EX-99.1 2 d340487dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

NEWMARKET CORPORATION REPORTS RECORD FIRST QUARTER RESULTS

 

 

Net Income Increases 34 Percent

 

 

Earnings Per Share Increases 39 Percent

 

 

Petroleum Additives Operating Profit Increases 33 Percent

 

 

New $650MM Loan Agreement Completed in First Quarter

 

 

$150MM Bonds Redeemed

Richmond, VA, April 25, 2012 – NewMarket Corporation (NYSE – NEU) President and Chief Executive Officer, Thomas E. Gottwald, released the following earnings report of the Company’s operations for the first quarter of 2012.

Net income for the first quarter of 2012 increased to $66.5 million, an improvement of 34 percent over net income of $49.6 million for the first quarter of last year. Earnings per share increased to $4.96 from $3.57 in the first quarter of last year, an improvement of 39 percent.

Earnings for both the first quarter of this year and first quarter last year include an income benefit from an interest rate swap, while the first quarter of this year also includes a charge for the early extinguishment of debt. The following Summary of Earnings reflects net income and earnings per share with and without these two items.

 

     Summary of Earnings  
     (In millions, except per-share amounts)  
     First Quarter Ended  
     March 31  
     2012     2011  

Net Income

    

Net income

   $ 66.5      $ 49.6   

(Gain) on interest rate swap agreement

     (1.1     (0.5

Loss on early extinguishment of debt

     2.0        —     
  

 

 

   

 

 

 

Income excluding the effects of extinguishment of debt and swap

   $ 67.4      $ 49.1   
  

 

 

   

 

 

 

Diluted Earnings Per Share:

    

Net income

   $ 4.96      $ 3.57   

(Gain) on interest rate swap agreement

     (0.08     (0.04

Loss on early extinguishment of debt

     0.15        —     
  

 

 

   

 

 

 

Income excluding the effects of extinguishment of debt and swap

   $ 5.03      $ 3.53   
  

 

 

   

 

 

 

Petroleum Additives had an excellent first quarter with operating profit increasing to $107.2 million. This represents an improvement of 33 percent over operating profit for the first quarter of last year of $80.6 million. Sales of petroleum additives for this year’s first quarter of $557.7 million reflect an increase of 11 percent over sales for last year’s first quarter of $502.7 million. Shipments were about even with the first quarter last year. The strong performance reflects higher operating profit margins and improvements in all of our major product lines as well as


most major geographic regions in which we operate. First quarter volumes and profits were also up considerably compared to the fourth quarter of 2011. Demand has rebounded from the low levels of the fourth quarter – up 11 percent sequentially – to levels more in keeping with normal industry consumption. Some raw material costs were lower in the first quarter, and the fourth quarter had negative effects of considerable one-time costs. Our operating profit margin increased to 19.2 percent for the first quarter of this year. We are currently experiencing rising raw material costs which will impact future quarters’ performances. For the four consecutive quarters that ended March 31, 2012, our operating margin was 15.4 percent, which is in line with our expectations for this business. We expect 2012 to show better financial results than 2011, but we do not expect to post four consecutive quarters like this one.

We believe the long-term fundamentals of the business are solid. Our industry produces products that are essential for the proper operation of modern equipment, and market demand continues to grow at an average of 1-2 percent per year. Our plans call for us to grow somewhat faster than the industry by expanding geographically in areas where we are underrepresented; extending our product line offerings; and most important, continuing to supply our customers with innovative, technology-driven marketing solutions through differentiated quality products and services. Over the last several years, we have seen wider swings in quarterly demand patterns, and this is likely to continue.

During the quarter we made some significant changes to our debt structure to increase capacity and reduce cost. We entered into a new $650 million five-year unsecured revolving credit facility, replacing the company’s previous $300 million unsecured revolving credit facility which would have matured on November 12, 2015. This new credit facility provides us with significantly lower cost of borrowing and increased operating flexibility to execute our long-term business plans. We believe the terms of this new credit facility reflect the strength of our business, the significant cash flow we generate and the strength of our balance sheet. On April 16, 2012, we completed the early redemption of all the bonds we had outstanding at the end of last year. Those bonds had a principal amount of $150MM and a coupon rate of 7.125 percent and were due in December of 2016.

