10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 28, 2014

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to                                     

Commission File No.  333-05978

EURAMAX HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware (State or other jurisdiction of incorporation or organization)	58-2502320 (I.R.S. Employer Identification Number)
303 Research Drive, Suite 400, Norcross, GA (Address of principal executive offices)	30092 (Zip Code)

Registrant’s Telephone Number, Including Area Code: (770) 449-7066

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ¨ No x*

* The registrant is a voluntary filer of reports required to be filed by certain companies under Sections 13 or 15(d) of the Securities Exchange Act of 1934 and has filed all reports that would have been required during the preceding 12 months, had it been subject to such filing requirements.

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulations S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o Accelerated filer o Non-accelerated filer x (Do not check if a smaller reporting company) Smaller reporting company o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

There were 195,252 shares of the registrant’s common stock, par value $1.00 per share, issued and outstanding as of May 8, 2014, none of which are publicly traded.

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Condensed Consolidated Balance Sheets as of March 28, 2014 and December 31, 2013	1
	Condensed Consolidated Statements of Operations for the Three Months Ended March 28, 2014 and March 29, 2013	2
	Condensed Consolidated Statements of Comprehensive Operations for the Three Months Ended March 28, 2014 and March 29, 2013	3
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 28, 2014 and March 29, 2013	4
	Notes to Condensed Consolidated Financial Statements	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	34
Item 4.	Controls and Procedures	34
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	35
Item 1A.	Risk Factors	35
Item 6.	Exhibits	35

Part I. Financial Information

Item 1. Financial Statements (unaudited)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

	March 28, 2014			December 31, 2013
ASSETS	(unaudited)
Current assets:
Cash and cash equivalents	$	4,398		$	8,977
Accounts receivable, less allowances of $2,239 and $2,235, respectively	92,123			73,996
Inventories, net	104,729			89,760
Income taxes receivable	315			982
Deferred income taxes	577			580
Other current assets	7,708			7,008
Total current assets	209,850			181,303
Property, plant and equipment, net	126,843			130,114
Goodwill	204,174			204,053
Customer relationships, net	37,374			40,631
Other intangible assets, net	6,923			7,073
Deferred income taxes	93			87
Other assets	7,959			8,712
Total assets	$	593,216		$	571,973
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	83,650		$	57,262
Accrued expenses and other current liabilities	25,985			26,366
Accrued interest payable	21,772			9,020
Current portion of long-term debt	14,657			—
Deferred income taxes	606			605
Total current liabilities	146,670			93,253
Long-term debt	521,769			535,396
Deferred income taxes	19,853			18,980
Other liabilities	33,006			32,907
Total liabilities	721,298			680,536
Shareholders’ deficit:
Common stock	195			195
Additional paid-in capital	724,193			724,071
Accumulated loss	(863,022		)	(843,750		)
Accumulated other comprehensive income	10,552			10,921
Total shareholders’ deficit	(128,082		)	(108,563		)
Total liabilities and shareholders’ deficit	$	593,216		$	571,973

See the accompanying notes to these condensed consolidated financial statements.

1

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands)

(unaudited)

	Three months ended
	March 28, 2014			March 29, 2013
Net sales	$	169,904		$	172,545
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	146,971			149,170
Selling and general (excluding depreciation and amortization)	18,776			19,440
Depreciation and amortization	8,202			8,593
Other operating charges	965			2,774
Loss from operations	(5,010		)	(7,432		)
Interest expense	(13,765		)	(13,598		)
Other income (loss), net	196			(6,345		)
Loss before income taxes	(18,579		)	(27,375		)
Provision for income taxes	693			741
Net loss	$	(19,272	)	$	(28,116	)

See the accompanying notes to these condensed consolidated financial statements.

2

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

(in thousands)

(unaudited)

	Three months ended
	March 28, 2014			March 29, 2013
Net loss	$	(19,272	)	$	(28,116	)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389		)	(185		)
Defined benefit pension plan adjustments	20			84
Total comprehensive loss	$	(19,641	)	$	(28,217	)

See the accompanying notes to these condensed consolidated financial statements.

3

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

	Three months ended
	March 28, 2014			March 29, 2013
Net cash used in operating activities	$	(3,886	)	$	(23,328	)
Cash flows from investing activities:
Proceeds from sales of assets	43			116
Capital expenditures	(1,488		)	(2,226		)
Net cash used in investing activities	(1,445		)	(2,110		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	14,657			11,510
Net (repayments) borrowings on ABL Credit Facility	(13,756		)	7,802
Changes in cash overdrafts	236			—
Debt issuance costs	(88		)	(175		)
Net cash provided by financing activities	1,049			19,137
Effect of exchange rate changes on cash	(297		)	464
Net decrease in cash and cash equivalents	(4,579		)	(5,837		)
Cash and cash equivalents at beginning of period	8,977			10,024
Cash and cash equivalents at end of period	$	4,398		$	4,187

See the accompanying notes to these condensed consolidated financial statements.

4

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and Principles of Consolidation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Euramax Holdings, Inc. and its subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, these statements include all adjustments considered necessary for the fair presentation of all interim periods reported herein. All adjustments are of a normal recurring nature unless otherwise disclosed.

The Company’s sales volumes have historically been higher in the second and third quarters due to the seasonal demand of the building products markets served. Accordingly, results for the three months ended March 28, 2014 are not necessarily indicative of the results that may be expected for the full year. Management believes that the disclosures made are adequate for a fair presentation of the Company’s results of operations, financial position and cash flows. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.

Principles of Consolidation

The accompanying condensed consolidated financial statements include the Company’s accounts and the accounts of its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to current period presentation. Each of our interim reporting periods, other than the fourth interim reporting period, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The first interim reporting period of 2014 and 2013 ended on March 28 and March 29, respectively. Our fourth interim reporting period and our fiscal year end on December 31 regardless of the day of the week on which it falls.

2. Inventories

Inventories were comprised of:

	March 28, 2014		December 31, 2013
	(in thousands)
Aluminum and steel coil	$	69,016	$	58,153
Raw materials	16,592		15,291
Work in process	2,620		1,936
Finished products	16,501		14,380
Total inventories, net	$	104,729	$	89,760

The Company has disclosed aluminum and steel coil inventory separately, as it represents inventory that can be classified as raw material, work in process or finished product. Aluminum and steel coil includes both painted and bare coil. Inventories are net of related reserves totaling $2.9 million and $2.4 million as of March 28, 2014 and December 31, 2013, respectively.

5

3. Indebtedness

Indebtedness consisted of the following:

	March 28, 2014		December 31, 2013
	(in thousands)
Senior Secured Notes (9.50%)	$	375,000	$	375,000
Senior Unsecured Loan Facility (12.25%)	123,769		123,640
ABL Credit Facility	23,000		36,756
Dutch Revolving Credit Facility	14,657		—
Total debt	536,426		535,396
Less: current portion	14,657		—
Total long term debt	$	521,769	$	535,396

Senior Secured Notes

The Notes consist of an aggregate principal amount of $375 million, which were issued pursuant to an indenture (the "Indenture"), dated March 18, 2011, among Euramax International, Inc ("Euramax International"), Euramax Holdings, Inc ("Euramax Holdings"), and certain of its domestic subsidiaries as guarantors, and Wells Fargo Bank, National Association, the Trustee.The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International. The Notes bear interest at 9.50% per year and mature on April 1, 2016, unless earlier redeemed or repurchased by Euramax International. Interest is payable semi-annually on April 1 and October 1 of each year.

The Notes are secured by a first priority security interest in (i) substantially all of the assets of Euramax International and the guarantors (other than inventory and accounts receivable and related assets, which assets secure the ABL Credit Facility on a first priority basis) and (ii) all of Euramax International's capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax International or a guarantor and 65% of the voting capital stock and 100% of any nonvoting capital stock of foreign restricted subsidiaries directly owned by us or a guarantor, and a second priority security interest in the inventory, receivables and related assets.

The Notes may be redeemed at the option of Euramax International, in whole or in part, under the conditions specified in the Indenture, at the following redemption prices plus accrued and unpaid interest to the redemption date if redeemed during the twelve-month period beginning on April 1 of the years indicated:

Year	Percentage
2013	107.125	%
2014	104.750	%
2015 and thereafter	100.000	%

The Indenture contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants. These limitations also limit Euramax International's ability to transfer cash or assets to Euramax Holdings, whether by dividend, loan or otherwise. The Indenture also contains customary events of default. If Euramax International undergoes a change of control (as defined in the Indenture), Euramax International will be required to make an offer to repurchase the Notes at 101% of the principal amount of the Notes redeemed plus accrued and unpaid interest, if any, to the date of redemption.

6

Senior Unsecured Loan Facility

On March 3, 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into a credit and guaranty agreement for a senior unsecured loan facility (the "Senior Unsecured Loan Facility") in the aggregate principal amount of $125.0 million. The Senior Unsecured Loan Facility was issued at 98% of par on March 18, 2011 and matures on October 1, 2016.The difference between the consideration received and the aggregate face amount ($1.2 million) is being amortized and recorded in interest expense using the effective interest rate method over the term. The Senior Unsecured Loan Facility bears interest at 12.25% per year in the event no election is made to pay interest in kind (PIK), and 14.25% (7.875% cash pay and 6.375% PIK) per annum in the event a PIK election is made. Euramax International may make a PIK election for up to six quarters during the term of the Senior Unsecured Loan Facility. The interest rate on outstanding borrowings at March 28, 2014 was 12.25%, as Euramax International has not made a PIK election.

Euramax International may prepay outstanding amounts under the Senior Unsecured Loan Facility, in whole or in part, at the prices (expressed as percentages of the loans) set forth below:

Prepayment Date	Percentage
On or after the second anniversary of the closing but prior to the third anniversary thereof	103	%
On or after the third anniversary of the closing but prior to the fourth anniversary thereof	102	%
On or after the fourth anniversary of the closing	100	%

Upon a change of control, Euramax International may be required to prepay all or a portion of the Senior Unsecured Loan Facility at a price equal to 101% of the principal amount plus accrued and unpaid interest.All obligations under the Senior Unsecured Loan Facility are unconditionally guaranteed by Euramax Holdings, Euramax International and substantially all of Euramax International's existing and future direct and indirect 100% owned domestic material restricted subsidiaries.

The Senior Unsecured Loan Facility contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants.

The Senior Unsecured Loan Facility contains certain customary representations and warranties, affirmative covenants and events of default, including among other things, payment defaults, covenant defaults, cross‑defaults to certain indebtedness, certain events of bankruptcy, material judgments, and failure of any guaranty supporting the Senior Unsecured Loan Facility to be in force and effect in any material respect. If such an event of default occurs, the administrative agent would be entitled to take various actions, including the acceleration of amounts due under the Senior Unsecured Loan Facility and all actions permitted to be taken by an unsecured creditor.

ABL Credit Facility

On March 18, 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into the ABL Credit Facility with Regions Bank, as Collateral and Administrative Agent, Wells Fargo Capital Finance, LLC, as Co-Collateral Agent, and Regions Business Capital, as Sole Lead Arranger and Bookrunner. The ABL Credit Facility provides for revolving credit financing of up to $70 million, subject to borrowing base availability. At March 28, 2014, $22.9 million was available to be drawn on the ABL Credit Facility.

7

On March 21, 2014 and May 8, 2014, the ABL Credit Facility was amended to, among other items, (i) reduce the applicable margin rate for LIBOR borrowings from a range of 2.00% to 2.75% to a range of 1.75% to 2.25% and reduce the applicable margin rate for Base Rate borrowings from a range of 1.00% to 1.75% to a range of 1.00% to 1.25%, in each case, based on average excess availability rather than corporate credit ratings of the Company, (ii) reduce the minimum excess availability threshold to $1.0 million, (iii) reduce the fixed charge coverage ratio from 1.15 to 1.00, (iv) suspend the testing of the fixed charge coverage ratio (A) during fiscal year 2014, unless a Seasonal Overadvance A is then in effect, (B) at all other times including during fiscal year 2014 during the occurrence of a Seasonal Overadvance B or (C) during the occurrence of a Seasonal Overadvance C, (v) suspend the testing of the minimum consolidated EBITDA test except (A) during fiscal year 2014 if a Seasonal Overadvance A is then in effect, (B) at any time during the life of the ABL Credit Facility, during the occurrence of a Seasonal Overadvance B or (C) at any time during the life of the ABL Credit Facility during the occurrence of a Seasonal Overadvance C, and (vi) provide for the three mutually exclusive overadvance facilities as described below.

"Seasonal Overadvance A", in the amount of $15.0 million, is available to the Company from February 1 of each year through May 31 of each such year, subject to the Company demonstrating compliance with the fixed charge coverage ratio of 1.00:1.00, payment of a fee in the amount of 0.20% of the amount of such facility (the "Seasonal Overadvance Fee") and other customary conditions.

"Seasonal Overadvance B", in the amount of $9.0 million, is available to the Company from February 1 of each year through November 30 of each such year, subject to the Company demonstrating compliance with a U.S. fixed charge coverage ratio of 1.00:1.00, payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a U.S. fixed charge coverage ratio of 1.00:1.00 and other customary conditions.

"Seasonal Overadvance C", in the amount of the lesser of (i) $6.0 million and (ii) the sum of (a) 10% of the first component of the borrowing base and (b) 10% of the second component of the borrowing base, is available to the Company from February 1 of each year through August 22 of each such year, subject to the payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a minimum consolidated EBITDA over the trailing twelve months of $52.0 million ($50.0 million for fiscal 2014) and other customary conditions.

Borrowings under the ABL Credit Facility bear interest at a rate per annum equal to either (a) LIBOR plus an applicable margin or (b) a base rate determined by reference to the highest of (1) the prime commercial lending rate published by Regions Bank as its “prime rate” for commercial loans, (2) the federal funds effective rate plus 0.50% and (3) the one-month LIBOR plus 1.00%, plus the applicable margin. The applicable margin is dependent upon the type of borrowings Euramax International has made under the ABL Credit Facility. At March 28, 2014, the applicable margins were 2.25% and 1.25% for LIBOR and Base Rate borrowings, respectively. After June 27, 2014, the applicable margins are subject to Euramax International’s Average Excess Availability Percentage for the most recently ended fiscal quarter and range from 1.75% to 2.25% for LIBOR borrowings and 1.00% to 1.25% for Base Rate borrowings. The weighted average interest rate at March 28, 2014, including the applicable margin payable on outstanding borrowings under the ABL Credit Facility, was 2.41%. The ABL Credit Facility requires Euramax International to pay a commitment fee ranging from 0.375% to 0.5%, based on the unutilized commitments. Euramax International is also required to pay customary letter of credit fees, including, without limitation, a letter of credit fee equal to the applicable margin on revolving credit LIBOR loans and fronting fees.

All obligations under the ABL Credit Facility are unconditionally guaranteed by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International, and any future direct and indirect 100% owned domestic restricted subsidiaries which are not borrowers. All obligations under the ABL Credit Facility are secured, subject to certain exceptions, by a first‑priority security interest in Euramax International’s and the Guarantors’ inventory and accounts receivable and related assets, referred to as the ABL Collateral, and a junior‑priority security interest in (i) substantially all of Euramax International’s and the Guarantors’ assets (other than inventory and accounts receivable and related assets, which assets secure the ABL Credit Facility on a first priority basis) and (ii) all of Euramax International’s capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax International or a Guarantor and 65% of the voting capital stock and 100% of any non-voting capital stock of foreign restricted subsidiaries directly owned by Euramax International or a Guarantor, which we refer to collectively as the Notes Collateral.

8

The ABL Credit Facility contains affirmative and negative covenants customary for this type of financing, including, but not limited to certain financial covenants in the event excess availability is less than 12.5% of the lesser of the aggregate amount of commitments outstanding at such time and the borrowing base. As of March 28, 2014, excess availability exceeded 12.5% of the borrowing base; therefore, Euramax International was not required to meet the Minimum Consolidated Adjusted EBITDA or Minimum Consolidated Fixed Charge Coverage Ratio. Additionally, restrictive covenants limit the ability of Euramax International and certain of its subsidiaries to incur liens, incur, assume or permit to exist additional indebtedness, guarantees and other contingent obligations, consolidate, merge or sell all or substantially all of their assets, pay dividends or make other distributions, make certain loans and investments, amend or otherwise alter the terms of documents related to certain of their indebtedness, enter into transactions with affiliates and prepay certain indebtedness, in each case, subject to exclusions, and other customary covenants.

Dutch Revolving Credit Facility

In February 2012, the Company's 100% owned subsidiary Euramax Coated Products, BV entered into a revolving credit facility with Rabobank Roermond (the "Dutch Revolving Credit Facility"). The Dutch Revolving Credit Facility provides revolving credit financing of up to EUR 15 million and matures on April 1, 2016. Borrowings under the Dutch Revolving Credit Facility bear interest at a rate per annum which is the aggregate of the average one month Euribor rate over a calendar month plus a margin of 2% and requires payment of a commitment fee of 0.35% per annum on the nominal amount of the credit facility. The weighted average interest rate at March 28, 2014, including the margin payable on outstanding borrowings under the Dutch Revolving Credit Facility, was 2.48%. All obligations under the Dutch Revolving Credit Facility are secured by a mortgage on the real estate of Euramax Coated Products, BV and a pledge on present and future machinery and present and future accounts receivable balances of Euramax Coated Products, BV. At March 28, 2014, $6.0 million (EUR 4.3 million) was available to be drawn on the Dutch Revolving Credit Facility.

The Dutch Revolving Credit Facility contains financial and non-financial covenants customary for this type of financing. Financial covenants include, but are not limited to, a minimum annual EBITDA target and a minimum amount of risk-bearing capital for Euramax Coated Products, BV, both measured at the Company's fiscal year-end. The Dutch Revolving Credit Facility also contains a clause limiting further indebtedness. As of March 28, 2014, Euramax Coated Products, BV is in compliance with all covenants.

4. Commitments and Contingencies

Raw Material Commitments

The Company’s primary raw materials are aluminum and steel coil. Because changes in aluminum and steel prices are generally passed through to customers, increases or decreases in aluminum and steel prices generally cause corresponding increases and decreases in reported net sales, causing fluctuations in reported revenues that are unrelated to the level of business activity. However, if the Company is unable to pass through aluminum and steel price increases to customers in the future, its business and results of operations could be materially adversely affected. Although the Company believes there is sufficient supply in the marketplace to competitively source all of its aluminum and steel needs without reliance on any particular supplier, any major disruption in the supply and/or price of aluminum and steel could have a material adverse effect on the Company’s business and financial condition.

To ensure a margin on specific customer orders, the Company may commit to purchase aluminum ingot or coil at a fixed market price for future delivery. These contracts are for normal purchases and sales, and therefore, are not required to be accounted for as derivatives.

Litigation

The Company is currently party to legal proceedings that have arisen in the ordinary course of business. The Company has and will continue to vigorously defend itself in these matters. It is the opinion of the Company’s management, based upon information available at this time, that the expected outcome of all matters to which the Company is currently a party would not reasonably be expected to have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company.

9

Environmental Matters

The Company’s operations are subject to U.S., Canadian, and European federal, state, and local environmental laws and regulations, including those concerning the management of pollution and hazardous substances.

In connection with the acquisition of the Company from Alumax Inc. (which was acquired by Aluminum Company of America in May 1998, and hereafter referred to as Alumax) on September 25, 1996, the Company was indemnified by Alumax for substantially all of its costs, if any, related to specifically identified environmental matters arising prior to the closing date of the acquisition during the period of time it was owned directly or indirectly by Alumax. Such indemnification includes costs that may ultimately be incurred to contribute to the remediation of eleven specified existing National Priorities List (NPL) sites for which the Company had been named a potentially responsible party under the federal Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) as of the closing date of the acquisition from Alumax, as well as certain potential costs for nine sites to which the Company may have sent waste for disposal. The Company does not believe that it has any significant probable liability for environmental claims. Further, the Company believes it to be unlikely that the Company would be required to bear environmental costs in excess of its pro rata share of such costs as a potentially responsible party at any site. Any receivable for recoveries under the indemnification would be recorded separately from the corresponding liability when the environmental claim and related recovery is determined to be probable. In addition, the Company establishes reserves for remedial measures required from time to time at its facilities. Management believes that the reasonably probable outcomes of these matters will not be material. The Company’s reserves, expenditures, and expenses for all environmental exposures were not significant as of any of the dates or for any of the periods presented.

Product Warranties

The Company provides warranties on certain products. The warranty periods differ depending on the product, but generally range from one year to limited lifetime warranties. The Company provides for warranties based on historical experience and expectations of future occurrence. Changes in the product warranty accrual are summarized as follows:

	Three months ended
	March 28, 2014			March 29, 2013
	(in thousands)
Balance, beginning of period	$	5,326		$	5,098
Payments made or service provided	(621		)	(876		)
Warranty expense	682			957
Foreign currency translation	2			(81		)
Balance, end of period	$	5,389		$	5,098

5. Income Taxes

The provision for income taxes for 2014 and 2013 are computed at the effective rate expected to be applicable in each respective full year using the statutory rates on a country by country basis, adjusted for changes in valuation allowances relating to the Company’s net operating loss and capital loss carryforwards and changes in tax uncertainties. The effective rates for the three month periods ended March 28, 2014 and March 29, 2013 were 3.7% and 2.7%, respectively.

The effective rate for the three months ended March 28, 2014 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

The effective rate for the three months ended March 29, 2013 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

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6. Accumulated Other Comprehensive Income

Changes in accumulated other comprehensive income (loss) by component for the three month period ended March 28, 2014 were as follows:

	Foreign Currency Translation Adjustments			Defined Benefit Pension Plan Adjustments			Total
	(in thousands)
Balance, beginning of period	$	19,281		$	(8,360	)	$	10,921
Other comprehensive income (loss) before reclassifications	(389		)	—			(389		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			20			20
Net other comprehensive income (loss)	(389		)	20			(369		)
Balance, end of period	$	18,892		$	(8,340	)	$	10,552

Amounts reclassified from the defined benefit pension plan adjustments component of accumulated other comprehensive income (loss) were recorded in selling and general expenses within the condensed consolidated statement of operations. There were no net tax effects related to the reclassification as a result of the full valuation allowances in the U.S. and UK in the current year. The accumulated tax effect related to the defined benefit pension plan adjustments component of accumulated other comprehensive income (loss) was a provision of $0.3 million as of March 28, 2014 and December 31, 2013. There are no tax impacts related to the foreign currency translation adjustment component of accumulated other comprehensive income (loss) as the earnings of subsidiaries are considered to be permanently invested.

7. Employee Benefit Plans

Retirement Plans

The Company maintains a non-contributory defined benefit pension plan covering substantially all U.S. hourly employees (the "U.S. Plan"). In addition, the employees at Euramax Coated Products Limited and Ellbee Limited participate in a single employer pension plan (the "UK Plan"). The measurement date for the U.S. and UK plans is the last day of the fiscal year. The Company curtailed the accrual of participant benefits provided under the UK Plan effective March 31, 2009. This curtailment did not affect the timing for the payment of benefits earned under the UK Plan through the curtailment date. In January 2010, the Company's board of directors approved a motion to freeze future benefit accruals under the U.S. Plan. The impact on the Company's projected benefit obligation was not significant. Components of net periodic pension cost for the Company’s defined and multiemployer pension plans were as follows:

	Three months ended
	March 28, 2014						March 29, 2013
	U.S. Plan			UK Plan			U.S. Plan			UK Plan
	(in thousands)
Service cost	$	14		$	—		$	16		$	—
Interest cost	140			552			130			531
Expected return on assets	(186		)	(466		)	(156		)	(414		)
Recognized actuarial net loss	2			18			73			11
Total defined benefit net periodic pension cost	(30		)	104			63			128
Multiemployer benefit expense	258			—			252			—
Net periodic pension cost	$	228		$	104		$	315		$	128

11

8. Fair Value Measurements

Recurring Fair Value Measurements

In accordance with accounting principles generally accepted in the U.S., certain assets and liabilities are required to be recorded at fair value on a recurring basis. For the Company, the only assets and liabilities that are adjusted to fair value on a recurring basis are derivative financial instruments.

