-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T1/zd/TRfZDB6prPHdDCIbrHt9CsjdadF+QD7dnAbdyB6LOGrJ8Ledy5e86suF6A dNkuZLmva/b8B5UXk5Bprg== 0001104659-07-017565.txt : 20070309 0001104659-07-017565.hdr.sgml : 20070309 20070309081535 ACCESSION NUMBER: 0001104659-07-017565 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070309 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070309 DATE AS OF CHANGE: 20070309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED INDUSTRIAL CORP /DE/ CENTRAL INDEX KEY: 0000101271 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 952081809 STATE OF INCORPORATION: DE FISCAL YEAR END: 1214 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04252 FILM NUMBER: 07682520 BUSINESS ADDRESS: STREET 1: 124 INDUSTRY LANE CITY: HUNT VALLEY STATE: MD ZIP: 21030 BUSINESS PHONE: (410) 628-3500 MAIL ADDRESS: STREET 1: 124 INDUSTRY LANE CITY: HUNT VALLEY STATE: MD ZIP: 21030 FORMER COMPANY: FORMER CONFORMED NAME: TOPP INDUSTRIES CORP DATE OF NAME CHANGE: 19710510 FORMER COMPANY: FORMER CONFORMED NAME: HAYES MANUFACTURING CORP DATE OF NAME CHANGE: 19660911 8-K 1 a07-7545_18k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  March 9, 2007

UNITED INDUSTRIAL CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE

 

1-4252

 

95-2081809

(State or other jurisdiction

 

(Commission

 

(I.R.S. Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

124 INDUSTRY LANE, HUNT VALLEY, MD

 

21030

(Address of principal executive offices)

 

(Zip Code)

 

(410) 628-3500

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




 Item 2.02.  Results of Operations and Financial Condition.

On March 9, 2007, the Registrant issued a press release relating to its financial results for the quarter and year ended December 31, 2006.  A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.  The information in this Form 8-K and the exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth in such filing by specific reference therein.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed.

99.1

 

Press release dated March 9, 2007, announcing the Registrant’s financial results for the quarter and year ended December 31, 2006.

 

2




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

United Industrial Corporation

 

 

 

 

 

 

 

By:

/S/ JAMES H. PERRY

 

 

James H. Perry

 

 

Vice President

 

 

Chief Financial Officer and Controller

 

 

Date:  March 9, 2007

3



EX-99.1 2 a07-7545_1ex99d1.htm EX-99.1

Exhibit 99.1

UNITED INDUSTRIAL CORPORATION

Contact:

Stuart F. Gray

 

Treasurer

 

(410) 628-8686

 

 

UNITED INDUSTRIAL REPORTS

FINANCIAL RESULTS FOR FOURTH QUARTER and YEAR ENDED DECEMBER 31, 2006

·                  Board of Directors Declares Dividend

HUNT VALLEY, MD, March 9, 2007 — United Industrial Corporation (NYSE: UIC) today reported financial results for its fourth quarter and year ended December 31, 2006.  The company designs, produces, and supports aerospace and defense systems through its wholly owned subsidiary, AAI Corporation, and AAI Corporation’s direct and indirect wholly owned subsidiaries, AAI Services Corporation, Aerosonde Pty Ltd, Aerosonde North America Incorporated, ESL Defence Limited, McTurbine Inc., and Symtx, Inc.  Its high technology products and services include unmanned aircraft systems, training and simulation systems, automated aerospace test and maintenance equipment, armament systems, aviation ground support equipment, logistical and engineering services, and maintenance, repair and overhaul activities. 

On December 29, 2006, United Industrial divested its energy segment, which consisted of Detroit Stoker Company, as part of the company’s ongoing strategy to focus on its core defense business.  The former energy segment was previously reported as part of continuing operations and is now included in discontinued operations.  Accordingly, the results of operations and financial position of Detroit Stoker Company reflected in the Consolidated Statements of Operations and Cash Flows for the three and twelve month periods ending on December 31, 2006 and 2005, respectively, and the Consolidated Balance Sheet at December 31, 2005 are included in Discontinued Operations and are discussed separately in the information that follows.

