 31, 2015 and October 31, 2014, respectively
164,007

 
171,242

Related-party accounts receivable
752

 
533

Prepaid income taxes
1,500

 
2,142

Inventories, net
94,420

 
91,303

Deferred income taxes
3,141

 
3,496

Prepaid expenses
20,023

 
11,987

Total current assets
290,971

 
293,762

Property, plant and equipment, net
274,633

 
274,828

Goodwill
28,826

 
30,887

Intangible assets, net
19,797

 
21,998

Deferred income taxes
2,355

 
2,605

Other assets
5,325

 
5,445

Total assets
$
621,907

 
$
629,525

LIABILITIES AND STOCKHOLDERS’ EQUITY:
 
 
 
Current debt
$
1,355

 
$
1,918

Accounts payable
154,785

 
146,478

Other accrued expenses
32,503

 
41,336

Total current liabilities
188,643

 
189,732

Long-term debt
259,086

 
268,102

Long-term benefit liabilities
17,252

 
19,951

Deferred income taxes
4,563

 
2,739

Interest rate swap agreement
4,162

 
2,510

Other liabilities
1,623

 
1,972

Total liabilities
475,329

 
485,006

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
 
Preferred stock, $.01 per share; 5,000,000 shares authorized; no shares issued and outstanding at July 31, 2015 and October 31, 2014, respectively

 

Common stock, par value $.01 per share; 25,000,000 shares authorized; 17,250,183 and 17,214,284 shares issued and outstanding at July 31, 2015 and October 31, 2014, respectively
173

 
172

Paid-in capital
69,161

 
68,035

Retained earnings
123,971

 
113,193

Accumulated other comprehensive loss, net
(46,727
)
 
(36,881
)
Total stockholders’ equity
146,578

 
144,519

Total liabilities and stockholders’ equity
$
621,907

 
$
629,525







SHILOH INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share data)
(Unaudited)
 
 
Three Months Ended July 31,
 
Nine Months Ended July 31
 
 
2015
 
2014
 
2015
 
2014
 
Net revenues
$
275,201

 
$
216,389

 
$
812,285

 
$
608,900

 
Cost of sales
254,952

 
194,289

 
745,404

 
547,952

 
Gross profit
20,249

 
22,100

 
66,881

 
60,948

 
Selling, general & administrative expenses
12,246

 
11,829

 
42,730

 
32,893

 
Amortization of intangible assets
486

 
545

 
1,795

 
1,635

 
Asset recovery

 

 

 
(4,026
)
 
Operating income
7,517

 
9,726

 
22,356

 
30,446

 
Interest expense
2,885

 
1,191

 
6,714

 
3,004

 
Interest income
(7
)
 
(2
)
 
(21
)
 
(7
)
 
Other (income) expense
178

 
(147
)
 
(886
)
 
(104
)
 
Income before income taxes
4,461

 
8,684

 
16,549

 
27,553

 
Provision for income taxes
2,480

 
335

 
5,772

 
6,136

 
Net income
$
1,981

 
$
8,349

 
$
10,777

 
$
21,417

 
Earnings per share:
 
 
 
 
 
 
 
 
Basic earnings per share
$
0.11

 
$
0.49

 
$
0.63

 
$
1.25

 
Basic weighted average number of common shares
17,227

 
17,118

 
17,220

 
17,081

 
Diluted earnings per share
$
0.11

 
$
0.49

 
$
0.62

 
$
1.25

 
Diluted weighted average number of common shares
17,246

 
17,175

 
17,247

 
17,157

 






SHILOH INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Dollar amounts in thousands)
(Unaudited)


 
 
 
 
Three Months Ended July 31,
 
Six Months Ended July 31,
 
 
 
 
2015
 
2014
 
2015
 
2014
Net income
$
1,981

 
$
8,349

 
$
10,777

 
$
21,417

Other comprehensive income:
 
 
 
 
 
 
 
 
Defined benefit pension plans & other postretirement benefits
 
 
 
 
 
 
 
 
 
