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8-K - 8-K - SHILOH INDUSTRIES INCa8k-pressreleasefy15q4.htm


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

SHILOH INDUSTRIES REPORTS FOURTH-QUARTER AND FULL-YEAR 2015 RESULTS

VALLEY CITY, Ohio, January 14, 2016 -- Shiloh Industries, Inc. (NASDAQ: SHLO) today reported financial results for the fourth-quarter and full-year for 2015.

Fourth Quarter 2015 Highlights:

Sales revenue for the quarter was $296.9 million, an increase of 10.0 percent compared to the prior year quarter
Gross profit for the quarter was $20.2 million, compared to $18.7 million in the prior year, an increase of 8.3 percent in spite of a number of headwinds
Net loss per diluted share for the quarter was $0.14 which included a negative $0.09 impact of one-time expenses associated with the Wellington investigation and financing charges
Adjusted EBITDA for the quarter was $8.9 million which included a $5.5 million impact from lower scrap metal market pricing
New product wins representing an expected $159 million in sales over the life-of-program or $32 million in annual revenue

Full-Year 2015 Highlights:

Sales revenue for the year was $1,109.2 million, an increase of 26.2 percent compared to the prior year





Gross profit for the year was $87.1 million, compared to $79.6 million in the prior year, an increase of 9.4 percent
SG&A as percent of sales for the year was 5.7 percent, consistent with the prior year, in spite of continued investment to support the growth of the business and one-time expenses
Net income per diluted share for the year was $0.48 which included a negative $0.09 impact of one-time expenses associated with the Wellington investigation and financing charges
Adjusted EBITDA for the year was $59.5 million which included the $13.8 million impact from lower scrap metal market pricing
New product wins representing an expected $1.3 billion in sales over the life-of-program or nearly $220 million on an annual basis
“Shiloh achieved a number of key accomplishments in 2015 as we generated record new business wins and product launches, grew our revenue, gross profit and adjusted EBITDA. In addition, we made progress on our strategic objectives to expand the use of our technology in the market, broaden our suite of products, and establish a global presence,” said Ramzi Hermiz, president and chief executive officer. Hermiz continued, “We expect 2016 will be an important year for Shiloh as we position the company to begin to deliver on the significant new wins from recent years and move past a number of the headwinds that impacted our business performance in 2015.”

Fourth Quarter 2015 Financial Review
Sales revenue for the fourth quarter of fiscal 2015 increased to $296.9 million, a 10.0 percent improvement compared with fourth quarter of fiscal 2014. Sales revenue during the quarter was negatively impacted by market pricing for scrap metal of $5.5 million and foreign currency translation of $4.7 million.

Gross profit was $20.2 million compared with $18.7 million for the fourth quarter of fiscal 2014. Gross profit as a percent of sales was 6.8 percent compared to the 6.9 percent in the fourth quarter





of fiscal 2014. Scrap metal pricing, 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 $20.3 million, or 6.8 percent of sales revenue compared with $17.3 million, or 6.4 percent of sales revenue in the prior year quarter. The 40 basis point year-over-year increase in SG&A as a percent of sales was impacted by $2.5 million of one-time expenses related to our Wellington investigation and financing charges. Excluding these items, SG&A would have improved by 40 basis points vs the prior year quarter.

Adjusted EBITDA for the fourth quarter was $8.9 million, compared to $11.5 million in the prior year quarter. Adjusted EBITDA includes the previously mentioned $2.5 million one-time expenses associated with the Wellington investigation and financing charges.

Net loss for the quarter was $2.5 million, or $0.14 per diluted share, compared with net income of $1.0 million, or $0.05 per diluted share in the prior year quarter. The decline in net income was driven by the $2.5 million one-time expenses associated with the Wellington investigation and financing charges and an increase in interest expense, which was partially offset by an increase in income tax benefit compared to the year ago quarter. The fourth quarter pre-tax loss generated a tax benefit. The prior year quarter results included one-time reversal of the Mexico deferred tax asset valuation of $2.4 million, or $0.14 per diluted share and one-time acquisition fees, net of tax, of $1.6 million, or $0.09 per diluted share.
Our effective income tax rate was 28.2% percent for 2015, compared to 17.5% percent for the prior year quarter. The prior year included one-time reversal of the Mexico deferred tax asset valuation of $2.4 million, or $0.14 per diluted share and additional research and development tax credits related to its business activities from 2010 to 2013, improving earnings per share by $0.14 per share diluted . In addition, for 2014 and 2015, foreign tax rates of countries in which the Company





operates are in all cases less than the U.S. statutory federal income tax rate, having a favorable impact on the effective rate.

At October 31, 2015, cash and cash equivalents were $13.1 million, total debt was $301.0 million and stockholders’ equity was $140.9 million.

Recent Events
During the fourth quarter of 2015, Shiloh launched and received production approval for 147 new products. For the full year, there have been 527 launches and production approvals compared to 175 in 2014. The Company generally incurs upfront ramp-up expenses associated with new product launches prior to revenue generation.

