Altra Industrial Motion Corp. - FORM 8-K - EX-99.1 - EXHIBIT 99.1 - February 17, 2016

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EX-99.2 - EXHIBIT 99.2 - Altra Industrial Motion Corp.q42015resultsslidesfinal.htm
Altra Reports Fourth-Quarter and Full Year 2015 Results, Provides 2016 Outlook
Delivered Strong Operating Cash Flows of $86.1 Million for the Year
Returned $32.2 Million to Shareholders Through Dividends and Stock Repurchases in 2015




BRAINTREE, Mass., February 17, 2016 - Altra Industrial Motion Corp. (Nasdaq:AIMC), a global manufacturer and marketer of electromechanical power transmission and motion control products, today announced unaudited financial results for the fourth quarter and year ended December 31, 2015.
Financial Highlights
•
Fourth-quarter 2015 net sales were $173.6 million, compared with $192.0 million in the fourth quarter of 2014, a decrease of 9.6%. The decrease in net sales was driven by an organic sales decline of 6.6% and the unfavorable impact from foreign exchange of 3.8%, partially offset by a 0.8% favorable impact from pricing.
•
Fourth-quarter gross margin increased 80 basis points to 31.2% from 30.4% a year ago despite the sales decline as a result of the success of the Company's margin improvement and strategic pricing initiatives.
•
Fourth-quarter net income was $6.1 million, or $0.23 per diluted share, compared with $9.1 million, or $0.34 per diluted share, in the fourth quarter of 2014. Non-GAAP net income in the fourth quarter 2015 was $9.3 million, or $0.36 per diluted share, compared with $11.2 million, or $0.42 per diluted share, a year ago.*
•
Strong cash flows from operations led to a record free cash flows of $63.2 million for the year.*
•
The Company purchased $3.0 million, or approximately 115,000 shares, of Altra stock during the fourth quarter under its $50 million repurchase program. Since the program's inception in May 2014, the Company has purchased approximately $34.9 million, or 1.2 million shares, under the program.
•
Altra announced the closure of its Changzhou, China facility during the fourth quarter which is expected to be completed during the first quarter of 2016.
 


•
Reconciliation of Non-GAAP Net Income*:

 
Quarter Ended
 
Year to Date Ended
 
Quarter Ended
 
Year to Date Ended
 
December 31, 2015
 
December 31, 2014
Net income attributable to Altra Industrial Motion Corp.
$
6,107

 
$
35,406

 
$
9,059

 
$
40,167

 
 
 
 
 
 
 
 
Restructuring costs
2,220

 
7,214

 
124

 
1,767

Amortization of inventory fair value adjustment
—

 
—

 
112

 
2,376

Write-off of deferred financing fees
500

 
500

 
—

 
—

Legal fees associated with pursuit of unfair trade remedy
430

 
430

 
—

 
—

European workers compensation claim
—

 
—

 
—

 
355

Supplier warranty provision
739

 
2,808

 
—

 
—

Non-cash impact of partial pension settlement
—

 
—

 
475

 
475

Acquisition related expenses
93

 
831

 
2,305

 
3,204

Tax impact of above adjustments
(775
)
 
(3,143
)
 
(902
)
 
(2,450
)
Tax impact of foreign reorganizations
$
—

 
$
(924
)
 
$
—

 
$
3,758

Non-GAAP net income*
$
9,314

 
$
43,122

 
$
11,173

 
$
49,652

Non-GAAP diluted earnings per share*
$
0.36

 
$
1.64

 
$
0.42

 
$
1.83

 
 
 
 
 
 
 
 
In Thousands of Dollars, except per share amounts
 
 
 
 
 
 
 
•
Reconciliation of Non-GAAP Gross Profit*:

 
Quarter Ended
Year to Date Ended
 
Quarter Ended
Year to Date Ended
 
December 31, 2015
December 31, 2014
Gross Profit
$
54,204

$
228,463

 
$
58,270

$
248,869

Gross profit as a percent of net sales
31.2
%
30.6
%
 
30.4
%
30.4
%
Supplier warranty provision
739

2,808

 
—

—

Amortization of inventory fair value adjustment
—

—

 
112

2,376

Non-GAAP Gross Profit*
$
54,943

$
231,271

 
$
58,382

$
251,245

Non-GAAP Profit as a percent of net sales
31.6
%
31.0
%
 
30.4
%
30.6
%
In Thousands of Dollars, except per share amounts
 
 
 