Financial Results for the Fourth Quarter Ended December 31, 2006

Net sales for the fourth quarter of 2006 increased 9.9% to $166.6 million, from $151.6 million during the same period in 2005.  The growth in net sales was primarily due to an $11.7 million increase in logistical support for fielded Shadow® 200 Tactical Unmanned Aircraft Systems (“Shadow 200 TUAS”), $11.5 million increased volume on aircraft Maintenance Training Device (“MTD”) programs due to additional awards in December 2005 and the first quarter of 2006, and $7.3 million in new unmanned aircraft systems product initiatives and engineering activities.  In addition, the company’s 2006 acquisitions contributed $8.3 million to net sales in the fourth quarter of 2006.  These increases were partially offset by decreases of $20.9 million, primarily due to a large influx of material and subcontractor deliveries related to the Shadow 200 TUAS production program in 2005, and $2.9 million in various other programs.

Operating margin for the fourth quarter of 2006 increased 0.9 of a percentage point to 10.0% from 9.1% for the fourth quarter of 2005.  During the fourth quarter of 2006, the company realized a 0.8 of a percentage point, or $1.4 million, increase in operating margin due to improved performance on production contracts, partially offset by increased costs on development contracts.  Management does not anticipate any future favorable or unfavorable impact related to both of these matters.   Increases in accrued expenses reduced the operating margin in the fourth quarter of 2006 by 0.1 of a percentage point. These expenses included higher accrued long-term incentive compensation expense of $1.5 million, partially offset by lower accrued pension expense of $1.3 million.  Stock-based compensation is now required to be included in earnings under Statement of Financial Accounting Standard No. 123 Revised, Accounting for Stock-Based Compensation (“SFAS 123R”), effective January 1, 2006.  No stock-based or other long-term incentive compensation expense was included in 2005.

4




Net income from continuing operations for the fourth quarter of 2006 increased 54.5% to $11.4 million, or $0.82 per diluted share, from $7.4 million, or $0.57 per diluted share, during the same period in 2005.

Net income, including results of both continuing and discontinued operations, for the fourth quarter of 2006 increased 112.2% to $22.1 million, or $1.55 per diluted share, from $10.4 million, or $0.77 per diluted share, during the same period in 2005.  The sale of the former energy operation during the fourth quarter of 2006 resulted in an $8.4 million gain, net of tax, or $0.57 per diluted share, that is reported in discontinued operations.

The company’s effective tax rate for the fourth quarter 2006 was 32.9% compared with 42.5% for the same period in 2005.  The fourth quarter 2006 tax rate was favorably impacted by the reinstatement of the research and experimentation tax credit.  The higher fourth quarter 2005 tax rate was primarily due to a downward revision of an estimate for a manufacturing tax deduction.

Financial Results for the Year Ended December 31, 2006

Net sales for the year ended December 31, 2006 increased 17.5% to $564.0 million from $480.2 million during the same period in 2005.  The growth in net sales was primarily due to a $33.0 million increase in logistical support for an increasing number of fielded Shadow 200 TUAS, a $25.5 million increase in engineering activities primarily related to new unmanned aircraft systems program initiatives including the Extended Range Multi-Purpose program, an $18.0 million increase in aircraft MTD programs reflecting the maturation of the F-22 MTD program and increased orders for C-17 training suites, and a $4.9 million increase in Shadow 200 TUAS production volume.  In addition, our 2006 acquisitions contributed $9.4 million to 2006 sales.  These increases were partially offset by a $6.5 million decrease in training systems programs due to the completion of certain naval On Board Trainer programs and various other decreases.

Increased Shadow 200 TUAS production and logistics support activities in 2006 resulted from management’s decision in the fourth quarter of 2005 to increase production capacity to address higher order volumes.  In early 2006, in anticipation of increased requirements for unmanned aircraft systems production, including logistical support, the company increased capacity to approximately two equivalent systems per month, with additional capability for surge requirements. This capacity covers all aspects of the Shadow 200 TUAS program requirements, including: production of new systems, reset (refurbishment) of existing systems, repair of damaged systems or components, and production of spares. This increase in capacity allowed the company to deliver new systems and meet reset, repair and support requirements at higher levels than in prior years.  In line with U.S. Army needs, the volume for any one aspect of the program, including production activities, has varied, and is expected to continue to vary from month to month.  The company plans to keep the manufacturing level-loaded for maximum efficiency, making frequent decisions, in coordination with the company’s customer, to deliver equipment, spares, repairs, and reset systems in response to customer demand for both basic and wartime needs.