Shiloh expects the first quarter of 2016 to be challenging but also anticipates improvement in profitability in future periods as it begins to see the benefits of improving mix of business. In addition, the Company expects to transition the portfolio away from lower margin commodity products and capitalize on its strategy of focusing on higher margin, higher value-add products. This transition starts with the new business wins. Shiloh's successful new business pursuits in 2015 were focused on the platforms and products that it is building our strategy around. In 2016, the Company has 238 launches planned, which will allow more focused and efficient launches while keeping revenue trajectory more closely aligned with growth forecasts for auto production.









Shiloh to Host Conference Call Today at 8:00 A.M. EDT
Shiloh Industries will host a conference call on Thursday, January 14th at 8:00 A.M. Eastern Time to discuss the Company's 2015 fourth quarter and full-year 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 fourth 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 13628165. The replay will be available until January 29, 2016. 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 net income / (loss) before interest, taxes, stock compensation, depreciation and amortization. We define adjusted EBITDA as net income / (loss) before interest, taxes, stock compensation, 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 October 31,
 
Year Ended October 31,
 
 
2015
 
2014
 
2015
 
2014
Income (loss) per common share (GAAP)
 
 
 
 
 
 
 
Diluted
$
(0.14
)
 
$
0.05

 
$
0.48

 
$
1.30

 
R&D tax credits

 

 

 
(0.14
)
 
Return of escrow funds from acquisition

 

 

 
(0.04
)
 
Mexico valuation

 
(0.14
)
 

 
(0.14
)
 
Financing charges
0.04

 

 
0.04

 

 
Wellington investigation
0.05

 

 
0.05

 

 
Asset recoveries

 

 

 
(0.15
)
 
Acquisition fees

 
0.09

 
0.02

 
0.13

Diluted adjusted earnings (loss) per share (non-GAAP)
$
(0.05
)
 
$

 
$
0.59

 
$
0.96







Adjusted EBITDA Reconciliation
Three Months Ended October 31,
 
Year Ended October 31,
 
 
2015
 
2014
 
2015
 
2014
Net income (loss)
$
(2,513
)

$
1,027

7,000

$
8,264

 
$
22,444

 
Depreciation and amortization
8,129

 
7,799

 
34,213

 
27,893

 
Stock compensation expense
174

 
149

 
1,025

 
579

 
Interest expense
3,184

 
1,499

 
9,898

 
4,503

 
Provision (benefit) for income taxes
(2,522
)
 
(1,389
)
 
3,250

 
4,747

 
 
 
 
 
 
 
 
 
EBITDA
6,452

 
9,085

 
56,650

 
60,166

 
Return of escrow funds from acquisition

 

 
 
 
(1,000
)
 
Financing charges
1,050

 

 
1,050

 

 
Wellington investigation
1,416

 

 
1,416

 

 
Asset recoveries

 

 

 
(4,026
)
 
Acquisition fees

 
2,444

 
433

 
3,436

Adjusted EBITDA
$
8,918

 
$
11,529

 
$
59,549

 
$
58,576


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 3,400 dedicated employees with operations, sales and technical centers throughout Asia, Europe and North America.

                            
FORWARD-LOOKING STATEMENTS
Certain statements made by Shiloh in this Annual Report on Form 10-K 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.
Listed below are some of the factors that could potentially cause actual results to differ materially from expected future results. Other factors besides those listed here could also materially affect the Company’s business.





The impact on historical financial statements of any known or unknown accounting errors or irregularities; and the magnitude of any adjustments in restated financial statements of the Company’s operating results:
The Company's ability to accomplish its strategic objectives.
The Company's 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 its products.
Inefficiencies related to production and product launches that are greater than anticipated; changes in technology and technological risks.
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 affecting car and light truck production.
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.
See "Item 1A. Risk Factors" in this Annual Report on Form 10-K for a more complete discussion of these risks and uncertainties. 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 filing this Annual Report on Form 10-K.
The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date of filing this Annual Report on Form 10-K. 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 SEC.









SHILOH INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands)

 
October 31,
2015
 
October 31,
2014
 
ASSETS:
 
 
 
Cash and cash equivalents
$
13,100

 
$
12,014

Investment in marketable securities
356

 
1,045

Accounts receivable, net
194,373

 
171,242

Related-party accounts receivable
1,092

 
533

Prepaid income taxes
3,799

 
2,142

Inventories, net
58,179

 
61,843

Deferred income taxes
2,837

 
3,496

Prepaid expenses
48,267

 
41,447

Total current assets
322,003

 
293,762

Property, plant and equipment, net
280,260

 
274,828

Goodwill
28,843

 
30,887

Intangible assets, net
19,543

 
21,998

Deferred income taxes
4,431

 
2,605

Other assets
11,509

 
5,445

Total assets
$
666,589

 
$
629,525

LIABILITIES AND STOCKHOLDERS’ EQUITY:
 
 
 
