-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DJ9NgQSyDq6CJBY7fEoVMlu6/FT3niVvgQBzTAQl8Xk/gC6m1sUO6qekW3woqBRX 9gznDKivuhBGvTexAKhS6Q== 0001157523-05-003955.txt : 20050428 0001157523-05-003955.hdr.sgml : 20050428 20050428083022 ACCESSION NUMBER: 0001157523-05-003955 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050427 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20050428 DATE AS OF CHANGE: 20050428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TREX CO INC CENTRAL INDEX KEY: 0001069878 STANDARD INDUSTRIAL CLASSIFICATION: LUMBER & WOOD PRODUCTS (NO FURNITURE) [2400] IRS NUMBER: 541910453 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14649 FILM NUMBER: 05778248 BUSINESS ADDRESS: STREET 1: 160 EXETER DRIVE CITY: WINCHESTER STATE: VA ZIP: 22603-8605 BUSINESS PHONE: 5406784070 MAIL ADDRESS: STREET 1: 160 EXETER DRIVE CITY: WINCHESTER STATE: VA ZIP: 22603-8605 8-K 1 a4875131.txt TREX COMPANY, INC. 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 27, 2005 TREX COMPANY, INC. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-14649 54-1910453 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 160 Exeter Drive Winchester, Virginia 22603-8605 (Address of Principal Executive Offices) (ZIP Code) Registrant's telephone number, including area code: (540) 542-6300 Not Applicable -------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02. Results of Operations and Financial Condition. On April 27, 2005, Trex Company, Inc. issued a press release announcing financial results for the quarter ended March 31, 2005. A copy of such press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in this report on Form 8-K shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. 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 hereunto duly authorized. TREX COMPANY, INC. Date: April 27, 2005 /s/ Robert G. Matheny --------------------- Robert G. Matheny Chairman and Chief Executive Officer EXHIBIT INDEX ------------- Exhibit Number Exhibit Description - -------------- ------------------- 99.1 Press release dated April 27, 2005 EX-99.1 2 a4875131ex991.txt TREX COMPANY, INC. EXHIBIT 99.1 Exhibit 99.1 Trex Company Reports 2005 First Quarter Revenue of $89.9 Million WINCHESTER, Va.--(BUSINESS WIRE)--April 27, 2005--Trex Company, Inc. (NYSE: TWP), manufacturer of Trex(R) decking and railing, today announced financial results for the quarter ended March 31, 2005. Net sales for the 2005 first quarter totaled $89.9 million, compared to net sales of $76.3 million for the first quarter of 2004. Net income for the 2005 first quarter totaled $8.4 million, or $0.56 per diluted share, compared to $9.3 million, or $0.63 per diluted share, for the 2004 first quarter. Chairman and Chief Executive Officer Robert Matheny commented, "As previously announced, the first quarter of 2005 was more challenging than last year's due to a variety of factors, such as the higher cost of plastic raw materials, inclement weather in many parts of the U.S., and costs associated with the start-up of our newest products. Despite these challenges, we are pleased with the performance of our marketing and 'early buy' programs, all of which are designed to sell Trex's products into distribution before the deck-building season moves into high gear in the spring. "Our product line-up for 2005 is stronger than ever, and we are very excited about the wider array of choices we are now offering consumers, including Trex Brasilia(TM), our premium line of deck boards, trim profiles and railings, and Trex Artisan Series Railing (TM), which can be used with all types of decks and porches. Both our channel partners and contractors have responded very favorably to these new products, as well as to our more established offerings. "At the same time, we have been expanding our distribution channels, increasing the number of dealers through which Trex(R) decking and railing can be bought, and continuing to build momentum in our newest, mass-merchandising channel through our agreement with The Home Depot. Our 2005 advertising campaign, 'Create Your Space(TM), the largest we have ever undertaken, is driving our brand by demonstrating the creativity and customization that Trex(R) products allow. In addition, our new manufacturing facility in Olive Branch, Mississippi, which is designed to fulfill the growing demand for our products and enable us to serve customers in the South and Midwest more efficiently, will begin shipping product on schedule in the second quarter. The plant's initial manufacturing lines will add $50 million to Trex's revenue-generating capacity, and we are prepared to construct additional lines when needed." Mr. Matheny concluded, "As the market for composite decking continues to expand, we believe Trex Company is better positioned than ever to define our category. We have established the Company as a leader in outdoor living and design, and, as a result of our many successful marketing, manufacturing and distribution initiatives, continue to expect net sales and earnings per diluted share to increase approximately 18% to 22% in 2005." About Trex Company Trex Company is the nation's largest manufacturer of composite decking, which is marketed under the brand name Trex(R). Made from a unique combination of reclaimed wood and plastic, Trex decking and railing products offer significant design flexibility with fewer ongoing maintenance requirements. For more