We are pleased with our earnings performance for the first quarter of this year in which we mark 125 years as a corporation. This excellent start continues to enhance our strong financial position. This, together with our recently secured new loan agreement, strengthens our capacity for future growth and our ability to improve shareholder value.

Please read our first quarter Form 10-Q for more details on the operations of the Company.

Sincerely,

/s/ Thomas E. Gottwald

Thomas E. Gottwald

The earnings for the first quarter of this year and first quarter last year include an income benefit from an interest rate swap related to financing on Foundry Park resulting from the Company valuing the swap agreement at fair


value at the end of each reporting period. The first quarter of this year also includes a loss on the early extinguishment of debt. The Company is reporting net income including these items, as well as income excluding them, and related per share amounts in the Summary of Earnings included in the earnings release. The Company has also included the non-GAAP financial measure EBITDA in this earnings release. A schedule following the financial statements included in this earnings release is provided reflecting the calculation of EBITDA, defined as Net income, before the deduction of interest and financing expenses, income taxes, depreciation and amortization. EBITDA is shown on the schedule both including and excluding the benefit of valuing the swap agreement and the loss on the early extinguishment of debt. The Company believes that even though these items are not required by or presented in accordance with United States generally accepted accounting principles (GAAP), these additional measures enhance understanding of the Company’s performance and period to period comparability. The Company believes that these items should not be considered an alternative to net income determined under GAAP.

As a reminder, a conference call and Internet webcast is scheduled for 3:00 p.m. EDT on Thursday, April 26, 2012, to review first quarter financial results. You can access the conference call live by dialing 1-877-407-9210 (domestic) or 1-201-689-8049 (international) and requesting the NewMarket conference call. To avoid delays, callers should dial in five minutes early. The call will also be broadcast via the Internet and can be accessed through the Company’s website at www.NewMarket.com or www.investorcalendar.com. A teleconference replay of the call will be available until May 2, 2012 at 11:59 p.m. EDT by dialing 1-877-660-6853 (domestic) and 1-201-612-7415 (international). The account number is 286. The conference ID number is 391868. A webcast replay will be available for 30 days.

NewMarket Corporation through its subsidiaries, Afton Chemical Corporation and Ethyl Corporation, develops, manufactures, blends, and delivers chemical additives that enhance the performance of petroleum products. From custom-formulated chemical blends to market-general additive components, the NewMarket family of companies provides the world with the technology to make fuels burn cleaner, engines run smoother and machines last longer.

Some of the information contained in this press release constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although NewMarket’s management believes its expectations are based on reasonable assumptions within the bounds of its knowledge of its business and operations, there can be no assurance that actual results will not differ materially from expectations.

Factors that could cause actual results to differ materially from expectations include, but are not limited to: availability of raw materials and transportation systems; supply disruptions at single sourced facilities; ability to respond effectively to technological changes in our industry; failure to protect our intellectual property rights; hazards common to chemical businesses; occurrence or threat of extraordinary events, including natural disasters and terrorist attacks; competition from other manufacturers; sudden or sharp raw materials price increases; gain or loss of significant customers; risks related to operating outside of the United States; the impact of fluctuations in foreign exchange rates; political, economic, and regulatory factors concerning our products; future governmental regulation; resolution of environmental liabilities or legal proceedings; inability to complete future acquisitions or successfully integrate recent or future acquisitions into our business and other factors detailed from time to time in the reports that NewMarket files with the Securities and Exchange Commission, including the risk factors in Item 1A, “Risk Factors” of our 2011 Annual Report on Form 10-K, which is available to shareholders upon request.

You should keep in mind that any forward-looking statement made by NewMarket in the foregoing discussion speaks only as of the date on which such forward-looking statement is made. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect the company. We have no duty to, and do not intend to, update or revise the forward-looking statements in this discussion after the date hereof, except as may be required by law. In light of these risks and uncertainties, you should keep in mind that the events described in any forward-looking statement made in this discussion, or elsewhere, might not occur.