Operating margin in 2006 decreased 1.4 percentage points to 9.3% compared to 10.7% in 2005, primarily attributable to cost overruns on four fixed price contracts, as disclosed in the third quarter, that resulted in a lower operating income of $5.9 million, or 1.1 percentage points.  Increases in accrued expenses reduced the operating margin in 2006 by 0.8 of a percentage point. These expenses included higher accrued long-term incentive compensation expense of $3.8 million and accrued pension expense of $0.8 million.  No stock-based or other long-term incentive compensation expense was included in 2005.  The increase in pension expense resulted from higher employment levels and a 0.25% lower discount rate used to calculate the present value of the net periodic pension cost. Partially offsetting the decrease in operating margin in 2006 was improved production performance resulting in a higher operating margin of 0.5 of a percentage point, or $2.8 million in operating income.

The decrease in non-operating pretax earnings in 2006 compared to 2005 resulted from a $7.2 million gain on the sale of undeveloped property in 2005, partially offset by higher interest income of $1.1 million in 2006.

Net income from continuing operations for the year ended December 31, 2006 decreased 7.9% to $33.1 million, or $2.47 per diluted share, from $36.0 million, or $2.57 per diluted share, during the same period in 2005.

5




Net income, including results of both continued and discontinued operations, for the year ended December 31, 2006 increased 15.2% to $47.2 million, or $3.42 per diluted share from $41.0 million, or $2.89 per diluted share, during the same period in 2005.  The sale of the former energy operation during the fourth quarter of 2006 resulted in an $8.4 million gain, net of tax, or $0.57 per diluted share, that is reported in discontinued operations.

The company’s effective tax rate for the year ended December 31, 2006 was 36.1% compared with 36.0% for the same period in 2005.

Financial Results for Discontinued Operations

The company recorded income, net of tax, from discontinued operations for the fourth quarter in 2006 and 2005 of $10.7 million and $3.0 million, respectively, and for the year ended December 31, 2006 and 2005 of $14.1 million and $5.0 million, respectively.

The income from discontinued operations for the three and twelve month periods ending December 31, 2006 includes a gain on the sale of the discontinued energy operation of $8.4 million, net of tax.

Funded New Orders and Funded Backlog

During the fourth quarter of 2006, the company received $169.5 million of funded new orders for products and services, an increase of $38.9 million, or 29.8%, compared to $130.6 million of funded new orders during the same period in 2005.

During the year ended December 31, 2006, the company received $706.6 million of funded new orders for products and services, an increase of $122.0 million, or 20.9%, compared to $584.6 million of funded new orders during the same period in 2005.

Funded backlog for the company’s continuing operations was $662.2 million at December 31, 2006, an increase of $174.8 million, or 35.9%, from $487.4 million at December 31, 2005.

The company’s funded new orders in the fourth quarter of 2006 included the following awards:

Unmanned Systems

·                  $60.4 million from the U.S. Army for continuation of the performance-based logistic support activities for delivered Shadow 200 TUAS;

·                  $5.2 million from the U.S. Army for recondition or repair of Shadow 200 TUAS returned from deployment;

Services and Logistics

·                  $30.2 million from the U.S. Air Force to produce two additional MTD systems in support of C-17 fleet readiness;

·                  $13.8 million incremental funding from the U.S. Army for continued contractor logistics support of the joint services Biological Detection Systems program;

·                  $5.6 million funding from the U.S. Navy to provide another year of contractor logistics support services for the  T-45 Ground Based Training Systems;

Test Systems

·                  $9.9 million from the U. S. Navy for 26 additional Advanced Boresight Equipment Model 310 units;

Advanced Programs

·                  $5.8 million incremental funding from the U. S. Army to continue the Lightweight Small Arms Technologies program.

6




Dividend Declaration

The company also announced today that its Board of Directors has declared a dividend of $0.10 a share on its Common Stock, payable March 26, 2007 to stockholders of record at the close of business on March 19, 2007.

