0001021162-13-000030.txt : 20131030 0001021162-13-000030.hdr.sgml : 20131030 20131030162853 ACCESSION NUMBER: 0001021162-13-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20131029 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20131030 DATE AS OF CHANGE: 20131030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIUMPH GROUP INC CENTRAL INDEX KEY: 0001021162 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT & PARTS [3720] IRS NUMBER: 510347963 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12235 FILM NUMBER: 131179655 BUSINESS ADDRESS: STREET 1: 899 CASSATT ROAD STREET 2: SUITE 210 CITY: BERWYN STATE: PA ZIP: 19312 BUSINESS PHONE: (610) 251-1000 MAIL ADDRESS: STREET 1: 899 CASSATT ROAD STREET 2: SUITE 210 CITY: BERWYN STATE: PA ZIP: 19312 FORMER COMPANY: FORMER CONFORMED NAME: TRIUMPH GROUP INC / DATE OF NAME CHANGE: 19960819 8-K 1 form8-kq2fy14earningsrelea.htm 8-K Form 8-K, Q2 FY 14 earnings release


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): October 29, 2013
 
TRIUMPH GROUP, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
1-12235
 
51-0347963
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(IRS Employer Identification
No.)
 
 
 
 
 
899 Cassatt Road, Suite 210
 
19312
Berwyn, Pennsylvania
 
(Zip Code)
(Address of principal executive offices)
 
 
 
(610) 251-1000
(Registrant's telephone number, including area code)
 
Not Applicable
(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 October 29, 2013, Triumph Group, Inc. issued a press release announcing its financial results for the second quarter ended September 30, 2013, and the following day conducted a conference call to further discuss the financial results.  The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

On the conference call, in addition to reviewing the information contained in the press release, the executive officers also discussed the following financial information:
 
For the fiscal quarter ended September 30, 2013, sales mix was as follows:  commercial was 58% (compared to 56% in the prior fiscal quarter), military was 28% (same as in the prior fiscal quarter), business jets were 11% (compared to 13% in the prior fiscal quarter), regional jets were 1% (same as the prior fiscal quarter) and non-aviation was 2% (same as the prior fiscal quarter).
 
The top ten programs represented in the backlog were the 747, 777, C-17, G450/G550, C-17, A330, 787, V-22, UH-60 and 767 programs, respectively.
 
For the fiscal quarter ended September 30, 2013, The Boeing Company (commercial, military and space) accounted for 47% of net sales.
 
Same store sales for the fiscal quarter ended September 30, 2013 decreased 4% over the prior year period.  Aerostructures same store sales for the fiscal quarter ended September 30, 2013 were $674.9 million, a decrease of 5% over the prior year period.  Aerospace Systems same store sales for the fiscal quarter ended September 30, 2013 were $145.6 million, a decrease of 3% over the prior year period. Aftermarket Services same store sales for the fiscal quarter ended September 30, 2013 were $73.0 million, an increase of 5% over the prior year period.

For the fiscal quarter ended September 30, 2013, OEM sales represented 85% of net sales (compared to 86% in the prior fiscal quarter), Aftermarket sales represented 13% of net sales (compared to 12% in the prior fiscal quarter), and Other represented 2% of net sales (same as the prior fiscal quarter).
 
Export sales for the fiscal quarter ended September 30, 2013 were $151.1 million, an increase of 33% over the comparable quarter in the prior fiscal quarter.






The information in this Item 2.02 of this Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01
 
Financial Statements and Exhibits.
 
 
 
(d)       
 
Exhibits.
 
Exhibit No.
 
Description
 
 
 
99.1
 
Press release dated October 29, 2013



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 hereunto duly authorized.
 
Date:
October 30, 2013
TRIUMPH GROUP, INC.
 
 
 
 
 
 
By:
/s/ John B. Wright, II
 
 
 
John B. Wright, II
 
 
 
Vice President, General Counsel and Secretary









TRIUMPH GROUP, INC.
CURRENT REPORT ON FORM 8-K
EXHIBIT INDEX

Exhibit No.
 