FOR INVESTOR INFORMATION CONTACT:

David A. Fiorenza

Investor Relations

Phone: 804.788.5555

Fax:      804.788.5688

Email:  investorrelations@newmarket.com


NEWMARKET CORPORATION AND SUBSIDIARIES

SEGMENT RESULTS AND OTHER FINANCIAL INFORMATION

(In millions except per share amounts, unaudited)

 

     Three Months Ended  
     March 31  
     2012     2011  

Revenue:

    

Petroleum additives

   $ 557.7      $ 502.7   

Real estate development

     2.9        2.9   

All other (a)

     2.1        2.5   
  

 

 

   

 

 

 

Total

   $ 562.7      $ 508.1   
  

 

 

   

 

 

 

Segment operating profit:

    

Petroleum additives

   $ 107.2      $ 80.6   

Real estate development

     1.8        1.8   

All other (a)

     0.5        0.2   
  

 

 

   

 

 

 

Segment operating profit

     109.5        82.6   

Corporate unallocated expense

     (5.5     (4.1

Interest and financing expenses

     (4.5     (4.6

Gain on an interest rate swap agreement (b)

     1.7        0.9   

Loss on early extinguishment of debt (c)

     (3.2     0.0   

Other income (expense), net

     0.8        (1.4
  

 

 

   

 

 

 

Income before income tax expense

   $ 98.8      $ 73.4   
  

 

 

   

 

 

 

Net income

   $ 66.5      $ 49.6   
  

 

 

   

 

 

 

Basic earnings per share

   $ 4.96      $ 3.57   
  

 

 

   

 

 

 

Diluted earnings per share

   $ 4.96      $ 3.57   
  

 

 

   

 

 

 

Notes to Segment Results and Other Financial Information

 

(a) “All other” includes the results of our TEL business, as well as certain contract manufacturing of Ethyl Corporation.
(b) The gain on an interest rate swap represents the change, since the beginning of the reporting period, in the fair value of an interest rate swap which we entered into on June 25, 2009. We are not using hedge accounting to record the interest rate swap and, accordingly, any change in fair value is immediately recognized in earnings.
(c) In March 2012, we entered into a $650 million five-year unsecured revolving credit facility which replaces our previous $300 million unsecured revolving credit facility. In April 2012, we used a portion of this larger credit facility to fund the early redemption of all of our outstanding 7.125% senior notes due 2016, representing an aggregate principal amount of $150 million. As a result, during the three months ended March 31, 2012, we recognized a loss on early extinguishment of debt of $3.2 million from accelerated amortization of financing fees associated with the prior revolving credit agreement and cost associated with redeeming the senior notes prior to maturity.


NEWMARKET CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In thousands except per share amounts, unaudited)

 

     Three Months Ended  
     March 31  
     2012      2011  

Revenue:

     

Net sales - product

   $ 559,821       $ 505,225   

Rental revenue

     2,858         2,858   
  

 

 

    

 

 

 
     562,679         508,083   
  

 

 

    

 

 

 

Costs:

     

Cost of goods sold - product

     392,075         366,051   

Cost of rental

     1,068         1,068   
  

 

 

    

 

 

 
     393,143         367,119   
  

 

 

    

 

 

 

Gross profit

     169,536         140,964   

Selling, general, and administrative expenses

     36,908         38,424   

Research, development, and testing expenses

     27,895         24,461   
  

 

 

    

 

 

 

Operating profit

     104,733         78,079   

Interest and financing expenses

     4,482         4,645   

Loss on early extinguishment of debt (a)

     3,221         —     

Other income (expense), net (b)

     1,773         (67
  

 

 

    

 

 

 

Income before income tax expense

     98,803         73,367   

Income tax expense

     32,256         23,778   
  

 

 

    

 

 

 

Net income

   $ 66,547       $ 49,589   
  

 

 

    

 

 

 

Basic earnings per share

   $ 4.96       $ 3.57   
  

 

 

    

 

 

 

Diluted earnings per share

   $ 4.96       $ 3.57   
  

 

 

    

 

 

 

Shares used to compute basic earnings per share

     13,405         13,890   
  

 

 

    

 

 

 

Shares used to compute diluted earnings per share

     13,405         13,906   
  

 

 

    

 

 

 

Cash dividends declared per share

   $ 0.75       $ 0.44   
  

 

 

    

 

 

 

Notes to Consolidated Statements of Income

 

(a) In March 2012, we entered into a $650 million five-year unsecured revolving credit facility which replaces our previous $300 million unsecured revolving credit facility. In April 2012, we used a portion of this larger credit facility to fund the early redemption of all of our outstanding 7.125% senior notes due 2016, representing an aggregate principal amount of $150 million. As a result, during the three months ended March 31, 2012, we recognized a loss on early extinguishment of debt of $3.2 million from accelerated amortization of financing fees associated with the prior revolving credit agreement and cost associated with redeeming the senior notes prior to maturity.
(b) On June 25, 2009 we entered into an interest rate swap. The gain on the interest rate swap was $1.7 million for the three months ended March 31, 2012 and $0.9 million for the three months ended March 31, 2011. We are not using hedge accounting to record the interest rate swap, and accordingly, any change in the fair value is immediately recognized in earnings.