Derivative Financial Instruments

The Company is directly and indirectly affected by changes in certain market conditions. These changes in market conditions may adversely impact the Company's financial performance and are referred to as "market risks." The Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risk managed by the Company through the use of derivative instruments is foreign currency exchange rate risk related to intercompany interest payments. The Company does not enter into derivative contracts for trading purposes.

The Company has entered into forward contracts to buy or sell a quantity of a currency at a predetermined future date, and at a predetermined rate or price to mitigate uncertainty and volatility, and to cover underlying exposures to certain payments in currencies other than the functional currency. The Company has not designated these contracts for hedge accounting treatment; therefore, the gains and losses on these contracts are recorded in other income (loss), net in the condensed consolidated statement of operations. For the three months ended March 28, 2014, losses related to forward contracts were not significant. For the three months ended March 29, 2013, the Company recognized gains of $0.3 million related to these forward contracts.

Derivatives are carried at fair value in the condensed consolidated balance sheets in the line item accrued expenses and other current liabilities. As of March 28, 2014 and December 31, 2013, the fair value of outstanding derivatives totaled liabilities of $0.2 million and $0.2 million, respectively. The fair value of foreign exchange contracts is determined using quotations from financial institutions and is classified as a Level 2 measurement in the fair value hierarchy.

Nonrecurring Fair Value Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required by accounting principles generally accepted in the U.S. Generally, adjustments made to record assets at fair value on a nonrecurring basis are the result of impairment charges.

The Company did not record any impairment charges related to assets measured at fair value on a nonrecurring basis during the three months ended March 28, 2014. During the three months ended March 29, 2013. the Company recorded losses of approximately $1.6 million in other operating charges related to the reclassification of land and buildings to assets held for sale. These losses, incurred as part of the Company's restructuring activities in the European Engineered Products segment, represented the difference between the carrying value prior to the reclassification and the fair value as of March 29, 2013. The fair value of assets held for sale was determined based on the selling price less costs incurred to sell and was classified as Level 1 in the fair value hierarchy. The assets were sold during the second quarter of 2013 and no additional losses were recorded from the sale of the assets.

Other Fair Value Disclosures

The carrying amounts of cash and cash equivalents, receivables, accounts payable and accrued expenses, and loans and notes payable approximate their fair values because of the relatively short-term maturities of these instruments.

The fair value of long-term debt is estimated using Level 2 inputs based on dealer quoted prices for debt instruments based on recent transactions obtained from various sources. As of March 28, 2014, the carrying amount and fair value of the Notes were $375.0 million and $378.8 million, respectively. As of December 31, 2013, the carrying amount and fair value of the Notes were $375.0 million and $375.0 million, respectively.

12

9. Other Operating Charges

Other operating charges incurred by operating segment were as follows:

	Three months ended
	March 28, 2014		March 29, 2013
	(in thousands)
U.S. Residential Products	$	108	$	124
U.S. Commercial Products	30		87
European Roll Coated Aluminum	—		146
European Engineered Products	423		2,210
Other non-allocated	404		207
Total other operating charges	$	965	$	2,774

Other operating charges are comprised of restructuring initiatives, facility closures, acquisition related costs and other operational initiatives. For the three months ended March 28, 2014, other operating charges of $1.0 million were primarily comprised of severance costs and legal and professional fees. Other non-allocated charges of $0.4 million were primarily related to legal and professional fees for consulting services during the executive transition period. Ongoing restructuring initiatives in the European Engineered Products segment totaled $0.4 million, including approximately $0.3 million of severance in the UK and $0.1 million of severance costs for various social programs in France. The remaining $0.1 million related to various organizational initiatives in the U.S. to reduce operating costs and improve efficiencies.

For the three months ended March 29, 2013, other operating charges of $2.8 million were primarily related to severance and restructuring initiatives in the European Engineered Products segment including a $1.6 million loss related to the reclassification of land and buildings from property, plant and equipment to assets held for sale and $0.6 million of severance and relocation costs. These initiatives included the relocation from multiple plant facilities into one operating location and were intended to reduce overhead costs and streamline operations. The remaining $0.6 million of other operating charges were comprised primarily of severance and relocation costs related to various organizational initiatives to reduce operating costs and improve efficiencies.

10. Segment Information

The Company manages its business and serves its customers through reportable segments differentiated by product type, end market, and geography. The Company's four reportable segments are described below:

U.S. Residential Products—The U.S. Residential Products segment utilizes aluminum, steel, copper and vinyl to produce residential roof drainage products, including preformed gutters, downspouts, elbows, soffit, drip edge, fascia, flashing, snow guards and related accessories. These products are used primarily for the repair, replacement or enhancement of residential roof drainage systems. The Company sells these products to home improvement retailers, lumber yards, distributors and contractors from manufacturing and distribution facilities throughout North America. The Company also produces specialty made-to-order vinyl replacement windows and aluminum patio and awning components sold primarily to home improvement contractors in the western U.S.

U.S. Commercial Products—The U.S. Commercial Products segment utilizes various materials including steel coil, aluminum coil and fiberglass to create various products with commercial applications, including roofing and siding panels, ridge caps, flashing, trim, soffit and other accessories as well as sidewall components, siding and other exterior components for the towable RV, cargo and manufactured housing markets. The Company sells these products to builders, contractors, lumber yards, home improvement retailers, OEMs, and RV manufacturers from manufacturing and distribution facilities located throughout the U.S. These products are used in the construction of a wide variety of small scale commercial, agricultural and industrial building types on either wood or metal frames, manufactured homes, and towable RVs.

13

European Roll Coated Aluminum—The European Roll Coated Aluminum segment uses a roll coating process to apply paint to bare aluminum coil and, to a lesser extent, bare steel coil in order to produce specialty coated coil, which the Company also processes into specialty coated sheets and panels. The Company sells these products to building panel manufacturers, contractors and UK “holiday home,” RV and transportation OEMs throughout Europe and in parts of Asia. The Company’s customers use its specialty coated metal products to manufacture, among other things, RV sidewalls, commercial roofing panels, interior ceiling panels, and liner panels for shipping containers. The Company produces and distributes these roll coated products from facilities located in the Netherlands and the UK.

European Engineered Products—The European Engineered Products segment utilizes aluminum and vinyl extrusions to produce residential windows, doors and shower enclosures. These products are sold to home improvement retailers, distributors and factory‑built “holiday home” builders in the UK. The Company also produces windows used in the operator compartments of heavy equipment, components sold to suppliers of automotive OEMs in Western Europe and RV doors. The Company produces and distributes these engineered products from facilities in France and the UK and has developed extensive in-house manufacturing capabilities, including powder coating, glass cutting, anodizing and glass toughening.

The Company evaluates the performance of its segments and allocates resources to them based primarily on segment income (loss) from operations. Expenses, income and assets that are not segment specific relate to the holding company and business activities conducted for the overall benefit of the Company, and accordingly, are not attributable to the Company’s segments.

The following table presents information about reported segments for the three months ended March 28, 2014:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 28, 2014	(in thousands)
Net sales:
Third party	$	49,400		$	53,999		$	49,928	$	16,577		$	—		$	—		$	169,904
Intersegment	179			28			209		—			—			(416		)	—
Total net sales	$	49,579		$	54,027		$	50,137	$	16,577		$	—		$	(416	)	$	169,904
(Loss) income from operations	$	(1,317	)	$	(4,997	)	$	3,929	$	(346	)	$	(2,279	)	$	—		$	(5,010	)
Depreciation and amortization	$	2,733		$	2,542		$	2,353	$	417		$	157		$	—		$	8,202
Capital expenditures	$	339		$	555		$	340	$	163		$	91		$	—		$	1,488

The following table presents information about reported segments for the three months ended March 29, 2013:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 29, 2013	(in thousands)
Net sales:
Third party	$	52,118		$	54,570		$	48,221	$	17,636		$	—		$	—		$	172,545
Intersegment	135			144			62		—			—			(341		)	—
Total net sales	$	52,253		$	54,714		$	48,283	$	17,636		$	—		$	(341	)	$	172,545
(Loss) income from operations	$	(223	)	$	(4,418	)	$	2,487	$	(2,628	)	$	(2,650	)	$	—		$	(7,432	)
Depreciation and amortization	$	2,925		$	2,618		$	2,334	$	584		$	132		$	—		$	8,593
Capital expenditures	$	433		$	438		$	741	$	169		$	445		$	—		$	2,226

14

It is impractical for the Company to provide revenues from external customers by groups of similar products. Accordingly, the following table reflects revenues from external customers by markets for the periods indicated.

		Three months ended
Customers/Markets	Primary Products	March 28, 2014		March 29, 2013
		(in thousands)
Original Equipment Manufacturers (“OEMs”)	Painted aluminum sheet and coil; fabricated painted aluminum, laminated and fiberglass panels; windows and roofing; and composite building panels	$	55,735	$	50,435
Industrial and Architectural Contractors	Metal panels and siding and roofing accessories	33,862		34,432
Home Improvement Retailers	Rain carrying systems, metal panels, roofing accessories, windows, doors and shower enclosures	30,086		33,421
Rural Contractors	Steel and aluminum roofing and siding	18,904		19,621
Distributors	Metal coils, rain carrying systems and roofing accessories	14,299		17,143
Home Improvement Contractors	Vinyl replacement windows; metal coils, rain carrying systems; metal roofing and insulated roofing panels; shower, patio and entrance doors; and awnings	9,145		8,098
Manufactured Housing	Steel siding and trim components	7,873		9,395
		$	169,904	$	172,545

15

11. Supplemental Guarantor Condensed Financial Information

On March 18, 2011, Euramax Holdings (presented as Parent in the following schedules), through its 100% owned subsidiary, Euramax International (presented as Issuer in the following schedules) issued the Notes. The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International. No other subsidiaries of Euramax International, whether direct or indirect, guarantee the Notes (the "Non-Guarantors").

Additionally, the Notes are secured on a second priority basis by liens on all of the collateral (subject to certain exceptions) securing the ABL Credit Facility. In the event that secured creditors exercise remedies with respect to Euramax International's pledged assets, the proceeds of the liquidation of those assets will first be applied to repay obligations secured by the first priority liens under the senior secured credit facilities and any other first priority obligations.

The Indenture contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants. These limitations also limit Euramax International's ability to transfer cash or assets to Euramax Holdings, whether by dividend, loan or otherwise.

The following condensed consolidating financial statements present the results of operations, comprehensive operations, financial position and cash flows of (1) the Parent, (2) the Issuer, (3) the Non-Guarantor Subsidiaries, and (4) eliminations to arrive at the information for Euramax Holdings on a consolidated basis.

16

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 28, 2014

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	8		$	4,390		$	—		$	4,398
Accounts receivable, less allowance for doubtful accounts	—			42,625			49,498			—			92,123
Inventories, net	—			77,351			27,378			—			104,729
Income taxes receivable	—			315			—			—			315
Deferred income taxes	—			557			20			—			577
Other current assets	—			4,432			3,276			—			7,708
Total current assets	—			125,288			84,562			—			209,850
Property, plant and equipment, net	—			59,876			66,967			—			126,843
Amounts due from affiliates	—			224,574			22,678			(247,252		)	—
Goodwill	—			81,359			122,815			—			204,174
Customer relationships, net	—			22,676			14,698			—			37,374
Other intangible assets, net	—			6,923			—			—			6,923
Investment in consolidated subsidiaries	(122,620		)	344			—			122,276			—
Deferred income taxes	—			—			93			—			93
Other assets	—			3,644			4,315			—			7,959
Total assets	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	57,580		$	26,070		$	—		$	83,650
Accrued expenses and other current liabilities	22			13,505			12,458			—			25,985
Accrued interest payable	—			21,685			87			—			21,772
Current portion of long-term debt	—			—			14,657			—			14,657
Deferred income taxes	—			—			606			—			606
Total current liabilities	22			92,770			53,878			—			146,670
Long-term debt	—			521,769			—			—			521,769
Amounts due to affiliates	5,440			15,757			226,055			(247,252		)	—
Deferred income taxes	—			10,152			9,701			—			19,853
Other liabilities	—			6,856			26,150			—			33,006
Total liabilities	5,462			647,304			315,784			(247,252		)	721,298
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,193			661,300			199,452			(860,752		)	724,193
Accumulated loss	(863,022		)	(794,472		)	(211,934		)	1,006,406			(863,022		)
Accumulated other comprehensive income	10,552			10,552			12,805			(23,357		)	10,552
Total shareholders’ (deficit) equity	(128,082		)	(122,620		)	344			122,276			(128,082		)
Total liabilities and shareholders’ (deficit) equity	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216

17

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2013
(in thousands)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	1,700		$	7,277		$	—		$	8,977
Accounts receivable, less allowance for doubtful accounts	—			35,012			38,984			—			73,996
Inventories, net	—			62,270			27,490			—			89,760
Income taxes receivable	—			341			641			—			982
Deferred income taxes	—			559			21			—			580
Other current assets	—			5,462			1,546			—			7,008
Total current assets	—			105,344			75,959			—			181,303
Property, plant and equipment, net	—			62,185			67,929			—			130,114
Amounts due from affiliates	—			229,101			18,828			(247,929		)	—
Goodwill	—			81,359			122,694			—			204,053
Customer relationships, net	—			24,626			16,005			—			40,631
Other intangible assets, net	—			7,073			—			—			7,073
Investment in consolidated subsidiaries	(103,217		)	2,407			—			100,810			—
Deferred income taxes	—			—			87			—			87
Other assets	—			4,185			4,527			—			8,712
Total assets	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973
LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	30,312		$	26,950		$	—		$	57,262
Accrued expenses and other current liabilities	14			16,133			10,219			—			26,366
Accrued interest payable	—			8,973			47			—			9,020
Deferred income taxes	—			—			605			—			605
Total current liabilities	14			55,418			37,821			—			93,253
Long-term debt	—			535,396			—			—			535,396
Amounts due to affiliates	5,332			12,086			230,511			(247,929		)	—
Deferred income taxes	—			9,561			9,419			—			18,980
Other liabilities	—			7,036			25,871			—			32,907
Total liabilities	5,346			619,497			303,622			(247,929		)	680,536
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,071			661,180			199,452			(860,632		)	724,071
Accumulated loss	(843,750		)	(775,318		)	(210,242		)	985,560			(843,750		)
Accumulated other comprehensive income	10,921			10,921			13,176			(24,097		)	10,921
Total shareholders’ (deficit) equity	(108,563		)	(103,217		)	2,407			100,810			(108,563		)
Total liabilities and shareholders’ (deficit) equity	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973

18

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	101,846		$	69,582		$	(1,524	)	$	169,904
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			91,773			56,722			(1,524		)	146,971
Selling and general (excluding depreciation and amortization)	118			12,411			6,247			—			18,776
Depreciation and amortization	—			5,389			2,813			—			8,202
Other operating charges	—			542			423			—			965
(Loss) income from operations	(118		)	(8,269		)	3,377			—			(5,010		)
Equity in losses of subsidiaries	(19,154		)	(1,692		)	—			20,846			—
Interest expense	—			(13,407		)	(358		)	—			(13,765		)
Intercompany income (loss), net	—			4,565			(4,565		)	—			—
Other income (loss), net	—			317			(121		)	—			196
Loss before income taxes	(19,272		)	(18,486		)	(1,667		)	20,846			(18,579		)
Provision for income taxes	—			668			25			—			693
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389		)	(389		)	(389		)	778			(389		)
Defined benefit pension plan adjustments, net of tax	20			20			18			(38		)	20
Total comprehensive loss	$	(19,641	)	$	(19,523	)	$	(2,063	)	$	21,586		$	(19,641	)

19

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 29, 2013
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	105,314		$	68,723		$	(1,492	)	$	172,545
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			93,064			57,598			(1,492		)	149,170
Selling and general (excluding depreciation and amortization)	93			13,061			6,286			—			19,440
Depreciation and amortization	—			5,575			3,018			—			8,593
Other operating charges	—			418			2,356			—			2,774
Loss from operations	(93		)	(6,804		)	(535		)	—			(7,432		)
Equity in losses of subsidiaries	(28,023		)	(4,891		)	—			32,914			—
Interest expense	—			(13,349		)	(249		)	—			(13,598		)
Intercompany income (loss), net	—			4,278			(4,278		)	—			—
Other loss, net	—			(5,951		)	(394		)	—			(6,345		)
Loss before income taxes	(28,116		)	(26,717		)	(5,456		)	32,914			(27,375		)
Provision for (benefit from) income taxes	—			1,306			(565		)	—			741
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)
Other comprehensive (loss) income:
Foreign currency translation adjustment	(185		)	(185		)	(185		)	370			(185		)
Defined benefit pension plan adjustments, net of tax	84			84			11			(95		)	84
Total comprehensive loss	$	(28,217	)	$	(28,124	)	$	(5,065	)	$	33,189		$	(28,217	)

20

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash (used in) provided by operating activities	$	—	$	4,233		$	(8,119	)	$	—		$	(3,886	)
Cash flows from investing activities:
Proceeds from sale of assets	—		43			—			—			43
Capital expenditures	—		(976		)	(512		)	—			(1,488		)
Due (to) from affiliate	—		—			(8,616		)	8,616			—
Net cash used in investing activities	—		(933		)	(9,128		)	8,616			(1,445		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			14,657			—			14,657
Net borrowings on ABL Credit Facility	—		(13,756		)	—			—			(13,756		)
Change in cash overdrafts	—		236			—			—			236
Debt issuance costs	—		(88		)	—			—			(88		)
Due from (to) affiliates	—		8,616			—			(8,616		)	—
Net cash provided by (used in) financing activities	—		(4,992		)	14,657			(8,616		)	1,049
Effect of exchange rate changes on cash	—		—			(297		)	—			(297		)
Net decrease in cash and cash equivalents	—		(1,692		)	(2,887		)	—			(4,579		)
Cash and cash equivalents at beginning of period	—		1,700			7,277			—			8,977
Cash and cash equivalents at end of period	$	—	$	8		$	4,390		$	—		$	4,398

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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash used in operating activities	$	—	$	(15,183	)	$	(8,145	)	$	—		$	(23,328	)
Cash flows from investing activities:
Proceeds from sale of assets	—		116			—			—			116
Capital expenditures	—		(1,263		)	(963		)	—			(2,226		)
Due (to) from affiliates	—		—			(8,845		)	8,845			—
Net cash used in investing activities	—		(1,147		)	(9,808		)	8,845			(2,110		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			11,510			—			11,510
Net borrowings on ABL Credit Facility	—		7,802			—			—			7,802
Debt issuance costs	—		(175		)	—			—			(175		)
Due from (to) affiliates	—		8,845			—			(8,845		)	—
Net cash provided by financing activities	—		16,472			11,510			(8,845		)	19,137
Effect of exchange rate changes on cash	—		—			464			—			464
Net (decrease) increase in cash and cash equivalents	—		142			(5,979		)	—			(5,837		)
Cash and cash equivalents at beginning of period	—		1,574			8,450			—			10,024
Cash and cash equivalents at end of period	$	—	$	1,716		$	2,471		$	—		$	4,187

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Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This report contains forward-looking statements. Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include the words "believe," "expect," "anticipate," "intend," "estimate" and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. Our forward-looking statements include, among others, statements about our business strategy, our industry, our future profitability, our expected capital expenditures and the impact of such expenditures on our performance, the costs of operating as a public company, our capital programs and environmental expenditures. Forward-looking statements involve known and unknown risks, uncertainties and other factors, including the factors described under "Item 1A. Risk Factors," that may cause our actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. Such risks and uncertainties include, among other things:

• the cyclical nature of the markets we serve;

• the general level of economic activity both in North America and international markets;

• the loss or reduction of purchases by key customers;

• external factors which impact our key retail customers and reduce purchases of our products;

• changes in strategic direction by our key retail customers;

• the effect of price competition in key markets and product lines;

• margin compression associated with higher operating costs which may not be recovered through increased customer pricing;

• consolidation of purchasing power among our customers;

• the supply and price levels of essential raw materials, particularly aluminum and steel;

• risks associated with the manufacturing process due to operating hazards and interruptions, including unscheduled maintenance or downtime;

• risks associated with revenue concentration at our key home improvement retail customers;

• risks associated with higher energy costs and the risk of disruptions in energy suppliers;

• the adequacy of our insurance coverage;

• our ability to effectively compete in the markets we serve;

• increased fuel costs which could adversely impact the RV industry;

• higher interest rates which could adversely impact the RV industry;

• the integrity of our information systems;

• seasonal effects on our customers' purchasing activity;

• adverse weather conditions;

• disruption in our supply chain or distribution of finished product;

• our ability to adequately protect our intellectual property rights and successfully defend against third-party claims of intellectual property infringement;

• higher fuel costs leading to increased transportation and distribution costs;

• the effect of product liability or warranty claims against us;

• the proliferation of low-cost competition, particularly in our core North American markets;

• environmental, health and safety laws and regulations;

• changes in commercial or residential building codes;

• our significant indebtedness and our ability to incur additional debt in the future;

• our ability to remain compliant under the agreements governing our indebtedness;

• our ability to refinance our indebtedness or generate sufficient cash to service all of our indebtedness;

• restrictions under our existing or future debt agreements that limit our operations;

• exposure to adjustments in interest rates;

• declines in our credit and debt ratings;

• instability in the capital and credit markets;

• the risks of doing business in foreign countries;

• fluctuations in foreign currency exchange rates;

• inability to effectively reinvest in our plants, technology, equipment and new product development due to our indebtedness;

• exposure to U.S. and foreign anti-corruption laws and economic sanctions programs;

• state, local and non-U.S. taxes and fluctuations in our tax obligations and effective tax rate;

• adverse effects of foreign taxation;

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• adverse changes to accounting rules or regulations;

• the success of our acquisitions or divestitures;

• our ability to attract and retain qualified management and key personnel, including hourly personnel;

• labor and work stoppages;

• the effects of inflation on our business;

• the effects of government or regulatory activity and the costs of compliance with environmental and occupational health and safety laws and regulations;

• the potential for future impairment of our goodwill or other intangible assets; and

• global or regional catastrophic events.

You should not place undue reliance on our forward-looking statements. Although forward-looking statements reflect our good faith beliefs, forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. We caution you that the important factors referenced above may not contain all of the factors that could impair our results or that may be important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. The forward-looking statements included in this report are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except to the extent required by law, rule or regulation.

Business Overview

We are a leading producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe. We are a leader in several niche product categories, including preformed roof-drainage products sold in the U.S., metal roofing and siding for post frame construction in the U.S., and aluminum siding for towable RVs in the U.S. and Europe.

