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8-K - 8-K - DUCOMMUN INC /DE/dco-q320178xkearningrelease.htm


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NEWS RELEASE

Ducommun Reports Results for the
Third Quarter Ended September 30, 2017
Backlog Increases; Lightning Diversion Systems (“LDS”) Acquisition Complete;
Restructuring Initiative Announced
SANTA ANA (November 1, 2017) – Ducommun Incorporated (NYSE:DCO) (“Ducommun” or the “Company”) today reported results for its third quarter ended September 30, 2017.
Third Quarter 2017 Highlights
Revenue of $138.7 million
Net income of $4.7 million, or $0.41 per diluted share
Adjusted EBITDA of $14.5 million
Backlog of $655 million
Completed the acquisition of LDS
“I am pleased to announce we posted solid operating results for the third quarter, including an increase in backlog to $655 million, growth in our defense business year-over-year, and improved margins sequentially within our Structural Systems segment. We also completed the acquisition of LDS, an innovative aerospace technology provider, in September, strengthening our electronic offerings across a number of key aircraft platforms,” said Stephen G. Oswald, president and chief executive officer. “In addition, and as I alluded to earlier this year, it is clearly necessary that we undertake some strategic measures to improve the cost structure of our business and, in doing so, drive margin expansion. We are therefore announcing a restructuring plan that is expected to increase operating efficiency and better position the Company for higher profitability and growth going forward.
“The Company currently anticipates this initiative will result in approximately $22.0 million to $25.0 million in total pre-tax restructuring charges through the end of 2018, with approximately $10.5 million recorded during the fourth quarter of 2017. Of these charges, approximately $9.0 million to $10.0 million are expected to be cash outlays for employee separation and other facility consolidation related expenses and $13.0 million to $15.0 million to be non-cash charges for the write-down of inventory and the impairment of long-lived assets. On an annualized basis, beginning in 2019, the Company anticipates these restructuring actions will result in total cost savings of approximately $14 million. We are taking these steps to build Ducommun into a more cost efficient, focused, higher margin enterprise best able to meet the demands of our customers, invest in innovative structural and electronic solutions, and achieve higher returns for our shareholders.”
Third Quarter Results
Net revenue for the third quarter of 2017 was $138.7 million compared to $132.6 million for the third quarter of 2016. The year-over-year increase was primarily due to the following:
$8.1 million higher revenue in the Company’s military and space end-use markets mainly driven by increased demand, which favorably impacted the Company’s fixed-wing, missile, and helicopter platforms; and
$0.9 million higher revenue in the Company’s industrial end-use markets; partially offset by
$2.8 million lower revenue in the Company’s commercial aerospace end-use markets, reflecting the winding down of a regional jet program and continued softness in demand within the business jet market.





