UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 8, 2011
DOUGLAS DYNAMICS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-34728 |
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134275891 |
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
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(IRS Employer Identification No.) |
7777 North 73rd Street, Milwaukee, Wisconsin 53223
(Address of principal executive offices, including zip code)
(414) 354-2310
(Registrants telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 August 8, 2011, Douglas Dynamics, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2011. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 2.02 and the exhibit hereto are furnished to, but not filed with, the Securities and Exchange Commission.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits. The following exhibit is being furnished herewith:
(99.1) Press release dated August 8, 2011.
SIGNATURES
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.
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DOUGLAS DYNAMICS, INC. | |
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|
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Date: August 8, 2011 |
By: |
/s/ Robert McCormick |
|
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Robert McCormick |
|
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Executive Vice President, Chief Financial Officer |
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|
and Secretary |
Exhibit 99.1
PRIVILEGED AND CONFIDENTIAL
For immediate release
For further information contact:
Douglas Dynamics, Inc.
Bob McCormick
414-362-3868
investorrelations@douglasdynamics.com
DOUGLAS DYNAMICS ANNOUNCES SECOND QUARTER
2011 RESULTS
Company Produced Solid Pre-Season Order Period; Updates 2011 Outlook
Second Quarter Highlights:
· Net sales increased 8.0% from Q2 FY10 to $71.6 million
· Adjusted EBITDA of $21.9 million in line with previous year period
· Adjusted earnings per diluted share of $0.49
· Company completed a restructuring of its debt agreement in April
· Stockholders of the company completed secondary offering of 5.75 million shares in May
August 8, 2011 Milwaukee, Wisconsin Douglas Dynamics, Inc. (NYSE: PLOW), the North American leader in the design, manufacture and sale of snow and ice control equipment for light trucks, today announced financial results for the second quarter ended June 30, 2011 and updated its outlook for 2011.
Second Quarter Results
Douglas Dynamics pre-season sales period is comprised of the second and third quarters combined. To encourage distributors to receive shipments prior to the peak fourth quarter retail selling season, the Company offers promotional financial and freight terms to distributors that place orders during the second quarter. These orders are then shipped during the second and third quarters. The timing of these shipments between the second and third quarters can vary year to year based upon a number of factors, including distributor inventory levels and space availability. Similar to 2010, 2011 pre-season orders have shifted from long-term traditional patterns to be more heavily weighted towards the second quarter versus the third quarter.
Net sales were $71.6 million in the second quarter of 2011, representing an 8.0% increase from the corresponding period in 2010. This increase in net sales reflects stronger total pre-season orders compared to the prior year and the timing of pre-season shipments shifting toward the second quarter versus the third quarter, similar to the prior year.
James L. Janik, President and Chief Executive Officer of Douglas Dynamics commented, We are pleased with our second quarter performance in which certain stockholders successfully completed a secondary offering, restructured our debt agreement and delivered solid financial results. During the quarter, we achieved a year-over-year increase in equipment shipments and parts and accessories across our core markets. We continue to see cautious optimism from our
- MORE -
distributors, which is translating into improved results as they begin to prepare for the winter retail selling season.
Net income was $9.7 million, or $0.44 per diluted share, in the second quarter of 2011 compared to net income of $0.1 million, or $0.00 per diluted share, in the second quarter of 2010. Net income in the second quarter of 2011 included $0.6 million of expenses, net of taxes, incurred as a result of the Companys secondary offering. Net income in the second quarter of 2010 included non-recurring expenses of $10.2 million, net of taxes, incurred at the time of the Companys initial public offering. Adjusted net income was $10.7 million, or $0.49 per diluted share. Please see the Explanation of Earnings table below for details regarding adjusted net income. The estimated effective tax rate for 2011 is 39.0%.