Our customers are located predominantly throughout North America and Europe and include distributors, contractors and home improvement retailers, as well as RV, transportation and other original equipment manufacturers, or OEMs. We have extensive in-house manufacturing and distribution capabilities for our more than 10,000 unique products and operate through a network consisting of 36 facilities, including 30 located in the United States, one in Canada and five located in Europe. We have over 50 years of experience manufacturing building products and RV exterior components, including our time as a division of our former parent, Alumax Inc., or Alumax, a fully integrated aluminum producer acquired by Alcoa Inc. in 1998. We have operated as an independent company since 1996 when our division was acquired in a management-led buyout.     

Results of Operations

Our financial performance is affected by, among other factors, underlying trends in North America and Europe that influence demand for products sold to residential repair and remodeling, commercial construction and RV markets.

• Our building products sold for residential repair and remodeling activities include roof drainage products, vinyl windows, patios and awnings, and doors. Projects that utilize many of our roof drainage repair and remodeling products are often low cost activities that are necessary to prevent home damage as a result of wear and tear or weather damage. Roof drainage repair projects are often low cost and non‑discretionary in nature. Repair and remodeling activity related to products other than roof drainage are typically higher cost and driven by turnover and aging of housing stock, consumer sentiment, availability of home equity and consumer financing and, in the case of our vinyl window products, consumer interest in energy efficiency.

• Our building products sold for commercial construction include, in the United States, light gauge steel and aluminum roofing and siding panels, trim and hardware and, in Europe, the Middle East and Asia, roll coated aluminum coil and sheet. Demand for these products is driven by consumer confidence, interest rates, consumer disposable income, the strength of agricultural markets, consumer access to affordable financing and commercial construction trends.

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• Our commercial products sold to the RV market include siding and roofing. Demand for these RV products is driven by trends in disposable income, interest rates and general economic conditions, as well as similar demographic trends relating to the increased proportion of the United States and European population in the 55 through 74 year old age group, who serve as an important source of demand for our RV products.

Our sales volumes have historically been higher in the second and third quarters due to the seasonal demand of the building products markets served. Our working capital needs have been at their highest during these periods as well.

Three months ended March 28, 2014 Compared to the Three months ended March 29, 2013.

The following table sets forth net sales and income (loss) from operations data by segment for the three months ended March 28, 2014 and March 29, 2013:

	Net Sales						Income (Loss) from Operations
	Three Months Ended						Three Months Ended
	March 28, 2014		March 29, 2013		Increase (Decrease)		March 28, 2014			March 29, 2013			Increase (Decrease)
	(in millions)
U.S. Residential Products	$	49.4	$	52.1	(5.2	)%	$	(1.3	)	$	(0.2	)	(550.0	)%
U.S. Commercial Products	54.0		54.6		(1.1	)%	(5.0		)	(4.4		)	(13.6	)%
European Roll Coated Aluminum	49.9		48.2		3.5	%	3.9			2.5			56.0	%
European Engineered Products	16.6		17.6		(5.7	)%	(0.3		)	(2.6		)	88.5	%
Other Non-Allocated	—		—		—		(2.3		)	(2.7		)	14.8	%
Totals	$	169.9	$	172.5	(1.5	)%	$	(5.0	)	$	(7.4	)	32.4	%

Net Sales. Net sales include revenue recognized from the sales of our products less provisions for returns, allowances, rebates and discounts. Our net sales declined$2.6 million, or 1.5%, to $169.9 million in the first quarter of 2014 compared to $172.5 million in the first quarter of 2013. Foreign currency translation resulted in an approximate $2.9 million increase in net sales during the quarter primarily as a result of the strengthening of the euro and British pound against the U.S. dollar.

Total net sales for our U.S. segments declined$3.3 million, or 3.1%, to $103.4 million in the first quarter of 2014 compared to $106.7 million in the first quarter of 2013.

Net sales of our U.S. Residential Products segment declined$2.7 million, or 5.2%, to $49.4 million in the first quarter of 2014 compared to $52.1 million in the first quarter of 2013. Net sales of our roof drainage and roofing accessory products in both the home center and distributor markets declined during the first quarter of 2014 compared to the first quarter of 2013 primarily as a result of lower sales prices as a result of lower commodity costs and due to a change in product mix. The declines were partially offset by higher sales of our vinyl window and patio offerings driven by broader improvements in the residential repair and remodel sector.

Net sales of our U.S. Commercial Products segment declined$0.6 million, or 1.1%, to $54.0 million in the first quarter of 2014 compared to $54.6 million in the first quarter of 2013. Lower net sales resulted from a decline in demand in both the post frame and architectural construction markets. We believe demand was negatively impacted by severe winter weather conditions throughout many of our core sales territories. These declines were partially offset by higher demand from OEMs in both the RV and transportation markets.

Total net sales for our European segments increased$0.7 million, or 1.1%, to $66.5 million in the first quarter of 2014 compared to $65.8 million in the first quarter of 2013. Foreign currency translation resulted in an approximate $2.9 million increase in net sales during the quarter primarily as a result of the strengthening of the euro and British pound against the U.S. dollar.

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Net sales of our European Roll Coated Aluminum segment increased$1.7 million, or 3.5%, to $49.9 million in the first quarter of 2014 compared to $48.2 million in the first quarter of 2013. Foreign currency translation resulted in higher net sales of approximately $2.1 million compared to the first quarter of 2013 as a result of the strengthening of the euro and British pound against the U.S. dollar. Excluding the impact of foreign currency, sales declined $0.4 million. Net sales declines resulted from lower demand for specialty coated coil and panels used in architectural and industrial projects in Western Europe. Demand in this market has been negatively impacted by continuing economic uncertainty and reduced consumer confidence. Net sales declines in this market were partially offset by higher demand from OEMs in the RV and transportation markets and from ongoing business development initiatives in emerging markets.

Net sales of our European Engineered Products segment declined$1.0 million, or 5.7%, to $16.6 million in the first quarter of 2014 compared to $17.6 million in the first quarter of 2013. Strengthening of foreign currencies, primarily the euro and British pound against the U.S. dollar, resulted in higher net sales of approximately $0.8 million compared to the first quarter of 2013. Excluding the impact of foreign currency, net sales declined $1.8 million. This decline is primarily due to lower demand for factory built holiday homes in the United Kingdom in the first quarter of 2014.

Cost of Goods Sold. Cost of goods sold includes the cost of raw materials, manufacturing labor, packaging, utilities, freight, maintenance and other elements of manufacturing overhead. Cost of goods sold declined$2.2 million, or 1.5%, to $147.0 million in the first quarter of 2014 compared to $149.2 million in the first quarter of 2013. The decline in cost of goods sold is primarily related to volume declines in both our U.S. Commercial and European Engineered Products segments and due to lower aluminum raw material costs in our U.S. Residential Building Products segment. Cost of goods sold in our European Engineered Products segment also declined as a result of lower variable labor costs as a result of efficiency improvements related to the consolidation and restructuring activities in the United Kingdom. Foreign currency translation resulted in higher cost of goods sold of approximately $2.4 million as a result of the strengthening of the euro and British pound sterling against the U.S. dollar.

Selling and General. Selling and general expenses include salaries, benefits, incentive compensation, insurance, travel and entertainment and other administrative costs. Selling and general expenses declined$0.6 million, or 3.1%, to $18.8 million in the first quarter of 2014 compared to $19.4 million in the first quarter of 2013. Foreign currency translation resulted in higher selling and general costs of approximately $0.3 million as a result of the strengthening of the euro and British pound sterling against the U.S. dollar.

Depreciation and Amortization. Depreciation and amortization declined$0.4 million, or 4.7%, to $8.2 million in the first quarter of 2014 compared to $8.6 million in the first quarter of 2013.

Other Operating Charges.Other operating charges are comprised of restructuring initiatives, facility closures, acquisition related costs and other operational initiatives. Other operating charges of $1.0 million in the first quarter of 2014declined$1.8 million compared to $2.8 million in the first quarter of 2013.

In the first quarter of 2014, other operating charges of approximately $1.0 million are primarily comprised of severance costs and legal and professional fees. Other non-allocated charges of $0.4 million were primarily related to legal and professional fees for consulting services during the executive transition period. Ongoing restructuring initiatives in the European Engineered Products segment totaled $0.4 million, including approximately $0.3 million of severance in the UK and $0.1 million of severance costs for various social programs in France. The remaining $0.1 million related to various organizational initiatives in the U.S. to reduce operating costs and improve efficiencies.

In the first quarter of 2013, other operating charges of approximately $2.8 million were primarily related to severance and restructuring initiatives in the European Engineered Products segment including a $1.6 million loss related to the reclassification of land and buildings from property, plant and equipment to assets held for sale and $0.6 million of severance and relocation costs. These initiatives include the relocation from multiple plant facilities in the UK into one operating location and were intended to reduce overhead costs and streamline operations. The remaining $0.6 million of other operating charges for the quarter were comprised primarily of severance and relocation costs in both the U.S. and Europe related to various organizational initiatives to reduce operating costs and improve efficiencies.

Income (Loss) from Operations. As a result of the aforementioned items, our income (loss) from operations improved $2.4 million, to a loss of $5.0 million in the first quarter of 2014 compared to a loss of $7.4 million for the first quarter of 2013.

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Income (loss) from operations of our U.S. Residential Products segment declined$1.1 million to a loss of $1.3 million for the first quarter of 2014 compared to a loss of $0.2 million for the first quarter of 2013. This decrease is primarily related to lower sales prices as a result of declining commodity costs and change in product mix during the quarter.

Income (loss) from operations of our U.S. Commercial Products segment declined$0.6 million to a loss of $5.0 million for the first quarter of 2014 compared to a loss of $4.4 million in the first quarter of 2013. This decrease is primarily the result of lower sales volumes compared to the first quarter of 2013.

Income from operations of our European Roll Coated Aluminum segment increased$1.4 million to $3.9 million in the first quarter of 2014 compared to $2.5 million in the first quarter of 2013. The improvement in operating income was primarily due to higher gross margins as a result of higher net sales in the RV market combined with business development initiatives during the first quarter of 2014.

Income (loss) from operations of our European Engineered Products segment improved $2.3 million to a loss of $0.3 million for the first quarter of 2014 compared to a loss of $2.6 million in the first quarter of 2013. This improvement was primarily due to a $1.8 million decline in other operating charges from approximately $2.2 million in the first quarter of 2014 compared to $0.4 million in the first quarter of 2014. Other operating charges in the first quarter of 2013 related primarily to the relocation and consolidation of multiple plant facilities into one location in the United Kingdom. Excluding the impact of other operating charges, loss from operations improved $0.5 million over the prior year quarter despite an overall decline in sales volume. This improvement in income from operations reflects organizational initiatives to streamline operations and improve efficiency and reflects a focus on customer and product profitability initiatives.

Interest Expense. Interest expense for the first quarter of 2014 and for the first quarter of 2013 totaled approximately $13.8 million and $13.6 million, respectively. Interest expense is primarily comprised of interest on our Senior Secured Notes, Senior Unsecured Loan Facility, ABL Credit Facility, and Dutch Revolving Credit Facility.

Other Income (Loss), Net.Other income (loss), net includes translation gains and losses on intercompany obligations, interest income and other income or expense items of a non-operating nature.

Other income, net in the first quarter of 2014 of $0.2 million consisted primarily of translation gains on intercompany obligations due to the strengthening of the euro compared to the U.S. dollar totaling $0.2 million.

Other loss, net in the first quarter of 2013 of $6.3 million consisted primarily of translation losses on intercompany obligations due to the weakening of the euro compared to the U.S. dollar totaling $7.0 million, which were partially offset by gains of approximately $0.3 million on forward foreign currency contracts.

Provision for Income Taxes. We reported an income tax provision of $0.7 million for the first quarter of 2014 compared to a provision of $0.7 million for the first quarter of 2013. Our effective tax rates were 3.7% for the three months ended March 28, 2014 and 2.7% for the three months ended March 29, 2013.

The effective rate for the first quarter of 2014 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

The effective rate for the first quarter of 2013 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

Our effective tax rate reflects a full valuation allowance on losses in the United States. Without a valuation allowance, earnings from the United States are generally taxed at rates higher than the foreign statutory tax rates. The effective tax rate also reflects a full valuation allowance on losses in the UK. A change in the mix of pretax income from the various tax jurisdictions can have a significant impact on our periodic effective tax rate.

Net Loss. Our net loss was $19.3 million for the first quarter of 2014 compared to $28.1 million for the first quarter of 2013.

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Liquidity and Capital Resources

Our principal sources of liquidity are from cash and cash equivalents, cash from operations and borrowings under our ABL Credit Facility and Dutch Revolving Credit Facility. As of March 28, 2014, we had cash and cash equivalents of $4.4 million. Net cash used in operating activities was $3.9 million for the three months ended March 28, 2014 compared to net cash used in operating activities of $23.3 million for the three months ended March 29, 2013. As of March 28, 2014, we had $23.0 million outstanding and availability of $22.9 million under our ABL Credit Facility and $14.7 million outstanding and availability of $6.0 million on our Dutch Revolving Credit Facility.

Our ability to make debt service payments, refinance our indebtedness, maintain capital assets and satisfy our other capital and commercial commitments will depend on our ability to generate cash flow in the future. This ability, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors. While these factors are beyond our control, we frequently make investments with the intent of improving our ability to generate future cash flow. Such investments have included, and may in the future include, product development initiatives, restructuring and growth oriented capital expenditures, and business acquisitions. We believe our March 28, 2014 cash levels, together with our cash from operations and borrowings under our revolving credit facilities, will be adequate to fund our cash requirements based on our current level of operations for at least the next twelve months.

Debt

Notes

Our Notes consist of an aggregate principal amount of $375 million, which were issued pursuant to an indenture (the "Indenture"), dated March 18, 2011, among Euramax Holdings, Inc ("Euramax Holdings"), Euramax International, Inc ("Euramax International"), and certain of its domestic subsidiaries as guarantors, and Wells Fargo Bank, National Association, the Trustee.The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by Euramax Holdings and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International. The Notes bear interest at 9.50% per year and mature on April 1, 2016, unless earlier redeemed or repurchased by Euramax International. Interest is payable semi-annually on April 1 and October 1 of each year.

The Notes are secured by a first priority security interest in (i) substantially all of the assets of Euramax International and the guarantors (other than inventory and accounts receivable and related assets, which assets secure the ABL Credit Facility on a first priority basis) and (ii) all of Euramax International's capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax International or a guarantor and 65% of the voting capital stock and 100% of any non-voting capital stock of foreign restricted subsidiaries directly owned by us or a guarantor, and a second priority security interest in our inventory, receivables and related assets.

The Notes may be redeemed at Euramax International's option, in whole or in part, under the conditions specified in the Indenture, at the following redemption prices plus accrued and unpaid interest to the redemption date, if redeemed during the 12‑month period beginning on April 1 of the years indicated:

Year	Percentage
2013	107.125	%
2014	104.750	%
2015 and thereafter	100.000	%

The Indenture governing the Notes contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants. These limitations also limit Euramax International's ability to transfer cash or assets to Euramax Holdings, whether by dividend, loan, or otherwise. The Indenture also contains customary events of default. If Euramax International undergoes a change of control (as defined in the Indenture), Euramax International will be required to make an offer to repurchase the notes at 101% of the principal amount of the Notes redeemed plus accrued and unpaid interest, if any, to the date of redemption.

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Senior Unsecured Loan Facility

In March 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into the Senior Unsecured Loan Facility with investment funds affiliated with Highland Capital Management, L.P. and Levine Leichtman Capital Partners, as lenders in the aggregate principal amount of $125.0 million. The indebtedness incurred under the Senior Unsecured Loan Facility was issued at 98% of par on March 18, 2011 and matures on October 1, 2016. The difference between the consideration received and the aggregate face amount of the Senior Unsecured Loan Facility ($1.2 million) is being amortized and recorded in interest expense using the effective interest rate method over the term. The Senior Unsecured Loan Facility bears interest at 12.25% per year in the event no election is made to pay interest in kind (PIK), and 14.25% (7.875% cash pay and 6.375% PIK) per annum in the event a PIK election is made. Euramax International may make a PIK election for up to six quarters during the term of the Senior Unsecured Loan Facility. The interest rate on outstanding borrowings at March 28, 2014 was 12.25%, as the Company has not made a PIK election. During the first quarter of 2014, Levine Leichtman Capital Partners reached an agreement to assign their holdings in the Senior Unsecured Loan Facility to Credit Suisse Loan Funding LLC.

Euramax International may prepay outstanding amounts under the Senior Unsecured Loan Facility, in whole or in part, at the prices (expressed as a percentage of the loans) set forth below:

Prepayment Date	Percentage
On or after the second anniversary of the closing but prior to the third anniversary thereof	103	%
On or after the third anniversary of the closing but prior to the fourth anniversary thereof	102	%
On or after the fourth anniversary of the closing	100	%

Upon a change of control, Euramax International may be required to prepay all or a portion of the Senior Unsecured Loan Facility at a price equal to 101% of the principal amount plus accrued and unpaid interest.All obligations under the Senior Unsecured Loan Facility are unconditionally guaranteed by Euramax Holdings, Euramax International, and substantially all of Euramax International's existing and future direct and indirect 100% owned domestic material restricted subsidiaries subject to certain exceptions.

The Senior Unsecured Loan Facility contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of our assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants.

The Senior Unsecured Loan Facility contains certain customary representations and warranties, affirmative covenants and events of default, including among other things, payment defaults, covenant defaults, cross‑defaults to certain indebtedness, certain events of bankruptcy, material judgments, and failure of any guaranty supporting the Senior Unsecured Loan Facility to be in force and effect in any material respect. If such an event of default occurs, the administrative agent would be entitled to take various actions, including the acceleration of amounts due under the Senior Unsecured Loan Facility and all actions permitted to be taken by an unsecured creditor.

ABL Credit Facility

On March 18, 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into the ABL Credit Facility with various lenders, Regions Bank, as Collateral and Administrative Agent, Wells Fargo Capital Finance, LLC, as Co-Collateral Agent, and Regions Business Capital, as Sole Lead Arranger and Bookrunner. The ABL Credit Facility provides for revolving credit financing of up to $70 million, subject to a borrowing base.

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On March 21, 2014 and May 8, 2014, the ABL Credit Facility was amended to, among other items, (i) reduce the applicable margin rate for LIBOR borrowings from a range of 2.00% to 2.75% to a range of 1.75% to 2.25% and reduce the applicable margin rate for Base Rate borrowings from a range of 1.00% to 1.75% to a range of 1.00% to 1.25%, in each case, based on average excess availability rather than corporate credit ratings of the Company, (ii) reduce the minimum excess availability threshold to $1.0 million, (iii) reduce the fixed charge coverage ratio from 1.15 to 1.00, (iv) suspend the testing of the fixed charge coverage ratio (A) during fiscal year 2014, unless a Seasonal Overadvance A is then in effect, (B) at all other times including during fiscal year 2014 during the occurrence of a Seasonal Overadvance B or (C) during the occurrence of a Seasonal Overadvance C, (v) suspend the testing of the minimum consolidated EBITDA test except (A) during fiscal year 2014 if a Seasonal Overadvance A is then in effect, (B) at any time during the life of the ABL Credit Facility, during the occurrence of a Seasonal Overadvance B or (C) at any time during the life of the ABL Credit Facility during the occurrence of a Seasonal Overadvance C, and (vi) provide for the three mutually exclusive overadvance facilities as described below.

"Seasonal Overadvance A", in the amount of $15.0 million, is available to the Company from February 1 of each year through May 31 of each such year, subject to the Company demonstrating compliance with the fixed charge coverage ratio of 1.00:1.00, payment of a fee in the amount of 0.20% of the amount of such facility (the "Seasonal Overadvance Fee") and other customary conditions.

"Seasonal Overadvance B", in the amount of $9.0 million, is available to the Company from February 1 of each year through November 30 of each such year, subject to the Company demonstrating compliance with a U.S. fixed charge coverage ratio of 1.00:1.00, payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a U.S. fixed charge coverage ratio of 1.00:1.00 and other customary conditions.

"Seasonal Overadvance C", in the amount of the lesser of (i) $6.0 million and (ii) the sum of (a) 10% of the first component of the borrowing base and (b) 10% of the second component of the borrowing base, is available to the Company from February 1 of each year through August 22 of each such year, subject to the payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a minimum consolidated EBITDA over the trailing twelve months of $52.0 million ($50.0 million for fiscal 2014) and other customary conditions.

Borrowings under the ABL Credit Facility bear interest at a rate per annum equal to either (a) LIBOR plus an applicable margin or (b) a base rate determined by reference to the highest of (1) the prime commercial lending rate published by Regions Bank as its “prime rate” for commercial loans, (2) the federal funds effective rate plus 0.50% and (3) the one-month LIBOR plus 1.00%, plus the applicable margin. The applicable margin is dependent upon the type of borrowings Euramax International has made under the ABL Credit Facility. At March 28, 2014, the applicable margins were 2.25% and 1.25% for LIBOR and Base Rate borrowings, respectively. After June 27, 2014, the applicable margins are subject to Euramax International's Average Excess Availability Percentage for the most recently ended fiscal quarter and range from 1.75% to 2.25% for LIBOR borrowings and 1.00% to 1.25% for Base Rate borrowings. The ABL Credit Facility requires Euramax International to pay a commitment fee ranging from 0.375% to 0.5%, based on the unutilized commitments. Euramax International is also required to pay customary letter of credit fees, including, without limitation, a letter of credit fee equal to the applicable margin on revolving credit LIBOR loans and fronting fees.

All obligations under the ABL Credit Facility are unconditionally guaranteed by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International, and any future direct and indirect, 100% owned domestic restricted subsidiaries which are not borrowers. All obligations under the ABL Credit Facility and the guarantees of those obligations are secured, subject to certain exceptions, by a first‑priority security interest in Euramax International’s and the guarantors’ inventory and accounts receivable and related assets, which we refer to as the ABL Collateral, and a junior‑priority security interest in (i) substantially all of Euramax International’s and the guarantors’ assets (other than inventory and accounts receivable and related assets, which assets secure our ABL Credit Facility on a first priority basis) and (ii) all of Euramax International’s capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax or a guarantor and 65% of the voting capital stock and 100% of any non-voting capital stock of foreign restricted subsidiaries directly owned by Euramax or a guarantor, which we refer to collectively as the Notes Collateral. The security interests are granted in accordance with the Amended and Restated Pledge and Security Agreement dated March 18, 2011, by and among Euramax Holdings, the other grantors party thereto and Regions Bank as Agent.

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The ABL Credit Facility contains affirmative and negative covenants customary for this type of financing, including, but not limited to, financial covenants requiring Euramax International to meet a minimum consolidated EBITDA of $52.0 million($50.0 million for fiscal 2014) or a minimum consolidated fixed charge coverage ratio of at least 1.00:1.00, in each case under certain circumtances, when excess availability is less than 12.5% of the lesser of the aggregate amount of commitments outstanding at such time and the borrowing base. As of March 28, 2014, excess availability exceeded 12.5% of the borrowing base; therefore, Euramax International was not required to meet the Minimum Consolidated Adjusted EBITDA or Minimum Consolidated Fixed Charge Coverage Ratio. Additionally, restrictive covenants limit the ability of Euramax International and certain of our subsidiaries to incur liens, incur, assume or permit to exist additional indebtedness, guarantees and other contingent obligations, consolidate, merge or sell all or substantially all of their assets, pay dividends or make other distributions, make certain loans and investments, amend or otherwise alter the terms of documents related to certain of their indebtedness, enter into transactions with affiliates and prepay certain indebtedness, in each case, subject to exclusions, and other customary covenants.

