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8-K - PLY GEM 8-K - PLY GEM HOLDINGS INCa201612318k.htm
Ply Gem Reports Fourth Quarter and Full Year 2016 Results

Net sales increased 7.4% to $462.3 million for the fourth quarter driving full year net sales in excess of $1.9 billion.
Adjusted EBITDA increased to $44.9 million or 3.8% for the fourth quarter achieving a full year Adjusted EBITDA of $229.0 million.
Leverage ratio improved to 3.7x for the year ended December 31, 2016 compared to 5.2x for the comparable 2015 period reflecting $160.0 million in voluntary debt payments on the Term Loan Facility made during 2016.

Cary, NC (BUSINESS WIRE) March 10, 2017 - Ply Gem Holdings, Inc. (“Ply Gem” or the “Company”) (NYSE: PGEM), a leading manufacturer of exterior building products in North America, today announced financial results for the quarter ended December 31, 2016.

Fourth Quarter 2016 Results:

Net sales for the fourth quarter were $462.3 million.
Gross profit improved $3.6 million to $103.5 million compared to the fourth quarter of 2015.
Adjusted EBITDA increased to $44.9 million or 3.8% from 2015.
Basic and diluted earnings per share was $0.10 for the fourth quarter of 2016 compared to $0.13 for the fourth quarter of 2015. The decrease resulted from a $7.1 million loss on modification of debt from $100.0 million in voluntary debt payments on the Term Loan Facility made during the fourth quarter.
Adjusted basic and diluted earnings per share was $0.14 for the fourth quarter of 2016 compared to $0.14 for the fourth quarter of 2015.

2016 Year End Results:

Total net sales for the year ended December 31, 2016 increased 3.9% to $1.9 billion.
Operating earnings improved $46.0 million or 37.5% from the comparable 2015 period.
Net income increased to $75.5 million for the year ended 2016 from $32.3 million for the 2015 period.
Adjusted EBITDA increased to $229.0 million or 24.0% from 2015.
Basic earnings per share was $1.11 for the year ended 2016 compared to $0.47 for the year ended 2015.
Adjusted basic earnings per share was $1.31 for the year ended 2016 compared to $0.66 for the year ended 2015.

“I am pleased by our acceleration of sales growth in the fourth quarter and our strong operating and cash generating performance. Both businesses continued to make substantial contributions to adjusted EBITDA and allowed us to deliver the eleventh consecutive quarterly year-over-year growth of adjusted EBITDA,” said Gary E. Robinette, Ply Gem’s Chairman and CEO. “Throughout 2016, our teams delivered profitable growth through improved product pricing, operating performance initiatives and maintaining cost discipline. As a result for 2016, Ply Gem achieved a record level adjusted EBITDA."

Commenting on the Company’s results, Shawn K. Poe, Ply Gem’s Chief Financial Officer added, “In the fourth quarter, we continued to drive financial improvements within our business segments. We achieved incremental year-over-year quarterly adjusted EBITDA growth of 3.8% and a record fourth quarter adjusted EBITDA of $44.9 million. As a result of our strong operational performance and profitability during 2016, we have strengthened our balance sheet by generating in excess of $145.0 million in operating cash flow and achieving a Company record $229.0 million of adjusted EBITDA. We continue to focus on our debt leverage and improved our leverage ratio 1.5 times since 2015 to a net leverage of 3.7 times while making voluntary debt payments of $160.0 million in 2016.”


Fourth Quarter 2016 Financial Results
Net sales were $462.3 million compared to $430.5 million for the fourth quarter of 2015. The net sales increase for the three months ended December 31, 2016 can be predominantly attributed to improved U.S. market demand for our products and new business wins.


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Gross profit margin was 22.4% which decreased 80 basis points from the fourth quarter of 2015. The decrease in gross profit margin can be attributed to higher material costs experienced during the fourth quarter of 2016 relative to the fourth quarter of 2015, specifically PVC resin and aluminum.

Operating earnings were $28.7 million, a decrease of $0.2 million from the fourth quarter of 2015 reflecting higher net sales of $31.8 million offset by higher material costs.