Current debt
$
2,080

 
$
1,918

Accounts payable
160,405

 
146,478

Other accrued expenses
34,459

 
41,336

Total current liabilities
196,944

 
189,732

Long-term debt
298,873

 
268,102

Long-term benefit liabilities
17,376

 
19,951

Deferred income taxes
6,180

 
2,739

Interest rate swap agreement
4,989

 
2,510

Other liabilities
1,312

 
1,972

Total liabilities
525,674

 
485,006

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

 

Common stock, par value $.01 per share; 25,000,000 shares authorized; 17,309,623 and 17,214,284 shares issued and outstanding at October 31, 2015 and October 31, 2014, respectively
173

 
172

Paid-in capital
69,334

 
68,035

Retained earnings
121,457

 
113,193

Accumulated other comprehensive loss, net
(50,049
)
 
(36,881
)
Total stockholders’ equity
140,915

 
144,519

Total liabilities and stockholders’ equity
$
666,589

 
$
629,525







SHILOH INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share data)

 
 
Three Months Ended October 31,
 
Years Ended October 31
 
2015
 
2014
 
2015
 
2014
Net revenues
$
296,910

 
$
269,844

 
$
1,109,195

 
$
878,744

Cost of sales
276,705

 
251,191

 
1,022,109

 
799,143

Gross profit
20,205

 
18,653

 
87,086

 
79,601

Selling, general & administrative expenses
20,298

 
17,314

 
63,028

 
50,207

Amortization of intangible assets
500

 
620

 
2,295

 
2,255

Asset recovery

 

 

 
(4,026
)
Operating income (loss)
(593
)
 
719

 
21,763

 
31,165

Interest expense
3,184

 
1,499

 
9,898

 
4,503

Interest income
(15
)
 
(18
)
 
(36
)
 
(25
)
Gain on bargain purchase
 
 
 
 

 

Other (income) expense
1,273

 
(400
)
 
387

 
(504
)
Income (loss) before income taxes
(5,035
)
 
(362
)
 
11,514

 
27,191

Provision (benefit) for income taxes
(2,522
)
 
(1,389
)
 
3,250

 
4,747

Net income (loss)
$
(2,513
)
 
$
1,027

 
$
8,264

 
$
22,444

Earnings per share:
 
 
 
 
 
 
 
Basic earnings (loss) per share
$
(0.14
)
 
$
0.05

 
$
0.48

 
$
1.31

Basic weighted average number of common shares
17,292

 
17,180

 
17,287

 
17,145

Diluted earnings (loss) per share
$
(0.14
)
 
$
0.05

 
$
0.48

 
$
1.30

Diluted weighted average number of common shares
17,292

 
17,229

 
17,310

 
17,215







SHILOH INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollar amounts in thousands)
 
 
 
Year Ended October 31
 
 
2015
 
2014
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
Net income
 
$
8,264

 
$
22,444

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Depreciation and amortization
 
34,213

 
27,893

Asset impairment (recovery), net
 

 
(4,026
)
Amortization of deferred financing costs
 
992

 
807

Deferred income taxes
 
2,997

 
843

Stock-based compensation expense
 
1,025

 
579

(Gain) loss on sale of assets
 
274

 
(806
)
Gain on sale of marketable securities
 

 
(365
)
Changes in operating assets and liabilities:
 
 
 
 
Accounts receivable
 
(27,595
)
 
(10,444
)
Inventories
 
989

 
3,795

Prepaids and other assets
 
(9,553
)
 
(9,542
)
Payables and other
 
(6,394
)
 
3,327

Accrued income taxes
 
(1,711
)
 
(4,922
)
Net cash provided by operating activities
 
3,501

 
29,583

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
Capital expenditures
 
(39,504
)
 
(40,158
)
Investment in marketable securities
 

 
(2,000
)
Acquisitions, net of cash acquired
 
195

 
(124,544
)
Proceeds from sale of assets
 
11,480

 
5,762

Proceeds from sale of marketable securities
 

 
967

Net cash used in investing activities
 
(27,829
)
 
(159,973
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
Payment of capital leases
 
(821
)
 
(382
)
Proceeds from long-term borrowings
 
153,900

 
182,500

Repayments of long-term borrowings
 
(121,589
)
 
(39,877
)
Payment of deferred financing costs
 
(5,529
)
 
(776
)
Proceeds from exercise of stock options
 
159

 
1,061

Net cash provided by financing activities
 
26,120

 
142,526

Effect of foreign currency exchange rate fluctuations on cash
 
(706
)
 
(520
)
Net increase in cash and cash equivalents
 
1,086

 
11,616

Cash and cash equivalents at beginning of period
 
12,014

 
398

Cash and cash equivalents at end of period
 
$
13,100

 
$
12,014

 
 
 
 
 
Supplemental Cash Flow Information:
 
 
 
 
Cash paid for interest
 
$
9,373

 
$
3,862

Cash paid for income taxes
 
$
1,770

 
$
7,995

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

 
$
7,639

Capital equipment included in accounts payable
 
$
4,225

 
$
5,415