Delaware (State or other jurisdiction of incorporation) | 333-05978 (Commission File Number) | 58-2502320 (I.R.S. Employer Identification Number) |
303 Research Drive, Suite 400 Norcross, GA 30092 (Address of principal executive offices, including zip code) |
Exhibit No. | Description | |
99.1 | Press Release of Euramax Holdings, Inc. dated November 10, 2014, reporting Euramax Holdings, Inc.'s financial results for the third quarter 2014. |
EURAMAX HOLDINGS, INC. | |||
Date: November 10, 2014 | By: | /s/ Mary S. Cullin | |
Name: Mary S. Cullin | |||
Title: Senior Vice President, Chief Financial Officer and Treasurer | |||
• | Net sales increased $12.1 million, or 5.3%, to $239.9 million in the third quarter of 2014 compared to $227.8 million in the third quarter of 2013. The strengthening of the British pound sterling and euro against the U.S. dollar resulted in an approximate $1.4 million increase in net sales during the quarter. Excluding the impact of foreign currency fluctuations net sales increased $10.7 million over the prior year quarter. |
◦ | Net sales in the Company's U.S. segments improved $11.5 million, or 6.8%, compared to the third quarter of 2013. Net sales for the U.S. Residential Products segment improved over the prior year quarter primarily as a result of higher demand in the Company's distribution markets and for the Company's vinyl window and patio offerings. Net sales in the U.S. Commercial Products Segment also improved primarily as a result of higher demand in the post frame construction markets and the RV and transportation markets compared to the third quarter of 2013. |
◦ | Total net sales for our European segments increased $0.6 million, or 1.0%, compared to the third quarter of 2013, including Foreign currency translation gains of approximately $1.4 million. Demand in the Company's European segments declined for architectural and industrial projects and for holiday homes in the United Kingdom. These declines were partially offset by higher demand from OEMs in the RV and transportation markets. The Company believes demand in our European segments has been negatively impacted by weakening economic conditions in Western Europe. |
• | Income from operations increased $2.5 million, or 28.7%, to $11.2 million in the third quarter of 2014 compared to $8.7 million for the third quarter of 2013. Excluding the impact of non-recurring other operating charges, income from operations increased $2.9 million over the third quarter of 2013. Income from operations for the third quarter of 2014 improved as the result of higher demand in the Company's North American segments and lower operating costs primarily due to the successful implementation of a number of operating initiatives in both our North American and European businesses. Higher raw material costs in our North American segments negatively impacted income from operations in the third quarter of 2014 compared to the third quarter of 2013; however, these increases provided the impetus for obtaining price increases late in the third quarter. |
• | Adjusted EBITDA is a significant operating measure used by the Company to measure its operating performance and liquidity. Adjusted EBITDA was $20.7 million in the third quarter of 2014 compared to $20.0 million in the third quarter of 2013, an increase of $0.7 million, or 3.5%. |
September 26, 2014 | December 31, 2013 | ||||||
ASSETS | (unaudited) | ||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 3,235 | $ | 8,977 | |||
Accounts receivable, less allowances of $1,541 and $2,235, respectively | 111,167 | 73,996 | |||||
Inventories, net | 120,178 | 89,760 | |||||
Income taxes receivable | 542 | 982 | |||||
Deferred income taxes | 575 | 580 | |||||
Other current assets | 8,120 | 7,008 | |||||
Total current assets | 243,817 | 181,303 | |||||
Property, plant and equipment, net | 116,351 | 130,114 | |||||
Goodwill | 195,342 | 204,053 | |||||
Customer relationships, net | 29,942 | 40,631 | |||||
Other intangible assets, net | 6,599 | 7,073 | |||||
Deferred income taxes | 419 | 87 | |||||
Other assets | 6,464 | 8,712 | |||||
Total assets | $ | 598,934 | $ | 571,973 | |||
LIABILITIES AND SHAREHOLDERS’ DEFICIT | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 94,686 | $ | 57,262 | |||
Accrued expenses and other current liabilities | 30,558 | 26,366 | |||||
Accrued interest payable | 21,770 | 9,020 | |||||
Current portion of long-term debt | 8,253 | — | |||||