Net income was $6.7 million compared to $9.1 million for the fourth quarter of 2015 reflecting a $7.1 million loss on modification of debt. Adjusted EBITDA was $44.9 million compared to $43.2 million for the fourth quarter of 2015. Our EPS was $0.10 as compared to $0.13 for the comparable period in 2015, and adjusted EPS for the fourth quarter of 2016 was $0.14 as compared to $0.14 for the comparable period in 2015.

A reconciliation of non-GAAP (adjusted) financial measures to comparable GAAP financial measures is provided as notes to this release.

Siding, Fencing and Stone
Siding, Fencing and Stone's net sales totaled $207.1 million, increasing $17.1 million, or 9.0%, compared to $190.0 million for the fourth quarter of 2015. The 9.0% net sales increase was driven by improved U.S. market demand for our products and new business wins. Gross profit margin for the quarter ended December 31, 2016 was 26.4%, a decrease of 280 basis points from the 29.2% for the quarter ended December 31, 2015. The decrease resulted from higher material costs, specifically PVC resin and aluminum which increased 10.8% and 12.1%, respectively, during the fourth quarter of 2016 compared to the fourth quarter of 2015.

Windows and Doors
Windows and Doors' net sales totaled $255.2 million, increasing $14.7 million, or 6.1%, compared to $240.4 million in the fourth quarter of 2015. The net sales increase for the quarter ended December 31, 2016 can be predominantly attributed to the improved U.S. market conditions favorably impacting both our new construction business as well as our repair and remodeling business. Gross profit margin was 19.1% for the quarter ended December 31, 2016 increasing from 18.5% for the quarter ended December 31, 2015. The gross profit increase for the quarter December 31, 2016 can be attributed to continued improvement in our new construction and repair and remodeling businesses partially offset by higher material costs.

Outlook
The Company’s 2017 annual outlook is based on a U.S. single family housing starts market growth assumption of 5% to 10% and an assumption of 3% to 5% growth in the U.S. big ticket repair and remodel market.

“As we enter 2017, we look forward to capitalizing on the momentum we’ve built over this past year,” said Mr. Robinette. “As the housing market in the U.S. continues to recover, we are well positioned to drive profitable growth and generate meaningful operating leverage, earnings and cash flow. In addition, we remain committed to driving shareholder value and continuing to improve our balance sheet. In looking forward to 2017, and taking into account the seasonality of our business, we expect our full year 2017 adjusted EBITDA to be in the range of $250 to $265 million.”

Webcast
Ply Gem management will host a webcast today, Friday, March 10, 2017 at 10:00 a.m. Eastern to discuss fourth quarter results. To access the webcast, visit www.plygem.com and click on Investor Relations. The webcast link will be available under “Upcoming Events” as well as "Events & Presentations". If internet access is not available, please dial 877-201-0168, participant passcode 65004182. International participants, please dial 647-788-4901, participant passcode 65004182. A replay of the call will be available on our website through April 10, 2017.

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About Ply Gem
Ply Gem is a leading manufacturer of exterior building products in North America. Ply Gem produces a comprehensive product line of windows and patio doors, vinyl and aluminum siding and accessories, designer accents, cellular PVC trim and mouldings, vinyl fencing and railing, stone veneer, engineered slate and shake roofing and gutterware, used in both new construction and home repair and remodeling in the United States and Canada. Ply Gem siding brands include Mastic Home Exteriors®, Variform®, NAPCO®, Mitten®, Cellwood®, Georgia-Pacific Vinyl Siding and Accessories, Durabuilt®, Ply Gem® Stone, Canyon Stone, Ply Gem® Trim and Mouldings, Ply Gem® Fence and Railing, Ply Gem® Shutters and Accents, Leaf Relief®, Leaf Logic®, and Monticello® Columns. Ply Gem windows and patio door brands include Ply Gem® Windows, Simonton® Windows, Mastic® Replacement Windows, Ply Gem® Canada, and Great Lakes® Window. The Company’s brands are sold through short-line and two-step distributors, pro dealers, home improvement dealers and big box retailers. Additionally, Ply Gem distributes a wide-variety of exterior building products including stone veneer, fencing, railing, windows, doors and architectural accents via export globally and offers installation services in western Canada under the Gienow® Renovations by Ply Gem brand. Ply Gem employs approximately 9,000 associates across North America. Visit www.plygem.com for more information.    