Dutch Revolving Credit Facility

In February 2012, our 100% owned subsidiary in the Netherlands, Euramax Coated Products, BV entered into the Dutch Revolving Credit Facility with Rabobank Roermond (Rabobank). The Dutch Revolving Credit Facility provides revolving credit financing of up to EUR 15 million and matures on April 1, 2016. Borrowings under the Dutch Revolving Credit Facility bear interest at a rate per annum which is the aggregate of the average one month Euribor rate over a calendar month plus a margin of 2% and requires payment of a Credit Fee of 0.35% per annum on the nominal amount of the credit facility. All obligations under the Dutch Revolver are secured by a mortgage on the real estate of Euramax Coated Products, BV and a pledge on present and future machinery and present and future accounts receivable balances of Euramax Coated Products, BV.

The Dutch Revolving Credit Facility contains financial and non-financial covenants customary for this type of financing. Financial covenants include, but are not limited to a minimum annual EBITDA target and a minimum requirement for risk-bearing capital, for Euramax Coated Products, BV, both measured at the Company's fiscal year-end. The Dutch Revolving Credit Facility also contains a clause limiting further indebtedness.

Covenant Ratios Contained in the Indenture, the ABL Credit Facility and the Senior Unsecured Loan Facility.    

The Indenture governing the Notes and the Senior Unsecured Loan Facility contain two material covenants which utilize financial ratios. These covenants do not require Euramax International to maintain specified ratio levels at all times or at regular intervals. However, if Euramax International elected to incur additional indebtedness under the ratio test without having availability under other debt baskets, or make restricted payments under the restricted payment covenant without having availability under our restricted payment baskets, non-compliance with these covenants could result in an event of default under the Indenture and, under certain circumstances, a requirement to immediately repay all amounts outstanding under the Notes and could trigger a cross-default under our credit facilities or other indebtedness Euramax International may incur in the future. Euramax International is permitted to incur indebtedness under the Indenture and the Senior Unsecured Loan Facility if the ratio of Consolidated Cash Flow to Fixed Charges on a pro forma basis (referred to in the Indenture and the Senior Unsecured Loan Facility as the "Fixed Charge Coverage Ratio") is greater than 2:1 or, if the ratio is less, only if the indebtedness falls into specified debt baskets, including, for example, a credit agreement debt basket, an existing debt basket, a capital lease and purchase money debt basket, an intercompany debt basket, a permitted guarantee debt basket, a hedging debt basket, a receivables transaction debt basket and a general debt basket. In addition, under the Indenture and Senior Unsecured Loan Facility, Euramax International is permitted to incur secured debt only if the ratio of Consolidated Secured Indebtedness to Consolidated Cash Flow on a pro forma basis (referred to in the Indenture and the Senior Unsecured Loan Facility as the "Secured Debt Ratio") is equal to or less than 3.75:1.00. Second, the restricted payment covenant provides that Euramax International may declare certain dividends, or repurchase equity securities, in certain circumstances only if the Fixed Charge Coverage Ratio is greater than 2:1. In addition, under the ABL Credit Facility, Euramax International is required to meet either a minimum consolidated Fixed Charge Coverage Ratio or a minimum consolidated EBITDA, in each case under certain circumstances, when excess availability is less than 12.5% of the lesser of the aggregate amount of commitments outstanding at such time and the borrowing base.

The Fixed Charge Coverage Ratio and the Secured Debt Ratio under the Indenture only limit the ability of Euramax International to incur additional indebtedness and the failure of the Company to be within these ratios would not be an event of default under the Indenture or Senior Unsecured Loan Facility. Euramax has not incurred any additional indebtedness or made any restricted payments pursuant to the provisions in the Indenture and the Senior Unsecured Loan Facility that rely on such ratios.

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The provisions of the ABL Credit Facility only require Euramax International to meet the Minimum Consolidated Adjusted EBITDA or Minimum Fixed Charge Coverage Ratio under the ABL Credit Facility when excess availability is less than 12.5%. As of March 28, 2014, because excess availability under the ABL Credit Facility exceeded 12.5% of the borrowing base, Euramax International was not required to meet the Minimum Consolidated Adjusted EBITDA or Minimum Consolidated Fixed Charge Coverage Ratio under the ABL Credit Facility. The Company does not expect excess availability to fall below 12.5% on any testing date during the next twelve months.

Cash Flows

The following table summarizes our cash flows for the three months ended March 28, 2014 and March 29, 2013:

	Three months ended
	March 28, 2014			March 29, 2013
	(in thousands)
Net cash used in operating activities	$	(3,886	)	$	(23,328	)
Net cash used in investing activities	(1,445		)	(2,110		)
Net cash provided by financing activities	1,049			19,137
Effect of exchange rate changes on cash	(297		)	464
Net decrease in cash and cash equivalents	$	(4,579	)	$	(5,837	)

Three months ended March 28, 2014 Compared to the Three months ended March 29, 2013.

Operating Activities. Cash used in operating activities in the first three months of 2014 was approximately $3.9 million compared to cash used in operating activities of $23.3 million for the first three months of 2013, an improvement of $19.4 million. Cash flow from operations included interest payments totaling $0.2 million and $4.0 million for the three month periods ended March 28, 2014 and March 29, 2013, respectively. The improvement in operating cash flow over the prior year is primarily driven by a larger decrease in working capital compared to the period ended March 29, 2013.

Investing Activities. Cash used in investing activities in the first three months of 2014 was $1.4 million. Capital expenditures of $1.5 million were slightly offset by proceeds from asset sales in the first three months of 2014.

Cash used in investing activities in the first three months of 2013 was $2.1 million. Capital expenditures of $2.2 million were offset by $0.1 million of proceeds from the sale of assets in the first three months of 2013.

Financing Activities. Cash provided by financing activities during the first three months of 2014 was $1.0 million and consisted primarily of net borrowings on our Dutch Revolving Credit Facility totaling $14.7 million offset by net repayments on our ABL Revolving Credit Facility totaling $13.8 million.

Cash provided by financing activities during the first three months of 2013 was $19.1 million and consisted primarily of net borrowings under the ABL Credit Facility of $7.8 million and the Dutch Revolving Credit Facility of $11.5 million.

Capital Expenditures

Our capital expenditures for the first three months of 2014 and the first three months of 2013 were $1.5 million and $2.2 million, respectively. Capital expenditures in each period relate primarily to purchases and upgrades of coil coating, fabricating, transportation and material moving and handling equipment.

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Seasonality; Inflation

Our sales have historically been seasonal, with the second and third quarters typically accounting for our highest sales volumes. First and fourth quarter sales volumes are generally lower primarily due to reduced repair and remodel activity and reduced activity in the building and construction industry as a result of colder and more inclement weather in our geographic end markets, as well as customer plant shutdowns in the RV and automotive industries during holidays and model changeovers.

Our cost of goods sold is subject to inflationary pressures and price fluctuations of the raw materials we use, particularly the cost of aluminum and steel. In addition, we are party to certain leases that contain escalator clauses contingent on increases based on changes in the Consumer Price Index. We believe that inflation and deflation had a minimal impact on our overall results of operations during the three months ended March 28, 2014 and March 29, 2013.

Working Capital Management

Working capital decreased$24.9 million, or 28.3%, to $63.2 million as of March 28, 2014 from $88.1 million as of December 31, 2013. The change in working capital is primarily attributable to current borrowing on our Dutch Revolving Credit Facility and increases in accounts payable and interest payable, which resulted in an overall decline in working capital. The items were offset by seasonal increases in accounts receivable and inventory. We historically experience an increase in inventory and accounts receivable during the first half of the year as many customers in our markets increase purchases in the spring and gradually decline throughout the second half of the year.

Accounts receivable of $92.1 million as of March 28, 2014increased$18.1 million, or 24.5%, from $74.0 million as of December 31, 2013. As of March 28, 2014, days sales outstanding in accounts receivable were 47.2 days compared to 35.8 days as of December 31, 2013. The primary reason for the increase in accounts receivable was a 22.2% increase in net sales for the month ended March 28, 2014 compared to the month ended December 31, 2013.

Inventories of $104.7 million as of March 28, 2014increased$14.9 million, or 16.6%, from $89.8 million as of December 31, 2013, primarily as a result of seasonal increases in demand. As of March 28, 2014, days sales in inventories were 62.0 days, compared to 49.7 days as of December 31, 2013.

Accounts payable of $83.7 million as of March 28, 2014increased$26.4 million, or 46.1%, from $57.3 million as of December 31, 2013. Higher accounts payable balances reflect increasing inventory levels throughout the year to support higher demand in peak seasons.

Current portion of long-term debt totaled $14.7 million as of March 28, 2014. The current portion of long-term debt consisted of outstanding borrowings on the Dutch Revolving Credit Facility totaling $14.7 million as of March 28, 2014 compared to no outstanding borrowings as of December 31, 2013.

Critical Accounting Policies

We prepare our consolidated financial statements in accordance with U.S. generally accepted accounting principles. In order to apply these principles, management must make judgments, assumptions and estimates based on the best available information at the time. Management bases these estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. For the three months ended March 28, 2014, there were no significant changes to our critical accounting policies and estimates from those disclosed in the section “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2013.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements as of March 28, 2014.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risk from changes in currency exchange rates (primarily the euro and British pound sterling), interest rates and commodity prices (primarily aluminum and steel). The Company has entered into forward contracts to buy or sell a quantity of currency at a predetermined price or quantity to mitigate uncertainty and volatility, and cover underlying exposure to certain payments in currencies other than the functional currency.

Foreign Currency Exchange Risk

Approximately 39.3% of our net sales for the three months ended March 28, 2014 originated in Europe. Although our sales outside the United States are subject to exchange rate fluctuations, we do not use derivatives to manage our foreign currency exchange risks resulting from foreign sales. Changes in foreign exchange rates affect other income recorded in relation to translation gains and losses on intercompany obligations denominated in a foreign currency.

Interest Rate Risk

We manage interest rate risk through the use of fixed rate debt and may in the future utilize interest rate swap contracts. We have fixed rate debt from our senior secured notes and our senior unsecured loan facility. Our floating rate exposure is related to our ABL and Dutch Revolving credit facilities, which are tied to changes in the LIBOR and Euribor rates, respectively.

We had no interest rate swap contracts outstanding during the three months ended March 28, 2014 or March 29, 2013.

Commodity Price Risk

From time to time we enter into contracts for the purchase of aluminum and steel at market values in an attempt to assure a margin on specific customer orders. We may also choose to commit to purchase a specific quantity of aluminum over a specified time period at a fixed price, exposing us to the difference between the fixed price and the market price of aluminum during that time period. We do not use hedges to manage our long-term risks relating to market prices of steel and aluminum raw materials because we are generally able to pass on changes in market prices to customers.

Item 4.  Controls and Procedures

Disclosure Controls and Procedures

The Company under the supervision and with the participation of the Company’s management, including the President (its principal executive officer) and the Chief Financial Officer (its principal financial officer), evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d- 15(e) of the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based upon that evaluation, our management, including our President and our Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective as of March 28, 2014.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the three months ended March 28, 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II. Other Information

Item 1.  Legal Proceedings

From time to time, we are party to various legal proceedings arising in the ordinary course of business. The Company is not currently a party to any legal proceeding the result of which it believes could have a material adverse impact upon its business, financial position or results of operations.

Item 1A.  Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2013, which could materially affect our business, financial condition or future results. The risks described in this report and in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or future results. There have been no material changes in the risk factors discussed in our Annual Report on Form 10-K for the year ended December 31, 2013.

Item 6.  Exhibits

EXHIBIT INDEX

Number	Exhibit Title
10.1	Fifth Amendment to the Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement, dated March 21, 2014, by and among Euramax International, Inc., as borrower, Euramax Holdings, Inc. and Amerimax Richmond Company, as guarantors, Regions Bank, as Collateral and Administrative Agent and Regions Business Capital, as Sole Lead Arranger and Bookrunner (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 333-05978) filed with the SEC on March 25, 2014).
10.2	Sixth Amendment to the Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement, dated May 8, 2014, by and amount Euramax International, Inc., as borrower, Euramax Holdings, Inc. and Amerimax Richmond Company, as guarantors, Regions Bank, as Collateral and Administrative Agent and Regions Business Capital, as Sole Lead Arranger and Bookrunner.
31.1	Rule 13a-14(a)/15d-14(a) Certification of Euramax Holdings, Inc.'s President.
31.2	Rule 13a-14(a)/15d-14(a) Certification of Euramax Holding's Inc.’s Chief Financial Officer.
32.1	Certification of the President and CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase

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SIGNATURE

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

	EURAMAX HOLDINGS, INC.
Date: May 9, 2014	/s/ Mary S. Cullin
	Mary S. Cullin
	Senior Vice President, Chief Financial Officer & Treasurer

36

EX-10.2

Exhibit 10.2

May 8, 2014

Via Overnight Courier

Euramax International, Inc.

Euramax Holdings, Inc.

Amerimax Richmond Company

303 Research Drive, Suite 400

Norcross, Georgia 30092

Attention: Mary S. Cullin

RE: Sixth Amendment to Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement (this "Amendment")

Ladies and Gentlemen:

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC.,a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAXRICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement.

Credit Parties have requested that Agent and Lenders agree to enter into this Amendment. Subject to the terms and conditions set forth herein, Agent and Lenders are willing to enter into this Amendment.

NOW, THEREFORE, for TEN DOLLARS ($10.00) in hand paid and other good and valuable consideration, the receipt and sufficiency of which are hereby severally acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:

1.    Amendment to Credit Agreement. The Credit Agreement is hereby amended, effective as of March 21, 2014, by deleting Sections 6.8(a) and 6.8(b) of the Credit Agreement in their entirety and by substituting the following in lieu thereof:

(a)        Fixed Charge Coverage Ratio. If, during Fiscal Year 2014, a Seasonal Overadvance (Type A) Period is not then in effect and the Seasonal Overadvance (Type A) Conditions have not been satisfied, upon the commencement of and during a Financial Covenant Testing Period, the Fixed Charge Coverage Ratio shall not be tested and Euramax and its Subsidiaries shall be required to comply with Section 6.8(b) below. At all other times, including Fiscal Year 2014 and during any other Fiscal Year prior to the Maturity Date other than as set forth in the proviso below, upon the commencement of and during a Financial Covenant Testing Period, the Credit Parties shall not permit the Fixed Charge Coverage Ratio for Euramax and its Subsidiaries to be less than 1.00 to 1.00, with such covenant tested as of the last day of the fiscal month ending immediately prior to the Financial Covenant Testing Period for which financial statements have been delivered to Agent and Lenders pursuant to Section 5.1 and as of the last day of each fiscal month thereafter for the immediately preceding twelve-month period; provided, however, that if:

(i)    a Seasonal Overadvance (Type B) Period is then in effect and the Seasonal Overadvance (Type B) Conditions have been satisfied or

(ii)    a Seasonal Overadvance (Type C) Period is then in effect and the Seasonal Overadvance (Type C) Conditions have been satisfied,

then the Fixed Charge Coverage Ratio shall not be tested and Euramax and its Subsidiaries shall be required to comply with Section 6.8(b) below.

(b)    Minimum Consolidated Adjusted EBITDA. If a Financial Covenant Testing Period occurs and any of the following exist: (i) during Fiscal Year 2014 only, a Seasonal Overadvance (Type A) Period is not in effect and the Seasonal Overadvance (Type A) Conditions have not been satisfied or (ii) during any Fiscal Year prior to the Maturity Date, a Seasonal Overadvance (Type B)Period is then in effect and the Seasonal Overadvance (Type B) Conditions have been satisfied or (iii) during any Fiscal Year prior to the Maturity Date, a Seasonal Overadvance (Type C)Period is then in effect and the Seasonal Overadvance (Type C) Conditions have been satisfied, the Credit Parties shall not permit the Consolidated Adjusted EBITDA for Euramax and its Subsidiaries to be less than (x) $50,000,000, as of any date of determination occurring during Fiscal Year 2014 or as of the last day of the fiscal month ending on or about December 31, 2014, or (y) $52,000,000, as of any other date of determination, with such covenant tested as of the last day of the fiscal month ending immediately prior to the Financial Covenant Testing Period for which financial statements have been delivered to Agent and Lenders pursuant to Section 5.1 and as of the last day of each fiscal month thereafter occurring during the Financial Covenant Testing Period for the immediately preceding twelve-month period.

3293705_4

- 2 -

2.    Ratification and Reaffirmation; Acknowledgement; and Representations and Warranties.

(a)    Each Credit Party hereby ratifies and reaffirms the Obligations, each of the Credit Documents and all of such Credit Party's covenants, duties, indebtedness and liabilities under the Credit Documents. Each Credit Party acknowledges and stipulates that the Credit Agreement and the other Credit Documents executed by such Credit Party are legal, valid and binding obligations of such Credit Party that are enforceable against such Credit Party in accordance with the terms thereof; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by such Credit Party); and the security interests and Liens granted by such Credit Party in favor of Agent are duly perfected, first priority security interests and liens with respect to the ABL Priority Collateral.

(b)    Each Credit Party represents and warrants to Agent and the Lenders, to induce Agent and the Lenders to enter into this Amendment, that no Default or Event of Default exists on the date hereof; the execution, delivery and performance of this Amendment have been duly authorized by all requisite corporate action on the part of such Credit Party and this Amendment has been duly executed and delivered by such Credit Party; and all of the representations and warranties made by such Credit Party in the Credit Agreement are true and correct on and as of the date hereof.

3.    Expenses of Agent. Credit Parties agree to pay, on demand, all reasonable costs and expenses incurred by Agent in connection with the preparation, negotiation and execution of this Amendment and any other Credit Documents executed pursuant hereto and any and all amendments, modifications, and supplements thereto, including, without limitation, the reasonable and documented costs and fees of Agent's legal counsel and any taxes or expenses associated with or incurred in connection with any instrument or agreement referred to herein or contemplated hereby.

4.    Miscellaneous. Except as expressly set forth in this Amendment, nothing herein shall be deemed to amend or modify any provision of the Credit Agreement or any of the other Credit Documents, each of which shall remain in full force and effect. This Amendment shall be part of the Credit Agreement and a breach of any representation, warranty or covenant herein shall constitute an Event of Default. Upon the effectiveness of this Amendment, each reference in the Credit Agreement to "this Agreement," "hereunder," or words of like import shall mean and be a reference to the Credit Agreement, as amended by this Amendment. This Amendment is not intended to be, nor shall it be construed to create, a novation or accord and satisfaction, and the Credit Agreement as herein modified shall continue in full force and effect. Each Credit Party agrees to take such further actions as Agent shall reasonably request from time to time in connection herewith to evidence or give effect to the amendments set forth herein or any of the transactions contemplated hereby. Section titles and references used in this Amendment shall be without substantive meaning or content of any kind whatsoever and are not a part of the agreements among the parties hereto.

[Remainder of page intentionally left blank.]

- 3 -

This Amendment shall be governed by and construed in accordance with the internal laws of the State of New York. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. The parties acknowledge that this Amendment may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when so executed, shall be deemed to be an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party by facsimile or electronic transmission shall be deemed to be an original signature hereto (but such party shall promptly deliver to Agent an original signature by overnight delivery). To the fullest extent permitted by applicable law, the parties hereto each hereby waives the right to trial by jury in any action, suit, counterclaim or proceeding arising out of or related to this Amendment.

Very truly yours,

REGIONS BANK, as Agent

("Agent")

By:__/s/ Linda Harris_________________

Linda Harris, Senior Vice President

REGIONS BANK

("Lender")

By:__/s/ Linda Harris_________________

Linda Harris, Senior Vice President

[Signature pages continue on following page.]

Sixth Amendment to Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement (Euramax)

EURAMAX INTERNATIONAL, INC.

EURAMAX HOLDINGS, INC.

AMERIMAX RICHMOND COMPANY

By:_/s/ Mary S. Cullin_________________

Mary S. Cullin, Chief Financial Officer

Sixth Amendment to Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement (Euramax)

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Hugh E. Sawyer, President, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the period ended March 28, 2014 of Euramax Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 9, 2014	/s/ Hugh E. Sawyer
		Hugh E. Sawyer
		President (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Mary S. Cullin, Senior Vice President, Chief Financial Officer & Treasurer, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the period ended March 28, 2014 of Euramax Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 9, 2014	/s/ Mary S. Cullin
	Mary S. Cullin
	Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF PEO AND CFO

PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Euramax Holdings, Inc., (the “Company”), on Form 10-Q for the period ended March 28, 2014, (the “Report”), I, Hugh E. Sawyer, President, and I, Mary S. Cullin, Senior Vice President, Chief Financial Officer & Treasurer, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. the Report fully complies, in all material respects, with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 9, 2014	/s/ Hugh E. Sawyer
	Hugh E. Sawyer
	Principal Executive Officer

Date: May 9, 2014	/s/ Mary S. Cullin
	Mary S. Cullin
	Chief Financial Officer

XML

Segment Information - Segment Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014 segments	Mar. 29, 2013
Segment Reporting Information [Line Items]
Net sales	$ 169,904	$ 172,545
Loss from operations	(5,010)	(7,432)
Depreciation and amortization	8,202	8,593
Capital expenditures	(1,488)	(2,226)
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract]
Number of reportable segments	4
U.S. Residential Products
Segment Reporting Information [Line Items]
Net sales	49,579	52,253
Loss from operations	(1,317)	(223)
Depreciation and amortization	2,733	2,925
Capital expenditures	(339)	(433)
U.S. Commercial Products
Segment Reporting Information [Line Items]
Net sales	54,027	54,714
Loss from operations	(4,997)	(4,418)
Depreciation and amortization	2,542	2,618
Capital expenditures	(555)	(438)
European Roll Coated Aluminum
Segment Reporting Information [Line Items]
Net sales	50,137	48,283
Loss from operations	3,929	2,487
Depreciation and amortization	2,353	2,334
Capital expenditures	(340)	(741)
European Engineered Products
Segment Reporting Information [Line Items]
Net sales	16,577	17,636
Loss from operations	(346)	(2,628)
Depreciation and amortization	417	584
Capital expenditures	(163)	(169)
Other Non-Allocated
Segment Reporting Information [Line Items]
Net sales	0	0
Loss from operations	(2,279)	(2,650)
Depreciation and amortization	157	132
Capital expenditures	(91)	(445)
Eliminations
Segment Reporting Information [Line Items]
Net sales	(416)	(341)
Loss from operations	0	0
Depreciation and amortization	0	0
Capital expenditures	0	0
Operating Segments
Segment Reporting Information [Line Items]
Net sales	169,904	172,545
Operating Segments | U.S. Residential Products
Segment Reporting Information [Line Items]
Net sales	49,400	52,118
Operating Segments | U.S. Commercial Products
Segment Reporting Information [Line Items]
Net sales	53,999	54,570
Operating Segments | European Roll Coated Aluminum
Segment Reporting Information [Line Items]
Net sales	49,928	48,221
Operating Segments | European Engineered Products
Segment Reporting Information [Line Items]
Net sales	16,577	17,636
Operating Segments | Other Non-Allocated
Segment Reporting Information [Line Items]
Net sales	0	0
Operating Segments | Eliminations
Segment Reporting Information [Line Items]
Net sales	0	0
Segment Reconciling Items
Segment Reporting Information [Line Items]
Net sales	0	0
Segment Reconciling Items | U.S. Residential Products
Segment Reporting Information [Line Items]
Net sales	179	135
Segment Reconciling Items | U.S. Commercial Products
Segment Reporting Information [Line Items]
Net sales	28	144
Segment Reconciling Items | European Roll Coated Aluminum
Segment Reporting Information [Line Items]
Net sales	209	62
Segment Reconciling Items | European Engineered Products
Segment Reporting Information [Line Items]
Net sales	0	0
Segment Reconciling Items | Other Non-Allocated
Segment Reporting Information [Line Items]
Net sales	0	0
Segment Reconciling Items | Eliminations
Segment Reporting Information [Line Items]
Net sales	$ (416)	$ (341)

XML

Commitments and Contingencies (Details) (USD $) In Thousands, unless otherwise specified	0 Months Ended	3 Months Ended
	Sep. 25, 1996 sites	Mar. 28, 2014	Mar. 29, 2013
Commitments and Contingencies Disclosure [Abstract]
Number of National Priorities List sites for which the Company is indemnified for substantially all costs related to specifically identified environmental matters	11
Number of National Priorities List sites for which the Company is indemnified for certain potential costs related to specifically identified environmental matters	9
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward]
Balance, beginning of period		$ 5,326	$ 5,098
Payments made or service provided		(621)	(876)
Warranty expense		682	957
Foreign currency translation		2	(81)
Balance, end of period		$ 5,389	$ 5,098

XML

Segment Information (Tables)

3 Months Ended

Mar. 28, 2014

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table presents information about reported segments for the three months ended March 28, 2014:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 28, 2014	(in thousands)
Net sales:
Third party	$	49,400		$	53,999		$	49,928	$	16,577		$	—		$	—		$	169,904
Intersegment	179			28			209		—			—			(416		)	—
Total net sales	$	49,579		$	54,027		$	50,137	$	16,577		$	—		$	(416	)	$	169,904
(Loss) income from operations	$	(1,317	)	$	(4,997	)	$	3,929	$	(346	)	$	(2,279	)	$	—		$	(5,010	)
Depreciation and amortization	$	2,733		$	2,542		$	2,353	$	417		$	157		$	—		$	8,202
Capital expenditures	$	339		$	555		$	340	$	163		$	91		$	—		$	1,488

The following table presents information about reported segments for the three months ended March 29, 2013:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 29, 2013	(in thousands)
Net sales:
Third party	$	52,118		$	54,570		$	48,221	$	17,636		$	—		$	—		$	172,545
Intersegment	135			144			62		—			—			(341		)	—
Total net sales	$	52,253		$	54,714		$	48,283	$	17,636		$	—		$	(341	)	$	172,545
(Loss) income from operations	$	(223	)	$	(4,418	)	$	2,487	$	(2,628	)	$	(2,650	)	$	—		$	(7,432	)
Depreciation and amortization	$	2,925		$	2,618		$	2,334	$	584		$	132		$	—		$	8,593
Capital expenditures	$	433		$	438		$	741	$	169		$	445		$	—		$	2,226

Revenue from External Customers by Market

It is impractical for the Company to provide revenues from external customers by groups of similar products. Accordingly, the following table reflects revenues from external customers by markets for the periods indicated.

