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8-K - FORM 8-K - Sensata Technologies Holding plcform8k02022016.htm

SENSATA TECHNOLOGIES HOLDING N.V. ANNOUNCES
FOURTH QUARTER AND FULL YEAR 2015 RESULTS

Full year 2015 net revenue was $2.975 billion.

Full year 2015 net income was $347.7 million, or $2.03 per diluted share.

Full year 2015 Adjusted net income1 was $472.0 million, or $2.75 per diluted share.

Almelo, the Netherlands – February 02, 2016 - Sensata Technologies Holding N.V. (NYSE: ST) (the “Company”) announces results of its operations for the fourth quarter and full year ended December 31, 2015.

Highlights of the Fourth Quarter and Full Year Ended December 31, 2015

Net revenue for the fourth quarter 2015 was $726.5 million, an increase of $21.2 million, or 3.0%, from net revenue for the fourth quarter 2014 of $705.3 million. Net income for the fourth quarter 2015 was $218.3 million, or $1.27 per diluted share. This compares to net income for the fourth quarter 2014 of $69.5 million, or $0.41 per diluted share. Adjusted net income1 for the fourth quarter 2015 of $113.3 million was 15.6% of net revenue, or $0.66 per diluted share. This compares to Adjusted net income1 for the fourth quarter 2014 of $97.7 million which was 13.9% of net revenue, or $0.57 per diluted share. Integration charges related to acquisitions were $8.8 million in the fourth quarter of 2015.

Net revenue for the full year ended December 31, 2015 was $2.975 billion, an increase of $565.2 million, or 23.5%, from $2.410 billion for the full year ended December 31, 2014. Net income for the full year ended December 31, 2015 was $347.7 million, or $2.03 per diluted share. This compares to net income for the full year ended December 31, 2014 of $283.7 million, or $1.65 per diluted share. Adjusted net income1 for the full year ended December 31, 2015 of $472.0 million was 15.9% of net revenue, or $2.75 per diluted share. This compares to Adjusted net income1 for the full year ended December 31, 2014 of $410.3 million which was 17.0% of net revenue, or $2.38 per diluted share. Integration charges related to acquisitions were $20.9 million for the full year 2015.

"Sensata delivered productivity gains, profitability improvements and solid financial performance in the fourth quarter in line with expectations,” said Martha Sullivan, President and Chief Executive Officer. “Revenue continues to grow at a double-digit pace; Sensata delivered 14% compound annual revenue growth in the 5 years between 2010 to 2015. Executing on Sensata’s proven acquisition integration playbook will drive near-term earnings growth even in a low-growth environment. We initiate our 2016 financial guidance with adjusted EPS of $2.87 at the midpoint, an increase of 4% year over year and 11% on a constant currency basis.”

The Company incurred $53.0 million, or 7.3% of net revenue, of research, development and engineering related costs in the fourth quarter of 2015 and $220.6 million, or 7.4% of net revenue,

1


in the full year ended December 31, 2015. These costs reside in the Cost of revenue and the Research and development lines of the Condensed Consolidated Statements of Operations.

The Company recorded an income tax provision of $(174.4) million for the fourth quarter 2015. Approximately $10.5 million of the provision, or 6.8% of Adjusted EBIT, related to taxes that are payable in cash and approximately $(184.9) million related to deferred income tax expense and other income tax expense. For the full year ended December 31, 2015, cash taxes were approximately $36.5 million, or 5.8% of Adjusted EBIT.
 
The Company’s ending cash balance at December 31, 2015 was $342.3 million. During the full year 2015, the Company generated cash of $533.1 million from operations, used cash of $1,166.4 million for investing activities, and generated cash of $764.2 million from financing activities.

The Company’s total indebtedness at December 31, 2015 was $3.6 billion. The Company’s Net debt2 was $3.3 billion resulting in a Net leverage ratio2 of 4.6X.

On February 1, 2016, the Company's Board of Directors amended the terms of an outstanding authorized share buyback program in order to reset the amount available for share repurchases to $250 million.