Note: As used herein, the term “Ply Gem” refers to Ply Gem Holdings, Inc. and all its subsidiaries, including Ply Gem Industries, Inc., unless the context indicates otherwise. This term is used for convenience only and is not intended as a precise description of any of the separate corporations.

Forward-Looking Statements
This press release and oral statements made from time to time by our representatives may contain certain statements that are not historical facts, including information concerning possible or assumed future results of our operations. Those statements constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from the results expressed in or implied by our forward-looking statements, including the availability and cost of raw materials and purchased components, the level of construction and remodeling activity, changes in general economic and business conditions, conditions affecting the industries we serve and our customers, the rate of sales growth, availability of labor force and efficiencies, product liability claims, our high degree of leverage and other factors discussed in our news releases, public statements and/or filings with the Securities and Exchange Commission, including our most recent Annual and Quarterly Reports on Form 10-K and Form 10-Q. Many of these factors are outside of our control and all of these factors are difficult or impossible to predict accurately. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
###


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PLY GEM HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


 
 
For the three months ended
(Amounts in thousands, except share and per share data)
 
December 31, 2016
 
December 31, 2015
 
 
 
 
 
Net sales
 
$
462,293

 
$
430,460

Cost of products sold
 
358,809

 
330,553

Gross profit
 
103,484

 
99,907

Operating expenses:
 
 
 
 
Selling, general and administrative expenses
 
68,969

 
64,588

Amortization of intangible assets
 
5,786

 
6,402

Total operating expenses
 
74,755

 
70,990

Operating earnings
 
28,729

 
28,917

Foreign currency loss
 
(429
)
 
(1,065
)
Interest expense
 
(17,677
)
 
(18,244
)
Interest income
 
7

 
10

Tax receivable agreement liability adjustment
 
(268
)
 
520

Loss on modification or extinguishment of debt
 
(7,097
)
 

Income before provision (benefit) for income taxes
 
3,265

 
10,138

Provision (benefit) for income taxes
 
(3,398
)
 
1,074

Net income
 
$
6,663

 
$
9,064

Net income attributable to common shareholders per share:
 
 
 
 
Basic
 
$
0.10

 
$
0.13

Diluted
 
$
0.10

 
$
0.13

Weighted average shares outstanding:
 
 
 
 
Basic
 
68,224,354

 
68,103,816

Diluted
 
68,450,467

 
68,162,127





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For the year ended
(Amounts in thousands, except share and per share data)
 
December 31, 2016
 
December 31, 2015
 
 
 
 
 
Net sales
 
$
1,911,844

 
$
1,839,726

Cost of products sold
 
1,449,570

 
1,420,014

Gross profit
 
462,274

 
419,712

Operating expenses:
 
 
 
 
Selling, general and administrative expenses
 
268,714

 
271,874

Amortization of intangible assets
 
25,064

 
25,306

Total operating expenses
 
293,778

 
297,180

Operating earnings
 
168,496

 
122,532

Foreign currency gain (loss)
 
299

 
(3,166
)
Interest expense
 
(72,718
)
 
(74,876
)
Interest income
 
36

 
57

Tax receivable agreement liability adjustment
 
(60,874
)
 
(12,947
)
Loss on modification or extinguishment of debt
 
(11,747
)
 

Income before benefit for income taxes
 
23,492

 
31,600

Benefit for income taxes
 
(51,995
)
 
(688
)
Net income
 
$
75,487

 
$
32,288

Net income attributable to common shareholders per share:
 
 
 
 
Basic
 
$
1.11

 
$
0.47

Diluted
 
$
1.10

 
$
0.47

Weighted average shares outstanding:
 
 
 
 
Basic
 
68,176,801

 
68,003,564

Diluted
 
68,324,146

 
68,106,493



5




The accompanying notes are an integral part of these unaudited condensed consolidated statements of operations.