Initiatives to Increase Shareholder Value in 2006

Acquisitions and Dispositions

On December 29, 2006, United Industrial completed the sale of its wholly owned energy subsidiary, Detroit Stoker Company, for total consideration of $22.2 million, consisting of $17.2 million cash and a promissory note of $5.0 million.  The transaction resulted in an $8.4 million gain, net of tax, for the company.  Under the terms of the merger agreement, and, by operation of law, Detroit Stoker Company retained all of its assets and liabilities, including all of its asbestos related liabilities, except for certain pension assets and liabilities related to retired non-union employees.

On November 28, 2006, the company acquired Symtx, Inc. for a cash purchase price of $34.3 million, with the potential for an additional payment by the company of up to $5.0 million based upon the achievement of certain financial targets in 2007.  Based in Austin, Texas, Symtx designs and manufactures high performance functional test solutions for mission-critical electronic systems.  Symtx’s customers include major defense and aerospace prime contractors, and the U.S. military.

On November 14, 2006, the company acquired McTurbine Inc. for a cash purchase price of $31.0 million subject to increase or decrease based upon the closing net worth of McTurbine.  Located in Corpus Christi, Texas, McTurbine performs maintenance, repairs, and overhauls of military helicopter engines. McTurbine is an authorized service center for Honeywell and Goodrich Corporation, providing overhauls of T53 and T55 turbo-shaft helicopter engines, as well as T53 fuel control units and governors.

On June 19, 2006, the company acquired Aerosonde Pty Ltd. and Aerosonde North America, Incorporated in stock purchase transactions for an aggregate cash purchase price of $6.3 million, with additional consideration payable upon the achievement of certain milestones.  One of these milestones was achieved and resulted in a $0.5 million payment by the company in 2007.  Based in Victoria, Australia, Aerosonde Pty Ltd. is a manufacturer and developer of unmanned aircraft vehicles.  Aerosonde North America operates Aerosonde unmanned aircraft vehicles in support of research and development and weather forecasting requirements of U.S. based customers including the U.S. Air Force, the National Oceanic and Atmospheric Administration and NASA.

Share Repurchase Plan

On November 17, 2006, United Industrial’s Board of Directors authorized a stock purchase plan for up to $50.0 million.  Through December 31, 2006, United Industrial repurchased a total of 105,736 shares at an average market price of $49.88 under the November 17, 2006 plan.

7




Conference Call Webcast

The company will hold a simultaneous conference call and audio Webcast on Friday, March 9, 2007, at 10:00 a.m. (ET), to discuss financial results for its fourth quarter and year ended December 31, 2006.  A live webcast of the call will be accessible for all interested parties in the Investor Relations section on the company’s website, www.unitedindustrial.com, or on www.earnings.com.  Following the call, the webcast will be archived for a period of approximately three months and available at www.unitedindustrial.com or at www.earnings.com.

Use of Non-GAAP Measures

In addition to disclosing financial results that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”), the company discloses EBITDA (earnings before interest, taxes, depreciation, and amortization) from continuing operations, which is a non-GAAP measure.  In addition, the company discloses Free Cash Flow, a non-GAAP measure, which equals net cash provided by operating activities less net cash used in acquiring property and equipment, net of retirements.  The company believes EBITDA from continuing operations and Free Cash Flow from continuing operations are used by some investors, analysts, lenders and other parties to measure the company’s performance over time.  Management believes that providing this additional information is useful to understanding the company’s ability to meet capital expenditures and working capital requirements and to better assess and understand operating performance.  The measures allow investors, analysts, lenders and other parties to better evaluate the company’s financial performance and prospects in the same manner as management.  Because the company’s methods for calculating such non-GAAP measures may differ from other companies’ methods, such non-GAAP measures presented may not be comparable to similarly titled measures reported by other companies.  Such measures are not recognized in accordance with GAAP, and the company does not intend for this information to be considered in isolation or as a substitute for GAAP measures.  Reconciliations from non-GAAP reported measures described in this press release to GAAP reported results are provided in the financial tables attached to this press release.

