Delaware (State or other jurisdiction of incorporation) | N/A (Commission File Number) | 58-2502320 (I.R.S. Employer Identification Number) |
5445 Triangle Parkway, Suite 350 Norcross, GA 30092 (Address of principal executive offices, including zip code) |
Exhibit No. | Description | |
99.1 | Press Release of Euramax Holdings, Inc. dated August 10, 2012, reporting Euramax Holdings, Inc.'s financial results for the second quarter 2012. |
EURAMAX HOLDINGS, INC. | |||
Date: August 10, 2012 | By: | /s/ R. Scott Vansant | |
Name: R. Scott Vansant | |||
Title: Vice President and Chief Financial Officer | |||
Exhibit No. | Description | |
99.1 | Press Release dated August 10, 2012. |
• | The Company's net sales declined $33.1 million, or 12.9%, to $223.8 million in the second quarter of 2012 compared to $256.9 million in the second quarter of 2011. The Company's decline in net sales is primarily related to the Company's European Roll Coated Aluminum and European Engineered Product segments. These European segments comprised approximately $27.5 million of the overall sales decline in the quarter, including an approximate $6.7 million decline due to the weakening of the euro and British pound sterling against the U.S. dollar. This decline in demand reflects the negative impact of the continuing economic uncertainty throughout Europe. Net sales of our U.S. Residential Products segment were also negatively impacted by severe drought conditions throughout much of the U.S. and by mild winter weather in the first quarter of 2012, which accelerated sales activity typically occurring during second quarter. The sales declines were partially offset by higher demand in our Commercial Products segment for steel and aluminum roofing and siding sold to distributors, contractors, lumber yards, and builders in the post frame construction markets and for aluminum, steel, fiberglass and laminated products from original equipment manufacturers in the RV and transportation markets. |
• | Income from operations declined $0.5 million, or 5.8%, to $8.1 million in the second quarter of 2012 compared to $8.6 million for the second quarter of 2011. Overall net sales declines, primarily in our European segments, negatively impacted operating income in the current quarter. Additionally, operating income in our US Commercial products segment was negatively impacted by higher cost of goods sold in the second quarter of 2012 compared to the second quarter of 2011. Operating income in the second quarter of 2011 benefited from the FIFO impact of lower cost steel consumed in production during the period when sales prices were increasing. The impact of net sales declines and higher costs of goods sold in the quarter were generally offset by reductions in selling and general costs and other operating charges during the quarter. Lower selling and general costs reflect cost savings and restructuring initiatives in both Europe and the United States, including the consolidation of multiple plant locations within the US. |
• | Adjusted EBITDA is a significant operating measure used by the Company to measure its operating performance and liquidity. Adjusted EBITDA was $19.2 million in the second quarter of 2012 compared to $21.9 million in the second quarter of 2011. Adjusted EBITDA was negatively impacted by approximately $0.7 million due to the weakening of the euro and British pound sterling against the U.S. dollar. |
June 29, 2012 | December 30, 2011 | ||||||
ASSETS | (unaudited) | ||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 11,901 | $ | 14,327 | |||
Accounts receivable, net of allowance for doubtful accounts of $3,235 and $4,391, respectively | 99,874 | 83,234 | |||||
Inventories, net | 97,853 | 83,396 | |||||
Income taxes receivable | 885 | 697 | |||||
Deferred income taxes | 2,232 | 1,906 | |||||
Other current assets | 6,393 | 4,336 | |||||
Total current assets | 219,138 | 187,896 | |||||
Property, plant and equipment, net | 138,477 | 146,549 | |||||
Goodwill | 194,432 | 196,686 | |||||
Customer relationships, net | 61,418 | 69,636 | |||||
Other intangible assets, net | 7,812 | 8,148 | |||||
Deferred income taxes | 23 | 6 | |||||
Other assets | 11,221 | 10,325 | |||||
Total assets | $ | 632,521 | $ | 619,246 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 72,138 | $ | 54,329 | |||
Accrued expenses and other current liabilities | 30,913 | 33,425 | |||||
Accrued interest payable | 9,153 | 8,886 | |||||
Deferred income taxes | 870 | 891 | |||||
Total current liabilities | 113,074 | 97,531 | |||||
Long-term debt | 525,847 | 507,988 | |||||
Deferred income taxes | 23,471 | 21,501 | |||||
Other liabilities | 45,639 | 45,519 | |||||
Total liabilities | 708,031 | 672,539 | |||||
Shareholders’ equity (deficit): | |||||||
Common stock | 185 | 185 | |||||
Additional paid-in capital | 720,364 | 718,837 | |||||
Accumulated loss | (805,799 | ) | (782,087 | ) | |||