Explanation of Earnings
|
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Three Months ended |
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Three Months ended |
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$ Millions, except per-share amounts |
|
Income |
|
Diluted EPS |
|
Income |
|
Diluted EPS |
| ||||
Net Income (GAAP) |
|
$ |
9.7 |
|
$ |
0.44 |
|
$ |
0.1 |
|
$ |
0.00 |
|
Excluded expenses, net of tax |
|
|
|
|
|
|
|
|
| ||||
- Buyout of the management services agreement |
|
0.0 |
|
0.00 |
|
3.6 |
|
0.19 |
| ||||
- Loss on extinguishment of debt |
|
0.4 |
|
0.02 |
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4.9 |
|
0.27 |
| ||||
- Liquidity bonus payment |
|
0.0 |
|
0.00 |
|
0.6 |
|
0.03 |
| ||||
- Stock based compensation |
|
0.0 |
|
0.00 |
|
1.1 |
|
0.06 |
| ||||
- Offering costs |
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0.6 |
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0.03 |
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0.0 |
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0.00 |
| ||||
Adjusted Net Income (non-GAAP) |
|
$ |
10.7 |
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$ |
0.49 |
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$ |
10.3 |
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$ |
0.55 |
|
The Company reported Adjusted EBITDA of $21.9 million in the second quarter of 2011, a slight increase compared to Adjusted EBITDA of $21.7 million in the second quarter of 2010. As expected, current year gross margins softened compared to the second quarter 2010 due to unusually favorable product mix in the prior year. This margin variance versus prior year was largely negated by the incremental profit generated by the 2011 second quarter revenue increase.
Balance Sheet and Liquidity
During the first six months of 2011, the Company recorded net cash used in operating activities of $2.9 million compared to net cash used in operating activities of $24.7 million in the same period last year. This improvement was driven by working capital changes and non-recurring cash costs incurred at the time of the Companys initial public offering in the second quarter of 2010, namely the buyout of the management services agreement totaling $5.8 million and liquidity bonus payment of $1.0 million. Additionally, the Company made $9.5 million in interest payments in the first six months of 2010 related to the senior notes, which were paid off with the proceeds of the initial public offering.
Inventory was $30.9 million at the end of the second quarter of 2011, an increase of $5.3 million compared to the second quarter of 2010. Inventory levels were lower in 2010 as the Company reduced second quarter production levels during the Johnson City plant closure process.
Accounts receivable at the end of second quarter of 2011 were $56.4 million, a nominal decrease of $2.3 million compared to the second quarter of 2010.
On April 18, 2011 the Company completed a restructuring of its debt agreement, extending maturity on the term loan to 2018 and the ABL revolver to 2016. The new agreement contains a reduction in interest rates and adds acquisition flexibility into the base agreement.
Secondary Offering
On May 20, 2011, certain of the stockholders of Douglas Dynamics, Inc. (the Company), including affiliates of Aurora Capital Group and Ares Management, closed a registered secondary offering of 5,750,000 shares (the Shares) of the Companys common stock.
Dividend Policy
As previously reported on June 9, 2011, Douglas Dynamics declared a quarterly cash dividend of $0.20 per share on the Companys common stock. The declared $0.20 per share cash dividend was paid on June 30, 2011 to stockholders of record as of the close of business on June 20, 2011.
Outlook
Based on second quarter results and current trends, the Company expects net sales for the full year 2011 to range from $185.0 million to $215.0 million, Adjusted EBITDA of $48.0 million to $58.0 million and Adjusted earnings per share of $0.76 per share to $1.04 per share.
It is important to note that the Companys outlook assumes that the economy will remain stable and that the snowbelt regions in North America will experience average snowfall in the Companys core markets. If economic conditions worsen and/or snowfall is below average the Companys net sales, Adjusted EBITDA, and Adjusted Earnings per Share for the full year could fall below the projected ranges.
Mr. Janik concluded, We expect the entire 2011 pre-season (April through September) shipping performance to be moderately stronger than last year due to the strong 2010/2011 snow fall. However, we continue to see caution based on overall concerns regarding the economy.
Webcast Information
The Company will host an investor conference call on Tuesday, August 9, 2011 at 10:00 a.m. Central Daylight Time. The conference call will be available on the Internet through the Investor Relations section of the Companys website at www.douglasdynamics.com. To listen to the live
call, please go to the website at least fifteen minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, an Internet replay will be available shortly after the call.