Net income for the third quarter of 2017 was $4.7 million, or $0.41 per diluted share, compared to $5.0 million, or $0.44 per diluted share, for the third quarter of 2016. The year-over-year decrease was primarily due to the following:
$1.6 million higher selling, general, and administrative (“SG&A”) expense mainly due to higher compensation and benefit costs of $1.5 million; partially offset by
$0.3 million of lower income tax expense.
Gross profit for the third quarter of 2017 was $26.0 million, or 18.8% of revenue, compared to gross profit of $25.2 million, or 19.0% of revenue, for the third quarter of 2016. The decrease in gross margin percentage year-over-year was primarily due to unfavorable product mix, partially offset by lower manufacturing costs as a result of ongoing cost reduction initiatives.
Operating income for the third quarter of 2017 was $7.2 million, or 5.2% of revenue, compared to $8.1 million, or 6.1% of revenue, in the comparable period last year. The year-over-year decrease was primarily due to higher SG&A expense mainly due to higher compensation and benefit costs.
Interest expense for the third quarter of 2017 was $2.1 million compared to $1.9 million in the comparable period of 2016. The year-over-year increase was primarily due to a higher utilization of the revolving credit facility during the current three-month period, including the acquisition of Lightning Diversion Systems, LLC (“LDS”), partially offset by a lower outstanding term loan balance as a result of voluntary principal prepayments on the Company’s credit facilities.
Adjusted EBITDA for the third quarter of 2017 was $14.5 million, or 10.4% of revenue, compared to $14.9 million, or 11.2% of revenue, for the comparable period in 2016.
During the third quarter of 2017, the Company generated $11.1 million of cash flow from operations compared to $15.5 million during the third quarter of 2016. The year-over-year decrease reflects an increase in inventories and accounts receivable, partially offset by higher accounts payable.
The Company’s firm backlog as of September 30, 2017 was $655 million compared to $630 million as of July 1, 2017.
Structural Systems
Structural Systems segment net revenue for the current-year third quarter was $59.7 million, compared to $60.9 million for the third quarter of 2016. The year-over-year decrease was primarily due to the following:
$1.6 million lower revenue within the Company’s commercial aerospace end-use markets mainly due to the winding down of a regional jet program and continued softness in demand within the business jet market; partially offset by
$0.3 million higher revenue within the Company’s military and space end-use markets due to increased demand, which favorably impacted the Company’s helicopter platforms.
Structural Systems segment operating income for the current-year third quarter was $3.5 million, or 5.8% of revenue, compared to $5.9 million, or 9.7% of revenue, for the third quarter of 2016. The year-over-year decrease was primarily due to the impact of new program development on large airframe platforms and lower manufacturing volume.
Electronic Systems
Electronic Systems segment net revenue for the current-year third quarter was $79.0 million, compared to $71.6 million for the third quarter of 2016. The year-over-year increase was primarily due to the following:
$7.7 million higher revenue within the Company’s military and space end-use markets mainly due to higher demand, which favorably impacted the Company’s fixed-wing, missile, and helicopter platforms; and
$0.9 million higher revenue in the Company’s industrial end-use markets; partially offset by
$1.3 million lower revenue within the Company’s commercial aerospace end-use markets mainly due to continued softness in demand in the business jet market.
Electronic Systems’ segment operating income was $8.2 million, or 10.4% of revenue, for the third quarter of 2017 compared to $6.6 million, or 9.2% of revenue, for the comparable quarter in 2016. The year-over-year increase was primarily due to higher manufacturing volume and lower manufacturing costs as a result of ongoing cost reduction initiatives, partially offset by unfavorable product mix.