 
 




Management Comments
“Amid a difficult economic environment, we were pleased with our operating performance during the fourth quarter,” said Carl Christenson, Altra’s Chairman and CEO. “We achieved an 80 basis point increase in gross margins during the quarter to 31.2% on a 9.6% decrease in sales due to lower raw material costs, outstanding control of other input costs and our successful pricing initiative. We also made expected progress on our facility consolidation efforts. We announced the closure of our Changzhou, China facility during the quarter and that closure is now essentially complete. Adjusted operating income increased 20 basis points during the quarter. As a result of our bottom-line performance, we generated record free cash flow during the year, allowing us to pay down $25 million on our credit facility and return $32.2 million to shareholders through the dividend and stock repurchase plan.”*

Business Outlook
“We expect the decline in global industrial demand to result in lower year-over-year sales in 2016. However, this affords us the opportunity to take aggressive action to improve our long term operating performance. We have accelerated our facility consolidation plans and we will have consolidated six sites by the end of the second quarter. In addition, we have expanded and accelerated our supply chain management efforts and are very excited about the results we are already seeing. While this is an extremely difficult environment regarding pricing we achieved our three year goal in just over 2 years and still believe that we have some additional, albeit more difficult, opportunity. Finally, we are really excited by our long term margin potential due to operating leverage when some of our distressed end markets rebound and the impact of the initiatives we are working on", concluded Christenson.

Altra is forecasting sales in the range of $700 to $720 million and non-GAAP diluted EPS in the range of $1.40 to $1.50 for 2016. This guidance is based on foreign exchange rates as of December 31, 2015, which may change. The Company expects its tax rate for the full year to be in the range of 29% to 31% before discrete items. Altra also expects capital expenditures in the range of $20 to $24 million and depreciation and amortization in the range of $30 to $32 million for 2016.*

The company will conduct an investor conference call to discuss its unaudited fourth quarter financial results on February 17, 2016 at 10:00 a.m. ET. The public is invited to listen to the conference call by dialing (877) 407-8293 domestically or (201) 689-8349 for international access and asking to participate in the ALTRA conference call. A live webcast of the call will be available in the "Investor Relations" section of www.altramotion.com. Individuals may download charts that will be used during the call at www.altramotion.com under presentations in the Investor Relations section. The charts will be available after earnings are released. A replay of the recorded conference call will be available at the conclusion of the call on February 17 through midnight on March 2, 2016. To listen to the replay, dial (877) 660-6853 domestically or (201) 612-7415 for international access (conference ID # 13629944). A webcast replay also will be available.


Altra Industrial Motion Corp.
 
Consolidated Statements of Income Data
Quarter Ended
 
Year to Date Ended
 
In Thousands of Dollars, except per share amount
December 31, 2015
 
December 31, 2014
 
December 31, 2015
 
December 31, 2014
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
Net sales
$
173,628

 
$
191,961

 
$
746,652

 
$
819,817

 
Cost of sales
119,424

 
133,691

 
518,189

 
570,948

 
Gross profit
$
54,204

 
$
58,270

 
$
228,463

 
$
248,869

 
Gross profit as a percent of net sales
31.2
%
 
30.4
%
 
30.6
%
 
30.4
%
 
Selling, general & administrative expenses
33,484

 
38,643

 
139,217

 
156,471

 
Research and development expenses
4,312

 
3,803

 
17,818

 
15,522

 
Restructuring Charges
2,220

 
124

 
7,214

 
1,767

 
Income from operations
$
14,188

 
$
15,700

 
64,214

 
$
75,109

 
Income from operations as a percent of net sales
8.2
%
 
8.2
%
 
8.6
%
 
9.2
%
 
Interest expense, net
3,306

 
3,003

 
12,164

 
11,994

 
Other non-operating (income) expense, net
357

 
(449
)
 