Description
 
 
 
99.1
 
Press release dated October 29, 2013



EX-99.1 2 exhibit991q2fy14.htm EARNINGS RELEASE Exhibit 99.1, Q2FY14


Exhibit 99.1
    

NEWS RELEASE                     
Contact:
Sheila Spagnolo
Vice President
Phone (610) 251-1000
sspagnolo@triumphgroup.com


TRIUMPH GROUP REPORTS
SECOND QUARTER FISCAL 2014 EARNINGS


Net sales for second quarter fiscal year 2014 increased 3% to $967.3 million

Operating income for second quarter fiscal year 2014 was $93.0 million, reflecting an operating margin of 10%

Net income for second quarter fiscal year 2014 was $49.5 million, or $0.94 per diluted share, which included $5.8 million pre-tax ($0.07 per diluted share) of costs related to the Jefferson Street facility move. Excluding these costs, earnings per share was $1.01 per diluted share

Year to date cash flow from operations before pension contributions of $45.8 million was $89.4 million

Berwyn, PA - October 29, 2013 - Triumph Group, Inc. (NYSE: TGI) today reported that net sales for the second quarter of fiscal year ending March 31, 2014 totaled $967.3 million, a three percent increase from last year’s second quarter net sales of $938.2 million. Organic sales for the quarter decreased four percent primarily due to production rate cuts on the 767 and 747-8 programs, a decrease in military sales, and a decline in non-recurring revenue.

Net income for the second quarter of fiscal year 2014 was $49.5 million, or $0.94 per diluted share, versus $80.2 million, or $1.53 per diluted share, for the second quarter of the prior fiscal year. The quarter’s results included $43.7 million pre-tax ($28.2 million after tax or $0.53 per diluted share) of previously announced additional program costs primarily associated with the 747-8 program. Also included in the quarter’s results was approximately $5.8 million pre-tax ($3.7 million after tax or $0.07 per diluted share) of costs related to the Jefferson Street facility move. These costs, which are primarily included in the Aerostructures segment, included $4.3 million of disruption and accelerated depreciation costs reflected in gross profit and $1.5 million of costs reflected in general and administrative expenses and interest. The prior fiscal year’s quarter included approximately $1.4 million pre-tax ($0.9 million after tax) of integration costs associated with the acquisition of Vought Aircraft Industries (now Triumph Aerostructures-Vought Aircraft Division) and a charge of $2.0

  






million pre-tax ($1.2 million after tax) for early retirement incentives. Excluding the Jefferson Street move related costs, net income for the quarter was $53.2 million, or $1.01 per diluted share. The number of shares used in computing diluted earnings per share for the quarter was 52.8 million shares.


Net sales for the first six months of fiscal year 2014 were $1.911 billion, a five percent increase from net sales of $1.826 billion last fiscal year. Net income for the first six months of fiscal year 2014 was $128.6 million, or $2.43 per diluted share, versus $156.5 million, or $2.99 per diluted share, in the prior year period. The year to date results included $9.4 million pre-tax ($6.1 million after tax or $0.11 per diluted share) of costs related to the Jefferson Street facility move. The prior fiscal year period included $2.0 million pre-tax ($1.3 million after tax) of integration costs associated with the Vought acquisition and charges of $3.1 million pre-tax ($2.0 million after tax) for early retirement incentives. Excluding these costs, net income for the first six months of fiscal year 2014 was $134.6 million, or $2.55 per diluted share. During the six months ended September 30, 2013, the company generated $89.4 million of cash flow from operations before Triumph Aerostructures’ pension contribution of $45.8 million; after this contribution, cash flow from operations was $43.6 million.

Segment Results

Aerostructures

The Aerostructures segment reported net sales for the quarter of $690.7 million, compared to $714.0 million in the prior year period. Organic sales for the quarter declined five percent primarily due to production rate cuts on the 767 and 747-8 programs, a decrease in military sales, and a decline in non-recurring revenue. Operating income for the second quarter of fiscal year 2014 was $64.4 million, compared to $121.4 million for the prior year period, and included a net unfavorable cumulative catch-up adjustment on long-term contracts of $25.4 million, of which $2.8 million was related to the Jefferson Street facility move and $26.2 million was related to the 747-8 program. Excluding the Jefferson Street facility move and the 747-8 program, the remaining long-term contracts had a net favorable cumulative catch-up adjustment of $3.6 million driven by program productivity and efficiency and cost reductions. The segment’s operating margin for the quarter was nine percent and included the $43.7 million of previously announced pre-tax charges (of which $26.2 million was included as part of our quarterly cumulative catch-up adjustment) resulting from reductions to the profitability estimates on the 747-8 program.