Segment Performance
 
For the three months ended December 31,
For the full year ended December 31,
$ in 000s
2015
2014
2015
2014
Performance Sensing net revenue
$
572,145

$
549,308

$
2,346,226

$
1,755,857

Performance Sensing profit from operations
$
150,862

$
142,672

$
598,524

$
475,943

% of Performance Sensing net revenue
26.4
%
26.0
%
25.5
%
27.1
%
 
 
 
 
 
Sensing Solutions net revenue
$
154,326

$
155,953

$
628,735

$
653,946

Sensing Solutions profit from operations
$
48,675

$
48,546

$
199,744

$
202,115

% of Sensing Solutions net revenue
31.5
%
31.1
%
31.8
%
30.9
%

Guidance

For the full year 2016, the Company anticipates net revenue of $3.140 to $3.280 billion which, at the midpoint, represents growth of 7.9% compared to the full year 2015 net revenue of $2.975 billion. In addition, the Company expects Adjusted net income1 of $470 million to $515 million, or $2.74 to $3.00 per diluted share for the full year 2016. At the midpoint, this represents 4.2% growth compared to full year 2015 Adjusted net income1 per diluted share of $2.75. This guidance assumes a diluted share count of 171.7 million for the full year 2016.

The Company anticipates net revenue of $770 million to $810 million for the first quarter 2016, which, at the midpoint, represents growth of 5.2% compared to the first quarter 2015 net revenue of $750.7 million. In addition, the Company expects Adjusted net income1 of $104 million to $114 million, or $0.61 to $0.67 per diluted share, for the first quarter 2016. This compares to first quarter 2015 Adjusted net income per diluted share of $0.65. This guidance assumes a diluted share count of 171.5 million for the first quarter of 2016.

1See Non-GAAP Measures for discussion of Adjusted net income which includes a reconciliation of this measure to Net income.

2


2Net debt represents total indebtedness including capital lease and other financing obligations, less cash and cash equivalents.  The Net leverage ratio represents Net debt divided by Adjusted EBITDA for the last twelve months.

Company Earnings Webcast

The Company will conduct a webcast today at 8:00 AM eastern time to discuss the financial results for its fourth quarter and full year ended December 31, 2015. The live webcast including accompanying presentation slides and a replay will be available on the investor relations page of the Company’s website at http://investors.sensata.com. In addition, the U.S. dial in number for the webcast is 877-486-0682 and the non-U.S. dial in number is 706-634-5536. The passcode is 26760617.

About Sensata Technologies Holding N.V.

Sensata Technologies Holding N.V. is one of the world’s leading suppliers of sensing, electrical protection, control and power management solutions with operations and business centers in fifteen countries.  Sensata’s products improve safety, efficiency and comfort for millions of people every day in automotive, appliance, aircraft, industrial, military, heavy vehicle, heating, air-conditioning and ventilation, data, telecommunications, recreational vehicle and marine applications. For more information, please visit Sensata’s website at www.sensata.com.

Safe Harbor Statement

This earnings release contains forward-looking statements within the meaning of the federal securities laws.  These statements relate to analyses and other information, which are based on forecasts of future results and estimates of amounts not yet determinable, and our future prospects, developments and business strategies.  Such forward-looking statements include, among other things, the Company’s anticipated results for the first quarter and full year of 2016.  Such statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements.  Factors that might cause these differences include, but are not limited to, risks associated with: adverse conditions in the automotive industry; competitive pressures that could require the Company to lower prices or result in reduced demand for the Company's products; integration of acquired companies, including CST and Schrader; the assumption of known and unknown liabilities in the acquisition of CST and Schrader; risks associated with the Company’s non-US operations and international business; litigation and disputes involving the Company, including the extent of intellectual property, product liability, warranty and recall claims asserted against the Company; risks associated with the Company's historical and future tax positions; risks associated with labor disruptions or increased labor costs; risks associated with the Company’s substantial indebtedness; and risks associated with breaches and other disruptions to our information technology infrastructure.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made; and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether to reflect any future events or circumstances or otherwise.  For a discussion of potential risks and uncertainties, please refer to the risk factors listed in the Company’s SEC filings.  Copies of the Company’s filings are available from its Investor Relations department or from the SEC website, www.sec.gov.