963

 
(3
)
 
Income before income taxes
$
10,525

 
$
13,146

 
$
51,087

 
$
63,118

 
Provision for income taxes
4,418

 
4,093

 
15,744

 
22,936

 
Income tax rate
42.0
%
 
31.1
%
 
30.8
%
 
36.3
%
 
Net income
6,107

 
9,053

 
35,343

 
40,182

 
Net loss (income) attributable to non-controlling interest
—

 
6

 
63

 
(15
)
 
Net income attributable to Altra Industrial Motion Corp.
6,107

 
9,059

 
35,406

 
40,167

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average common shares outstanding
 
 
 
 
 
 
 
 
Basic
26,091

 
26,434

 
26,064

 
26,713

 
Diluted
26,091

 
26,764

 
26,109

 
27,403

 
 
 
 
 
 
 
 
 
 
Net income per share
 
 
 
 
 
 
 
 
Basic
$
0.23

 
$
0.34

 
$
1.36

 
$
1.50

 
Diluted
$
0.23

 
$
0.34

 
$
1.36

 
$
1.47

 
 
 
 
 
 
 
 
 
 
Reconciliation of Non-GAAP Income From Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
$
14,188

 
$
15,700

 
$
64,214

 
$
75,109

 
 
 
 
 
 
 
 
 
 
Restructuring costs
2,220

 
124

 
7,214

 
1,767

 
Amortization of inventory fair value adjustment
—

 
112

 
—

 
2,376

 
Legal fees associated with pursuit of unfair trade remedy
430

 
—

 
430

 
—

 
European workers compensation claim
—

 
—

 
—

 
355

 
Supplier warranty provision
739

 
—

 
2,808

 
—

 
Non-cash impact of partial pension settlement
—

 
475

 
—

 
475

 
Acquisition related expenses
93

 
2,305

 
831

 
3,204

 
Non-GAAP income from operations *
$
17,670

 
$
18,716

 
$
75,497

 
$
83,286

 
 
 
 
 
 
 
 
 
 
Reconciliation of Non-GAAP Net Income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Altra Industrial Motion Corp.
6,107

 
9,059

 
35,406

 
40,167

 
 
 
 

 
 
 

 
Restructuring costs
2,220

 
124

 
7,214

 
1,767

 
Amortization of inventory fair value adjustment
—

 
112

 
—

 
2,376

 
Write-off of deferred financing fees
500

 
—

 
500

 
—

 
Legal fees associated with pursuit of unfair trade remedy
430

 
—

 
430

 
—

 
European workers compensation claim
—

 
—

 
—

 
355

 
Supplier warranty provision
739

 
—

 
2,808

 
—

 
Non-cash impact of partial pension settlement
—

 
475

 
—

 
475

 
Acquisition related expenses
93

 
2,305

 
831

 
3,204

 
Tax impact of above adjustments, excluding capitalized acquisition costs and China asset impairments
(775
)
 
(902
)
 
(3,143
)
 
(2,450
)
 
Tax impact of foreign reorganizations
—

 
—

 
(924
)
 
3,758

 
Non-GAAP net income *
$
9,314

 
$
11,173

 
$
43,122

 
$
49,652

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP diluted earnings per share *
$
0.36

(1)
$
0.42

(2)
$
1.64

(3)
$
1.83

(4)
 
 
 
 
 
 
 
 
 
(1) - tax impact is calculated by multiplying the estimated effective tax rate for the period of 30.0% by the above items
(2) - tax impact is calculated by multiplying the estimated effective tax rate for the period of 29.9% by the above items
(3) - tax impact is calculated by multiplying the estimated effective tax rate for the period of 25.4% by the above items
(4) - tax impact is calculated by multiplying the estimated effective tax rate for the period of 30.4% by the above items


Consolidated Balance Sheets
 
 
 
In Thousands of Dollars
December 31, 2015
 
December 31, 2014
 
(unaudited)
 
 
Assets:
 
 
 
 Current Assets
 
 
 