Aerospace Systems

The Aerospace Systems segment reported net sales for the quarter of $205.5 million, compared to $150.1 million in the prior year period, an increase of thirty-seven percent, reflecting the impact of the Triumph Processing-Embee Division and Triumph Engine Control Systems acquisitions in fiscal year 2013. Organic sales for the quarter declined three percent driven primarily by decreased military sales and to a lesser extent, a decline in non-recurring revenue. Operating income for the second quarter of fiscal 2014 was $31.7 million compared to $25.7 million for the prior year period, an increase of twenty-three percent. Operating margin for the quarter was fifteen percent. The segment’s operating results included $1.9 million, compared to $1.0 million in the prior year period, of legal expenses associated with the previously reported trade secret litigation.

 






Aftermarket Services

The Aftermarket Services segment reported net sales for the quarter of $73.0 million, compared to $76.1 million in the prior year period. The year over year decrease in net sales reflected the impact of the divestitures of the Instrument Companies. Organic sales growth for the quarter was five percent. Operating income for the second quarter of fiscal year 2014 was $10.1 million compared to $10.8
million for the prior year period. Operating margin for the quarter was fourteen percent. The segment’s operating results for the quarter were impacted by a decrease in military sales.


Outlook

Commenting on the company’s performance and its outlook for fiscal year 2014, Jeffry D. Frisby, Triumph’s President and Chief Executive Officer, said, “Triumph performed well in our second quarter with the exception of the 747-8 program. While our various end markets continue to have different dynamics, we have continued to deliver good returns and are positioned well for future growth. We made excellent progress with the Jefferson Street to Red Oak transition which remains on schedule and on budget. Our backlog, which represents a broad mix of programs across our end markets, is very strong and our balance sheet remains solid.”

“Based on current projected aircraft production and a weighted average share count of 52.9 million shares, we are reaffirming our revenue guidance for fiscal year 2014 of $3.8 to $4.0 billion and now expect that earnings per share for fiscal year 2014 will be approximately $4.60, which includes the after tax impact of the additional program costs associated with the 747-8 program of approximately $0.83 per diluted share, the impact of Boeing’s recent announcement to reduce the production rate on the 747-8 to 1.5 per month and approximately $11.0 million of pre-tax costs associated with the anticipated refinancing of the Senior Subordinated Notes Due 2017 in the third quarter of fiscal year 2014. Excluding the Jefferson Street move related costs, earnings per share for fiscal year 2014 are now expected to be approximately $5.25 per diluted share.”

As previously announced, Triumph Group will hold a conference call tomorrow at 8:30 a.m. (ET) to discuss the fiscal year 2014 second quarter results. The conference call will be available live and archived on the company’s website at http://www.triumphgroup.com. A slide presentation will be included with the audio portion of the webcast. An audio replay will be available from October 30th to November 6th by calling (888) 266-2081 (Domestic) or (703) 925-2533 (International), passcode #1624471.

Triumph Group, Inc. headquartered in Berwyn, Pennsylvania, designs, engineers, manufactures, repairs and overhauls a broad portfolio of aerostructures, aircraft components, accessories, subassemblies and systems. The company serves a broad, worldwide spectrum of the aviation industry, including original equipment manufacturers of commercial, regional, business and military aircraft and aircraft components, as well as commercial and regional airlines and air cargo carriers.

More information about Triumph can be found on the company’s website at http://www.triumphgroup.com.













Statements in this release which are not historical facts are forward-looking statements under the provisions of the Private Securities Litigation Reform Act of 1995, including statements of expectations of or assumptions about future aerospace market conditions, aircraft production rates, financial and operational performance, revenue and earnings growth, profitability and earnings results for fiscal 2014. All forward-looking statements involve risks and uncertainties which could affect the company’s actual results and could cause its actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, the company. Further information regarding the important factors that could cause actual results to differ from projected results can be found in Triumph’s reports filed with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2013.