About Douglas Dynamics
Douglas Dynamics is the North American leader in the design, manufacture and sale of snow and ice control equipment for light trucks, which consists of snowplows and sand and salt spreaders, and related parts and accessories. The Company sells its products under the WESTERN®, FISHER® and BLIZZARD® brands which are among the most established and recognized in the industry. Additional press releases and investor relations information is available at www.douglasdynamics.com.
Use of Non-GAAP Financial Measures
This press release contains financial information calculated other than in accordance with U.S. Generally Accepted Accounting Principles (GAAP). These non-GAAP measures include:
· Adjusted net income;
· Adjusted earnings per diluted share; and
· Adjusted EBITDA.
These non-GAAP disclosures should not be construed as an alternative to the reported results determined in accordance with GAAP.
Adjusted net income and Adjusted earnings per diluted share represents net income or earnings per share respectively, as determined under GAAP, excluding certain expenses incurred at the time of our IPO in 2010; namely the buyout of our management services agreement, loss on extinguishment of debt, stock based compensation expense associated with the net exercise of stock options and the payment of cash bonuses under our liquidity bonus plan, certain expenses incurred at the time of our secondary offering in 2011 and a loss on extinguishment of debt incurred in 2011. Adjusted EBITDA represents net income before interest, taxes, depreciation and amortization, as further adjusted for certain non-recurring charges related to the closure of our Johnson City, Tennessee manufacturing facility, and certain unrelated legal expenses, as well as management fees paid by the Company to affiliates of the Companys principal stockholders, stock based compensation, payment of cash bonuses under our liquidity bonus plan, loss on extinguishment of debt and offering costs.
The Company uses, and believes investors benefit from the presentation of Adjusted EBITDA in evaluating our operating performance because it provides the Company and its investors with additional tools to compare its operating performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect the Companys core operations. In addition, the Company believes that Adjusted EBITDA is useful to investors and other external users of its consolidated financial statements in evaluating the Companys operating performance as compared to that of other companies, because it allows them to measure a companys operating performance without regard to items such as interest expense, taxes, depreciation and depletion, and amortization and accretion, which can vary substantially from company to company depending upon accounting methods and book value of assets and
liabilities, capital structure and the method by which assets were acquired. The Companys management also uses Adjusted EBITDA for planning purposes, including the preparation of its annual operating budget and financial projections. Management also uses Adjusted EBITDA to evaluate the Companys ability to make certain payments, including dividends, in compliance with its senior credit facilities, which is determined based on a calculation of Consolidated Adjusted EBITDA that is substantially similar to Adjusted EBITDA.
Management believes that the presentation of Adjusted net income and Adjusted earnings per diluted share for the three and six months ended June 30, 2011 and June 30, 2010 allows investors to make meaningful comparisons of our operating performance between periods and to view our business from the same perspective as our management. Because the excluded items are not predictable or consistent, management does not consider them when evaluating our performance or when making decisions regarding allocation of resources.
Consistent with Regulation G under the U.S. federal securities laws, the non-GAAP measures in this press release have been reconciled to the nearest GAAP measure, and this reconciliation is located under the headings Reconciliation of Net Income to Adjusted Net Income and Net Income to Adjusted EBITDA Reconciliation following the Consolidated Statements of Cash Flows, included in this press release.