Forward-Looking Information

Except for the historical information contained herein, information set forth in this press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and variations of such words and similar expressions that indicate future events and trends are intended to identify such forward-looking statements which include, but are not limited to, projections of revenues, earnings, segment performance, cash flows and contract awards.  These forward-looking statements are subject to risks and uncertainties, which could cause the company’s actual results or performance to differ materially from those expressed or implied in such statements.  All information in this press release is as of March 9, 2007.  The company makes no commitment to update any forward-looking statement or to disclose any facts, events, or circumstances after the date hereof that may affect the accuracy of any forward-looking statement.  For additional information about the company and its various risk factors, please see the company’s most recent Annual Report on Form 10-K and other documents as filed with the Securities and Exchange Commission.  Additional information about the company and its various risk factors will also be set forth in the company’s annual report on Form 10-K for the year ended December 31, 2006, which will be filed with the Securities and Exchange Commission in the first quarter of 2007.

8




United Industrial Corporation & Subsidiaries

Consolidated Earnings Per Share

(Unaudited)

Basic earnings per share for all periods presented was computed by dividing net earnings for the respective period by the weighted average number of shares of the company’s par value $1.00 per share common stock (“Common Stock”) outstanding during the period.  Diluted earnings per share was computed by dividing (i) net earnings during the period, adjusted to add back the after-tax interest and other charges incurred on the company’s $120.0 million aggregate principal amount of 3.75% convertible senior notes due September 15, 2024 (“3.75% Convertible Senior Notes”), by (ii) the weighted average number of shares of Common Stock outstanding during the period, adjusted to add the weighted average number of potential dilutive common shares that would have been outstanding upon the assumed exercise of stock options using the treasury stock method and conversion of the 3.75% Convertible Senior Notes for Common Stock.

Basic and diluted earnings per share amounts for continuing operations were computed as follows:

 

 

Three Months Ended December 31,

 

 

 

2006

 

2005

 

(Dollars in thousands, except per share data)

 

Earnings

 

Shares

 

Per
Share

 

Earnings

 

Shares

 

Per
Share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings Per Share

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

11,395

 

11,401,149

 

$

1.00

 

$

7, 375

 

11,286,878

 

$

0.65

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of Dilutive Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock Options

 

 

359,927

 

 

 

 

372,609

 

 

 

3.75% Convertible Senior Notes

 

815

 

3,058,356

 

 

 

954

 

3,058,356

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings Per Share

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

12,210

 

14,819,432

 

$

0.82

 

$

8,329

 

14,717,843

 

$

0.57

 

 

 

 

Year Ended December 31,

 

 

 

2006

 

2005

 

(Dollars in thousands, except per share data)

 

Earnings

 

Shares

 

Per
Share

 

Earnings

 

Shares

 

Per
Share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings Per Share

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

33,120

 

11,378,401

 

$

2.91

 

$

35,969

 

11,829,851

 

$

3.04

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of Dilutive Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock Options

 

 

388,611

 

 

 

 

447,029

 

 

 

3.75% Convertible Senior Notes

 

3,527

 

3,058,356

 

 

 

3,378

 

3,058,356

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings Per Share

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

36,647

 

14,825,368

 

$

2.47

 

$

39,347

 

15,335,236

 

$

2.57

 

 

9




 

 

 

Three Months Ended

 

2006 vs 2005

 

 

 

December 31,

 

Increase/(Decrease)

 

 

 

2006

 

2005

 

Amount

 

%

 

Net sales

 

$

166,587

 

$

151,601

 

$

14,986

 

9.9

 

Operating costs and expenses

 

149,969

 

137,876

 

12,093

 

8.8

 

Total operating income

 

16,618

 

13,725

 

2,893

 

21.1

 

Non-operating income and (expense)

 

 

 

 

 

 

 

 

 

Interest income

 

1,331

 

883

 

448

 

50.7

 

Interest expense

 

(1,395

)

(1,442

)

47

 

3.3

 

Income from equity investment in joint venture

 

66

 

30

 

36

 

120.0

 

Other income (expense), net

 

352

 

(369

)

721

 

195.4

 

 

 

354

 

(898

)

1,252

 

139.4

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

16,972

 

12,827

 

4,145

 

32.3

 

Provision for income taxes

 

(5,577)

 

(5,452

)

(125

)

2.3

 

Income from continuing operations

 

11,395

 

7,375

 

4, 020

 

54.5

 

 

 

 

 

 

 

 

 

 

 

Gain on sale of discontinued energy operation, net of tax

 

8,390

 

 

8,390

 

100.0

 

Income from discontinued operations, net of tax

 

2,315

 

3,039

 

(724

)

(23.8

)

Net income

 

$

22,100

 

$

10,414

 