information, visit the Company's website, www.trex.com. Trex(R), Trex Brasilia(TM) and Trex Artisan Series Railing(TM) are trademarks of Trex Company, Inc., Winchester, Va. Note: The Company has scheduled a conference call to discuss first-quarter 2005 results for 11:00 a.m. ET on Thursday, April 28. A live webcast of the conference call will be available at the Trex Company web site at www.trex.com. The call will also be simulcast at www.streetevents.com. For those who cannot listen to the live broadcast, an audio replay of the call will be available on these web sites for 30 days. A telephone replay of the call will also be available from 2:00 p.m. ET on April 28 until 11:59 p.m. ET on May 4. To listen to the telephone replay, dial 800-642-1687 (706-645-9291 outside the U.S.) and enter conference ID #5380983. The statements in this news release regarding the Company's expected sales performance and operating results, its projections of net sales, net income, earnings per share and costs, its anticipated financial condition and its business strategy constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are subject to risks and uncertainties that could cause the Company's actual operating results to differ materially. Such risks and uncertainties include the extent of market acceptance of the Company's products, the sensitivity of the Company's business to general economic conditions, the Company's ability to continue to obtain raw materials at acceptable prices, the Company's ability to increase production levels to meet increasing demand for its products, and the highly competitive markets in which the Company operates. The Company's report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2005 discusses some of the important factors that could cause the Company's actual results to differ materially from those expressed or implied in these forward-looking statements. The Company expressly disclaims any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. TREX COMPANY, INC. Condensed Consolidated Statements of Operations (In thousands, except share and per share data) (Unaudited) Three Months Ended March 31, 2004 2005 ------------- ------------- Net sales $76,257 $89,904 Cost of sales 46,274 56,568 ------------- ------------- Gross profit 29,983 33,336 Selling, general and administrative expenses 14,139 19,416 ------------- ------------- Income from operations 15,844 13,920 Interest expense, net (974) (756) ------------- ------------- Income before income taxes 14,870 13,164 Income taxes 5,533 4,760 ------------- ------------- Net income $9,337 $8,404 ============= ============= Diluted earnings per common share $0.63 $0.56 ============= ============= Diluted weighted average shares outstanding 14,751,621 14,921,705 ============= ============= TREX COMPANY, INC. Condensed Consolidated Balance Sheets (In thousands, except share data) 31-Dec-04 31-Mar-05 --------- ---------- (unaudited) ASSETS Current assets: Cash and cash equivalents $23,925 $362 Restricted cash 20,959 9,299 Accounts receivable 21,964 68,825 Inventories 44,357 38,806 Prepaid expenses and other assets 4,659 5,362 Deferred income taxes 2,975 2,052 --------- ----------- Total current assets 118,839 124,706 --------- ----------- Property, plant and equipment, net 158,389 170,462 Goodwill 6,837 6,837 Debt-related derivatives -- 186 Other assets 2,986 3,045 --------- ----------- Total assets $287,051 $305,236 ========= =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $31,296 $35,066 Income taxes payable 200 $2,966 Line of credit -- 2,713 Current portion long-term debt 8,932 8,973 --------- ----------- Total current liabilities 40,428 49,718 --------- ----------- Deferred income taxes 15,808 16,231 Debt-related derivatives 1,736 1,354 Long-term debt, net of current portion 69,565 69,285 --------- ----------- Total liabilities 127,537 136,588 --------- ----------- Stockholders' equity: Preferred stock, $0.01 par value, 3,000,000 shares authorized; none issued and outstanding. -- -- Common stock, $0.01 par value, 40,000,000 shares authorized; 14,843,820 and 14,864,446 shares issued and outstanding at December 31, 2004 and March 31, 2005 148 149 Additional paid-in capital 60,182 61,258 Deferred compensation (1,259) (1,967) Accumulated other comprehensive loss (1,098) (737) Retained earnings 101,541 109,945 --------- ----------- Total stockholders' equity 159,514 168,648 --------- ----------- Total liabilities and stockholders' equity $287,051 $305,236 ========= =========== TREX COMPANY, INC. Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended March 31, 2004 2005 -------- --------- OPERATING ACTIVITIES Net income $9,337 $8,404 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 3,324 3,496 Other non-cash charges 860 1,989 Changes in operating assets and liabilities 3,267 (35,477) -------- --------- Net cash provided by (used in) operating activities $16,788 ($21,588) -------- --------- INVESTING ACTIVITIES ($2,351) ($4,230) -------- --------- FINANCING ACTIVITIES ($72) $2,255 -------- --------- Net increase (decrease) in cash and cash equivalents $14,365 $(23,563) Cash and cash equivalents at beginning of period $8,151 $23,925 -------- --------- Cash and cash equivalents at end of period $22,516 $362 ======== ========= CONTACT: Trex Company, Inc. Paul Fletcher, 540-542-6300 or Lippert/Heilshorn & Associates Harriet Fried, 212-838-3777 -----END PRIVACY-ENHANCED MESSAGE-----