Corporate General and Administrative (“CG&A”) Expenses
CG&A expenses for the third quarter of 2017 were $4.5 million, or 3.2% of total Company revenue, compared to $4.4 million, or 3.3% of total Company revenue, for the comparable quarter in the prior year.
Conference Call
A teleconference hosted by Stephen G. Oswald, the Company’s president and chief executive officer, and Douglas L. Groves, the Company’s vice president, chief financial officer and treasurer, will be held tomorrow, November 2, 2017 at 5:30 a.m. PT (8:30 a.m. ET) to review these financial results. To participate in the teleconference, please call 844-239-5278 (international 574-990-1017) approximately ten minutes prior to the conference time. The participant passcode is 99301365. Mr. Oswald and Mr. Groves will be speaking on behalf of the Company and anticipate the call (including Q&A) to last approximately 45 minutes.
This call is being webcast and can be accessed directly at the Ducommun website at www.ducommun.com. Conference call replay will be available after that time at the same link or by dialing 855-859-2056, passcode 99301365.
About Ducommun Incorporated
Ducommun Incorporated delivers value-added innovative manufacturing solutions to customers in the aerospace, defense and industrial markets. Founded in 1849, the Company specializes in two core areas - Electronic Systems and Structural Systems - to produce complex products and components for commercial aircraft platforms, mission-critical military and space programs, and sophisticated industrial applications. For more information, visit www.ducommun.com.
Forward Looking Statements
This press release and any attachments include “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, earnings guidance, the Company’s restructuring plan and any statements about the Company’s plans, strategies and prospects. The Company generally uses the words “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend” and similar expressions in this press release and any attachments to identify forward-looking statements. The Company bases these forward-looking statements on its current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: whether the anticipated pre-tax restructuring charges will be sufficient to address all anticipated restructuring costs, including related to employee separation, facilities consolidation, inventory write-down and other asset impairments; whether the expected cost savings from the restructuring will ultimately be obtained in the amount and during the period anticipated; whether the restructuring in the affected areas will be sufficient to build a more cost efficient, focused, higher margin enterprise with higher returns for the Company's shareholders; the impact of the Company’s debt service obligations and restrictive debt covenants; the Company’s end-use markets are cyclical; the Company depends upon a selected base of industries and customers; a significant portion of the Company’s business depends upon U.S. Government defense spending; the Company is subject to extensive regulation and audit by the Defense Contract Audit Agency; contracts with some of the Company’s customers contain provisions which give the its customers a variety of rights that are unfavorable to the Company; further consolidation in the aerospace industry could adversely affect the Company’s business and financial results; the Company’s ability to successfully make acquisitions or enter into joint ventures, including its ability to successfully integrate, operate or realize the projected benefits of such businesses; the Company relies on its suppliers to meet the quality and delivery expectations of its customers; the Company uses estimates when bidding on fixed-price contracts which estimates could change and result in adverse effects on its financial results; the impact of existing and future laws and regulations; the impact of existing and future accounting standards and tax rules and regulations; environmental liabilities could adversely affect the Company’s financial results; cyber security attacks, internal system or service failures may adversely impact the Company’s business and operations; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those discussed herein, could cause the Company’s results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, the Company does not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of this news release or to reflect the occurrence of unanticipated events or otherwise. Readers are advised to review the Company’s filings with the Securities and Exchange Commission (which are available from the SEC’s EDGAR database at www.sec.gov, at various SEC reference facilities in the United States and through the Company’s website).





Note Regarding Non-GAAP Financial Information
This release contains non-GAAP financial measures, including Adjusted EBITDA (which excludes interest expense, income tax expense, depreciation, amortization, stock-based compensation expense, and restructuring charges).
The Company believes the presentation of these non-GAAP measures provide important supplemental information to management and investors regarding financial and business trends relating to its financial condition and results of operations. The Company’s management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating the Company’s actual and forecasted operating performance, capital resources and cash flow. The non-GAAP financial information presented herein should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The Company discloses different non-GAAP financial measures in order to provide greater transparency and to help the Company’s investors to more meaningfully evaluate and compare Ducommun’s results to its previously reported results. The non-GAAP financial measures that the Company uses may not be comparable to similarly titled financial measures used by other companies.
CONTACTS:
Douglas L. Groves, Vice President, Chief Financial Officer and Treasurer, 657.335.3665
Chris Witty, Investor Relations, 646.438.9385, cwitty@darrowir.com
[Financial Tables Follow]






DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
 
 
 
September 30,
2017
 
December 31,
2016
Assets
 
 
 
 
Current Assets
 
 
 
 
Cash and cash equivalents
 
$
3,689

 
$
7,432

Accounts receivable, net
 
78,459

 
76,239

Inventories
 
137,157

 
119,896

Production cost of contracts
 
11,389

 
11,340

Other current assets
 
11,090

 
11,034

Total Current Assets
 
241,784

 
225,941

Property and equipment, Net
 
114,034

 
101,590

Goodwill
 
117,435

 
82,554

Intangibles, net
 
117,285

 
101,573

Non-current deferred income taxes
 
286

 
286

Other assets
 
3,025

 
3,485

Total Assets
 
$
593,849

 
$
515,429

Liabilities and Shareholders’ Equity
 
 
 
 
Current Liabilities
 
 
 