FINANCIAL DATA (UNAUDITED) ON FOLLOWING PAGES










FINANCIAL DATA (UNAUDITED)

TRIUMPH GROUP, INC. AND SUBSIDIARIES
(in thousands, except per share data)

 
 
Three Months Ended
 
Six Months Ended
 
 
September 30,
 
September 30,
CONDENSED STATEMENTS OF INCOME
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
 
Net sales
 
$
967,345

 
$
938,181

 
$
1,911,028

 
$
1,825,869

 
 
 
 
 
 
 
 
 
Operating income
 
92,971


142,947


234,317


283,889

 
 
 
 
 
 
 
 
 
Interest expense and other
 
20,321

 
16,668

 
40,031

 
33,900

Income tax expense
 
23,134

 
46,088

 
65,727

 
93,466

 
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
49,516

 
$
80,191

 
$
128,559

 
$
156,523

 
 
 
 
 
 
 
 
 
Earnings per share - basic:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
0.96

 
$
1.61

 
$
2.51

 
$
3.16

 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - basic
 
51,807

 
49,657

 
51,311

 
49,536

 
 
 
 
 
 
 
 
 
Earnings per share - diluted:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
0.94

 
$
1.53

 
$
2.43

 
$
2.99

 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - diluted
 
52,820

 
52,288

 
52,813

 
52,280

 
 
 
 
 
 
 
 
 
Dividends declared and paid per common share
 
$
0.04

 
$
0.04

 
$
0.08

 
$
0.08




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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands, except per share data)
 
BALANCE SHEET
 
Unaudited
 
Audited
 
 
September 30,
 
March 31,
 
 
2013
 
2013
Assets
 
 
 
 
Cash and cash equivalents
 
$
22,443

 
$
32,037

Accounts receivable, net
 
434,860

 
433,984

Inventory, net of unliquidated progress payments of $140,623 and $124,128
1,095,502

 
987,899

Rotable assets
 
38,172

 
34,853

Deferred income taxes
 
51,140

 
99,546

Prepaid and other current assets
 
20,072

 
23,593

Assets held for sale
 

 
14,747

   Current assets
 
1,662,189

 
1,626,659

 
 
 
 
 
Property and equipment, net
 
898,631

 
815,084

Goodwill
 
1,740,155

 
1,717,400

Intangible assets, net
 
943,032

 
958,359

Other, net
 
68,267

 
66,792

 
 
 
 
 
Total assets
 
$
5,312,274

 
$
5,184,294

 
 
 
 
 
Liabilities & Stockholders' Equity
 
 
 
 
Current portion of long-term debt
 
$
48,894

 
$
133,930

Accounts payable
 
290,188

 
327,426

Accrued expenses
 
264,546

 
276,668

Liabilities related to assets held for sale
 

 
2,621

 
 
603,628

 
740,645

 
 
 
 
 
Long-term debt, less current portion
 
1,399,398

 
1,195,933

Accrued pension and post-retirement benefits, noncurrent
 
597,709

 
671,175

Deferred income taxes, noncurrent
 
339,597

 
330,128

Other noncurrent liabilities
 
184,827

 
201,255

 
 
 
 
 
Stockholders' Equity:
 
 
 
 
Common stock, $.001 par value, 100,000,000 shares authorized, 52,013,057 and 50,123,035 shares issued
 
52

 
50

Capital in excess of par value
 
861,274

 
848,372

Accumulated other comprehensive income
 
(56,329
)
 
(60,972
)
Retained earnings
 
1,382,118

 
1,257,708

Total stockholders' equity
 
2,187,115

 
2,045,158

 
 
 
 
 
Total liabilities and stockholders' equity
 
$
5,312,274

 
$
5,184,294

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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
SEGMENT DATA
 
Three Months Ended
 
Six Months Ended
 
 
September 30,
 
September 30,
 
 
2013
 
2012
 
2013
 
2012
Net Sales:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
690,748

 
$
713,978

 
$
1,342,636

 
$
1,383,831

   Aerospace Systems
 
205,483

 
150,139

 
425,009

 
290,651

   Aftermarket Services
 
72,971

 
76,061

 
147,324

 
156,038

   Elimination of inter-segment sales
 
(1,857
)
 
(1,997
)
 
(3,941
)
 
(4,651
)
 
 
$
967,345

 
$
938,181

 
$
1,911,028

 
$
1,825,869

 
 