NEWMARKET CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, unaudited)

 

     March 31     December 31  
     2012     2011  

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 72,746      $ 50,370   

Trade and other accounts receivable, less allowance for doubtful accounts ($518 - 2012; $516 - 2011)

     311,888        278,332   

Inventories

     315,101        306,785   

Deferred income taxes

     5,334        7,261   

Prepaid expenses and other current assets

     39,932        36,983   
  

 

 

   

 

 

 

Total current assets

     745,001        679,731   
  

 

 

   

 

 

 

Property, plant and equipment, at cost

     1,046,349        1,034,472   

Less accumulated depreciation and amortization

     692,524        681,506   
  

 

 

   

 

 

 

Net property, plant and equipment

     353,825        352,966   
  

 

 

   

 

 

 

Prepaid pension cost

     12,596        11,494   

Deferred income taxes

     34,242        35,805   

Other assets and deferred charges

     71,478        73,619   

Intangibles (net of amortization) and goodwill

     36,355        38,047   
  

 

 

   

 

 

 

Total assets

   $ 1,253,497      $ 1,191,662   
  

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

    

Current liabilities:

    

Accounts payable

   $ 119,608      $ 103,217   

Accrued expenses

     65,383        78,546   

Dividends payable

     8,521        8,529   

Book overdraft

     7,712        1,680   

Long-term debt, current portion

     10,798        10,966   

Income taxes payable

     28,931        13,086   
  

 

 

   

 

 

 

Total current liabilities

     240,953        216,024   
  

 

 

   

 

 

 

Long-term debt

     209,831        232,601   

Other noncurrent liabilities

     188,542        193,444   

Shareholders’ equity

    

Common stock and paid in capital (without par value) Issued and Outstanding - 13,404,831 in 2012 and 2011

     64        64   

Accumulated other comprehensive loss

     (90,647     (98,732

Retained earnings

     704,754        648,261   
  

 

 

   

 

 

 
     614,171        549,593   
  

 

 

   

 

 

 

Total liabilities and shareholders’ equity

   $ 1,253,497      $ 1,191,662   
  

 

 

   

 

 

 


NEWMARKET CORPORATION AND SUBSIDIARIES

SELECTED CONSOLIDATED CASH FLOW DATA

(In thousands, unaudited)

 

     Three Months Ended
March 31
 
     2012     2011  

Net income

   $ 66,547      $ 49,589   

Depreciation and amortization

     10,065        10,167   

Loss on early extinguishment of debt

     3,221        —     

Working capital changes

     (22,877     (45,598

Capital expenditures

     (7,432     (24,151

Net (repayments) borrowings under revolving credit agreements

     (22,000     37,000   

Repurchases of common stock

     —          (27,427

Dividends paid

     (10,054     (903

All other

     4,906        1,934   
  

 

 

   

 

 

 

Increase in cash and cash equivalents

   $ 22,376      $ 611   
  

 

 

   

 

 

 


NEWMARKET CORPORATION AND SUBSIDIARIES

NON-GAAP FINANCIAL INFORMATION

(In thousands, unaudited)

 

     Three Months Ended
March 31
 
     2012     2011  

Net Income

   $ 66,547      $ 49,589   

Add:

    

Interest and financing expenses

     4,482        4,645   

Income tax expense

     32,256        23,778   

Depreciation and amortization

     10,065        10,167   
  

 

 

   

 

 

 

EBITDA

     113,350        88,179   

Less Gain: Interest rate swap agreement

     (1,735     (866

Plus Loss: Early Extinguishment of Debt

     3,221        —     
  

 

 

   

 

 

 

EBITDA, as adjusted

   $ 114,836      $ 87,313