 
Current portion of long-term debt
 
$

 
$
3

Accounts payable
 
68,509

 
57,024

Accrued liabilities
 
29,799

 
29,279

Total Current Liabilities
 
98,308

 
86,306

Long-term debt, less current portion
 
222,394

 
166,896

Non-current deferred income taxes
 
31,253

 
31,417

Other long-term liabilities
 
17,245

 
18,707

Total Liabilities
 
369,200

 
303,326

Commitments and contingencies
 
 
 
 
Shareholders’ Equity
 
 
 
 
Common stock
 
113

 
112

Additional paid-in capital
 
78,624

 
76,783

Retained earnings
 
151,880

 
141,287

Accumulated other comprehensive loss
 
(5,968
)
 
(6,079
)
Total Shareholders’ Equity
 
224,649

 
212,103

Total Liabilities and Shareholders’ Equity
 
$
593,849

 
$
515,429






DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED INCOME STATEMENTS
(Unaudited)
(In thousands, except per share amounts)
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
2017
 
October 1,
2016
 
September 30,
2017
 
October 1,
2016
Net Revenues
 
$
138,690

 
$
132,571

 
$
415,925

 
$
408,156

Cost of Sales
 
112,681

 
107,348

 
338,798

 
329,749

Gross Profit
 
26,009

 
25,223

 
77,127

 
78,407

Selling, General and Administrative Expenses
 
18,814

 
17,171

 
59,361

 
58,796

Operating Income
 
7,195


8,052


17,766


19,611

Interest Expense
 
(2,088
)
 
(1,945
)
 
(5,588
)
 
(6,279
)
Gain on Divestitures
 

 

 

 
18,815

Other Income
 
488

 
141

 
488

 
141

Income Before Taxes
 
5,595

 
6,248

 
12,666

 
32,288

Income Tax Expense
 
940

 
1,234

 
2,073

 
9,863

Net Income
 
$
4,655

 
$
5,014

 
$
10,593

 
$
22,425

Earnings Per Share
 
 
 
 
 
 
 
 
Basic earnings per share
 
$
0.41

 
$
0.45

 
$
0.94

 
$
2.01

Diluted earnings per share
 
$
0.41

 
$
0.44

 
$
0.92

 
$
1.99

Weighted-Average Number of Common Shares Outstanding
 
 
 
 
 
 
 
 
Basic
 
11,241

 
11,169

 
11,276

 
11,141

Diluted
 
11,486

 
11,310

 
11,556

 
11,261

 
 
 
 
 
 
 
 
 
Gross Profit %
 
18.8
%
 
19.0
%
 
18.5
%
 
19.2
%
SG&A %
 
13.6
%
 
12.9
%
 
14.3
%
 
14.4
%
Operating Income %
 
5.2
%
 
6.1
%
 
4.2
%
 
4.8
%
Net Income %
 
3.4
%
 
3.8
%
 
2.5
%
 
5.5
%
Effective Tax Rate
 
16.8
%
 
19.8
%
 
16.4
%
 
30.5
%





DUCOMMUN INCORPORATED AND SUBSIDIARIES
BUSINESS SEGMENT PERFORMANCE
(Unaudited)
(In thousands)
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
%
Change
 
September 30,
2017
 
October 1,
2016
 
%
of Net  Revenues
2017
 
%
of Net  Revenues
2016
 
%
Change
 
September 30,
2017
 
October 1,
2016
 
%
of Net  Revenues
2017
 
%
of Net  Revenues
2016
Net Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Structural Systems
 
(2.0
)%
 
$
59,685

 
$
60,931

 
43.0
 %
 
46.0
 %
 
(5.0
)%
 
$
176,372

 
$
185,642

 
42.4
 %
 
45.5
 %
Electronic Systems
 
10.3
 %
 
79,005

 
71,640

 
57.0
 %
 
54.0
 %
 
7.7
 %
 
239,553

 
222,514

 
57.6
 %
 
54.5
 %
Total Net Revenues
 
4.6
 %
 
$
138,690

 
$
132,571

 
100.0
 %
 
100.0
 %
 
1.9
 %
 
$
415,925

 
$
408,156

 
100.0
 %
 
100.0
 %
Segment Operating Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Structural Systems
 