		Three months ended
Customers/Markets	Primary Products	March 28, 2014		March 29, 2013
		(in thousands)
Original Equipment Manufacturers (“OEMs”)	Painted aluminum sheet and coil; fabricated painted aluminum, laminated and fiberglass panels; windows and roofing; and composite building panels	$	55,735	$	50,435
Industrial and Architectural Contractors	Metal panels and siding and roofing accessories	33,862		34,432
Home Improvement Retailers	Rain carrying systems, metal panels, roofing accessories, windows, doors and shower enclosures	30,086		33,421
Rural Contractors	Steel and aluminum roofing and siding	18,904		19,621
Distributors	Metal coils, rain carrying systems and roofing accessories	14,299		17,143
Home Improvement Contractors	Vinyl replacement windows; metal coils, rain carrying systems; metal roofing and insulated roofing panels; shower, patio and entrance doors; and awnings	9,145		8,098
Manufactured Housing	Steel siding and trim components	7,873		9,395
		$	169,904	$	172,545

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Supplemental Guarantor Condensed Financial Information - Consolidated Statements of Operations (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Condensed Financial Statements, Captions [Line Items]
Net sales	$ 169,904	$ 172,545
Costs and Expense:
Cost of goods sold (excluding depreciation and amortization)	146,971	149,170
Selling and general (excluding depreciation and amortization)	18,776	19,440
Depreciation and amortization	8,202	8,593
Other operating charges	965	2,774
(Loss) income from operations	(5,010)	(7,432)
Equity in earnings of subsidiaries	0	0
Interest expense	(13,765)	(13,598)
Intercompany income(loss), net	0	0
Other income (loss), net	196	(6,345)
Loss before income taxes	(18,579)	(27,375)
Provision (benefit) for income taxes	693	741
Net loss	(19,272)	(28,116)
Parent
Condensed Financial Statements, Captions [Line Items]
Net sales	0	0
Costs and Expense:
Cost of goods sold (excluding depreciation and amortization)	0	0
Selling and general (excluding depreciation and amortization)	118	93
Depreciation and amortization	0	0
Other operating charges	0	0
(Loss) income from operations	(118)	(93)
Equity in earnings of subsidiaries	(19,154)	(28,023)
Interest expense	0	0
Intercompany income(loss), net	0	0
Other income (loss), net	0	0
Loss before income taxes	(19,272)	(28,116)
Provision (benefit) for income taxes	0	0
Net loss	(19,272)	(28,116)
Subsidiary Issuer
Condensed Financial Statements, Captions [Line Items]
Net sales	101,846	105,314
Costs and Expense:
Cost of goods sold (excluding depreciation and amortization)	91,773	93,064
Selling and general (excluding depreciation and amortization)	12,411	13,061
Depreciation and amortization	5,389	5,575
Other operating charges	542	418
(Loss) income from operations	(8,269)	(6,804)
Equity in earnings of subsidiaries	(1,692)	(4,891)
Interest expense	(13,407)	(13,349)
Intercompany income(loss), net	4,565	4,278
Other income (loss), net	317	(5,951)
Loss before income taxes	(18,486)	(26,717)
Provision (benefit) for income taxes	668	1,306
Net loss	(19,154)	(28,023)
Non-Guarantor
Condensed Financial Statements, Captions [Line Items]
Net sales	69,582	68,723
Costs and Expense:
Cost of goods sold (excluding depreciation and amortization)	56,722	57,598
Selling and general (excluding depreciation and amortization)	6,247	6,286
Depreciation and amortization	2,813	3,018
Other operating charges	423	2,356
(Loss) income from operations	3,377	(535)
Equity in earnings of subsidiaries	0	0
Interest expense	(358)	(249)
Intercompany income(loss), net	(4,565)	(4,278)
Other income (loss), net	(121)	(394)
Loss before income taxes	(1,667)	(5,456)
Provision (benefit) for income taxes	25	(565)
Net loss	(1,692)	(4,891)
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net sales	(1,524)	(1,492)
Costs and Expense:
Cost of goods sold (excluding depreciation and amortization)	(1,524)	(1,492)
Selling and general (excluding depreciation and amortization)	0	0
Depreciation and amortization	0	0
Other operating charges	0	0
(Loss) income from operations	0	0
Equity in earnings of subsidiaries	20,846	32,914
Interest expense	0	0
Intercompany income(loss), net	0	0
Other income (loss), net	0	0
Loss before income taxes	20,846	32,914
Provision (benefit) for income taxes	0	0
Net loss	$ 20,846	$ 32,914

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Fair Value Measurements (Details) (USD $)					3 Months Ended			3 Months Ended
	Mar. 28, 2014 Senior notes Senior Secured Notes (9.50%)	Dec. 31, 2013 Senior notes Senior Secured Notes (9.50%)	Mar. 28, 2014 Fair Value, Inputs, Level 2 Senior notes Senior Secured Notes (9.50%)	Dec. 31, 2013 Fair Value, Inputs, Level 2 Senior notes Senior Secured Notes (9.50%)	Mar. 29, 2013 Other operating charges Fair Value, Inputs, Level 1 U.K. European Engineered Products	Mar. 28, 2014 Not Designated as Hedging Instrument Foreign Exchange Contract Accrued Liabilities Fair Value, Inputs, Level 2	Dec. 31, 2013 Not Designated as Hedging Instrument Foreign Exchange Contract Accrued Liabilities Fair Value, Inputs, Level 2	Mar. 29, 2013 Not Designated as Hedging Instrument Foreign Exchange Contract Other Nonoperating Income (Expense)
Derivatives, Fair Value [Line Items]
Gain on forward contract								$ 300,000
Fair value of derivative liability						(200,000)	(200,000)
Asset impairment charges					1,600,000
Debt instrument, face amount	375,000,000	375,000,000
Fair value of long-term debt			$ 378,800,000	$ 375,000,000

XML

Indebtedness

3 Months Ended

Mar. 28, 2014

Debt Disclosure [Abstract]

Indebtedness

Indebtedness

Indebtedness consisted of the following:

	March 28, 2014		December 31, 2013
	(in thousands)
Senior Secured Notes (9.50%)	$	375,000	$	375,000
Senior Unsecured Loan Facility (12.25%)	123,769		123,640
ABL Credit Facility	23,000		36,756
Dutch Revolving Credit Facility	14,657		—
Total debt	536,426		535,396
Less: current portion	14,657		—
Total long term debt	$	521,769	$	535,396

Senior Secured Notes

The Notes consist of an aggregate principal amount of $375 million, which were issued pursuant to an indenture (the "Indenture"), dated March 18, 2011, among Euramax International, Inc ("Euramax International"), Euramax Holdings, Inc ("Euramax Holdings"), and certain of its domestic subsidiaries as guarantors, and Wells Fargo Bank, National Association, the Trustee.The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International. The Notes bear interest at 9.50% per year and mature on April 1, 2016, unless earlier redeemed or repurchased by Euramax International. Interest is payable semi-annually on April 1 and October 1 of each year.

The Notes are secured by a first priority security interest in (i) substantially all of the assets of Euramax International and the guarantors (other than inventory and accounts receivable and related assets, which assets secure the ABL Credit Facility on a first priority basis) and (ii) all of Euramax International's capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax International or a guarantor and 65% of the voting capital stock and 100% of any nonvoting capital stock of foreign restricted subsidiaries directly owned by us or a guarantor, and a second priority security interest in the inventory, receivables and related assets.

The Notes may be redeemed at the option of Euramax International, in whole or in part, under the conditions specified in the Indenture, at the following redemption prices plus accrued and unpaid interest to the redemption date if redeemed during the twelve-month period beginning on April 1 of the years indicated:

Year	Percentage
2013	107.125	%
2014	104.750	%
2015 and thereafter	100.000	%

The Indenture contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants. These limitations also limit Euramax International's ability to transfer cash or assets to Euramax Holdings, whether by dividend, loan or otherwise. The Indenture also contains customary events of default. If Euramax International undergoes a change of control (as defined in the Indenture), Euramax International will be required to make an offer to repurchase the Notes at 101% of the principal amount of the Notes redeemed plus accrued and unpaid interest, if any, to the date of redemption.

Senior Unsecured Loan Facility

On March 3, 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into a credit and guaranty agreement for a senior unsecured loan facility (the "Senior Unsecured Loan Facility") in the aggregate principal amount of $125.0 million. The Senior Unsecured Loan Facility was issued at 98% of par on March 18, 2011 and matures on October 1, 2016.The difference between the consideration received and the aggregate face amount ($1.2 million) is being amortized and recorded in interest expense using the effective interest rate method over the term. The Senior Unsecured Loan Facility bears interest at 12.25% per year in the event no election is made to pay interest in kind (PIK), and 14.25% (7.875% cash pay and 6.375% PIK) per annum in the event a PIK election is made. Euramax International may make a PIK election for up to six quarters during the term of the Senior Unsecured Loan Facility. The interest rate on outstanding borrowings at March 28, 2014 was 12.25%, as Euramax International has not made a PIK election.

Euramax International may prepay outstanding amounts under the Senior Unsecured Loan Facility, in whole or in part, at the prices (expressed as percentages of the loans) set forth below:

Prepayment Date	Percentage
On or after the second anniversary of the closing but prior to the third anniversary thereof	103	%
On or after the third anniversary of the closing but prior to the fourth anniversary thereof	102	%
On or after the fourth anniversary of the closing	100	%

Upon a change of control, Euramax International may be required to prepay all or a portion of the Senior Unsecured Loan Facility at a price equal to 101% of the principal amount plus accrued and unpaid interest.All obligations under the Senior Unsecured Loan Facility are unconditionally guaranteed by Euramax Holdings, Euramax International and substantially all of Euramax International's existing and future direct and indirect 100% owned domestic material restricted subsidiaries.

The Senior Unsecured Loan Facility contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants.

The Senior Unsecured Loan Facility contains certain customary representations and warranties, affirmative covenants and events of default, including among other things, payment defaults, covenant defaults, cross‑defaults to certain indebtedness, certain events of bankruptcy, material judgments, and failure of any guaranty supporting the Senior Unsecured Loan Facility to be in force and effect in any material respect. If such an event of default occurs, the administrative agent would be entitled to take various actions, including the acceleration of amounts due under the Senior Unsecured Loan Facility and all actions permitted to be taken by an unsecured creditor.

ABL Credit Facility

On March 18, 2011, Euramax Holdings, Euramax International, and certain of its domestic subsidiaries entered into the ABL Credit Facility with Regions Bank, as Collateral and Administrative Agent, Wells Fargo Capital Finance, LLC, as Co-Collateral Agent, and Regions Business Capital, as Sole Lead Arranger and Bookrunner. The ABL Credit Facility provides for revolving credit financing of up to $70 million, subject to borrowing base availability. At March 28, 2014, $22.9 million was available to be drawn on the ABL Credit Facility.

On March 21, 2014 and May 8, 2014, the ABL Credit Facility was amended to, among other items, (i) reduce the applicable margin rate for LIBOR borrowings from a range of 2.00% to 2.75% to a range of 1.75% to 2.25% and reduce the applicable margin rate for Base Rate borrowings from a range of 1.00% to 1.75% to a range of 1.00% to 1.25%, in each case, based on average excess availability rather than corporate credit ratings of the Company, (ii) reduce the minimum excess availability threshold to $1.0 million, (iii) reduce the fixed charge coverage ratio from 1.15 to 1.00, (iv) suspend the testing of the fixed charge coverage ratio (A) during fiscal year 2014, unless a Seasonal Overadvance A is then in effect, (B) at all other times including during fiscal year 2014 during the occurrence of a Seasonal Overadvance B or (C) during the occurrence of a Seasonal Overadvance C, (v) suspend the testing of the minimum consolidated EBITDA test except (A) during fiscal year 2014 if a Seasonal Overadvance A is then in effect, (B) at any time during the life of the ABL Credit Facility, during the occurrence of a Seasonal Overadvance B or (C) at any time during the life of the ABL Credit Facility during the occurrence of a Seasonal Overadvance C, and (vi) provide for the three mutually exclusive overadvance facilities as described below.

"Seasonal Overadvance A", in the amount of $15.0 million, is available to the Company from February 1 of each year through May 31 of each such year, subject to the Company demonstrating compliance with the fixed charge coverage ratio of 1.00:1.00, payment of a fee in the amount of 0.20% of the amount of such facility (the "Seasonal Overadvance Fee") and other customary conditions.

"Seasonal Overadvance B", in the amount of $9.0 million, is available to the Company from February 1 of each year through November 30 of each such year, subject to the Company demonstrating compliance with a U.S. fixed charge coverage ratio of 1.00:1.00, payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a U.S. fixed charge coverage ratio of 1.00:1.00 and other customary conditions.

"Seasonal Overadvance C", in the amount of the lesser of (i) $6.0 million and (ii) the sum of (a) 10% of the first component of the borrowing base and (b) 10% of the second component of the borrowing base, is available to the Company from February 1 of each year through August 22 of each such year, subject to the payment of the Seasonal Overadvance Fee (except to the extent already paid during such calendar year), maintenance of a minimum consolidated EBITDA over the trailing twelve months of $52.0 million ($50.0 million for fiscal 2014) and other customary conditions.

Borrowings under the ABL Credit Facility bear interest at a rate per annum equal to either (a) LIBOR plus an applicable margin or (b) a base rate determined by reference to the highest of (1) the prime commercial lending rate published by Regions Bank as its “prime rate” for commercial loans, (2) the federal funds effective rate plus 0.50% and (3) the one-month LIBOR plus 1.00%, plus the applicable margin. The applicable margin is dependent upon the type of borrowings Euramax International has made under the ABL Credit Facility. At March 28, 2014, the applicable margins were 2.25% and 1.25% for LIBOR and Base Rate borrowings, respectively. After June 27, 2014, the applicable margins are subject to Euramax International’s Average Excess Availability Percentage for the most recently ended fiscal quarter and range from 1.75% to 2.25% for LIBOR borrowings and 1.00% to 1.25% for Base Rate borrowings. The weighted average interest rate at March 28, 2014, including the applicable margin payable on outstanding borrowings under the ABL Credit Facility, was 2.41%. The ABL Credit Facility requires Euramax International to pay a commitment fee ranging from 0.375% to 0.5%, based on the unutilized commitments. Euramax International is also required to pay customary letter of credit fees, including, without limitation, a letter of credit fee equal to the applicable margin on revolving credit LIBOR loans and fronting fees.

All obligations under the ABL Credit Facility are unconditionally guaranteed by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International, and any future direct and indirect 100% owned domestic restricted subsidiaries which are not borrowers. All obligations under the ABL Credit Facility are secured, subject to certain exceptions, by a first‑priority security interest in Euramax International’s and the Guarantors’ inventory and accounts receivable and related assets, referred to as the ABL Collateral, and a junior‑priority security interest in (i) substantially all of Euramax International’s and the Guarantors’ assets (other than inventory and accounts receivable and related assets, which assets secure the ABL Credit Facility on a first priority basis) and (ii) all of Euramax International’s capital stock and the capital stock of each material domestic restricted subsidiary owned by Euramax International or a Guarantor and 65% of the voting capital stock and 100% of any non-voting capital stock of foreign restricted subsidiaries directly owned by Euramax International or a Guarantor, which we refer to collectively as the Notes Collateral.

The ABL Credit Facility contains affirmative and negative covenants customary for this type of financing, including, but not limited to certain financial covenants in the event excess availability is less than 12.5% of the lesser of the aggregate amount of commitments outstanding at such time and the borrowing base. As of March 28, 2014, excess availability exceeded 12.5% of the borrowing base; therefore, Euramax International was not required to meet the Minimum Consolidated Adjusted EBITDA or Minimum Consolidated Fixed Charge Coverage Ratio. Additionally, restrictive covenants limit the ability of Euramax International and certain of its subsidiaries to incur liens, incur, assume or permit to exist additional indebtedness, guarantees and other contingent obligations, consolidate, merge or sell all or substantially all of their assets, pay dividends or make other distributions, make certain loans and investments, amend or otherwise alter the terms of documents related to certain of their indebtedness, enter into transactions with affiliates and prepay certain indebtedness, in each case, subject to exclusions, and other customary covenants.

Dutch Revolving Credit Facility

In February 2012, the Company's 100% owned subsidiary Euramax Coated Products, BV entered into a revolving credit facility with Rabobank Roermond (the "Dutch Revolving Credit Facility"). The Dutch Revolving Credit Facility provides revolving credit financing of up to EUR 15 million and matures on April 1, 2016. Borrowings under the Dutch Revolving Credit Facility bear interest at a rate per annum which is the aggregate of the average one month Euribor rate over a calendar month plus a margin of 2% and requires payment of a commitment fee of 0.35% per annum on the nominal amount of the credit facility. The weighted average interest rate at March 28, 2014, including the margin payable on outstanding borrowings under the Dutch Revolving Credit Facility, was 2.48%. All obligations under the Dutch Revolving Credit Facility are secured by a mortgage on the real estate of Euramax Coated Products, BV and a pledge on present and future machinery and present and future accounts receivable balances of Euramax Coated Products, BV. At March 28, 2014, $6.0 million (EUR 4.3 million) was available to be drawn on the Dutch Revolving Credit Facility.

The Dutch Revolving Credit Facility contains financial and non-financial covenants customary for this type of financing. Financial covenants include, but are not limited to, a minimum annual EBITDA target and a minimum amount of risk-bearing capital for Euramax Coated Products, BV, both measured at the Company's fiscal year-end. The Dutch Revolving Credit Facility also contains a clause limiting further indebtedness. As of March 28, 2014, Euramax Coated Products, BV is in compliance with all covenants.