1.    The accompanying unaudited condensed consolidated statements of operations of Ply Gem Holdings, Inc. (the “Company”) do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.
 
The selected balance sheet data for the periods presented in Note 5 has been derived from the December 31, 2016 and 2015 audited consolidated financial statements of the Company and does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

The Company’s fiscal quarters are based on periods ending on the Saturday of the last week in the quarter. Therefore the financial results of certain fiscal quarters will not be exactly comparable to the prior and subsequent fiscal quarters.


2.    We define adjusted EBITDA as net income (loss) plus interest expense (net of interest income), provision (benefit) for income taxes, depreciation and amortization, non-cash foreign currency gain/(loss), non-cash loss on modification or extinguishment of debt, restructuring and integration expenses, acquisition costs, customer inventory buybacks, tax receivable liability adjustments, litigation class action charges, and excess purchase price from acquisitions allocated to inventories. Other companies may define adjusted EBITDA differently and, as a result, our measure of adjusted EBITDA may not be directly comparable to adjusted EBITDA of other companies. Management believes that the presentation of adjusted EBITDA included in this press release provides useful information to investors regarding our results of operations because it assists both investors and management in analyzing and benchmarking the performance and value of our business. The Company has included adjusted EBITDA because it is a key financial measure used by management to (i) internally measure our operating performance and (ii) determine our incentive compensation programs. In addition, the Company's senior secured asset-based revolving credit facility has certain covenants that apply ratios utilizing this measure of adjusted EBITDA.

Adjusted EPS represents basic and diluted net income per share attributed to common shareholders adjusted to exclude the estimated per share impact of the specifically identified items used to calculate adjusted EBITDA described above, adjusted at the statutory tax rate of 35%.

Although we use adjusted EBITDA and adjusted EPS as financial measures to assess the performance of our business, the use of adjusted EBITDA and adjusted EPS is limited because it does not include certain material costs, such as interest and taxes, necessary to operate our business. Adjusted EBITDA and adjusted EPS included in this press release should be considered in addition to, and not as a substitute for, net earnings and earnings per share in accordance with GAAP as a performance measure. You are cautioned not to place undue reliance on adjusted EBITDA or adjusted EPS.

Certain amounts in this release have been subject to rounding adjustments. Accordingly, amounts shown as totals may not be the arithmetic aggregation of the individual amounts that comprise or precede them.

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Ply Gem Holdings, Inc.
(Amounts in thousands)
 
For the three months ended
 
 
December 31, 2016
 
December 31, 2015
Net income
 
$
6,663

 
$
9,064

Interest expense, net
 
17,670

 
18,234

Provision (benefit) for income taxes
 
(3,398
)
 
1,074

Depreciation and amortization
 
13,937

 
14,092

EBITDA
 
34,872

 
42,464

Non cash loss on foreign currency transactions
 
429

 
1,065

Acquisition costs
 

 
9

Customer inventory buybacks
 
410

 
266

Restructuring/integration expense
 
(80
)
 
(57
)
Litigation - class action charges, net
 
1,875

 

Tax receivable agreement liability adjustment
 
268

 
(520
)
Loss on modification or extinguishment of debt
 
7,097

 

Adjusted EBITDA
 
$
44,871

 
$
43,227

 
 
 
 
 
 
 
Ply Gem Holdings, Inc.
 
 
For the three months ended
 
 
December 31, 2016
 
December 31, 2015
Basic net income per share attributable to common shareholders
 
$
0.10

 
$
0.13

Release of deferred income tax valuation allowance (1)
 
(0.05
)
 

Non cash loss on foreign currency transactions
 

 
0.01

Acquisition costs
 

 

Customer inventory buybacks
 

 

Restructuring/integration expense
 

 

Litigation - class action charges, net
 
0.02

 

Tax receivable agreement liability adjustment
 

 

Loss on modification or extinguishment of debt
 
0.07

 

Adjusted Basic EPS
 
$
0.14

 
$
0.14

 
 
 
 
 
Basic weighted average shares outstanding
 
68,224,354

 
68,103,816

 
 