3


SENSATA TECHNOLOGIES HOLDING N.V.
Condensed Consolidated Statements of Operations
(Unaudited)

(In 000s, except per share amounts)
 
 
 
 
 
For the three months ended
For the full year ended
 
December 31, 2015
December 31, 2014
December 31, 2015
December 31, 2014
Net revenue
$
726,471

$
705,261

$
2,974,961

$
2,409,803

Operating costs and expenses:
 
 
 
 
Cost of revenue
476,657

469,749

1,977,799

1,567,334

Research and development
30,872

26,497

123,666

82,178

Selling, general and administrative
67,724

71,810

271,361

220,105

Amortization of intangible assets
50,564

46,142

186,632

146,704

Restructuring and special charges
9,495

14,745

21,919

21,893

Total operating costs and expenses
635,312

628,943

2,581,377

2,038,214

Profit from operations
91,159

76,318

393,584

371,589

Interest expense,net
(41,597
)
(36,041
)
(137,626
)
(106,104
)
Other, net
(5,682
)
(7,951
)
(50,329
)
(12,059
)
Income before taxes
43,880

32,326

205,629

253,426

(Benefit from)/provision for income taxes
(174,409
)
(37,194
)
(142,067
)
(30,323
)
Net income
$
218,289

$
69,520

$
347,696

$
283,749

 
 
 
 
 
Net income per share:
 
 
 
 
Basic
$
1.28

$
0.41

$
2.05

$
1.67

Diluted
$
1.27

$
0.41

$
2.03

$
1.65

 
 
 
 
 
Weighted-average ordinary shares outstanding:
 
 
 
 
Basic
170,265

169,063

169,977

170,113

Diluted
171,513

171,032

171,513

172,217

 
 
 
 
 

4


SENSATA TECHNOLOGIES HOLDING N.V.
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)

($ in 000s)
 
 
 
 
 
For the three months ended
For the full year ended
 
 
 
 
 
 
December 31, 2015
December 31, 2014
December 31, 2015
December 31, 2014
Net income
$
218,289

$
69,520

$
347,696

$
283,749

Other comprehensive (loss)/income, net of tax:
 
 
 
 
Net unrealized (loss)/gain on derivative instruments designated and qualifying as cash flow hedges
(668
)
3,093

(13,726
)
25,190

Defined benefit and retiree healthcare plans
(1,276
)
(3,461
)
(516
)
(3,831
)
Other comprehensive (loss)/income
(1,944
)
(368
)
(14,242
)
21,359

Comprehensive income
$
216,345

$
69,152

$
333,454

$
305,108


5


SENSATA TECHNOLOGIES HOLDING N.V.
Condensed Consolidated Balance Sheets
(Unaudited)

($ in 000s)
December 31, 2015
December 31, 2014
Assets
 
 
Current assets:
 
 
Cash and cash equivalents
$
342,263

$
211,329

Accounts receivable, net of allowances
467,567

444,852

Inventories
358,701

356,364

Deferred income tax assets

15,301

Prepaid expenses and other current assets
109,392

90,918

Total current assets
1,277,923

1,118,764

Property, plant and equipment, net
694,155

589,484

Goodwill
3,019,743

2,424,795

Other intangible assets, net
1,262,572

910,774

Deferred income tax assets
26,417

16,750

Deferred financing costs
38,345

29,102

Other assets
18,100

26,940

Total assets
$
6,337,255

$
5,116,609

 
 
 
Liabilities and shareholders’ equity
 
 
Current liabilities:
 
 
Current portion of long-term debt, capital lease and other financing obligations
$
300,439

$
145,979

Accounts payable
290,779

287,800

Income taxes payable
21,968

7,516

Accrued expenses and other current liabilities
251,989

222,781

Deferred income tax liabilities

13,430

Total current liabilities
865,175

677,506

Deferred income tax liabilities
390,490

362,738

Pension and post-retirement benefit obligations
34,314

35,799

Capital lease and other financing obligations, less current portion
36,219

45,113

Long-term debt, net of discount, less current portion
3,302,678

2,650,744

Other long-term liabilities
39,803

41,817

Total liabilities
4,668,679

3,813,717

Total shareholders’ equity
1,668,576

1,302,892

Total liabilities and shareholders’ equity
$
6,337,255

$
5,116,609



6


SENSATA TECHNOLOGIES HOLDING N.V.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
($ in 000s)
 
 
 
For the full year ended
 
December 31, 2015
December 31, 2014
Cash flows from operating activities:
 
 
Net income
$
347,696

$
283,749

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
Depreciation
96,051

65,804

Amortization of deferred financing costs and original issue discounts
6,456

5,118

Currency remeasurement gain on debt
(1,924
)
(771
)
Share-based compensation
15,326