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Supplemental Guarantor Condensed Financial Information - Consolidated Statements of Comprehensive (Loss) Income (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Condensed Financial Statements, Captions [Line Items]
Net loss	$ (19,272)	$ (28,116)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389)	(185)
Defined benefit pension plan adjustments	20	84
Total comprehensive income (loss)	(19,641)	(28,217)
Parent
Condensed Financial Statements, Captions [Line Items]
Net loss	(19,272)	(28,116)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389)	(185)
Defined benefit pension plan adjustments	20	84
Total comprehensive income (loss)	(19,641)	(28,217)
Subsidiary Issuer
Condensed Financial Statements, Captions [Line Items]
Net loss	(19,154)	(28,023)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389)	(185)
Defined benefit pension plan adjustments	20	84
Total comprehensive income (loss)	(19,523)	(28,124)
Non-Guarantor
Condensed Financial Statements, Captions [Line Items]
Net loss	(1,692)	(4,891)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389)	(185)
Defined benefit pension plan adjustments	18	11
Total comprehensive income (loss)	(2,063)	(5,065)
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net loss	20,846	32,914
Other comprehensive income (loss):
Foreign currency translation adjustment	778	370
Defined benefit pension plan adjustments	(38)	(95)
Total comprehensive income (loss)	$ 21,586	$ 33,189

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Indebtedness Senior Secured Notes (Details)			0 Months Ended
	Mar. 28, 2014	Mar. 18, 2011 Senior notes Senior Secured Notes (9.50%)	Mar. 18, 2011 Senior notes Senior Secured Notes (9.50%) 2013	Mar. 18, 2011 Senior notes Senior Secured Notes (9.50%) 2014	Mar. 18, 2011 Senior notes Senior Secured Notes (9.50%) 2015 and thereafter	Mar. 18, 2011 Senior notes Senior Secured Notes (9.50%) Change of control
Debt Instrument [Line Items]
Subsidiary ownership percentage	100.00%
Debt instrument, interest rate, stated percentage		9.50%
Prepayment redemption price percentages			107.125%	104.75%	100.00%	101.00%

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Indebtedness (Details) (USD $) In Thousands, unless otherwise specified	Mar. 28, 2014	Dec. 31, 2013
Debt Instrument [Line Items]
Long-term debt	$ 536,426	$ 535,396
Current portion of long-term debt	14,657	0
Long-term debt, excluding current maturities	521,769	535,396
Senior notes | Senior Secured Notes (9.50%)
Debt Instrument [Line Items]
Long-term debt	375,000	375,000
Unsecured debt | Senior Unsecured Loan Facility (12.25%)
Debt Instrument [Line Items]
Long-term debt	123,769	123,640
Line of credit | ABL Credit Facility
Debt Instrument [Line Items]
Long-term debt	23,000	36,756
Line of credit | Dutch Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt	14,657	0
Current portion of long-term debt	$ 14,657	$ 0

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Supplemental Guarantor Condensed Financial Information - Consolidated Statements of Cash Flows (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	$ (3,886)	$ (23,328)
Cash flows from investing activities:
Proceeds from sale of assets	43	116
Capital expenditures	(1,488)	(2,226)
Due (to) from affiliates	0	0
Net cash used in investing activities	(1,445)	(2,110)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	14,657	11,510
Net (repayments) borrowings on ABL Credit Facility	13,756	(7,802)
Changes in cash overdrafts	236	0
Debt issuance costs	(88)	(175)
Distributions from (to) affiliates	0	0
Net cash provided by (used in) financing activities	1,049	19,137
Effect of exchange rate changes on cash	(297)	464
Net decrease in cash and cash equivalents	(4,579)	(5,837)
Cash and cash equivalents at beginning of period	8,977	10,024
Cash and cash equivalents at end of period	4,398	4,187
Parent
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	0	0
Cash flows from investing activities:
Proceeds from sale of assets	0	0
Capital expenditures	0	0
Due (to) from affiliates	0	0
Net cash used in investing activities	0	0
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	0	0
Net (repayments) borrowings on ABL Credit Facility	0	0
Changes in cash overdrafts	0
Debt issuance costs	0	0
Distributions from (to) affiliates	0	0
Net cash provided by (used in) financing activities	0	0
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
Subsidiary Issuer
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	4,233	(15,183)
Cash flows from investing activities:
Proceeds from sale of assets	43	116
Capital expenditures	(976)	(1,263)
Due (to) from affiliates	0	0
Net cash used in investing activities	(933)	(1,147)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	0	0
Net (repayments) borrowings on ABL Credit Facility	13,756	(7,802)
Changes in cash overdrafts	236
Debt issuance costs	(88)	(175)
Distributions from (to) affiliates	8,616	8,845
Net cash provided by (used in) financing activities	(4,992)	16,472
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	(1,692)	142
Cash and cash equivalents at beginning of period	1,700	1,574
Cash and cash equivalents at end of period	8	1,716
Non-Guarantor
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	(8,119)	(8,145)
Cash flows from investing activities:
Proceeds from sale of assets	0	0
Capital expenditures	(512)	(963)
Due (to) from affiliates	(8,616)	(8,845)
Net cash used in investing activities	(9,128)	(9,808)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	14,657	11,510
Net (repayments) borrowings on ABL Credit Facility	0	0
Changes in cash overdrafts	0
Debt issuance costs	0	0
Distributions from (to) affiliates	0	0
Net cash provided by (used in) financing activities	14,657	11,510
Effect of exchange rate changes on cash	(297)	464
Net decrease in cash and cash equivalents	(2,887)	(5,979)
Cash and cash equivalents at beginning of period	7,277	8,450
Cash and cash equivalents at end of period	4,390	2,471
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	0	0
Cash flows from investing activities:
Proceeds from sale of assets	0	0
Capital expenditures	0	0
Due (to) from affiliates	8,616	8,845
Net cash used in investing activities	8,616	8,845
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	0	0
Net (repayments) borrowings on ABL Credit Facility	0	0
Changes in cash overdrafts	0
Debt issuance costs	0	0
Distributions from (to) affiliates	(8,616)	(8,845)
Net cash provided by (used in) financing activities	(8,616)	(8,845)
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	$ 0	$ 0

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Indebtedness Senior Unsecured Loan Facility (Details) (USD $) In Millions, unless otherwise specified				0 Months Ended
	Mar. 28, 2014	Mar. 28, 2014 Senior Unsecured Loan Facility (12.25%) Unsecured debt	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt quarters	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt Change of control	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt On or after the second anniversary of the closing but prior to the third anniversary thereof	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt On or after the third anniversary of the closing but prior to the fourth anniversary thereof	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt On or after the fourth anniversary of the closing	Mar. 28, 2014 Senior Unsecured Loan Facility (12.25%) Unsecured debt No paid interest in kind election	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt No paid interest in kind election	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt With paid interest in kind election	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt With paid interest in kind election Cash interest portion	Mar. 18, 2011 Senior Unsecured Loan Facility (12.25%) Unsecured debt With paid interest in kind election Paid in kind interest portion
Debt Instrument [Line Items]
Debt instrument, issuance price as percent of par value			98.00%
Debt instrument, unamortized discount		$ 1.2
Debt instrument, interest rate, stated percentage									12.25%	14.25%	7.875%	6.375%
Maximum number of quarters the paid in kind election may be made			6
Debt instrument, interest rate, effective percentage								12.25%
Prepayment redemption price percentages					103.00%	102.00%	100.00%
Potentional required purchase price upon change of control, percentage of purchase price				101.00%
Subsidiary ownership percentage	100.00%

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Indebtedness ABL Credit Facility (Details) (USD $) In Millions, unless otherwise specified				0 Months Ended							0 Months Ended							3 Months Ended			0 Months Ended			0 Months Ended				0 Months Ended			0 Months Ended
	Mar. 28, 2014	Mar. 21, 2014 Seasonal Overadvance A	Mar. 21, 2014 Seasonal Overadvance B	Mar. 21, 2014 Line of credit ABL Credit Facility	Mar. 18, 2011 Line of credit ABL Credit Facility	Mar. 28, 2014 Line of credit ABL Credit Facility	Mar. 25, 2013 Line of credit ABL Credit Facility	Mar. 21, 2014 Line of credit Seasonal Overadvance A	Mar. 21, 2014 Line of credit Seasonal Overadvance B	Mar. 21, 2014 Line of credit Seasonal Overadvance C	Mar. 18, 2011 Line of credit Maximum ABL Credit Facility	Mar. 21, 2014 Line of credit Maximum Seasonal Overadvance A	Mar. 21, 2014 Line of credit Maximum Seasonal Overadvance B	Mar. 21, 2014 Line of credit Minimum ABL Credit Facility	Mar. 18, 2011 Line of credit Minimum ABL Credit Facility	Mar. 21, 2014 Line of credit Minimum Seasonal Overadvance A	Mar. 21, 2014 Line of credit Minimum Seasonal Overadvance B	Mar. 28, 2014 London Interbank Offered Rate (LIBOR) ABL Credit Facility	Mar. 28, 2014 London Interbank Offered Rate (LIBOR) Line of credit ABL Credit Facility	Mar. 18, 2011 London Interbank Offered Rate (LIBOR) Line of credit ABL Credit Facility	Mar. 21, 2014 London Interbank Offered Rate (LIBOR) Line of credit Maximum ABL Credit Facility	Mar. 18, 2011 London Interbank Offered Rate (LIBOR) Line of credit Maximum ABL Credit Facility	Mar. 28, 2014 London Interbank Offered Rate (LIBOR) Line of credit Maximum ABL Credit Facility	Mar. 21, 2014 London Interbank Offered Rate (LIBOR) Line of credit Minimum ABL Credit Facility	Mar. 18, 2011 London Interbank Offered Rate (LIBOR) Line of credit Minimum ABL Credit Facility	Mar. 28, 2014 London Interbank Offered Rate (LIBOR) Line of credit Minimum ABL Credit Facility	Mar. 28, 2014 Base Rate Line of credit ABL Credit Facility	Mar. 21, 2014 Base Rate Line of credit Maximum ABL Credit Facility	Mar. 18, 2011 Base Rate Line of credit Maximum ABL Credit Facility	Mar. 28, 2014 Base Rate Line of credit Maximum ABL Credit Facility	Mar. 21, 2014 Base Rate Line of credit Minimum ABL Credit Facility	Mar. 18, 2011 Base Rate Line of credit Minimum ABL Credit Facility	Mar. 28, 2014 Base Rate Line of credit Minimum ABL Credit Facility	Mar. 18, 2011 Federal Funds Line of credit ABL Credit Facility
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity					$ 70
Line of credit facility, remaining borrowing capacity						22.9
Debt instrument, description of variable rate basis																		LIBOR
Debt instrument, basis spread on variable rate																					2.25%	2.75%		1.75%	2.00%			1.25%	1.75%		1.00%	1.00%
Minimum excess availability reserve														1.0
Debt convenant, required fixed charge coverage ratio when excess availability is less than fifteen percent											1.15
Debt covenant, required fixed charge coverage ratio												1.00	1.00	1.00		1.00	1.00
Line of credit facility additional borrowing capacity seasonal overadvance A								15.0
Seasonal overadvance fee				0.20%
Line of credit facility additional borrowing capacity seasonal overadvance B									9.0
Line of credit facility additional borrowing capacity seasonal overadvance C										6.0
Debt instrument percentage of principal used		10.00%	10.00%
Minimum consolidated ebitda after fiscal year 2014										52.0
Minimum consolidated ebitda fiscal year 2014										$ 50.0
Debt instrument basis spread on variable rate alternative																				1.00%														0.50%
Marginal interest rate on combined fixed and variable rate																			2.25%				2.25%			1.75%	1.25%			1.25%			1.00%
Debt, weighted average interest rate						2.40%
Line of credit facility, unused capacity, commitment fee percentage											0.50%				0.375%
Subsidiary ownership percentage	100.00%
Foreign restricted subsidiaries, percent of voting capital stock, collateral					65.00%
Foreign retricted subsidiaries, percent of non-voting capital stock, collateral					100.00%
Amended excess availability threshold percenatge that triggers a minimum consolidated fixed charge coverage ratio						12.50%	12.50%

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Inventories

3 Months Ended

Mar. 28, 2014

Inventory Disclosure [Abstract]

Inventories

Inventories

Inventories were comprised of:

	March 28, 2014		December 31, 2013
	(in thousands)
Aluminum and steel coil	$	69,016	$	58,153
Raw materials	16,592		15,291
Work in process	2,620		1,936
Finished products	16,501		14,380
Total inventories, net	$	104,729	$	89,760

The Company has disclosed aluminum and steel coil inventory separately, as it represents inventory that can be classified as raw material, work in process or finished product. Aluminum and steel coil includes both painted and bare coil. Inventories are net of related reserves totaling $2.9 million and $2.4 million as of March 28, 2014 and December 31, 2013, respectively.

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Indebtedness Dutch Revolving Credit Facility (Details) In Millions, unless otherwise specified		0 Months Ended		0 Months Ended
	Mar. 28, 2014	Feb. 28, 2012 Line of credit Dutch Revolving Credit Facility	Mar. 28, 2014 Line of credit Dutch Revolving Credit Facility USD ($)	Feb. 28, 2012 Line of credit Dutch Revolving Credit Facility Euribor Rate	Mar. 28, 2014 Line of credit Dutch Revolving Credit Facility Euro Member Countries, Euro USD ($)	Feb. 28, 2012 Line of credit Dutch Revolving Credit Facility Euro Member Countries, Euro EUR (€)
Line of Credit Facility [Line Items]
Subsidiary ownership percentage	100.00%
Line of credit facility, maximum borrowing capacity						€ 15
Debt instrument, basis spread on variable rate				2.00%
Line of credit facility, commitment fee percentage		0.35%
Debt, weighted average interest rate			2.48%
Line of credit facility, remaining borrowing capacity			$ 6.0		$ 4.3

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Segment Information - Revenues from External Customers (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Revenue from External Customer [Line Items]
Third party, net sales	$ 169,904	$ 172,545
Original Equipment Manufacturers (OEM's)
Revenue from External Customer [Line Items]
Third party, net sales	55,735	50,435
Industrial and Architectural Contractors
Revenue from External Customer [Line Items]
Third party, net sales	33,862	34,432
Home Improvement Retailers
Revenue from External Customer [Line Items]
Third party, net sales	30,086	33,421
Rural Contractors
Revenue from External Customer [Line Items]
Third party, net sales	18,904	19,621
Distributors
Revenue from External Customer [Line Items]
Third party, net sales	14,299	17,143
Home Improvement Contractors
Revenue from External Customer [Line Items]
Third party, net sales	9,145	8,098
Manufactured Housing
Revenue from External Customer [Line Items]
Third party, net sales	$ 7,873	$ 9,395

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 28, 2014	Dec. 31, 2013	Mar. 29, 2013	Dec. 31, 2012
ASSETS
Cash and cash equivalents	$ 4,398	$ 8,977	$ 4,187	$ 10,024
Accounts receivable, less allowances of $2,239 and $2,235, respectively	92,123	73,996
Inventories, net	104,729	89,760
Income taxes receivable	315	982
Deferred income taxes	577	580
Other current assets	7,708	7,008
Total current assets	209,850	181,303
Property, plant and equipment, net	126,843	130,114
Goodwill	204,174	204,053
Customer relationships, net	37,374	40,631
Other intangible assets, net	6,923	7,073
Deferred income taxes	93	87
Other assets	7,959	8,712
Total assets	593,216	571,973
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Accounts payable	83,650	57,262
Accrued expenses and other current liabilities	25,985	26,366
Accrued interest payable	21,772	9,020
Current portion of long-term debt	14,657	0
Deferred income taxes	606	605
Total current liabilities	146,670	93,253
Long-term debt	521,769	535,396
Deferred income taxes	19,853	18,980
Other liabilities	33,006	32,907
Total liabilities	721,298	680,536
Shareholders’ deficit:
Common stock	195	195
Additional paid-in capital	724,193	724,071
Accumulated loss	(863,022)	(843,750)
Accumulated other comprehensive income	10,552	10,921
Total shareholders’ deficit	(128,082)	(108,563)
Total liabilities and shareholders’ deficit	$ 593,216	$ 571,973

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Condensed Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Net cash used in operating activities	$ (3,886)	$ (23,328)
Cash flows from investing activities:
Proceeds from sales of assets	43	116
Capital expenditures	(1,488)	(2,226)
Net cash used in investing activities	(1,445)	(2,110)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	14,657	11,510
Net (repayments) borrowings on ABL Credit Facility	(13,756)	7,802
Changes in cash overdrafts	236	0
Debt issuance costs	(88)	(175)
Net cash provided by (used in) financing activities	1,049	19,137
Effect of exchange rate changes on cash	(297)	464
Net decrease in cash and cash equivalents	(4,579)	(5,837)
Cash and cash equivalents at beginning of period	8,977	10,024
Cash and cash equivalents at end of period	$ 4,398	$ 4,187

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Accumulated Other Comprehensive Income (Details) (USD $)	3 Months Ended
	Mar. 28, 2014	Dec. 31, 2013
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning of period	$ 10,921,000
Other comprehensive income (loss) before reclassifications	(389,000)
Amounts reclassified from accumulated other comprehensive income (loss)	20,000
Net other comprehensive income (loss)	(369,000)
Balance, end of period	10,552,000
Other comprehensive income (loss), pension and other postretirement benefit plans, tax	(300,000)	(300,000)
Accumulated Translation Adjustment
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning of period	19,281,000
Other comprehensive income (loss) before reclassifications	(389,000)
Amounts reclassified from accumulated other comprehensive income (loss)	0
Net other comprehensive income (loss)	(389,000)
Balance, end of period	18,892,000
Accumulated Defined Benefit Plans Adjustment
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance, beginning of period	(8,360,000)
Other comprehensive income (loss) before reclassifications	0
Amounts reclassified from accumulated other comprehensive income (loss)	20,000
Net other comprehensive income (loss)	20,000
Balance, end of period	$ (8,340,000)

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Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Mar. 28, 2014

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) by component for the three month period ended March 28, 2014 were as follows:

	Foreign Currency Translation Adjustments			Defined Benefit Pension Plan Adjustments			Total
	(in thousands)
Balance, beginning of period	$	19,281		$	(8,360	)	$	10,921
Other comprehensive income (loss) before reclassifications	(389		)	—			(389		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			20			20
Net other comprehensive income (loss)	(389		)	20			(369		)
Balance, end of period	$	18,892		$	(8,340	)	$	10,552

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Employee Benefit Plans (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
U.S. Plan
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 14	$ 16
Interest cost	140	130
Expected return on assets	(186)	(156)
Recognized actuarial net loss	2	73
Total defined benefit net periodic pension cost	(30)	63
Multiemployer benefit expense	258	252
Net periodic pension cost	228	315
UK Plan
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0
Interest cost	552	531
Expected return on assets	(466)	(414)
Recognized actuarial net loss	18	11
Total defined benefit net periodic pension cost	104	128
Multiemployer benefit expense	0	0
Net periodic pension cost	$ 104	$ 128

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Components of Other Operating Charges (Tables)

3 Months Ended

Mar. 28, 2014

Components of Other Operating Costs [Abstract]

Schedule of Other Operating Cost and Expense, by Component

Other operating charges incurred by operating segment were as follows:

	Three months ended
	March 28, 2014		March 29, 2013
	(in thousands)
U.S. Residential Products	$	108	$	124
U.S. Commercial Products	30		87
European Roll Coated Aluminum	—		146
European Engineered Products	423		2,210
Other non-allocated	404		207
Total other operating charges	$	965	$	2,774

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Basis of Presentation and Principles of Consolidation

3 Months Ended

Mar. 28, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Euramax Holdings, Inc. and its subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, these statements include all adjustments considered necessary for the fair presentation of all interim periods reported herein. All adjustments are of a normal recurring nature unless otherwise disclosed.

The Company’s sales volumes have historically been higher in the second and third quarters due to the seasonal demand of the building products markets served. Accordingly, results for the three months ended March 28, 2014 are not necessarily indicative of the results that may be expected for the full year. Management believes that the disclosures made are adequate for a fair presentation of the Company’s results of operations, financial position and cash flows. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.

Principles of Consolidation

The accompanying condensed consolidated financial statements include the Company’s accounts and the accounts of its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to current period presentation. Each of our interim reporting periods, other than the fourth interim reporting period, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The first interim reporting period of 2014 and 2013 ended on March 28 and March 29, respectively. Our fourth interim reporting period and our fiscal year end on December 31 regardless of the day of the week on which it falls.

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Condensed Consolidated Balance Sheets (Parentheticals) (USD $) In Thousands, unless otherwise specified	Mar. 28, 2014	Dec. 31, 2013
Allowance for doubtful accounts	$ 2,239	$ 2,235

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Supplemental Guarantor Condensed Financial Information

3 Months Ended

Mar. 28, 2014

Supplemental Guarantor Condensed Financial Information [Abstract]

Supplemental Guarantor Condensed Financial Information

Supplemental Guarantor Condensed Financial Information

On March 18, 2011, Euramax Holdings (presented as Parent in the following schedules), through its 100% owned subsidiary, Euramax International (presented as Issuer in the following schedules) issued the Notes. The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by Euramax Holdings, Euramax International, and Amerimax Richmond Company, a 100% owned domestic subsidiary of Euramax International. No other subsidiaries of Euramax International, whether direct or indirect, guarantee the Notes (the "Non-Guarantors").

Additionally, the Notes are secured on a second priority basis by liens on all of the collateral (subject to certain exceptions) securing the ABL Credit Facility. In the event that secured creditors exercise remedies with respect to Euramax International's pledged assets, the proceeds of the liquidation of those assets will first be applied to repay obligations secured by the first priority liens under the senior secured credit facilities and any other first priority obligations.

The Indenture contains restrictive covenants that limit, among other things, the ability of Euramax International and certain of its subsidiaries to incur additional indebtedness, pay dividends and make certain distributions, make other restricted payments, make investments, incur liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets and enter into certain transactions with affiliates, in each case, subject to exclusions, and other customary covenants. These limitations also limit Euramax International's ability to transfer cash or assets to Euramax Holdings, whether by dividend, loan or otherwise.

The following condensed consolidating financial statements present the results of operations, comprehensive operations, financial position and cash flows of (1) the Parent, (2) the Issuer, (3) the Non-Guarantor Subsidiaries, and (4) eliminations to arrive at the information for Euramax Holdings on a consolidated basis.