 
Recognized gain

 
318

 
593

 
806

 
 
 
Actuarial net loss

 
(816
)
 
(683
)
 
(1,962
)
 
 
 
Asset net gain

 
268

 
391

 
649

 
 
 
Income tax (provision) benefit

 
86

 
(114
)
 
191

 
 
Total defined benefit pension plans & other post retirement benefits, net of tax

 
(144
)
 
187

 
(316
)
 
Marketable securities
 
 
 
 
 
 
 
 
 
 
Unrealized gain (loss) on marketable securities
(258
)
 
750

 
(552
)
 
854

 
 
 
Income tax (provision) benefit
90

 
(134
)
 
193

 
(171
)
 
 
 
Reclassification adjustments for gain on marketable securities included in net income

 
(365
)
 

 
(365
)
 
 
Total marketable securities, net of tax
(168
)
 
251

 
(359
)
 
318

 
Derivatives and hedging
 
 
 
 
 
 
 
 
 
 
Unrealized gain (loss) on interest rate swap agreements
147

 
(457
)
 
(1,651
)
 
(1,360
)
 
 
 
Income tax (provision) benefit
(56
)
 
175

 
625

 
517

 
 
Change in fair value of derivative instruments, net of tax
91

 
(282
)
 
(1,026
)
 
(843
)
 
Foreign currency translation adjustments:
 
 
 
 
 
 
 
 
 
 
Unrealized loss on foreign currency translation
(1,062
)
 
(1,433
)
 
(8,648
)
 
(1,433
)
Comprehensive income, net
$
842

 
$
6,741

 
$
931

 
$
19,143







SHILOH INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollar amounts in thousands)
(Unaudited)
 
 
 
Nine Months Ended July 31
 
 
2015
 
2014
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
Net income
 
$
10,777

 
$
21,417

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Depreciation and amortization
 
26,083

 
20,094

Asset recovery
 

 
(4,026
)
Amortization of deferred financing costs
 
519

 
644

Deferred income taxes
 
3,134

 
(1,078
)
Stock-based compensation expense
 
851

 
430

Gain (loss) on sale of assets
 
97

 
(429
)
Changes in operating assets and liabilities:
 
 
 
 
Accounts receivable
 
3,391

 
13,175

Inventories
 
(7,360
)
 
(18,368
)
Prepaids and other assets
 
(8,456
)
 
(1,689
)
Payables and other liabilities
 
(12,057
)
 
(11,607
)
Accrued income taxes
 
558

 
(1,992
)
Net cash provided by operating activities
 
17,537

 
16,239

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
Capital expenditures
 
(24,038
)
 
(24,027
)
Investment in marketable securities
 

 
(1,527
)
Acquisitions, net of cash acquired
 
195

 
(66,469
)
Proceeds from sale of assets
 
11,417

 
4,746

Net cash used in investing activities
 
(12,426
)
 
(86,310
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
Payment of capital leases
 
(581
)
 
(170
)
Proceeds from long-term borrowings
 
94,900

 
104,100

Repayments of long-term borrowings
 
(102,665
)
 
(23,756
)
Payment of deferred financing costs
 
(1,342
)
 
(150
)
Proceeds from exercise of stock options
 
159

 
928

Net cash provided by (used for) financing activities
 
(9,529
)
 
80,952

Effect of foreign currency exchange rate fluctuations on cash
 
(961
)
 
(159
)
Net increase (decrease) in cash and cash equivalents
 
(5,379
)
 
10,722

Cash and cash equivalents at beginning of period
 
12,014

 
398

Cash and cash equivalents at end of period
 
$
6,635

 
$
11,120

 
 
 
 
 
Supplemental Cash Flow Information:
 
 
 
 
Cash paid for interest
 
$
6,547

 
$
2,294

Cash paid for income taxes
 
$
245

 
$
6,815

 
 
 
 
 
Non-cash Investing and Financing Activities:
 
 
 
 
     Equipment acquired under capital lease
 
$

 
$
1,679

Capital equipment included in accounts payable
 
$
3,958

 
$
2,238