12,985

Loss on debt financing
34,335

3,750

Amortization of inventory step-up to fair value
1,820

5,576

Amortization of intangible assets
186,632

146,704

Deferred income taxes
(179,009
)
(59,156
)
Gain from insurance proceeds

(2,417
)
Unrealized loss on hedges and other non-cash items
1,334

5,003

Increase (decrease) from changes in operating assets and liabilities, net of effects of acquisitions
24,414

(83,777
)
Net cash provided by operating activities
533,131

382,568

 
 
 
Cash flows from investing activities:
 
 
Acquisition of CST, net of cash received
(996,871
)

Acquisition of Schrader, net of cash received
(958
)
(995,315
)
Other acquisitions, net of cash received
3,881

(298,423
)
Additions to property, plant and equipment and capitalized software
(177,196
)
(144,211
)
Insurance proceeds

2,417

Proceeds from sale of assets
4,775

5,467

Net cash used in investing activities
(1,166,369
)
(1,430,065
)
 
 
 
Cash flows from financing activities:
 
 
Proceeds from exercise of stock options and issuance of ordinary shares
19,411

24,909

Proceeds from issuance of debt
2,795,120

1,190,500

Payments on debt
(2,000,257
)
(76,375
)
Repurchase of ordinary shares from SCA

(169,680
)
Payments to repurchase ordinary shares
(50
)
(12,094
)
Payments of debt issuance costs
(50,052
)
(16,330
)
Net cash provided by financing activities
764,172

940,930

Net change in cash and cash equivalents
130,934

(106,567
)
Cash and cash equivalents, beginning of period
211,329

317,896

Cash and cash equivalents, end of period
$
342,263

$
211,329


7


Net Revenue by Business, Geography and End Market

(% of total net revenue)
Three months ended
December 31,
Full year ended
December 31,
 
2015
2014
2015
2014
Performance Sensing
78.8
%
77.9
%
78.9
%
72.9
%
Sensing Solutions
21.2
%
22.1
%
21.1
%
27.1
%
Total
100.0
%
100.0
%
100.0
%
100.0
%


(% of total net revenue)
Three months ended
December 31,
Full year ended
December 31,
 
2015
2014
2015
2014
Americas
40.5
%
41.0
%
40.9
%
39.9
%
Europe
32.6
%
31.3
%
33.4
%
29.3
%
Asia
26.9
%
27.7
%
25.7
%
30.8
%
Total
100.0
%
100.0
%
100.0
%
100.0
%


(% of total net revenue)
Three months ended
December 31,
Full year ended
December 31,
 
2015
2014
2015
2014
European automotive
26.3
%
25.5
%
27.4
%
24.3
%
North American automotive
20.8
%
20.4
%
21.5
%
17.6
%
Asian automotive
19.6
%
18.9
%
17.6
%
19.7
%
Rest of world automotive
0.7
%
1.4
%
0.9
%
0.8
%
Heavy vehicle off-road
12.0
%
12.9
%
12.3
%
12.6
%
Appliance and heating, ventilation and air-conditioning
5.2
%
6.3
%
5.8
%
7.9
%
Industrial
6.9
%
6.6
%
6.5
%
7.4
%
All other
8.5
%
8.0
%
8.0
%
9.7
%
Total
100.0
%
100.0
%
100.0
%
100.0
%



8


Non-GAAP Measures

Adjusted net income is a non-GAAP financial measure. The Company defines Adjusted net income as follows: net income before certain restructuring and special charges, costs associated with financing and other transactions, deferred (gain)/loss on other hedges, depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory, deferred income tax and other tax (benefit)/expense, amortization of deferred financing costs, and other costs. The Company believes Adjusted net income provides investors with helpful information with respect to the performance of the Company’s operations and management uses Adjusted net income to evaluate its ongoing operations and for internal planning and forecasting purposes. Adjusted net income is not a measure of liquidity. See the tables below which reconcile Net income to Adjusted net income and Projected GAAP earnings per share to Projected Adjusted net income per share.

The following unaudited table reconciles the Company’s Net income to Adjusted net income for the three months and full year ended December 31, 2015 and 2014.