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 28, 2014

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	8		$	4,390		$	—		$	4,398
Accounts receivable, less allowance for doubtful accounts	—			42,625			49,498			—			92,123
Inventories, net	—			77,351			27,378			—			104,729
Income taxes receivable	—			315			—			—			315
Deferred income taxes	—			557			20			—			577
Other current assets	—			4,432			3,276			—			7,708
Total current assets	—			125,288			84,562			—			209,850
Property, plant and equipment, net	—			59,876			66,967			—			126,843
Amounts due from affiliates	—			224,574			22,678			(247,252		)	—
Goodwill	—			81,359			122,815			—			204,174
Customer relationships, net	—			22,676			14,698			—			37,374
Other intangible assets, net	—			6,923			—			—			6,923
Investment in consolidated subsidiaries	(122,620		)	344			—			122,276			—
Deferred income taxes	—			—			93			—			93
Other assets	—			3,644			4,315			—			7,959
Total assets	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	57,580		$	26,070		$	—		$	83,650
Accrued expenses and other current liabilities	22			13,505			12,458			—			25,985
Accrued interest payable	—			21,685			87			—			21,772
Current portion of long-term debt	—			—			14,657			—			14,657
Deferred income taxes	—			—			606			—			606
Total current liabilities	22			92,770			53,878			—			146,670
Long-term debt	—			521,769			—			—			521,769
Amounts due to affiliates	5,440			15,757			226,055			(247,252		)	—
Deferred income taxes	—			10,152			9,701			—			19,853
Other liabilities	—			6,856			26,150			—			33,006
Total liabilities	5,462			647,304			315,784			(247,252		)	721,298
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,193			661,300			199,452			(860,752		)	724,193
Accumulated loss	(863,022		)	(794,472		)	(211,934		)	1,006,406			(863,022		)
Accumulated other comprehensive income	10,552			10,552			12,805			(23,357		)	10,552
Total shareholders’ (deficit) equity	(128,082		)	(122,620		)	344			122,276			(128,082		)
Total liabilities and shareholders’ (deficit) equity	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2013
(in thousands)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	1,700		$	7,277		$	—		$	8,977
Accounts receivable, less allowance for doubtful accounts	—			35,012			38,984			—			73,996
Inventories, net	—			62,270			27,490			—			89,760
Income taxes receivable	—			341			641			—			982
Deferred income taxes	—			559			21			—			580
Other current assets	—			5,462			1,546			—			7,008
Total current assets	—			105,344			75,959			—			181,303
Property, plant and equipment, net	—			62,185			67,929			—			130,114
Amounts due from affiliates	—			229,101			18,828			(247,929		)	—
Goodwill	—			81,359			122,694			—			204,053
Customer relationships, net	—			24,626			16,005			—			40,631
Other intangible assets, net	—			7,073			—			—			7,073
Investment in consolidated subsidiaries	(103,217		)	2,407			—			100,810			—
Deferred income taxes	—			—			87			—			87
Other assets	—			4,185			4,527			—			8,712
Total assets	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973
LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	30,312		$	26,950		$	—		$	57,262
Accrued expenses and other current liabilities	14			16,133			10,219			—			26,366
Accrued interest payable	—			8,973			47			—			9,020
Deferred income taxes	—			—			605			—			605
Total current liabilities	14			55,418			37,821			—			93,253
Long-term debt	—			535,396			—			—			535,396
Amounts due to affiliates	5,332			12,086			230,511			(247,929		)	—
Deferred income taxes	—			9,561			9,419			—			18,980
Other liabilities	—			7,036			25,871			—			32,907
Total liabilities	5,346			619,497			303,622			(247,929		)	680,536
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,071			661,180			199,452			(860,632		)	724,071
Accumulated loss	(843,750		)	(775,318		)	(210,242		)	985,560			(843,750		)
Accumulated other comprehensive income	10,921			10,921			13,176			(24,097		)	10,921
Total shareholders’ (deficit) equity	(108,563		)	(103,217		)	2,407			100,810			(108,563		)
Total liabilities and shareholders’ (deficit) equity	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	101,846		$	69,582		$	(1,524	)	$	169,904
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			91,773			56,722			(1,524		)	146,971
Selling and general (excluding depreciation and amortization)	118			12,411			6,247			—			18,776
Depreciation and amortization	—			5,389			2,813			—			8,202
Other operating charges	—			542			423			—			965
(Loss) income from operations	(118		)	(8,269		)	3,377			—			(5,010		)
Equity in losses of subsidiaries	(19,154		)	(1,692		)	—			20,846			—
Interest expense	—			(13,407		)	(358		)	—			(13,765		)
Intercompany income (loss), net	—			4,565			(4,565		)	—			—
Other income (loss), net	—			317			(121		)	—			196
Loss before income taxes	(19,272		)	(18,486		)	(1,667		)	20,846			(18,579		)
Provision for income taxes	—			668			25			—			693
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389		)	(389		)	(389		)	778			(389		)
Defined benefit pension plan adjustments, net of tax	20			20			18			(38		)	20
Total comprehensive loss	$	(19,641	)	$	(19,523	)	$	(2,063	)	$	21,586		$	(19,641	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 29, 2013
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	105,314		$	68,723		$	(1,492	)	$	172,545
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			93,064			57,598			(1,492		)	149,170
Selling and general (excluding depreciation and amortization)	93			13,061			6,286			—			19,440
Depreciation and amortization	—			5,575			3,018			—			8,593
Other operating charges	—			418			2,356			—			2,774
Loss from operations	(93		)	(6,804		)	(535		)	—			(7,432		)
Equity in losses of subsidiaries	(28,023		)	(4,891		)	—			32,914			—
Interest expense	—			(13,349		)	(249		)	—			(13,598		)
Intercompany income (loss), net	—			4,278			(4,278		)	—			—
Other loss, net	—			(5,951		)	(394		)	—			(6,345		)
Loss before income taxes	(28,116		)	(26,717		)	(5,456		)	32,914			(27,375		)
Provision for (benefit from) income taxes	—			1,306			(565		)	—			741
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)
Other comprehensive (loss) income:
Foreign currency translation adjustment	(185		)	(185		)	(185		)	370			(185		)
Defined benefit pension plan adjustments, net of tax	84			84			11			(95		)	84
Total comprehensive loss	$	(28,217	)	$	(28,124	)	$	(5,065	)	$	33,189		$	(28,217	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash (used in) provided by operating activities	$	—	$	4,233		$	(8,119	)	$	—		$	(3,886	)
Cash flows from investing activities:
Proceeds from sale of assets	—		43			—			—			43
Capital expenditures	—		(976		)	(512		)	—			(1,488		)
Due (to) from affiliate	—		—			(8,616		)	8,616			—
Net cash used in investing activities	—		(933		)	(9,128		)	8,616			(1,445		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			14,657			—			14,657
Net borrowings on ABL Credit Facility	—		(13,756		)	—			—			(13,756		)
Change in cash overdrafts	—		236			—			—			236
Debt issuance costs	—		(88		)	—			—			(88		)
Due from (to) affiliates	—		8,616			—			(8,616		)	—
Net cash provided by (used in) financing activities	—		(4,992		)	14,657			(8,616		)	1,049
Effect of exchange rate changes on cash	—		—			(297		)	—			(297		)
Net decrease in cash and cash equivalents	—		(1,692		)	(2,887		)	—			(4,579		)
Cash and cash equivalents at beginning of period	—		1,700			7,277			—			8,977
Cash and cash equivalents at end of period	$	—	$	8		$	4,390		$	—		$	4,398

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash used in operating activities	$	—	$	(15,183	)	$	(8,145	)	$	—		$	(23,328	)
Cash flows from investing activities:
Proceeds from sale of assets	—		116			—			—			116
Capital expenditures	—		(1,263		)	(963		)	—			(2,226		)
Due (to) from affiliates	—		—			(8,845		)	8,845			—
Net cash used in investing activities	—		(1,147		)	(9,808		)	8,845			(2,110		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			11,510			—			11,510
Net borrowings on ABL Credit Facility	—		7,802			—			—			7,802
Debt issuance costs	—		(175		)	—			—			(175		)
Due from (to) affiliates	—		8,845			—			(8,845		)	—
Net cash provided by financing activities	—		16,472			11,510			(8,845		)	19,137
Effect of exchange rate changes on cash	—		—			464			—			464
Net (decrease) increase in cash and cash equivalents	—		142			(5,979		)	—			(5,837		)
Cash and cash equivalents at beginning of period	—		1,574			8,450			—			10,024
Cash and cash equivalents at end of period	$	—	$	1,716		$	2,471		$	—		$	4,187

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Document Entity Information	3 Months Ended
	Mar. 28, 2014	May 08, 2014
Entity Information
Entity Registrant Name	Euramax Holdings, Inc.
Entity Central Index Key	0001026743
Current Fiscal Year End Date	--03-28
Entity Filer Category	Non-accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 28, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		195,252

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Basis of Presentation and Principles of Consolidation (Policies)

3 Months Ended

Mar. 28, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Accounting, Policy

The accompanying unaudited condensed consolidated financial statements of Euramax Holdings, Inc. and its subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, these statements include all adjustments considered necessary for the fair presentation of all interim periods reported herein. All adjustments are of a normal recurring nature unless otherwise disclosed.

Fiscal Period, Policy

Each of our interim reporting periods, other than the fourth interim reporting period, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The first interim reporting period of 2014 and 2013 ended on March 28 and March 29, respectively. Our fourth interim reporting period and our fiscal year end on December 31 regardless of the day of the week on which it falls.

Income Tax, Policy

The provision for income taxes for 2014 and 2013 are computed at the effective rate expected to be applicable in each respective full year using the statutory rates on a country by country basis, adjusted for changes in valuation allowances relating to the Company’s net operating loss and capital loss carryforwards and changes in tax uncertainties.

Pension and Other Postretirement Plans, Pensions, Policy

The Company maintains a non-contributory defined benefit pension plan covering substantially all U.S. hourly employees (the "U.S. Plan"). In addition, the employees at Euramax Coated Products Limited and Ellbee Limited participate in a single employer pension plan (the "UK Plan"). The measurement date for the U.S. and UK plans is the last day of the fiscal year. The Company curtailed the accrual of participant benefits provided under the UK Plan effective March 31, 2009. This curtailment did not affect the timing for the payment of benefits earned under the UK Plan through the curtailment date. In January 2010, the Company's board of directors approved a motion to freeze future benefit accruals under the U.S. Plan.

Fair Value Measurement, Policy

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required by accounting principles generally accepted in the U.S. Generally, adjustments made to record assets at fair value on a nonrecurring basis are the result of impairment charges.

Recurring Fair Value Measurements

In accordance with accounting principles generally accepted in the U.S., certain assets and liabilities are required to be recorded at fair value on a recurring basis. For the Company, the only assets and liabilities that are adjusted to fair value on a recurring basis are derivative financial instruments.

The carrying amounts of cash and cash equivalents, receivables, accounts payable and accrued expenses, and loans and notes payable approximate their fair values because of the relatively short-term maturities of these instruments.

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Condensed Consolidated Statements of Operations (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Net sales	$ 169,904	$ 172,545
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	146,971	149,170
Selling and general (excluding depreciation and amortization)	18,776	19,440
Depreciation and amortization	8,202	8,593
Other operating charges	965	2,774
Loss from operations	(5,010)	(7,432)
Interest expense	(13,765)	(13,598)
Other income (loss), net	196	(6,345)
Loss before income taxes	(18,579)	(27,375)
Provision for income taxes	693	741
Net loss	$ (19,272)	$ (28,116)

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Accumulated Other Comprehensive Income

3 Months Ended

Mar. 28, 2014

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income

Accumulated Other Comprehensive Income

Changes in accumulated other comprehensive income (loss) by component for the three month period ended March 28, 2014 were as follows:

	Foreign Currency Translation Adjustments			Defined Benefit Pension Plan Adjustments			Total
	(in thousands)
Balance, beginning of period	$	19,281		$	(8,360	)	$	10,921
Other comprehensive income (loss) before reclassifications	(389		)	—			(389		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			20			20
Net other comprehensive income (loss)	(389		)	20			(369		)
Balance, end of period	$	18,892		$	(8,340	)	$	10,552

Amounts reclassified from the defined benefit pension plan adjustments component of accumulated other comprehensive income (loss) were recorded in selling and general expenses within the condensed consolidated statement of operations. There were no net tax effects related to the reclassification as a result of the full valuation allowances in the U.S. and UK in the current year. The accumulated tax effect related to the defined benefit pension plan adjustments component of accumulated other comprehensive income (loss) was a provision of $0.3 million as of March 28, 2014 and December 31, 2013. There are no tax impacts related to the foreign currency translation adjustment component of accumulated other comprehensive income (loss) as the earnings of subsidiaries are considered to be permanently invested.

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Income Taxes

3 Months Ended

Mar. 28, 2014

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The provision for income taxes for 2014 and 2013 are computed at the effective rate expected to be applicable in each respective full year using the statutory rates on a country by country basis, adjusted for changes in valuation allowances relating to the Company’s net operating loss and capital loss carryforwards and changes in tax uncertainties. The effective rates for the three month periods ended March 28, 2014 and March 29, 2013 were 3.7% and 2.7%, respectively.

The effective rate for the three months ended March 28, 2014 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

The effective rate for the three months ended March 29, 2013 differed from the U.S. statutory rate primarily due to state income taxes, lower tax rates of our foreign operations as compared to the U.S. federal rates, and recognition of valuation allowances related to net losses in the UK and for U.S. federal and state net operating losses.

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Employee Benefit Plans (Tables)

3 Months Ended

Mar. 28, 2014

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Benefit Costs

Components of net periodic pension cost for the Company’s defined and multiemployer pension plans were as follows:

	Three months ended
	March 28, 2014						March 29, 2013
	U.S. Plan			UK Plan			U.S. Plan			UK Plan
	(in thousands)
Service cost	$	14		$	—		$	16		$	—
Interest cost	140			552			130			531
Expected return on assets	(186		)	(466		)	(156		)	(414		)
Recognized actuarial net loss	2			18			73			11
Total defined benefit net periodic pension cost	(30		)	104			63			128
Multiemployer benefit expense	258			—			252			—
Net periodic pension cost	$	228		$	104		$	315		$	128

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Inventories (Tables)

3 Months Ended

Mar. 28, 2014

Inventory Disclosure [Abstract]

Schedule of Inventory, Current

Inventories were comprised of:

	March 28, 2014		December 31, 2013
	(in thousands)
Aluminum and steel coil	$	69,016	$	58,153
Raw materials	16,592		15,291
Work in process	2,620		1,936
Finished products	16,501		14,380
Total inventories, net	$	104,729	$	89,760

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Other Operating Charges

3 Months Ended

Mar. 28, 2014

Component Of Other Operating Cost And Expense [Abstract]

Other Operating Charges

Other Operating Charges

Other operating charges incurred by operating segment were as follows:

	Three months ended
	March 28, 2014		March 29, 2013
	(in thousands)
U.S. Residential Products	$	108	$	124
U.S. Commercial Products	30		87
European Roll Coated Aluminum	—		146
European Engineered Products	423		2,210
Other non-allocated	404		207
Total other operating charges	$	965	$	2,774

Other operating charges are comprised of restructuring initiatives, facility closures, acquisition related costs and other operational initiatives. For the three months ended March 28, 2014, other operating charges of $1.0 million were primarily comprised of severance costs and legal and professional fees. Other non-allocated charges of $0.4 million were primarily related to legal and professional fees for consulting services during the executive transition period. Ongoing restructuring initiatives in the European Engineered Products segment totaled $0.4 million, including approximately $0.3 million of severance in the UK and $0.1 million of severance costs for various social programs in France. The remaining $0.1 million related to various organizational initiatives in the U.S. to reduce operating costs and improve efficiencies.

For the three months ended March 29, 2013, other operating charges of $2.8 million were primarily related to severance and restructuring initiatives in the European Engineered Products segment including a $1.6 million loss related to the reclassification of land and buildings from property, plant and equipment to assets held for sale and $0.6 million of severance and relocation costs. These initiatives included the relocation from multiple plant facilities into one operating location and were intended to reduce overhead costs and streamline operations. The remaining $0.6 million of other operating charges were comprised primarily of severance and relocation costs related to various organizational initiatives to reduce operating costs and improve efficiencies.

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Employee Benefit Plans

3 Months Ended

Mar. 28, 2014

Compensation and Retirement Disclosure [Abstract]

Employee Benefit Plans

Employee Benefit Plans

Retirement Plans

The Company maintains a non-contributory defined benefit pension plan covering substantially all U.S. hourly employees (the "U.S. Plan"). In addition, the employees at Euramax Coated Products Limited and Ellbee Limited participate in a single employer pension plan (the "UK Plan"). The measurement date for the U.S. and UK plans is the last day of the fiscal year. The Company curtailed the accrual of participant benefits provided under the UK Plan effective March 31, 2009. This curtailment did not affect the timing for the payment of benefits earned under the UK Plan through the curtailment date. In January 2010, the Company's board of directors approved a motion to freeze future benefit accruals under the U.S. Plan. The impact on the Company's projected benefit obligation was not significant. Components of net periodic pension cost for the Company’s defined and multiemployer pension plans were as follows:

	Three months ended
	March 28, 2014						March 29, 2013
	U.S. Plan			UK Plan			U.S. Plan			UK Plan
	(in thousands)
Service cost	$	14		$	—		$	16		$	—
Interest cost	140			552			130			531
Expected return on assets	(186		)	(466		)	(156		)	(414		)
Recognized actuarial net loss	2			18			73			11
Total defined benefit net periodic pension cost	(30		)	104			63			128
Multiemployer benefit expense	258			—			252			—
Net periodic pension cost	$	228		$	104		$	315		$	128

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Fair Value Measurements

3 Months Ended

Mar. 28, 2014

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

Recurring Fair Value Measurements

In accordance with accounting principles generally accepted in the U.S., certain assets and liabilities are required to be recorded at fair value on a recurring basis. For the Company, the only assets and liabilities that are adjusted to fair value on a recurring basis are derivative financial instruments.

Derivative Financial Instruments

The Company is directly and indirectly affected by changes in certain market conditions. These changes in market conditions may adversely impact the Company's financial performance and are referred to as "market risks." The Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risk managed by the Company through the use of derivative instruments is foreign currency exchange rate risk related to intercompany interest payments. The Company does not enter into derivative contracts for trading purposes.

The Company has entered into forward contracts to buy or sell a quantity of a currency at a predetermined future date, and at a predetermined rate or price to mitigate uncertainty and volatility, and to cover underlying exposures to certain payments in currencies other than the functional currency. The Company has not designated these contracts for hedge accounting treatment; therefore, the gains and losses on these contracts are recorded in other income (loss), net in the condensed consolidated statement of operations. For the three months ended March 28, 2014, losses related to forward contracts were not significant. For the three months ended March 29, 2013, the Company recognized gains of $0.3 million related to these forward contracts.

Derivatives are carried at fair value in the condensed consolidated balance sheets in the line item accrued expenses and other current liabilities. As of March 28, 2014 and December 31, 2013, the fair value of outstanding derivatives totaled liabilities of $0.2 million and $0.2 million, respectively. The fair value of foreign exchange contracts is determined using quotations from financial institutions and is classified as a Level 2 measurement in the fair value hierarchy.

Nonrecurring Fair Value Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required by accounting principles generally accepted in the U.S. Generally, adjustments made to record assets at fair value on a nonrecurring basis are the result of impairment charges.

The Company did not record any impairment charges related to assets measured at fair value on a nonrecurring basis during the three months ended March 28, 2014. During the three months ended March 29, 2013. the Company recorded losses of approximately $1.6 million in other operating charges related to the reclassification of land and buildings to assets held for sale. These losses, incurred as part of the Company's restructuring activities in the European Engineered Products segment, represented the difference between the carrying value prior to the reclassification and the fair value as of March 29, 2013. The fair value of assets held for sale was determined based on the selling price less costs incurred to sell and was classified as Level 1 in the fair value hierarchy. The assets were sold during the second quarter of 2013 and no additional losses were recorded from the sale of the assets.

Other Fair Value Disclosures

The carrying amounts of cash and cash equivalents, receivables, accounts payable and accrued expenses, and loans and notes payable approximate their fair values because of the relatively short-term maturities of these instruments.

The fair value of long-term debt is estimated using Level 2 inputs based on dealer quoted prices for debt instruments based on recent transactions obtained from various sources. As of March 28, 2014, the carrying amount and fair value of the Notes were $375.0 million and $378.8 million, respectively. As of December 31, 2013, the carrying amount and fair value of the Notes were $375.0 million and $375.0 million, respectively.

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Segment Information

3 Months Ended

Mar. 28, 2014

Segment Reporting [Abstract]

Segment Information

Segment Information

The Company manages its business and serves its customers through reportable segments differentiated by product type, end market, and geography. The Company's four reportable segments are described below:

U.S. Residential Products—The U.S. Residential Products segment utilizes aluminum, steel, copper and vinyl to produce residential roof drainage products, including preformed gutters, downspouts, elbows, soffit, drip edge, fascia, flashing, snow guards and related accessories. These products are used primarily for the repair, replacement or enhancement of residential roof drainage systems. The Company sells these products to home improvement retailers, lumber yards, distributors and contractors from manufacturing and distribution facilities throughout North America. The Company also produces specialty made-to-order vinyl replacement windows and aluminum patio and awning components sold primarily to home improvement contractors in the western U.S.

U.S. Commercial Products—The U.S. Commercial Products segment utilizes various materials including steel coil, aluminum coil and fiberglass to create various products with commercial applications, including roofing and siding panels, ridge caps, flashing, trim, soffit and other accessories as well as sidewall components, siding and other exterior components for the towable RV, cargo and manufactured housing markets. The Company sells these products to builders, contractors, lumber yards, home improvement retailers, OEMs, and RV manufacturers from manufacturing and distribution facilities located throughout the U.S. These products are used in the construction of a wide variety of small scale commercial, agricultural and industrial building types on either wood or metal frames, manufactured homes, and towable RVs.

European Roll Coated Aluminum—The European Roll Coated Aluminum segment uses a roll coating process to apply paint to bare aluminum coil and, to a lesser extent, bare steel coil in order to produce specialty coated coil, which the Company also processes into specialty coated sheets and panels. The Company sells these products to building panel manufacturers, contractors and UK “holiday home,” RV and transportation OEMs throughout Europe and in parts of Asia. The Company’s customers use its specialty coated metal products to manufacture, among other things, RV sidewalls, commercial roofing panels, interior ceiling panels, and liner panels for shipping containers. The Company produces and distributes these roll coated products from facilities located in the Netherlands and the UK.

European Engineered Products—The European Engineered Products segment utilizes aluminum and vinyl extrusions to produce residential windows, doors and shower enclosures. These products are sold to home improvement retailers, distributors and factory‑built “holiday home” builders in the UK. The Company also produces windows used in the operator compartments of heavy equipment, components sold to suppliers of automotive OEMs in Western Europe and RV doors. The Company produces and distributes these engineered products from facilities in France and the UK and has developed extensive in-house manufacturing capabilities, including powder coating, glass cutting, anodizing and glass toughening.

The Company evaluates the performance of its segments and allocates resources to them based primarily on segment income (loss) from operations. Expenses, income and assets that are not segment specific relate to the holding company and business activities conducted for the overall benefit of the Company, and accordingly, are not attributable to the Company’s segments.

The following table presents information about reported segments for the three months ended March 28, 2014:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 28, 2014	(in thousands)
Net sales:
Third party	$	49,400		$	53,999		$	49,928	$	16,577		$	—		$	—		$	169,904
Intersegment	179			28			209		—			—			(416		)	—
Total net sales	$	49,579		$	54,027		$	50,137	$	16,577		$	—		$	(416	)	$	169,904
(Loss) income from operations	$	(1,317	)	$	(4,997	)	$	3,929	$	(346	)	$	(2,279	)	$	—		$	(5,010	)
Depreciation and amortization	$	2,733		$	2,542		$	2,353	$	417		$	157		$	—		$	8,202
Capital expenditures	$	339		$	555		$	340	$	163		$	91		$	—		$	1,488

The following table presents information about reported segments for the three months ended March 29, 2013:

	U.S. Residential Products			U.S. Commercial Products			European Roll Coated Aluminum		European Engineered Products			Other Non- Allocated			Eliminations			Consolidated
Three months ended March 29, 2013	(in thousands)
Net sales:
Third party	$	52,118		$	54,570		$	48,221	$	17,636		$	—		$	—		$	172,545
Intersegment	135			144			62		—			—			(341		)	—
Total net sales	$	52,253		$	54,714		$	48,283	$	17,636		$	—		$	(341	)	$	172,545
(Loss) income from operations	$	(223	)	$	(4,418	)	$	2,487	$	(2,628	)	$	(2,650	)	$	—		$	(7,432	)
Depreciation and amortization	$	2,925		$	2,618		$	2,334	$	584		$	132		$	—		$	8,593
Capital expenditures	$	433		$	438		$	741	$	169		$	445		$	—		$	2,226

It is impractical for the Company to provide revenues from external customers by groups of similar products. Accordingly, the following table reflects revenues from external customers by markets for the periods indicated.