Deferred income taxes | 559 | 605 | |||||
Total current liabilities | 155,826 | 93,253 | |||||
Long-term debt | 540,812 | 535,396 | |||||
Deferred income taxes | 18,159 | 18,980 | |||||
Other liabilities | 31,310 | 32,907 | |||||
Total liabilities | 746,107 | 680,536 | |||||
Shareholders’ deficit: | |||||||
Common stock | 195 | 195 | |||||
Additional paid-in capital | 724,443 | 724,071 | |||||
Accumulated loss | (882,544 | ) | (843,750 | ) | |||
Accumulated other comprehensive income | 10,733 | 10,921 | |||||
Total shareholders’ deficit | (147,173 | ) | (108,563 | ) | |||
Total liabilities and shareholders’ deficit | $ | 598,934 | $ | 571,973 |
Three months ended | Nine months ended | ||||||||||||||
September 26, 2014 | September 27, 2013 | September 26, 2014 | September 27, 2013 | ||||||||||||
Net sales | $ | 239,942 | $ | 227,835 | $ | 642,836 | $ | 630,241 | |||||||
Costs and expenses: | |||||||||||||||
Cost of goods sold (excluding depreciation and amortization) | 202,160 | 188,792 | 542,208 | 528,423 | |||||||||||
Selling and general (excluding depreciation and amortization) | 17,413 | 20,387 | 55,379 | 59,767 | |||||||||||
Depreciation and amortization | 8,142 | 8,514 | 24,595 | 25,557 | |||||||||||
Other operating charges | 1,051 | 1,455 | 4,357 | 5,355 | |||||||||||
Income from operations | 11,176 | 8,687 | 16,297 | 11,139 | |||||||||||
Interest expense | (13,895 | ) | (13,805 | ) | (41,574 | ) | (41,257 | ) | |||||||
Other (loss) income, net | (14,056 | ) | 8,295 | (14,376 | ) | 4,061 | |||||||||
(Loss) income before income taxes | (16,775 | ) | 3,177 | (39,653 | ) | (26,057 | ) | ||||||||
Benefit from income taxes | (369 | ) | (13,082 | ) | (859 | ) | (12,644 | ) | |||||||
Net (loss) income | $ | (16,406 | ) | $ | 16,259 | $ | (38,794 | ) | $ | (13,413 | ) |
Nine months ended | |||||||
September 26, 2014 | September 27, 2013 | ||||||
Net cash used in operating activities | $ | (14,315 | ) | $ | (16,736 | ) | |
Cash flows from investing activities: | |||||||
Proceeds from sales of assets | 777 | 2,288 | |||||
Capital expenditures | (5,233 | ) | (7,355 | ) | |||
Net cash used in investing activities | (4,456 | ) | (5,067 | ) | |||
Cash flows from financing activities: | |||||||
Net borrowings on ABL Credit Facility | 4,981 | 19,514 | |||||
Net borrowings on Dutch Revolving Credit Facility | 8,253 | 1,836 | |||||
Changes in cash overdrafts | 215 | — | |||||
Debt issuance costs | (88 | ) | (175 | ) | |||
Net cash provided by financing activities | 13,361 | 21,175 | |||||
Effect of exchange rate changes on cash | (332 | ) | 64 | ||||
Net decrease in cash and cash equivalents | (5,742 | ) | (564 | ) | |||
Cash and cash equivalents at beginning of period | 8,977 | 10,024 | |||||
Cash and cash equivalents at end of period | $ | 3,235 | $ | 9,460 |
Three months ended | Nine months ended | ||||||||||||||
September 26, 2014 | September 27, 2013 | September 26, 2014 | September 27, 2013 | ||||||||||||
Net loss | $ | (16,406 | ) | $ | 16,259 | $ | (38,794 | ) | $ | (13,413 | ) | ||||
Add: | |||||||||||||||
Interest expense | 13,895 | 13,805 | 41,574 | 41,257 | |||||||||||
Depreciation and amortization | 8,142 | 8,514 | 24,595 | 25,557 | |||||||||||
Benefit from income taxes | (369 | ) | (13,082 | ) | (859 | ) | (12,644 | ) | |||||||
Adjustments: | |||||||||||||||
Other loss (income), net (a) | 14,056 | (8,295 | ) | 14,376 | (4,061 | ) | |||||||||
Plant closure, severance, relocation and one-time compensation costs | 594 | 1,789 | 3,151 | 4,749 | |||||||||||
Non-recurring executive consulting | 505 | — | 1,431 | — | |||||||||||
Stock compensation expense | 127 | 683 | 372 | 2,245 | |||||||||||
Non-recurring consulting, legal and professional fees | 114 | 3 | 263 | 46 | |||||||||||
Long term incentive plan | — | 315 | — | 802 | |||||||||||
Loss on asset held for sale | — | — | — | 1,594 | |||||||||||
Adjusted EBITDA | $ | 20,658 | $ | 19,991 | $ | 46,109 | $ | 46,132 |
(a) | Other loss, net for the three months ended September 26, 2014 is primarily comprised of remeasurement losses on intercompany obligations of approximately $14.8 million, offset by gains of $0.7 million on forward foreign currency contracts. Other income, net for the three months ended September 27, 2013 included remeasurement gains on intercompany obligations of approximately $8.9 million, offset by losses of $0.3 million on forward foreign currency contracts. |