 
 
 
Diluted net income per share attributable to common shareholders
 
$
0.10

 
$
0.13

Release of deferred income tax valuation allowance (1)
 
(0.05
)
 

Non cash loss on foreign currency transactions
 

 
0.01

Acquisition costs
 

 

Customer inventory buybacks
 

 

Restructuring/integration expense
 

 

Litigation - class action charges, net
 
0.02

 

Tax receivable agreement liability adjustment
 

 

Loss on modification or extinguishment of debt
 
0.07

 

Adjusted Diluted EPS
 
$
0.14

 
$
0.14

 
 
 
 
 
Diluted weighted average shares outstanding
 
68,450,467

 
68,162,127


7



 
 
Ply Gem Holdings, Inc.
(Amounts in thousands)
 
For the year ended
 
 
December 31, 2016
 
December 31, 2015
Net income
 
$
75,487

 
$
32,288

Interest expense, net
 
72,682

 
74,819

Benefit for income taxes
 
(51,995
)
 
(688
)
Depreciation and amortization
 
56,403

 
58,400

EBITDA
 
152,577

 
164,819

Non cash loss (gain) on foreign currency transactions
 
(299
)
 
3,166

Acquisition costs
 

 
656

Customer inventory buybacks
 
1,811

 
957

Restructuring/integration expense
 
433

 
3,221

Non cash charge of purchase price allocated to inventories
 

 
54

Litigation - class action charges, net
 
1,875

 
(1,194
)
Tax receivable agreement liability adjustment
 
60,874

 
12,947

Loss on modification or extinguishment of debt
 
11,747

 

Adjusted EBITDA
 
$
229,018

 
$
184,626

 
 
 
 
 
 
 
Ply Gem Holdings, Inc.
 
 
For the year ended
 
 
December 31, 2016
 
December 31, 2015
Basic net income per share attributable to common shareholders
 
$
1.11

 
$
0.47

Release of deferred income tax valuation allowance (1)
 
(0.53
)
 

Non cash loss (gain) on foreign currency transactions
 

 
0.03

Acquisition costs
 

 
0.01

Customer inventory buybacks
 
0.02

 
0.01

Restructuring/integration expense
 

 
0.03

Non cash charge of purchase price allocated to inventories
 

 

Litigation - class action charges, net
 
0.02

 
(0.01
)
Tax receivable agreement liability adjustment
 
0.58

 
0.12

Loss on modification or extinguishment of debt
 
0.11

 

Adjusted Basic EPS
 
$
1.31

 
$
0.66

 
 
 
 
 
Basic weighted average shares outstanding
 
68,176,801

 
68,003,564

 
 
 
 
 
Diluted net income per share attributable to common shareholders
 
$
1.10

 
$
0.47

Release of deferred income tax valuation allowance (1)
 
(0.53
)
 

Non cash loss (gain) on foreign currency transactions
 

 
0.03

Acquisition costs
 

 
0.01

Customer inventory buybacks
 
0.02

 
0.01

Restructuring/integration expense
 

 
0.03

Non cash charge of purchase price allocated to inventories
 

 

Litigation - class action charges, net
 
0.02

 
(0.01
)
Tax receivable agreement liability adjustment
 
0.58

 
0.12

Loss on modification or extinguishment of debt
 
0.11

 

Adjusted Diluted EPS
 
$
1.31

 
$
0.66

 
 
 
 
 
Diluted weighted average shares outstanding
 
68,324,146

 
68,106,493


(1) During the three months and year ended December 31, 2016 the Company recognized a $5.1 million and $55.2 million discrete release on our deferred income tax valuation allowance, respectively. We released the valuation allowance for federal and certain state jurisdictions as positive factors outweighed negative evidence, specifically the Company was no longer in a cumulative loss position as of December 31, 2016. However, as of December 31, 2016, the Company still remains in a full valuation allowance position for certain state and provinces.