		Three months ended
Customers/Markets	Primary Products	March 28, 2014		March 29, 2013
		(in thousands)
Original Equipment Manufacturers (“OEMs”)	Painted aluminum sheet and coil; fabricated painted aluminum, laminated and fiberglass panels; windows and roofing; and composite building panels	$	55,735	$	50,435
Industrial and Architectural Contractors	Metal panels and siding and roofing accessories	33,862		34,432
Home Improvement Retailers	Rain carrying systems, metal panels, roofing accessories, windows, doors and shower enclosures	30,086		33,421
Rural Contractors	Steel and aluminum roofing and siding	18,904		19,621
Distributors	Metal coils, rain carrying systems and roofing accessories	14,299		17,143
Home Improvement Contractors	Vinyl replacement windows; metal coils, rain carrying systems; metal roofing and insulated roofing panels; shower, patio and entrance doors; and awnings	9,145		8,098
Manufactured Housing	Steel siding and trim components	7,873		9,395
		$	169,904	$	172,545

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Income Taxes (Details)	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Income Tax Disclosure [Abstract]
Effective income tax rate, continuing operations	3.70%	2.70%

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Commitments and Contingencies (Tables)

3 Months Ended

Mar. 28, 2014

Commitments and Contingencies Disclosure [Abstract]

Schedule of Product Warranty Liability

Changes in the product warranty accrual are summarized as follows:

	Three months ended
	March 28, 2014			March 29, 2013
	(in thousands)
Balance, beginning of period	$	5,326		$	5,098
Payments made or service provided	(621		)	(876		)
Warranty expense	682			957
Foreign currency translation	2			(81		)
Balance, end of period	$	5,389		$	5,098

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Supplemental Guarantor Condensed Financial Information (Tables)

3 Months Ended

Mar. 28, 2014

Supplemental Guarantor Condensed Financial Information [Abstract]

Schedule of Condensed Balance Sheet

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 28, 2014

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	8		$	4,390		$	—		$	4,398
Accounts receivable, less allowance for doubtful accounts	—			42,625			49,498			—			92,123
Inventories, net	—			77,351			27,378			—			104,729
Income taxes receivable	—			315			—			—			315
Deferred income taxes	—			557			20			—			577
Other current assets	—			4,432			3,276			—			7,708
Total current assets	—			125,288			84,562			—			209,850
Property, plant and equipment, net	—			59,876			66,967			—			126,843
Amounts due from affiliates	—			224,574			22,678			(247,252		)	—
Goodwill	—			81,359			122,815			—			204,174
Customer relationships, net	—			22,676			14,698			—			37,374
Other intangible assets, net	—			6,923			—			—			6,923
Investment in consolidated subsidiaries	(122,620		)	344			—			122,276			—
Deferred income taxes	—			—			93			—			93
Other assets	—			3,644			4,315			—			7,959
Total assets	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	57,580		$	26,070		$	—		$	83,650
Accrued expenses and other current liabilities	22			13,505			12,458			—			25,985
Accrued interest payable	—			21,685			87			—			21,772
Current portion of long-term debt	—			—			14,657			—			14,657
Deferred income taxes	—			—			606			—			606
Total current liabilities	22			92,770			53,878			—			146,670
Long-term debt	—			521,769			—			—			521,769
Amounts due to affiliates	5,440			15,757			226,055			(247,252		)	—
Deferred income taxes	—			10,152			9,701			—			19,853
Other liabilities	—			6,856			26,150			—			33,006
Total liabilities	5,462			647,304			315,784			(247,252		)	721,298
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,193			661,300			199,452			(860,752		)	724,193
Accumulated loss	(863,022		)	(794,472		)	(211,934		)	1,006,406			(863,022		)
Accumulated other comprehensive income	10,552			10,552			12,805			(23,357		)	10,552
Total shareholders’ (deficit) equity	(128,082		)	(122,620		)	344			122,276			(128,082		)
Total liabilities and shareholders’ (deficit) equity	$	(122,620	)	$	524,684		$	316,128		$	(124,976	)	$	593,216

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2013
(in thousands)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	—		$	1,700		$	7,277		$	—		$	8,977
Accounts receivable, less allowance for doubtful accounts	—			35,012			38,984			—			73,996
Inventories, net	—			62,270			27,490			—			89,760
Income taxes receivable	—			341			641			—			982
Deferred income taxes	—			559			21			—			580
Other current assets	—			5,462			1,546			—			7,008
Total current assets	—			105,344			75,959			—			181,303
Property, plant and equipment, net	—			62,185			67,929			—			130,114
Amounts due from affiliates	—			229,101			18,828			(247,929		)	—
Goodwill	—			81,359			122,694			—			204,053
Customer relationships, net	—			24,626			16,005			—			40,631
Other intangible assets, net	—			7,073			—			—			7,073
Investment in consolidated subsidiaries	(103,217		)	2,407			—			100,810			—
Deferred income taxes	—			—			87			—			87
Other assets	—			4,185			4,527			—			8,712
Total assets	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973
LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	—		$	30,312		$	26,950		$	—		$	57,262
Accrued expenses and other current liabilities	14			16,133			10,219			—			26,366
Accrued interest payable	—			8,973			47			—			9,020
Deferred income taxes	—			—			605			—			605
Total current liabilities	14			55,418			37,821			—			93,253
Long-term debt	—			535,396			—			—			535,396
Amounts due to affiliates	5,332			12,086			230,511			(247,929		)	—
Deferred income taxes	—			9,561			9,419			—			18,980
Other liabilities	—			7,036			25,871			—			32,907
Total liabilities	5,346			619,497			303,622			(247,929		)	680,536
Shareholders’ (deficit) equity:
Common stock	195			—			21			(21		)	195
Additional paid-in capital	724,071			661,180			199,452			(860,632		)	724,071
Accumulated loss	(843,750		)	(775,318		)	(210,242		)	985,560			(843,750		)
Accumulated other comprehensive income	10,921			10,921			13,176			(24,097		)	10,921
Total shareholders’ (deficit) equity	(108,563		)	(103,217		)	2,407			100,810			(108,563		)
Total liabilities and shareholders’ (deficit) equity	$	(103,217	)	$	516,280		$	306,029		$	(147,119	)	$	571,973

Schedule of Condensed Income Statement

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	101,846		$	69,582		$	(1,524	)	$	169,904
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			91,773			56,722			(1,524		)	146,971
Selling and general (excluding depreciation and amortization)	118			12,411			6,247			—			18,776
Depreciation and amortization	—			5,389			2,813			—			8,202
Other operating charges	—			542			423			—			965
(Loss) income from operations	(118		)	(8,269		)	3,377			—			(5,010		)
Equity in losses of subsidiaries	(19,154		)	(1,692		)	—			20,846			—
Interest expense	—			(13,407		)	(358		)	—			(13,765		)
Intercompany income (loss), net	—			4,565			(4,565		)	—			—
Other income (loss), net	—			317			(121		)	—			196
Loss before income taxes	(19,272		)	(18,486		)	(1,667		)	20,846			(18,579		)
Provision for income taxes	—			668			25			—			693
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 29, 2013
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net sales	$	—		$	105,314		$	68,723		$	(1,492	)	$	172,545
Costs and expenses:
Cost of goods sold (excluding depreciation and amortization)	—			93,064			57,598			(1,492		)	149,170
Selling and general (excluding depreciation and amortization)	93			13,061			6,286			—			19,440
Depreciation and amortization	—			5,575			3,018			—			8,593
Other operating charges	—			418			2,356			—			2,774
Loss from operations	(93		)	(6,804		)	(535		)	—			(7,432		)
Equity in losses of subsidiaries	(28,023		)	(4,891		)	—			32,914			—
Interest expense	—			(13,349		)	(249		)	—			(13,598		)
Intercompany income (loss), net	—			4,278			(4,278		)	—			—
Other loss, net	—			(5,951		)	(394		)	—			(6,345		)
Loss before income taxes	(28,116		)	(26,717		)	(5,456		)	32,914			(27,375		)
Provision for (benefit from) income taxes	—			1,306			(565		)	—			741
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)

Schedule Of Condensed Statement Of Comprehensive Income (Loss)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(19,272	)	$	(19,154	)	$	(1,692	)	$	20,846		$	(19,272	)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389		)	(389		)	(389		)	778			(389		)
Defined benefit pension plan adjustments, net of tax	20			20			18			(38		)	20
Total comprehensive loss	$	(19,641	)	$	(19,523	)	$	(2,063	)	$	21,586		$	(19,641	)

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent			Issuer			Non-Guarantor			Eliminations			Total
Net loss	$	(28,116	)	$	(28,023	)	$	(4,891	)	$	32,914		$	(28,116	)
Other comprehensive (loss) income:
Foreign currency translation adjustment	(185		)	(185		)	(185		)	370			(185		)
Defined benefit pension plan adjustments, net of tax	84			84			11			(95		)	84
Total comprehensive loss	$	(28,217	)	$	(28,124	)	$	(5,065	)	$	33,189		$	(28,217	)

Schedule of Condensed Cash Flow Statement

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 28, 2014
(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash (used in) provided by operating activities	$	—	$	4,233		$	(8,119	)	$	—		$	(3,886	)
Cash flows from investing activities:
Proceeds from sale of assets	—		43			—			—			43
Capital expenditures	—		(976		)	(512		)	—			(1,488		)
Due (to) from affiliate	—		—			(8,616		)	8,616			—
Net cash used in investing activities	—		(933		)	(9,128		)	8,616			(1,445		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			14,657			—			14,657
Net borrowings on ABL Credit Facility	—		(13,756		)	—			—			(13,756		)
Change in cash overdrafts	—		236			—			—			236
Debt issuance costs	—		(88		)	—			—			(88		)
Due from (to) affiliates	—		8,616			—			(8,616		)	—
Net cash provided by (used in) financing activities	—		(4,992		)	14,657			(8,616		)	1,049
Effect of exchange rate changes on cash	—		—			(297		)	—			(297		)
Net decrease in cash and cash equivalents	—		(1,692		)	(2,887		)	—			(4,579		)
Cash and cash equivalents at beginning of period	—		1,700			7,277			—			8,977
Cash and cash equivalents at end of period	$	—	$	8		$	4,390		$	—		$	4,398

EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 29, 2013

(in thousands)

(unaudited)

	Parent		Issuer			Non-Guarantor			Eliminations			Total
Net cash used in operating activities	$	—	$	(15,183	)	$	(8,145	)	$	—		$	(23,328	)
Cash flows from investing activities:
Proceeds from sale of assets	—		116			—			—			116
Capital expenditures	—		(1,263		)	(963		)	—			(2,226		)
Due (to) from affiliates	—		—			(8,845		)	8,845			—
Net cash used in investing activities	—		(1,147		)	(9,808		)	8,845			(2,110		)
Cash flows from financing activities:
Net borrowings on Dutch Revolving Credit Facility	—		—			11,510			—			11,510
Net borrowings on ABL Credit Facility	—		7,802			—			—			7,802
Debt issuance costs	—		(175		)	—			—			(175		)
Due from (to) affiliates	—		8,845			—			(8,845		)	—
Net cash provided by financing activities	—		16,472			11,510			(8,845		)	19,137
Effect of exchange rate changes on cash	—		—			464			—			464
Net (decrease) increase in cash and cash equivalents	—		142			(5,979		)	—			(5,837		)
Cash and cash equivalents at beginning of period	—		1,574			8,450			—			10,024
Cash and cash equivalents at end of period	$	—	$	1,716		$	2,471		$	—		$	4,187

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Supplemental Guarantor Condensed Financial Information - Consolidated Balance Sheets (Details) (USD $) In Thousands, unless otherwise specified	Mar. 28, 2014	Dec. 31, 2013	Mar. 29, 2013	Dec. 31, 2012
Condensed Financial Statements, Captions [Line Items]
Subsidiary ownership percentage	100.00%
ASSETS
Cash and cash equivalents	$ 4,398	$ 8,977	$ 4,187	$ 10,024
Accounts receivable, less allowance for doubtful accounts	92,123	73,996
Inventories, net	104,729	89,760
Income taxes receivable	315	982
Deferred income taxes	577	580
Other current assets	7,708	7,008
Total current assets	209,850	181,303
Property, plant and equipment, net	126,843	130,114
Amounts due from affiliates	0	0
Goodwill	204,174	204,053
Customer relationships, net	37,374	40,631
Other intangible assets, net	6,923	7,073
Investments in consolidated subsidiaries	0	0
Deferred income taxes	93	87
Other assets	7,959	8,712
Total assets	593,216	571,973
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Accounts payable	83,650	57,262
Accrued expenses and other current liabilities	25,985	26,366
Accrued interest payable	21,772	9,020
Current portion of long-term debt	14,657	0
Deferred income taxes	606	605
Total current liabilities	146,670	93,253
Long-term debt	521,769	535,396
Amounts due to affiliates	0	0
Deferred income taxes	19,853	18,980
Other liabilities	33,006	32,907
Total liabilities	721,298	680,536
Shareholders’ (deficit) equity:
Common stock	195	195
Additional paid-in capital	724,193	724,071
Accumulated loss	(863,022)	(843,750)
Accumulated other comprehensive income	10,552	10,921
Total shareholders’ (deficit) equity	(128,082)	(108,563)
Total liabilities and shareholders’ (deficit) equity	593,216	571,973
Parent
ASSETS
Cash and cash equivalents	0	0	0	0
Accounts receivable, less allowance for doubtful accounts	0	0
Inventories, net	0	0
Income taxes receivable	0	0
Deferred income taxes	0	0
Other current assets	0	0
Total current assets	0	0
Property, plant and equipment, net	0	0
Amounts due from affiliates	0	0
Goodwill	0	0
Customer relationships, net	0	0
Other intangible assets, net	0	0
Investments in consolidated subsidiaries	(122,620)	(103,217)
Deferred income taxes	0	0
Other assets	0	0
Total assets	(122,620)	(103,217)
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Accounts payable	0	0
Accrued expenses and other current liabilities	22	14
Accrued interest payable	0	0
Current portion of long-term debt	0
Deferred income taxes	0	0
Total current liabilities	22	14
Long-term debt	0	0
Amounts due to affiliates	5,440	5,332
Deferred income taxes	0	0
Other liabilities	0	0
Total liabilities	5,462	5,346
Shareholders’ (deficit) equity:
Common stock	195	195
Additional paid-in capital	724,193	724,071
Accumulated loss	(863,022)	(843,750)
Accumulated other comprehensive income	10,552	10,921
Total shareholders’ (deficit) equity	(128,082)	(108,563)
Total liabilities and shareholders’ (deficit) equity	(122,620)	(103,217)
Issuer
ASSETS
Cash and cash equivalents	8	1,700	1,716	1,574
Accounts receivable, less allowance for doubtful accounts	42,625	35,012
Inventories, net	77,351	62,270
Income taxes receivable	315	341
Deferred income taxes	557	559
Other current assets	4,432	5,462
Total current assets	125,288	105,344
Property, plant and equipment, net	59,876	62,185
Amounts due from affiliates	224,574	229,101
Goodwill	81,359	81,359
Customer relationships, net	22,676	24,626
Other intangible assets, net	6,923	7,073
Investments in consolidated subsidiaries	344	2,407
Deferred income taxes	0	0
Other assets	3,644	4,185
Total assets	524,684	516,280
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Accounts payable	57,580	30,312
Accrued expenses and other current liabilities	13,505	16,133
Accrued interest payable	21,685	8,973
Current portion of long-term debt	0
Deferred income taxes	0	0
Total current liabilities	92,770	55,418
Long-term debt	521,769	535,396
Amounts due to affiliates	15,757	12,086
Deferred income taxes	10,152	9,561
Other liabilities	6,856	7,036
Total liabilities	647,304	619,497
Shareholders’ (deficit) equity:
Common stock	0	0
Additional paid-in capital	661,300	661,180
Accumulated loss	(794,472)	(775,318)
Accumulated other comprehensive income	10,552	10,921
Total shareholders’ (deficit) equity	(122,620)	(103,217)
Total liabilities and shareholders’ (deficit) equity	524,684	516,280
Non-Guarantor
ASSETS
Cash and cash equivalents	4,390	7,277	2,471	8,450
Accounts receivable, less allowance for doubtful accounts	49,498	38,984
Inventories, net	27,378	27,490
Income taxes receivable	0	641
Deferred income taxes	20	21
Other current assets	3,276	1,546
Total current assets	84,562	75,959
Property, plant and equipment, net	66,967	67,929
Amounts due from affiliates	22,678	18,828
Goodwill	122,815	122,694
Customer relationships, net	14,698	16,005
Other intangible assets, net	0	0
Investments in consolidated subsidiaries	0	0
Deferred income taxes	93	87
Other assets	4,315	4,527
Total assets	316,128	306,029
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Accounts payable	26,070	26,950
Accrued expenses and other current liabilities	12,458	10,219
Accrued interest payable	87	47
Current portion of long-term debt	14,657
Deferred income taxes	606	605
Total current liabilities	53,878	37,821
Long-term debt	0	0
Amounts due to affiliates	226,055	230,511
Deferred income taxes	9,701	9,419
Other liabilities	26,150	25,871
Total liabilities	315,784	303,622
Shareholders’ (deficit) equity:
Common stock	21	21
Additional paid-in capital	199,452	199,452
Accumulated loss	(211,934)	(210,242)
Accumulated other comprehensive income	12,805	13,176
Total shareholders’ (deficit) equity	344	2,407
Total liabilities and shareholders’ (deficit) equity	316,128	306,029
Eliminations
ASSETS
Cash and cash equivalents	0	0	0	0
Accounts receivable, less allowance for doubtful accounts	0	0
Inventories, net	0	0
Income taxes receivable	0	0
Deferred income taxes	0	0
Other current assets	0	0
Total current assets	0	0
Property, plant and equipment, net	0	0
Amounts due from affiliates	(247,252)	(247,929)
Goodwill	0	0
Customer relationships, net	0	0
Other intangible assets, net	0	0
Investments in consolidated subsidiaries	122,276	100,810
Deferred income taxes	0	0
Other assets	0	0
Total assets	(124,976)	(147,119)
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
Accounts payable	0	0
Accrued expenses and other current liabilities	0	0
Accrued interest payable	0	0
Current portion of long-term debt	0
Deferred income taxes	0	0
Total current liabilities	0	0
Long-term debt	0	0
Amounts due to affiliates	(247,252)	(247,929)
Deferred income taxes	0	0
Other liabilities	0	0
Total liabilities	(247,252)	(247,929)
Shareholders’ (deficit) equity:
Common stock	(21)	(21)
Additional paid-in capital	(860,752)	(860,632)
Accumulated loss	1,006,406	985,560
Accumulated other comprehensive income	(23,357)	(24,097)
Total shareholders’ (deficit) equity	122,276	100,810
Total liabilities and shareholders’ (deficit) equity	$ (124,976)	$ (147,119)

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Condensed Consolidated Statements of Comprehensive Loss (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Net loss	$ (19,272)	$ (28,116)
Other comprehensive income (loss):
Foreign currency translation adjustment	(389)	(185)
Defined benefit pension plan adjustments	20	84
Total comprehensive loss	$ (19,641)	$ (28,217)

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Commitments and Contingencies

3 Months Ended

Mar. 28, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Raw Material Commitments

The Company’s primary raw materials are aluminum and steel coil. Because changes in aluminum and steel prices are generally passed through to customers, increases or decreases in aluminum and steel prices generally cause corresponding increases and decreases in reported net sales, causing fluctuations in reported revenues that are unrelated to the level of business activity. However, if the Company is unable to pass through aluminum and steel price increases to customers in the future, its business and results of operations could be materially adversely affected. Although the Company believes there is sufficient supply in the marketplace to competitively source all of its aluminum and steel needs without reliance on any particular supplier, any major disruption in the supply and/or price of aluminum and steel could have a material adverse effect on the Company’s business and financial condition.

To ensure a margin on specific customer orders, the Company may commit to purchase aluminum ingot or coil at a fixed market price for future delivery. These contracts are for normal purchases and sales, and therefore, are not required to be accounted for as derivatives.

Litigation

The Company is currently party to legal proceedings that have arisen in the ordinary course of business. The Company has and will continue to vigorously defend itself in these matters. It is the opinion of the Company’s management, based upon information available at this time, that the expected outcome of all matters to which the Company is currently a party would not reasonably be expected to have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company.

Environmental Matters

The Company’s operations are subject to U.S., Canadian, and European federal, state, and local environmental laws and regulations, including those concerning the management of pollution and hazardous substances.

In connection with the acquisition of the Company from Alumax Inc. (which was acquired by Aluminum Company of America in May 1998, and hereafter referred to as Alumax) on September 25, 1996, the Company was indemnified by Alumax for substantially all of its costs, if any, related to specifically identified environmental matters arising prior to the closing date of the acquisition during the period of time it was owned directly or indirectly by Alumax. Such indemnification includes costs that may ultimately be incurred to contribute to the remediation of eleven specified existing National Priorities List (NPL) sites for which the Company had been named a potentially responsible party under the federal Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) as of the closing date of the acquisition from Alumax, as well as certain potential costs for nine sites to which the Company may have sent waste for disposal. The Company does not believe that it has any significant probable liability for environmental claims. Further, the Company believes it to be unlikely that the Company would be required to bear environmental costs in excess of its pro rata share of such costs as a potentially responsible party at any site. Any receivable for recoveries under the indemnification would be recorded separately from the corresponding liability when the environmental claim and related recovery is determined to be probable. In addition, the Company establishes reserves for remedial measures required from time to time at its facilities. Management believes that the reasonably probable outcomes of these matters will not be material. The Company’s reserves, expenditures, and expenses for all environmental exposures were not significant as of any of the dates or for any of the periods presented.

Product Warranties

The Company provides warranties on certain products. The warranty periods differ depending on the product, but generally range from one year to limited lifetime warranties. The Company provides for warranties based on historical experience and expectations of future occurrence. Changes in the product warranty accrual are summarized as follows:

	Three months ended
	March 28, 2014			March 29, 2013
	(in thousands)
Balance, beginning of period	$	5,326		$	5,098
Payments made or service provided	(621		)	(876		)
Warranty expense	682			957
Foreign currency translation	2			(81		)
Balance, end of period	$	5,389		$	5,098

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Inventories (Details) (USD $)	Mar. 28, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]
Aluminum and steel coil	$ 69,016,000	$ 58,153,000
Raw materials	16,592,000	15,291,000
Work in process	2,620,000	1,936,000
Finished products	16,501,000	14,380,000
Inventories, net	104,729,000	89,760,000
Inventory valuation reserves	$ (2,900,000)	$ (2,400,000)

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Other Operating Charges (Details) (USD $)	3 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Other Operating Costs [Line Items]
Unusual or infrequent item operating	$ 965,000	$ 2,774,000
Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	965,000	2,774,000
North America | Other operating charges
Other Operating Costs [Line Items]
Nondebtor Reorganization Items, Legal and Advisory Professional Fees	100,000
U.S. and Europe | Other operating charges
Other Operating Costs [Line Items]
Nondebtor Reorganization Items, Legal and Advisory Professional Fees		600,000
U.S. Residential Products | Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	108,000	124,000
U.S. Commercial Products | Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	30,000	87,000
European Roll Coated Aluminum | Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	0	146,000
European Engineered Products | Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	423,000	2,210,000
European Engineered Products | France | Other operating charges
Other Operating Costs [Line Items]
Other severance and nonrecurring costs	100,000
European Engineered Products | United Kingdom | Other operating charges
Other Operating Costs [Line Items]
Other severance and nonrecurring costs	300,000	600,000
European Engineered Products | United Kingdom | Fair Value, Inputs, Level 1 | Other operating charges
Other Operating Costs [Line Items]
Asset impairment charges		1,600,000
Other Non-Allocated | Other operating charges
Other Operating Costs [Line Items]
Unusual or infrequent item operating	404,000	207,000
Other Non-Allocated | North America | Other operating charges
Other Operating Costs [Line Items]
Professional and Contract Services Expense	$ 400,000

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Indebtedness (Tables)

3 Months Ended

Mar. 28, 2014

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Indebtedness consisted of the following:

	March 28, 2014		December 31, 2013
	(in thousands)
Senior Secured Notes (9.50%)	$	375,000	$	375,000
Senior Unsecured Loan Facility (12.25%)	123,769		123,640
ABL Credit Facility	23,000		36,756
Dutch Revolving Credit Facility	14,657		—
Total debt	536,426		535,396
Less: current portion	14,657		—
Total long term debt	$	521,769	$	535,396

Schedule of Redemption Rates on Senior Secured Notes

The Notes may be redeemed at the option of Euramax International, in whole or in part, under the conditions specified in the Indenture, at the following redemption prices plus accrued and unpaid interest to the redemption date if redeemed during the twelve-month period beginning on April 1 of the years indicated:

Year	Percentage
2013	107.125	%
2014	104.750	%
2015 and thereafter	100.000	%

Prepayment Rates on Senior Unsecured Loan Facility

Euramax International may prepay outstanding amounts under the Senior Unsecured Loan Facility, in whole or in part, at the prices (expressed as percentages of the loans) set forth below:

Prepayment Date	Percentage
On or after the second anniversary of the closing but prior to the third anniversary thereof	103	%
On or after the third anniversary of the closing but prior to the fourth anniversary thereof	102	%
On or after the fourth anniversary of the closing	100	%