 
 
 
 
 
 
 
Operating Income (Loss):
 
 
 
 
 
 
 
 
   Aerostructures
 
$
64,425

 
$
121,385

 
$
164,812

 
$
241,523

   Aerospace Systems
 
31,740

 
25,712

 
74,383

 
49,177

   Aftermarket Services
 
10,102

 
10,767

 
21,381

 
22,574

   Corporate
 
(13,296
)
 
(14,917
)
 
(26,259
)
 
(29,385
)
 
 
$
92,971

 
$
142,947

 
$
234,317

 
$
283,889

 
 
 
 
 
 
 
 
 
Depreciation and Amortization:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
26,483

 
$
24,049

 
$
52,796

 
$
47,953

   Aerospace Systems
 
8,549

 
4,489

 
17,088

 
8,963

   Aftermarket Services
 
1,864

 
2,288

 
3,741

 
4,614

   Corporate
 
1,348

 
1,172

 
2,553

 
2,283

 
 
$
38,244

 
$
31,998

 
$
76,178

 
$
63,813

 
 
 
 
 
 
 
 
 
Amortization of Acquired Contract Liabilities:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
(5,614
)
 
$
(6,563
)
 
$
(11,755
)
 
$
(13,555
)
   Aerospace Systems
 
(3,351
)
 

 
(8,360
)
 

 
 
$
(8,965
)
 
$
(6,563
)
 
$
(20,115
)
 
$
(13,555
)
 
 
 
 
 
 
 
 
 
Capital Expenditures:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
52,598

 
$
16,413

 
$
98,543

 
$
46,425

   Aerospace Systems
 
5,843

 
3,810

 
10,275

 
6,599

   Aftermarket Services
 
3,915

 
3,378

 
8,067

 
7,475

   Corporate
 
680

 
487

 
2,380

 
694

 
 
$
63,036

 
$
24,088

 
$
119,265

 
$
61,193







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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures
 
We prepare and publicly release quarterly unaudited financial statements prepared in accordance with GAAP. In accordance with Securities and Exchange Commission (the "SEC") guidance on Compliance and Disclosure Interpretations, we also disclose and discuss certain non-GAAP financial measures in our public releases. Currently, the non-GAAP financial measure that we disclose is Adjusted EBITDA, which is our net income before interest, income taxes, amortization of acquired contract liabilities, curtailments and early retirement incentives, depreciation and amortization. We disclose Adjusted EBITDA on a consolidated and an operating segment basis in our earnings releases, investor conference calls and filings with the SEC. The non-GAAP financial measures that we use may not be comparable to similarly titled measures reported by other companies. Also, in the future, we may disclose different non-GAAP financial measures in order to help our investors more meaningfully evaluate and compare our future results of operations to our previously reported results of operations.
 
We view Adjusted EBITDA as an operating performance measure and, as such, we believe that the GAAP financial measure most directly comparable to it is net income. In calculating Adjusted EBITDA, we exclude from net income the financial items that we believe should be separately identified to provide additional analysis of the financial components of the day-to-day operation of our business. We have outlined below the type and scope of these exclusions and the material limitations on the use of these non-GAAP financial measures as a result of these exclusions. Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as a measure of liquidity, as an alternative to net income (loss), income from continuing operations, or as an indicator of any other measure of performance derived in accordance with GAAP. Investors and potential investors in our securities should not rely on Adjusted EBITDA as a substitute for any GAAP financial measure, including net income (loss) or income from continuing operations. In addition, we urge investors and potential investors in our securities to carefully review the reconciliation of Adjusted EBITDA to net income set forth below,  in our earnings releases and in other filings with the SEC and to carefully review the GAAP financial information included as part of our Quarterly Reports on Form 10-Q and our Annual Reports on Form 10-K that are filed with the SEC, as well as our quarterly earnings releases, and compare the GAAP financial information with our Adjusted EBITDA.
 