(In 000s, except per share amounts)
Three months ended
December 31,
Full year ended
December 31,
 
2015
2014
2015
2014
 
 
 
 
 
Net income
$
218,289

$
69,520

$
347,696

$
283,749

Restructuring and special charges
10,651

5,895

42,332

9,552

Financing and other transaction costs
14,395

13,094

43,850

18,594

Deferred (gain)/loss on other hedges
(174
)
2,509

11,864

(915
)
Depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory
53,313

50,784

193,370

155,785

Deferred income tax and other tax (benefit)/expense
(184,889
)
(45,623
)
(173,550
)
(61,588
)
Amortization of deferred financing costs
1,701

1,513

6,456

5,118

Total adjustments
$
(105,003
)
$
28,172

$
124,322

$
126,546

Adjusted net income
$
113,286

$
97,692

$
472,018

$
410,295

Weighted average diluted shares outstanding used in Adjusted net income per diluted share calculation
171,513

171,032

171,513

172,217

Adjusted net income per diluted share
$
0.66

$
0.57

$
2.75

$
2.38


The Company’s definition of Adjusted net income includes the current tax expense/(benefit) that will be payable/(realized) on the Company’s income tax return and excludes deferred income tax and other tax expense. As the Company treats deferred income tax and other tax expense as an adjustment to compute Adjusted net income, the deferred income tax effect associated with the reconciling items would not change Adjusted net income for each period presented. The theoretical current income tax associated with the reconciling items above would be as follows: Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets and inventory: $(0.2) million and $(0.6) million for the three months and full year ended December 31, 2015, respectively; Restructuring and special charges: $(0.1) million and $(2.1) million for the three

9


months and full year ended December 31, 2015, respectively. Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets and inventory: $(0.2) million and $(1.3) million for the three months and full year ended December 31, 2014, respectively; Restructuring and special charges: $(1.1) million and $(1.4) million for the three months and full year ended December 31, 2014.

The following unaudited table identifies where in the Condensed Consolidated Statement of Operations the adjustments to reconcile Net income to Adjusted net income were recorded for the three months and full year ended December 31, 2015 and 2014.
($ in 000s)
Three months ended
December 31,
Full year ended
December 31,
 
2015
2014
2015
2014
 
 
 
 
 
Cost of revenue
$
9,379

$
8,409

$
41,359

$
12,689

Selling, general and administrative
7,301

11,390

18,623

17,921

Amortization of intangible assets
48,958

44,661

181,132

143,604

Restructuring and special charges
3,924

1,563

14,520

5,967

Interest expense
10,498

3,388

15,253

6,993

Other, net
(174
)
4,384

31,985

960

(Benefit from)/provision for income taxes
(184,889
)
(45,623
)
(178,550
)
(61,588
)
Total adjustments
$
(105,003
)
$
28,172

$
124,322

$
126,546



The following unaudited table reconciles the Company’s Projected GAAP earnings per diluted share to Projected Adjusted net income per diluted share for the first quarter ended March 31, 2016 and full year ended December 31, 2016. The amounts in the table below have been calculated based on unrounded numbers. Accordingly, certain amounts may not add due to the effect of rounding.
 
Three months ended
March 31, 2016
Full year ended
December 31, 2016
 
Low End
High End
Low End
High End
 
 
 
 
 
Projected GAAP earnings per diluted share
$
0.25

$
0.31

$
1.34

$
1.58

Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets and inventory
0.30

0.30

1.17

1.17

Deferred income tax and other tax expense
0.06

0.06

0.23

0.23

Amortization of deferred financing costs
0.01

0.01

0.04

0.04

Projected Adjusted net income per diluted share
$
0.62

$
0.68

$
2.78

$
3.02

Weighted average diluted shares outstanding used in Adjusted net income per share calculation (in 000s)
171,500

171,500

171,700

171,700

 
 
 
 
 



10


SENSATA TECHNOLOGIES HOLDING N.V.

Notes to unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows

Basis of Presentation
The accompanying unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. This information should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 and the interim condensed consolidated financial statements included in the Company’s Form 10-Q for the period ended September 30, 2015. U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates used may change as new events occur or additional information is obtained. Actual results could differ from those estimates. Certain reclassifications have been made to prior periods to conform to current period presentation.

Contact:
 
 
 
 
 
 
 
 
 
Investors:
 
 
News Media:
 
Jacob Sayer
 
 
Alexia Taxiarchos
 
(508) 236-3800
 
 
(508) 236-1761
 
investors@sensata.com
 
 
ataxiarchos@sensata.com
 


11