Accumulated other comprehensive income | 9,740 | 9,772 | |||||
Total shareholders’ equity (deficit) | (75,510 | ) | (53,293 | ) | |||
Total liabilities and shareholders’ equity (deficit) | $ | 632,521 | $ | 619,246 |
Three months ended | Six months ended | ||||||||||||||
June 29, 2012 | July 1, 2011 | June 29, 2012 | July 1, 2011 | ||||||||||||
Net sales | $ | 223,792 | $ | 256,858 | $ | 422,475 | $ | 467,237 | |||||||
Costs and expenses: | |||||||||||||||
Cost of goods sold (excluding depreciation and amortization) | 185,135 | 212,358 | 351,700 | 386,241 | |||||||||||
Selling and general (excluding depreciation and amortization) | 21,039 | 23,738 | 43,920 | 47,768 | |||||||||||
Depreciation and amortization | 8,633 | 9,509 | 17,314 | 18,746 | |||||||||||
Other operating charges | 920 | 1,484 | 1,762 | 3,901 | |||||||||||
Multiemployer pension withdrawal expense | — | 1,200 | — | 1,200 | |||||||||||
Income from operations | 8,065 | 8,569 | 7,779 | 9,381 | |||||||||||
Interest expense | (13,861 | ) | (13,619 | ) | (27,397 | ) | (28,752 | ) | |||||||
Other (loss) income, net | (8,863 | ) | 3,770 | (2,819 | ) | 8,656 | |||||||||
Loss before income taxes | (14,659 | ) | (1,280 | ) | (22,437 | ) | (10,715 | ) | |||||||
Provision (benefit) for income taxes | 933 | 846 | 1,275 | (258 | ) | ||||||||||
Net loss | $ | (15,592 | ) | $ | (2,126 | ) | $ | (23,712 | ) | $ | (10,457 | ) |
Six months ended | |||||||
June 29, 2012 | July 1, 2011 | ||||||
Net cash used in operating activities | $ | (21,387 | ) | $ | (9,736 | ) | |
Cash flows from investing activities: | |||||||
Proceeds from sales of assets | 1,233 | 64 | |||||
Capital expenditures | (2,647 | ) | (5,990 | ) | |||
Net cash used in investing activities | (1,414 | ) | (5,926 | ) | |||
Cash flows from financing activities: | |||||||
Changes in cash overdrafts | 3,027 | 1,690 | |||||
Net borrowings on ABL Credit Facility | 17,635 | 25,931 | |||||
Net repayments on First Lien Credit Facility | — | (412,028 | ) | ||||
Borrowings under Senior Secured Notes | — | 375,000 | |||||
Borrowings under Senior Unsecured Notes | — | 19,812 | |||||
Debt issuance costs | (47 | ) | (10,476 | ) | |||
Net cash provided by (used in) financing activities | 20,615 | (71 | ) | ||||
Effect of exchange rate changes on cash | (240 | ) | 2,734 | ||||
Net decrease in cash and cash equivalents | (2,426 | ) | (12,999 | ) | |||
Cash and cash equivalents at beginning of period | 14,327 | 24,902 | |||||
Cash and cash equivalents at end of period | $ | 11,901 | $ | 11,903 |
Three months ended | Six months ended | ||||||||||||||
June 29, 2012 | July 1, 2011 | June 29, 2012 | July 1, 2011 | ||||||||||||
Net loss | $ | (15,592 | ) | $ | (2,126 | ) | $ | (23,712 | ) | $ | (10,457 | ) | |||
Add: | |||||||||||||||
Interest expense | 13,861 | 13,619 | 27,397 | 28,752 | |||||||||||
Depreciation and amortization (a) | 8,845 | 9,681 | 17,643 | 19,085 | |||||||||||
Provision (benefit) for income taxes | 933 | 846 | 1,275 | (258 | ) | ||||||||||
Adjustments: | |||||||||||||||
Other loss (income), net (b) | 8,863 | (3,770 | ) | 2,819 | (8,656 | ) | |||||||||
Severance, relocation and one-time compensation costs | 863 | 1,096 | 1,189 | 1,364 | |||||||||||
Stock compensation expense | 773 | 644 | 1,527 | 1,296 | |||||||||||
Long term incentive plan | 557 | 362 | 1,113 | 362 | |||||||||||
Non-recurring consulting, legal and professional fees | 57 | — | 558 | — | |||||||||||
Multiemployer pension withdrawal expense | — | 1,200 | — | 1,200 | |||||||||||
Facility closures, relocation and one-time compensation costs | — | 228 | 15 | 228 | |||||||||||
Debt offering and refinancing fees (c) | — | 160 | — | 2,309 | |||||||||||
Adjusted EBITDA | $ | 19,160 | $ | 21,940 | $ | 29,824 | $ | 35,225 |
(a) | Includes amortization attributable to royalty payments under a minimum purchase agreement entered into in connection with our acquisition of a product line in 2005, which is being recognized in net sales. |
(b) | Other loss (income), net for the three and six months ended June 29, 2012 is primarily comprised of translation losses on intercompany obligations of approximately $9.2 million and $3.5 million, respectively. Translation losses for the six months ended June 29, 2012, were partially offset by a $0.5 million gain on the sale of assets related to the exit of our RV door product line. Other income for the three and six months ended July 1, 2011 includes translation gains on intercompany obligations of $3.7 million and $10.1 million, respectively. Translation gains for the six months ended July 1, 2011 were partially offset by a $1.5 million loss on extinguishment of the first lien credit agreement. |
(c) | Debt offering and refinancing fees include indirect tax consulting and legal fees related to the Company’s 2011 debt offering and other financing transactions and certain legal and professional fees incurred for capital market activities. |