Adjusted EBITDA is used by management to internally measure our operating and management performance and by investors as a supplemental financial measure to evaluate the performance of our business that, when viewed with our GAAP results and the accompanying reconciliation, we believe provides additional information that is useful to gain an understanding of the factors and trends affecting our business. We have spent more than 15 years expanding our product and service capabilities partially through acquisitions of complementary businesses. Due to the expansion of our operations, which included acquisitions, our net income has included significant charges for depreciation and amortization. Adjusted EBITDA excludes these charges and provides meaningful information about the operating performance of our business, apart from charges for depreciation and amortization. We believe the disclosure of Adjusted EBITDA helps investors meaningfully evaluate and compare our performance from quarter to quarter and from year to year. We also believe Adjusted EBITDA is a measure of our ongoing operating performance because the isolation of non-cash income and expenses, such as amortization of acquired contract liabilities, depreciation and amortization, and non-operating items, such as interest and income taxes, provides additional information about our cost structure, and, over time, helps track our operating progress. In addition, investors, securities analysts and others have regularly relied on Adjusted EBITDA to provide a financial measure by which to compare our operating performance against that of other companies in our industry.
 
Set forth below are descriptions of the financial items that have been excluded from our net income to calculate Adjusted EBITDA and the material limitations associated with using this non-GAAP financial measure as compared to net income:
 
Curtailments and early retirement incentives may be useful to investors to consider because it represents the current period impact of the change in defined benefit obligation due to the reduction in future service costs. We do not believe these charges (gains) necessarily reflect the current and ongoing cash earnings related to our operations.

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(Continued)
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

Amortization of acquired contract liabilities may be useful for investors to consider because it represents the non-cash earnings on the fair value of below market contracts acquired through the acquisition of Vought. We do not believe these earnings necessarily reflect the current and ongoing cash earnings related to our operations.

Amortization expenses may be useful for investors to consider because it represents the estimated attrition of our acquired customer base and the diminishing value of product rights and licenses. We do not believe these charges necessarily reflect the current and ongoing cash charges related to our operating cost structure.
 
Depreciation may be useful for investors to consider because they generally represent the wear and tear on our property and equipment used in our operations. We do not believe these charges necessarily reflect the current and ongoing cash charges related to our operating cost structure.
 
The amount of interest expense and other we incur may be useful for investors to consider and may result in current cash inflows or outflows. However, we do not consider the amount of interest expense and other to be a representative component of the day-to-day operating performance of our business.
 
Income tax expense may be useful for investors to consider because it generally represents the taxes which may be payable for the period and the change in deferred income taxes during the period and may reduce the amount of funds otherwise available for use in our business.  However, we do not consider the amount of income tax expense to be a representative component of the day-to-day operating performance of our business.
 
Management compensates for the above-described limitations of using non-GAAP measures by using a non-GAAP measure only to supplement our GAAP results and to provide additional information that is useful to gain an understanding of the factors and trends affecting our business.
 
The following table shows our Adjusted EBITDA reconciled to our net income for the indicated periods:
 
 
Three Months Ended
 
Six Months Ended
 
 
September 30,
 
September 30,
 
 
2013
 
2012
 
2013
 
2012
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
 
 
 
 
 
 
 
Net income
 
$
49,516

 
$
80,191

 
$
128,559

 
$
156,523

 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
     Income tax expense
 
23,134

 
46,088

 
65,727

 
93,466

     Interest expense and other
 
20,321

 
16,668

 
40,031

 
33,900

     Curtailments and early retirement incentives
 

 
1,957

 

 
3,107

     Amortization of acquired contract liabilities
 
(8,965
)
 
(6,563
)
 
(20,115
)
 
(13,555
)
     Depreciation and amortization
 
38,244

 
31,998

 
76,178

 
63,813

 
 
 
 
 
 
 
 
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
122,250

 
$
170,339

 
$
290,380

 
$
337,254

 
 
 
 
 
 
 
 
 
Net sales
 
$
967,345

 
$
938,181

 
$
1,911,028

 
$
1,825,869

 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
12.6
%
 
18.2
%
 
15.2
%
 
18.5
%
-More-







(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

 
 
Three Months Ended September 30, 2013
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate/Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
49,516

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
23,134

 
 
 
 
 
 
 
 
 
Interest expense and other
 
20,321

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
$
92,971

 
$
64,425

 
$
31,740

 
$
10,102

 
$
(13,296
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of acquired contract liabilities
 
(8,965
)
 
(5,614
)
 
(3,351
)
 

 