Forward Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). These statements include information relating to future events, future financial performance, strategies, expectations, competitive environment, regulation and availability of financial resources. These statements are often identified by use of words such as anticipate, believe, intend, estimate, expect, continue, should, could, may, plan, project, predict, will and similar expressions and include references to assumptions and relate to our future prospects, developments and business strategies. Such statements involve known and unknown risks, uncertainties and other factors that could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, weather conditions, particularly lack of or reduced levels of snowfall, a significant decline in economic conditions, our inability to maintain good relationships with our distributors, lack of available or favorable financing options for our end-users or distributors, increases in the price of steel or other materials necessary for the production of our products that cannot be passed on to our distributors, increases in the price of fuel, the inability of our suppliers to meet our volume or quality requirements, our ability to develop new products or improve upon existing products in reponse to end-user needs, losses due to lawsuits arising out of personal injuries associated with our products, factors that could impact the future declaration and payment of dividends and our inability to compete effectively against competition, as well as those discussed in the section entitled Risk Factors, in our quarterly report on Form 10-Q for the quarter ended June 30, 2011. You should not place undue reliance on these forward-looking statements. In addition, the forward-looking statements in this release speak only as of the date hereof and we undertake no obligation, except as required by law, to
update or release any revisions to any forward-looking statement, even if new information becomes available in the future.
Douglas Dynamics, Inc.
Consolidated Balance Sheets
(In thousands)
|
|
June 30, |
|
December 31, |
| ||
|
|
2011 |
|
2010 |
| ||
|
|
(unaudited) |
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(audited) |
| ||
|
|
|
|
|
| ||
Assets |
|
|
|
|
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Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
165 |
|
$ |
20,149 |
|
Accounts receivable, net |
|
56,381 |
|
37,040 |
| ||
Inventories |
|
30,905 |
|
23,481 |
| ||
Deferred income taxes |
|
7,181 |
|
7,142 |
| ||
Prepaid income taxes |
|
|
|
29 |
| ||
Prepaid and other current assets |
|
909 |
|
1,131 |
| ||
Total current assets |
|
95,541 |
|
88,972 |
| ||
|
|
|
|
|
| ||
Property, plant, and equipment, net |
|
21,298 |
|
21,962 |
| ||
Assets held for sale |
|
1,732 |
|
1,779 |
| ||
Goodwill |
|
107,222 |
|
107,222 |
| ||
Other intangible assets, net |
|
124,348 |
|
126,948 |
| ||
Deferred financing costs, net |
|
3,786 |
|
953 |
| ||
Other long-term assets |
|
158 |
|
207 |
| ||
Total assets |
|
$ |
354,085 |
|
$ |
348,043 |
|
|
|
|
|
|
| ||
Liabilities and stockholders equity |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Accounts payable |
|
$ |
4,966 |
|
$ |
2,847 |
|
Accrued expenses and other current liabilities |
|
13,522 |
|
11,923 |
| ||
Accrued interest |
|
305 |
|
23 |
| ||
Income taxes payable |
|
3,183 |
|
|
| ||
Current portion of long-term debt |
|
1,071 |
|
1,183 |
| ||
Total current liabilities |
|
23,047 |
|
15,976 |
| ||
|
|
|
|
|
| ||
Retiree health benefit obligation |
|
7,430 |
|
7,235 |
| ||
Pension obligation |
|
10,329 |
|
10,753 |
| ||
Deferred income taxes |
|
25,104 |
|
22,650 |
| ||
Deferred compensation |
|
947 |
|
1,067 |
| ||
Long-term debt, less current portion |
|
122,714 |
|
119,971 |
| ||
Other long-term liabilities |
|
525 |
|
898 |
| ||
|
|
|
|
|
| ||
Total stockholders equity |
|
163,989 |
|
169,493 |
| ||
Total liabilities and stockholders equity |
|
$ |
354,085 |
|
$ |
348,043 |
|
Douglas Dynamics, Inc.