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3.
Operating segment results for the three months and year ended December 31, 2016 and December 31, 2015 are as follows:


 
 
For the three months ended
(Amounts in thousands)
 
December 31, 2016
 
 
December 31, 2015
 
Net sales
 
 
 
 
 
 
Siding, Fencing and Stone
 
$
207,140

45
 %
 
$
190,034

44
 %
Windows and Doors
 
255,153

55
 %
 
240,426

56
 %
 
 
$
462,293

100
 %
 
$
430,460

100
 %
Gross profit
 
 

 
 
 

 
Siding, Fencing and Stone
 
$
54,714

26
 %
 
$
55,467

29
 %
Windows and Doors
 
48,770

19
 %
 
44,440

18
 %
 
 
$
103,484

22
 %
 
$
99,907

23
 %
 
 
 
 
 
 
 
Operating earnings (loss)
 
 

 
 
 

 
Siding, Fencing and Stone
 
$
30,527

15
 %
 
$
28,533

15
 %
Windows and Doors
 
7,916

3
 %
 
6,238

3
 %
Unallocated
 
(9,714
)
(2
)%
 
(5,854
)
(1
)%
 
 
$
28,729

6
 %
 
$
28,917

7
 %
 
 
 
 
 
 
 
 
 
For the year ended
(Amounts in thousands)
 
December 31, 2016
 
 
December 31, 2015
 
Net sales
 
 
 
 
 
 
Siding, Fencing and Stone
 
$
886,851

46
 %
 
$
840,118

46
 %
Windows and Doors
 
1,024,993

54
 %
 
999,608

54
 %
 
 
$
1,911,844

100
 %
 
$
1,839,726

100
 %
Gross profit
 
 

 
 
 

 
Siding, Fencing and Stone
 
$
259,485

29
 %
 
$
238,326

28
 %
Windows and Doors
 
202,789

20
 %
 
181,386

18
 %
 
 
$
462,274

24
 %
 
$
419,712

23
 %
 
 
 
 
 
 
 
Operating earnings (loss)
 
 

 
 
 

 
Siding, Fencing and Stone
 
$
157,058

18
 %
 
$
134,654

16
 %
Windows and Doors
 
43,579

4
 %
 
18,195

2
 %
Unallocated
 
(32,141
)
(2
)%
 
(30,317
)
(2
)%
 
 
$
168,496

9
 %
 
$
122,532

7
 %


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4.
Long-term debt amounts in the selected balance sheets at December 31, 2016 and December 31, 2015 consisted of the following:


 
 
December 31, 2016
 
December 31, 2015
(Amounts in thousands)
 
 
 
 
 
 
 
Senior secured asset based revolving credit facility
 
$

 
$

6.50% Senior notes due 2022, net of
 
 
 
 
unamortized early tender premium, discount and
 
 
 
 
debt issuance costs of $49,935 and $57,538, respectively
 
600,065

 
592,462

Term Loan Facility due 2021, net of
 
 
 
 
unamortized early tender premium, discount and
 
 
 
 
debt issuance costs of $17,854 and $35,106, respectively
 
240,321

 
387,369

 
 
$
840,386

 
$
979,831

Less current portion of long-term debt
 
(4,300
)
 
(4,300
)
 
 
$
836,086

 
$
975,531




5. The following is a summary of selected balance sheet amounts at December 31, 2016 and December 31, 2015:

 
 
December 31, 2016
 
December 31, 2015
(Amounts in thousands)
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
51,597

 
$
109,425

Accounts receivable, less allowances
 
209,919

 
195,165

Inventories
 
161,956

 
150,403

Prepaid expenses and other current assets
 
26,850

 
24,647

Property and equipment, net
 
165,556

 
161,003

Intangible assets, net
 
104,159

 
128,384

Goodwill
 
478,514

 
477,739

Accounts payable
 
75,398

 
74,496

Payable to related parties pursuant to tax receivable agreement- current
 
25,383

 
3,005

Payable to related parties pursuant to tax receivable agreement- non-current
 
54,336

 
20,811

Long-term debt
 
836,086

 
975,531

Stockholders' equity (deficit)
 
4,106

 
(76,813
)


Ply Gem Holdings, Inc.
Investor Relations Contact:
investors@plygem.com
919-677-3901



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