$

11,686

 

112.2

 

 

10




 

 

 

Year Ended

 

2006 vs 2005

 

 

 

December 31,

 

Increase/(Decrease)

 

 

 

2006

 

2005

 

Amount

 

%

 

Net sales

 

$

564,038

 

$

480,187

 

$

83,851

 

17.5

 

Operating costs and expenses

 

511,457

 

428,860

 

82,597

 

19.3

 

Total operating income

 

52,581

 

51,327

 

1,254

 

2.4

 

Non-operating income and (expense)

 

 

 

 

 

 

 

 

 

Interest income

 

4,339

 

3,211

 

1,128

 

35.1

 

Interest expense

 

(5,798

)

(6,083

)

285

 

4.7

 

Gain on sale of property

 

 

7,152

 

(7,152

)

(100.0

)

Income from equity investment in joint venture

 

288

 

196

 

92

 

46.9

 

Other income, net

 

393

 

387

 

6

 

1.6

 

 

 

(778

)

4,863

 

(5,641

)

(116.0

)

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

51,803

 

56,190

 

(4,387

)

(7.8

)

Provision for income taxes

 

(18,683

)

(20,221

)

1,538

 

7.6

 

Income from continuing operations

 

33,120

 

35,969

 

(2,849

)

(7.9

)

Gain on sale of discontinued energy operation, net of tax

 

8,390

 

 

8,390

 

100.0

 

Income from discontinued operations, net of tax

 

5,663

 

4,989

 

674

 

13.5

 

Net income

 

$

47,173

 

$

40,958

 

$

6,215

 

15.2

 

 

 

 

 

 

 

 

 

 

 

 

11




UNITED INDUSTRIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(Dollars in Thousands)

(Unaudited)

 

 

December 31,

 

December 31,

 

 

 

2006

 

2005

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

39,158

 

$

63,133

 

Marketable equity securities

 

 

11,617

 

Deposits and restricted cash

 

 

4,810

 

Accounts receivable, net

 

71,503

 

60,184

 

Inventories

 

73,700

 

25,801

 

Prepaid expenses and other current assets

 

10,636

 

8,481

 

Note receivable

 

833

 

 

Assets of discontinued operations

 

11,996

 

63,341

 

Total current assets

 

207,826

 

237,367

 

Marketable equity securities

 

11,392

 

 

Deferred income taxes, net of valuation allowance

 

3,539

 

5,764

 

Intangible assets, net

 

27,894

 

7,946

 

Goodwill

 

51,314

 

3,607

 

Other assets

 

5,466

 

6,589

 

Note receivable

 

4,167

 

 

Property and equipment — net

 

47,042

 

43,128

 

Total assets

 

$

358,640

 

$

304,401

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long—term debt

 

$

342

 

$

964

 

Accounts payable

 

39,578

 

24,021

 

Accrued employee compensation and taxes

 

17,506

 

16,099

 

Customer advances

 

29,410

 

9,936

 

Note payable

 

2,542

 

 

Post retirement benefit obligation other than pension

 

2,118

 

 

Other current liabilities

 

16,983

 

8,059

 

Liabilities of discontinued operations

 

12,113

 

58,668

 

Total current liabilities

 

120,592

 

117,747

 

Long—term debt

 

120,030

 

120,723

 

Post-retirement benefit obligation other than pension

 

14,052

 

13,971

 

Minimum pension liability

 

37,830

 

25,064

 

Other liabilities

 

2,837

 

1,374

 

Total liabilities

 

295,341

 

278,879

 

Shareholders’ equity:

 

 

 

 

 

Preferred stock, par value $1.00 per share; 1,000,000 shares authorized; none issued and outstanding

 

 

 

Common stock, par value $1.00 per share; 30,000,000 shares authorized; 11,320,095 and 11,279,379 shares outstanding at December 31, 2006 and December 31, 2005, respectively (net of shares in treasury)

 

14,374

 

14,374

 

Additional capital

 

86,471

 

83,799

 

Retained earnings

 

82,337

 

39,724

 

Treasury stock, at cost; 3,054,053 and 3,094,769 shares at

 

 

 

 

 

December 31, 2006 and December 31, 2005, respectively

 

(78,505

)

(76,868

)

Accumulated other comprehensive loss, net of tax

 