 
Depreciation and amortization
 
38,244

 
26,483

 
8,549

 
1,864

 
1,348

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
122,250

 
$
85,294

 
$
36,938

 
$
11,966

 
$
(11,948
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
967,345

 
$
690,748

 
$
205,483

 
$
72,971

 
$
(1,857
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
12.6%
 
12.3%
 
18.0%
 
16.4%
 
n/a
 


-More-
























(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

 
 
Six Months Ended September 30, 2013
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate/Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
128,559

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
65,727

 
 
 
 
 
 
 
 
 
Interest expense and other
 
40,031

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
$
234,317

 
$
164,812

 
$
74,383

 
$
21,381

 
$
(26,259
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of acquired contract liabilities
 
(20,115
)
 
(11,755
)
 
(8,360
)
 

 

 
Depreciation and amortization
 
76,178

 
52,796

 
17,088

 
3,741

 
2,553

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
290,380

 
$
205,853

 
$
83,111

 
$
25,122

 
$
(23,706
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
1,911,028

 
$
1,342,636

 
$
425,009

 
$
147,324

 
$
(3,941
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
15.2%
 
15.3%
 
19.6%
 
17.1%
 
n/a
 


-More-





(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)


 
 
Three Months Ended September 30, 2012
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate / Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
80,191

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
46,088

 
 
 
 
 
 
 
 
 
Interest expense and other
 
16,668

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
$
142,947

 
$
121,385

 
$
25,712

 
$
10,767

 
$
(14,917
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Curtailments and early retirement incentives
 
1,957

 

 

 

 
1,957

 
Amortization of acquired contract liabilities
 
(6,563
)
 
(6,563
)
 

 

 

 
Depreciation and amortization
 
31,998

 
24,049

 
4,489

 
2,288

 
1,172

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
170,339

 
$
138,871

 
$
30,201

 
$
13,055

 
$
(11,788
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
938,181

 
$
713,978

 
$
150,139

 
$
76,061

 
$
(1,997
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
18.2%
 
19.5%
 
20.1%
 
17.2%
 
n/a
 

-More-



























(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)


 
 
Six Months Ended September 30, 2012
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate / Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
156,523

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
93,466

 
 
 
 
 
 
 
 
 
Interest expense and other
 
33,900

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
$
283,889

 
$
241,523

 
$
49,177

 
$
22,574

 
$
(29,385
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Curtailments and early retirement incentives
 
3,107

 

 

 

 
3,107

 
Amortization of acquired contract liabilities
 
(13,555
)
 
(13,555
)
 

 

 

 
Depreciation and amortization
 
63,813

 
47,953

 
8,963

 
4,614

 
2,283

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
337,254

 
$
275,921

 
$
58,140

 
$
27,188

 
$
(23,995
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
1,825,869

 
$
1,383,831

 
$
290,651

 
$
156,038

 
$
(4,651
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
18.5%
 
19.9%
 
20.0%
 
17.4%
 
n/a
 

-More-








(Continued)
 
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

Adjusted income from continuing operations, before income taxes, adjusted income from continuing operations and adjusted income from continuing operations per diluted share, before non-recurring costs has been provided for consistency and comparability. These measures should not be considered in isolation or as alternatives to income from continuing operations before income taxes, income from continuing operations and income from continuing operations per diluted share presented in accordance with GAAP. The following tables reconcile income from continuing operations before income taxes, income from continuing operations, and income from continuing operations per diluted share, before non-recurring costs.
 
 
Three Months Ended
 
 
 
 
September 30, 2013
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
72,650

 
$
49,516

 
$
0.94

 
 
Non-Recurring Costs:
 
 
 
 
 
 
 
 
Relocation Costs (including interest)
 
1,450

 
934

 
0.02

 
Aerostructures (Primarily)
Jefferson Street Move:
 
 
 
 
 
 
 
 
    Accelerated Depreciation
 
2,191

 
1,411

 
0.03

 
Aerostructures (EAC)**
Disruption
 
2,138

 
1,377

 
0.03

 
Aerostructures (EAC)**
Income from continuing operations - non-GAAP
 
$
78,429

 
$
53,238

 
$
1.01

*

 
 
 
 
 
 
 
 
 
         * Difference due to rounding.
 