Cash and cash equivalents
$
50,320

 
$
47,503

Trade receivables, net
94,720

 
106,458

Inventories
121,156

 
132,736

Deferred income taxes
—

 
—

Income tax receivable
5,146

 
6,247

Prepaid expenses and other current assets
11,217

 
8,617

Assets held for use
4,597

 
—

Total current assets
287,156

 
301,561

Property, plant and equipment, net
145,413

 
156,366

Intangible assets, net
96,069

 
110,730

Goodwill
97,309

 
102,087

Deferred income taxes
3,201

 
2,066

Other non-current assets, net
3,184

 
3,592

Total assets
$
632,332


$
676,402

 
 
 
 
Liabilities, non-controlling interest and stockholders' equity
 
 
 
Current liabilities
 
 
 
Accounts payable
$
40,297

 
$
44,298

Accrued payroll
22,312

 
23,254

Accruals and other current liabilities
34,990

 
33,591

Deferred income taxes
3,563

 
3,189

Income tax payable
—

 
—

Current portion of long-term debt
3,187

 
15,176

Total current liabilities
104,349

 
119,508

Long-term debt, less current portion and net
   of unaccreted discount
231,568

 
240,576

Deferred income taxes
44,185

 
45,185

Pension liabilities
8,328

 
9,993

Long-term taxes payable
647

 
629

Other long-term liabilities
688

 
869

Redeemable non-controlling interest
—

 
883

Total stockholders' equity
242,567

 
258,759

Total liabilities, redeemable non-controlling interest and stockholders' equity
$
632,332

 
$
676,402

 
 
 
 
 
 
 
 
Reconciliation to operating working capital:
 
 
 
Trade receivables, net
94,720

 
106,458

Inventories
121,156

 
132,736

Accounts payable
(40,297
)
 
(44,298
)
Operating working capital *
$
175,579

 
$
194,896

 
 
 
 


Consolidated Cash Flow Statement 1
Year to Date Ended
In thousands of Dollars
December 31, 2015
 
December 31, 2014
 
(Unaudited)
 
(Unaudited)
Cash flows from operating activities
 
 
 
Net income
$
35,343

 
$
40,182

Adjustments to reconcile net income to net cash flows:
 
 
 
    Depreciation
21,559

 
23,118

    Amortization of intangible assets
8,562

 
9,019

    Amortization of deferred financing costs
1,366

 
927

    Loss on foreign currency, net
(395
)
 
(157
)
    Amortization of inventory fair value adjustment
—

 
2,376

    Accretion of debt discount, net
3,694

 
3,407

    Loss on impairment / disposal of fixed assets
2,003

 
(92
)
    Provision for deferred taxes
(887
)
 
2,712

    Stock based compensation
4,004

 
3,101

    Changes in assets and liabilities:
 
 
 
       Trade receivables
7,223

 
(1,050
)
       Inventories
6,049

 
5,402

       Accounts payable and accrued liabilities
2,816

 
(6,055
)
       Other current assets and liabilities
(3,343
)
 
860

       Other operating assets and liabilities
(1,895
)
 
749

    Net cash flows from operating activities
86,099

 
84,499

Cash flows from investing activities
 
 
 
Purchase of property, plant and equipment
(22,906
)
 
(28,050
)
Proceeds from sale of property
1,201

 
848

Acquisition of Guardian, net of $2.0 million cash received
—

 
(15,092
)
    Net cash flows from investing activities
(21,705
)
 
(42,294
)
Cash flows from financing activities
 
 
 
Payment of debt issuance costs
(1,006
)
 
—

Payments on Term Loan Facility
(130,063
)
 
(23,247
)
Payments on Revolving Credit Facility
(51,998
)
 
(9,190
)
Dividend payments
(14,928
)
 
(15,033
)
Proceeds from equipment loan
1,043

 
2,870

Payment of equipment loans
(3,480
)
 
(1,594
)
Proceeds from mortgages
7,355

 
3,647

Borrowing under Revolving Credit Facility
157,036

 
8,000

Purchase of non-controlling interest in Lamiflex
(878
)
 