 
 
$
3,466

 
$
5,893

 
5.8
 %
 
9.7
 %
 
 
 
$
8,147

 
$
13,347

 
4.6
 %
 
7.2
 %
Electronic Systems
 
 
 
8,234

 
6,600

 
10.4
 %
 
9.2
 %
 
 
 
24,158

 
19,769

 
10.1
 %
 
8.9
 %
 
 
 
 
11,700

 
12,493

 
 
 
 
 
 
 
32,305

 
33,116

 
 
 
 
Corporate General and Administrative Expenses (1)
 
 
 
(4,505
)
 
(4,441
)
 
(3.2
)%
 
(3.3
)%
 
 
 
(14,539
)
 
(13,505
)
 
(3.5
)%
 
(3.3
)%
Total Operating Income
 
 
 
$
7,195

 
$
8,052

 
5.2
 %
 
6.1
 %
 
 
 
$
17,766

 
$
19,611

 
4.3
 %
 
4.8
 %
Adjusted EBITDA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Structural Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income
 
 
 
$
3,466

 
$
5,893

 
 
 
 
 
 
 
$
8,147

 
$
13,347

 
 
 
 
Other Income
 
 
 
200

 
141

 
 
 
 
 
 
 
200

 
141

 
 
 
 
Depreciation and Amortization
 
 
 
2,220

 
2,851

 
 
 
 
 
 
 
6,879

 
6,683

 
 
 
 
Restructuring Charges
 
 
 
64

 

 
 
 
 
 
 
 
64

 

 
 
 
 
 
 
 
 
5,950

 
8,885

 
10.0
 %
 
14.6
 %
 
 
 
15,290

 
20,171

 
8.7
 %
 
10.9
 %
Electronic Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income
 
 
 
8,234

 
6,600

 
 
 
 
 
 
 
24,158

 
19,769

 
 
 
 
Other Income
 
 
 
288

 

 
 
 
 
 
 
 
288

 

 
 
 
 
Depreciation and Amortization
 
 
 
3,345

 
3,232

 
 
 
 
 
 
 
10,207

 
10,661

 
 
 
 
 
 
 
 
11,867

 
9,832

 
15.0
 %
 
13.7
 %
 
 
 
34,653

 
30,430

 
14.5
 %
 
13.7
 %
Corporate General and Administrative Expenses (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating loss
 
 
 
(4,505
)
 
(4,441
)
 
 
 
 
 
 
 
(14,539
)
 
(13,505
)
 
 
 
 
Depreciation and Amortization
 
 
 
54

 
6

 
 
 
 
 
 
 
63

 
76

 
 
 
 
Stock-Based Compensation Expense
 
 
 
1,100

 
594

 
 
 
 
 
 
 
4,264

 
2,579

 
 
 
 
 
 
 
 
(3,351
)
 
(3,841
)
 
 
 
 
 
 
 
(10,212
)
 
(10,850
)
 
 
 
 
Adjusted EBITDA
 
 
 
$
14,466

 
$
14,876

 
10.4
 %
 
11.2
 %
 
 
 
$
39,731

 
$
39,751

 
9.6
 %
 
9.7
 %
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Structural Systems
 
 
 
$
4,449

 
$
3,555

 
 
 
 
 
 
 
$
17,217

 
$
10,149

 
 
 
 
Electronic Systems
 
 
 
1,793

 
947

 
 
 
 
 
 
 
4,256

 
1,701

 
 
 
 
Corporate Administration
 
 
 
127

 

 
 
 
 
 
 
 
775

 

 
 
 
 
Total Capital Expenditures
 
 
 
$
6,369

 
$
4,502

 
 
 
 
 
 
 
$
22,248

 
$
11,850

 
 
 
 
(1)
Includes costs not allocated to either the Structural Systems or Electronic Systems operating segments.