(41,378

)

(35,507

)

Total shareholders’ equity

 

63,299

 

25,522

 

Total liabilities and shareholders’ equity

 

$

358,640

 

$

304,401

 

 

12




United Industrial Corporation & Subsidiaries

Statements of Consolidated Cash Flows

(Dollars in Thousands)

(Unaudited)

 

 

Year Ended December 31,

 

 

 

2006

 

2005

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

Net income

 

$

47,173

 

$

40,958

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Income from discontinued operations, net of tax

 

(5,663

)

(4,989

)

Debt issuance cost and deferred financing fees

 

1,254

 

1,096

 

Depreciation and amortization

 

12,330

 

8,957

 

Stock based compensation

 

2,527

 

 

Gain on sale of discontinued energy operation

 

(8,390

)

 

Gain on sale of property

 

 

(7,152

)

Impairment of long—lived assets

 

 

273

 

Deferred income tax (benefit) provision

 

(1,140

)

3,881

 

Income from equity investment in joint venture

 

(288

)

(196

)

Excess tax benefit from stock-based compensation

 

(1,248

)

 

Other, net

 

239

 

(1,046

)

Changes in operating assets and liabilities

 

(1,123

)

7,789

 

Net cash provided by operating activities from continuing operations

 

45,671

 

49,571

 

Deferred income tax provision, discontinued operations

 

7,620

 

 

Net cash provided by operating activities by discontinued operations

 

3,490

 

2,638

 

Net cash provided by operating activities

 

56,781

 

52,209

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

Purchase of property and equipment

 

(13,250

)

(25,239

)

Proceeds from sale of available for sale securities

 

 

124,626

 

Purchase of marketable equitable securities

 

 

(12,596

)

Business acquisitions, net of cash acquired

 

(74,571

)

(9,883

)

Proceeds from sale of property

 

 

7,555

 

Net cash (used in) provided by investing activities

 

(87,821

)

84,463

 

Net cash outflow from sale of business

 

(4,709

)

 

Net cash used in investing activities by discontinued operations

 

(43

)

(119

)

Net cash (used in) provided by investing activities

 

(92,573

)

84,344

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

Repayment of long-term debt

 

(1,315

)

(1,271

)

Repayment of collateral received in securities lending transaction

 

 

(124,619

)

Proceeds from exercise of stock options

 

2,534

 

1,812

 

Excess tax benefit from stock-based compensation

 

1,248

 

 

Purchase of treasury shares

 

(5,274

)

(39,960

)

Decrease in deposits and restricted cash

 

4,810

 

29,035

 

Dividends paid

 

(4,549

)

(4,733

)

Net cash used in financing activities

 

(2,546

)

(139,736

)

 

 

 

 

 

 

Decrease in cash and cash equivalents

 

(38,338

)

(3,183

)

Cash and cash equivalents at beginning of period (1)

 

77,496

 

80,679

 

Cash and cash equivalents at end of period (2)

 

$

39,158

 

$

77,496

 


(1)          Includes cash reported in assets held for sale of $14,363 and $8,281 at January 1, 2006 and 2005, respectively.

(2)          Includes cash reported in assets held for sale of $14,363 at December 31, 2005.

13




United Industrial Corporation & Subsidiaries

Non-GAAP Financial Data from Continuing Operations

(Dollars in Thousands)

(Unaudited)

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

$

20,941

 

$

16,298

 

$

65,592

 

$

68,019

 

Add (deduct):

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(3,905

)

(2,912

)

(12,330

)

(8,957

)

Interest (expense) income, net

 

(64

)

(559

)

(1,459

)

(2,872

)

Provision for income taxes

 

(5,577

)

(5,452

)

(18,683

)

(20,221

)

Income from continuing operations

 

$

11,395

 

$

7, 375

 

$

33,120

 

$

35,969

 

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

Free cash flow

 

 

 

 

 

 

 

 

 

Cash provided by operating activities

 

$

(18,843

)

$

21,288

 

$

45,671

 

$

49,571

 

Purchases of property and equipment

 

(8,140

)

(7,054

)

(13,250

)

(25,239

)

Proceeds from sale of property

 

 

 

 

7,555

 

Free cash flow

 

$

(26,983

)

$

14,234

 

$

32,421

 

$

31,887

 

 

14



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