—

Shares surrendered for tax withholding
(1,182
)
 
(1,158
)
Payments on mortgages and other
(384
)
 
(642
)
Purchases of common stock under share repurchase program
(17,298
)
 
(17,618
)
    Net cash flows from financing activities
(55,783
)
 
(53,965
)
Effect of exchange rate changes on cash and cash equivalents
(5,794
)
 
(4,341
)
    Net change in cash and cash equivalents
2,817

 
(16,101
)
Cash and cash equivalents at beginning of year
47,503

 
63,604

Cash and cash equivalents at end of period
$
50,320

 
$
47,503

 
 
 
 
Reconciliation to free cash flow:
 
 
 
Net cash flows from operating activities
86,099

 
84,499

Purchase of property, plant and equipment
(22,906
)
 
(28,050
)
 
 
 
 
Free cash flow *
$
63,193

 
$
56,449

1 Consolidated cash flow statement is subject to finalization
 
 
 






Altra Industrial Motion Corp.
 
 
 
 
Selected Segment Data
Quarter Ended
 
Year to Date Ended
In Thousands of Dollars, except per share amount
December 31, 2015
 
December 31, 2014
 
December 31, 2015
 
December 31, 2014
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
 
 
 
 
 
 
 
Net Sales
 
 
 
 
 
 
 
Couplings Clutches & Brakes
$
77,074

 
$
97,456

 
$
342,299

 
$
396,089

Electromagnetic Clutches & Brakes
53,397

 
48,987

 
219,676

 
218,550

Gearing
44,653

 
47,150

 
192,252

 
212,628

Eliminations
(1,496
)
 
(1,632
)
 
(7,575
)
 
(7,450
)
Total
$
173,628

 
$
191,961

 
$
746,652

 
$
819,817

 
 
 
 
 
 
 
 
Income from operations
 
 
 
 
 
 
 
Couplings Clutches & Brakes
$
9,078

 
$
14,159

 
$
38,750

 
$
49,299

Electromagnetic Clutches & Brakes
5,341

 
3,822

 
21,634

 
22,014

Gearing
4,072

 
4,047

 
21,094

 
22,698

Restructuring
(2,220
)
 
(124
)
 
(7,214
)
 
(1,767
)
Corporate
(2,083
)
 
(6,204
)
 
(10,050
)
 
(17,135
)
Total
$
14,188

 
$
15,700

 
$
64,214

 
$
75,109

 
 
 
 
 
 
 
 

About Altra Industrial Motion Corp.
Altra Industrial Motion Corp., through its subsidiaries, is a leading global designer, producer and marketer of a wide range of electromechanical power transmission products. The Company brings together strong brands covering over 40 product lines with production facilities in 12 countries. Altra's leading brands include Ameridrives Couplings, Bauer Gear Motor, Bibby Turboflex, Boston Gear, Delroyd Worm Gear, Formsprag Clutch, Guardian Couplings, Huco, Industrial Clutch, Inertia Dynamics, Kilian Manufacturing, Lamiflex Couplings, Marland Clutch, Matrix, Nuttall Gear, Stieber Clutch, Svendborg Brakes, TB Wood's, Twiflex, Warner Electric, Warner Linear, and Wichita Clutch.
The Altra Industrial Motion Corp. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=4038.
* Discussion of Non-GAAP Financial Measures
As used in this release and the accompanying slides posted on the Company's website, non-GAAP diluted earnings per share, non-GAAP income from operations and non-GAAP net income are each calculated using either net income or income from operations that excludes acquisition related costs, restructuring costs, and other income or charges that management does not consider to be directly related to the Company's core operating performance. Non-GAAP gross profit is calculated using gross profit that excludes income or charges that management does not consider to be directly related to the Company's core operating performance. Non-GAAP diluted earnings per share is calculated by dividing non-GAAP net income by GAAP weighted average shares outstanding (diluted). Non-


GAAP free cash flow is calculated by deducting purchases of property, plant and equipment from net cash flows from operating activities. Non-GAAP operating working capital is calculated by deducting accounts payable from net trade receivables plus inventories.
Altra believes that the presentation of non-GAAP net income, non-GAAP income from operations, non-GAAP gross profit, non-GAAP diluted earnings per share, non-GAAP free cash flow and non-GAAP operating working capital provides important supplemental information to management and investors regarding financial and business trends relating to the Company's financial condition and results of operations.