 
 
 
 
 
 
 
** EAC - estimated costs at completion with respect to contracts within the scope of Accounting Standards Codification 605-35, "Revenue-Construction-Type and Production-Type Contracts"


 
 
Six Months Ended
 
 
 
 
September 30, 2013
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
194,286

 
$
128,559

 
$
2.43

 
 
Non-Recurring Costs:
 
 
 
 
 
 
 
 
Relocation Costs (including interest)
 
2,771

 
1,785

 
0.03

 
Aerostructures (Primarily)
Jefferson Street Move:
 
 
 
 
 
 
 
 
    Accelerated Depreciation
 
3,689

 
2,376

 
0.04

 
Aerostructures (EAC)**
Disruption
 
2,949

 
1,899

 
0.04

 
Aerostructures (EAC)**
Income from continuing operations - non-GAAP
 
$
203,695

 
$
134,619

 
$
2.55

*

 
 
 
 
 
 
 
 
 
         * Difference due to rounding.
 
 
 
 
 
 
 
 
** EAC - estimated costs at completion with respect to contracts within the scope of Accounting Standards Codification 605-35, "Revenue-Construction-Type and Production-Type Contracts"

-More-






(Continued)
 
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

 
 
Three Months Ended
 
 
 
 
September 30, 2012
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
126,279

 
$
80,191

 
$
1.53

 
 
Non-Recurring Costs:
 
 
 
 
 
 
 
 
Curtailments
 
1,957

 
1,243

 
0.02

 
Corporate
Integration
 
1,432

 
909

 
0.02

 
Aerostructures (Primarily)
Income from continuing operations - non-GAAP
 
$
129,668

 
$
82,343

 
$
1.48

 
 
 
 
 
 
 
 
 
 
 

 
 
Six Months Ended
 
 
 
 
September 30, 2012
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
249,989

 
$
156,523

 
$
2.99

 
 
Non-Recurring Costs:
 
 
 
 
 
 
 
 
Early retirement incentives
 
3,107

 
1,973

 
0.04

 
Corporate
Integration
 
1,977

 
1,255

 
0.02

 
Aerostructures (Primarily)
Income from continuing operations - non-GAAP
 
$
255,073

 
$
159,751

 
$
3.06

*
 
 
 
 
 
 
 
 
 
 
         * Difference due to rounding.
 
 
 
 
 
 
 
 

-More-










(Continued)
 
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

Cash provided by operations, before pension contributions has been provided for consistency and comparability. We also use free cash flow available for debt reduction as a key factor in planning for and consideration of strategic acquisitions, stock repurchases and the repayment of debt. This measure should not be considered in isolation, as a measure of residual cash flow available for discretionary purposes, or as an alternative to operating results presented in accordance with GAAP. The following table reconciles cash provided by operations, before pension contributions to cash provided by operations, as well as cash provided by operations to free cash flow available for debt reduction.

 
 
Six Months Ended
 
 
September 30,
 
 
2013
 
2012
 
 
 
 
 
Cash provided by operations, before pension contributions
 
$
89,422

 
$
188,943

Pension contributions
 
45,800

 
56,028

Cash provided by operations
 
43,622

 
132,915

Less:
 
 
 
 
Capital expenditures
 
119,265

 
61,193

Dividends
 
4,149

 
3,997

Free cash flow available for debt reduction
 
$
(79,792
)
 
$
67,725


We use "Net Debt to Capital" as a measure of financial leverage.  The following table sets forth the computation of Net Debt to Capital:
 
 
September 30,
 
March 31,
 
 
2013
 
2013
 
 
 
 
 
Calculation of Net Debt
 
 
 
 
Current portion
 
$
48,894

 
$
133,930

Long-term debt
 
1,399,398

 
1,195,933

Total debt
 
1,448,292

 
1,329,863

Less: Cash
 
22,443

 
32,037

Net debt
 
$
1,425,849

 
$
1,297,826

 
 
 
 
 
Calculation of Capital
 
 
 
 
Net debt
 
$
1,425,849

 
$
1,297,826

Stockholders' equity
 
2,187,115

 
2,045,158

Total capital
 
$
3,612,964

 
$
3,342,984

 
 
 
 
 
Percent of net debt to capital
 
39.5
%
 
38.8
%


#######



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