Forward-Looking Statements
All statements, other than statements of historical fact included in this release are forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Forward-looking statements can generally be identified by phrases such as "believes," "expects," "potential," "continues," "may," "should," "seeks," "predicts," "anticipates," "intends," "projects," "estimates," "plans," "could," "designed", "should be," "forecasts" and other similar expressions that denote expectations of future or conditional events rather than statements of fact. Forward-looking statements also may relate to strategies, plans and objectives for, and potential results of, future operations, financial results, financial condition, business prospects, growth strategy and liquidity, and are based upon financial data, market assumptions and management's current business plans and beliefs or current estimates of future results or trends available only as of the time the statements are made, which may become out of date or incomplete. Forward-looking statements are inherently uncertain, and investors must recognize that events could differ significantly from our expectations. These statements include, but may not be limited to, those relating to the Company's progress on corporate initiatives, the Company's views and assessment of economic conditions, foreign currency trends, end market conditions and industrial demand, the Company’s progress on executing its supply chain management, the Company’s progress on implementing profit improvement initiatives, including product pricing, the Company's progress and future plans on implementing and pursuing consolidation and cost reduction activities, the impact and timing of the Company's Business Simplification Plan and other potential cost management and restructuring activities on earnings, margins and shareholder value, the Company's unaudited 2015 financial information, and the Company's guidance for full year 2016.
 
In addition to the risks and uncertainties noted in this release, there are certain factors that could cause actual results to differ materially from those anticipated by some of the statements made. These include: (1) competitive pressures, (2) changes in economic conditions in the United States and abroad and the cyclical nature of our markets, (3) loss of distributors, (4) the ability to develop new products and respond to customer needs, (5) risks associated with international operations, including currency risks, (6) accuracy of estimated forecasts of OEM customers and the impact of the current global economic environment on our customers, (7) risks associated with a disruption to our supply chain, (8) fluctuations in the costs of raw materials used in our products, (9) product liability claims, (10) work stoppages and other labor issues, (11) changes in employment, environmental, tax and other laws and changes in the enforcement of laws, (12) loss of key management and other personnel, (13) risks associated with compliance with environmental laws, (14) the ability to successfully execute, manage and integrate key acquisitions and mergers, (15) failure to obtain or protect intellectual property rights, (16) risks associated with impairment of goodwill or intangibles assets, (17) failure of operating equipment or information technology infrastructure, (18) risks associated with our debt leverage and operating covenants under our debt instruments, (19) risks associated with restrictions contained in our Convertible Notes and Credit Facility, (20) risks associated with compliance with tax laws, (21) risks associated with the global recession and volatility and disruption in the global financial markets, (22) risks associated with implementation of our ERP system, (23) risks associated with the


Svendborg and Guardian acquisitions and integration and other acquisitions, (24) risks associated with the Company's investment in a manufacturing facility in China, (25) risks associated with certain minimum purchase agreements we have with suppliers, (26) risks associated with our exposure to variable interest rates and foreign currency exchange rates, (27) risks associated with interest rate swap contracts, (28) risks associated with the potential dilution of our common stock as a result of our convertible notes, (29) risks associated with our exposure to renewable energy markets, (30) risks related to regulations regarding conflict minerals, (31) risks related to restructuring and plant consolidations, and (32) other risks, uncertainties and other factors described in the Company's quarterly reports on Form 10-Q and annual reports on Form 10-K and in the Company's other filings with the U.S. Securities and Exchange Commission (SEC) or in materials incorporated therein by reference. Except as required by applicable law, Altra Industrial Motion Corp. does not intend to, update or alter its forward looking statements, whether as a result of new information, future events or otherwise. AIMC-E
CONTACT:    

Altra Industrial Motion Corp.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com


Altra Industrial Motion Corp. Reports