Consolidated Statements of Income
(In thousands, except share data)
|
|
Three Month Period Ended |
|
Six Month Period Ended |
| ||||||||
|
|
June 30, 2011 |
|
June 30, 2010 |
|
June 30, 2011 |
|
June 30, 2010 |
| ||||
|
|
(unaudited) |
|
(unaudited) |
| ||||||||
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net sales |
|
$ |
71,557 |
|
$ |
66,243 |
|
$ |
95,047 |
|
$ |
80,890 |
|
Cost of sales |
|
45,219 |
|
41,182 |
|
59,638 |
|
53,849 |
| ||||
Gross profit |
|
26,338 |
|
25,061 |
|
35,409 |
|
27,041 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Selling, general, and administrative expense |
|
6,751 |
|
7,900 |
|
12,661 |
|
13,708 |
| ||||
Intangibles amortization |
|
1,300 |
|
1,540 |
|
2,600 |
|
3,080 |
| ||||
Management fees-related party |
|
9 |
|
5,966 |
|
26 |
|
6,313 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Income from operations |
|
18,278 |
|
9,655 |
|
20,122 |
|
3,940 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Interest expense, net |
|
(2,142 |
) |
(2,989 |
) |
(4,347 |
) |
(6,704 |
) | ||||
Loss on extinguishment of debt |
|
(673 |
) |
(7,967 |
) |
(673 |
) |
(7,967 |
) | ||||
Other income (expense), net |
|
(74 |
) |
(1 |
) |
(187 |
) |
5 |
| ||||
Income (loss) before taxes |
|
15,389 |
|
(1,302 |
) |
14,915 |
|
(10,726 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Income tax expense (benefit) |
|
5,666 |
|
(1,377 |
) |
5,992 |
|
(5,082 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income (loss) |
|
$ |
9,723 |
|
$ |
75 |
|
$ |
8,923 |
|
$ |
(5,644 |
) |
Less: Net income attributable to participating securities |
|
114 |
|
|
|
110 |
|
|
| ||||
Net income (loss) attributable to common shareholders |
|
$ |
9,609 |
|
$ |
75 |
|
$ |
8,813 |
|
$ |
(5,644 |
) |
|
|
|
|
|
|
|
|
|
| ||||
Weighted average number of common shares outstanding: |
|
|
|
|
|
|
|
|
| ||||
Basic |
|
21,661,662 |
|
18,236,818 |
|
21,536,441 |
|
16,339,816 |
| ||||
Diluted |
|
21,768,385 |
|
18,520,117 |
|
21,667,544 |
|
16,339,816 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Earnings (loss) per share: |
|
|
|
|
|
|
|
|
| ||||
Basic earnings (loss) per common share attributable to common shareholders |
|
$ |
0.44 |
|
$ |
|
|
$ |
0.41 |
|
$ |
(0.35 |
) |
Earnings (loss) per common share assuming dilution attributable to common shareholders |
|
$ |
0.44 |
|
$ |
|
|
$ |
0.41 |
|
$ |
(0.35 |
) |
Cash dividends declared and paid per share |
|
$ |
0.20 |
|
$ |
|
|
$ |
0.77 |
|
$ |
|
|
Douglas Dynamics, Inc.
Consolidated Statements of Cash Flows
(In thousands)
|
|
Six Month Period Ended |
| ||||
|
|
June 30, 2011 |
|
June 30, 2010 |
| ||
|
|
(unaudited) |
| ||||
|
|
|
|
|
| ||
Operating activities |
|
|
|
|
| ||
Net income (loss) |
|
$ |
8,923 |
|
$ |
(5,644 |
) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
4,102 |
|
6,644 |
| ||
Amortization of deferred financing costs |
|
286 |
|
611 |
| ||
Loss on extinguishment |
|
673 |
|
7,967 |
| ||
Amortization of debt discount |
|
56 |
|
|
| ||
Stock-based compensation |
|
746 |
|
1,821 |
| ||
Provision for losses on accounts receivable |
|
408 |
|
167 |
| ||
Deferred income taxes |
|
2,415 |
|
2,216 |
| ||
Changes in operating assets and liabilities: |
|
|
|
|
| ||
Accounts receivable |
|
(19,749 |
) |
(26,640 |
) | ||
Inventories |
|
(7,424 |
) |
1,073 |
| ||
Prepaid and other assets and prepaid income taxes |
|
300 |
|
(6,729 |
) | ||
Accounts payable |
|
2,119 |
|
1,267 |
| ||
Accrued expenses and other current liabilities |
|
5,064 |
|
(7,349 |
) | ||
Deferred compensation |
|
(120 |
) |
125 |
| ||
Benefit obligations and other long-term liabilities |
|
(666 |
) |
(237 |
) | ||
Net cash provided by (used in) operating activities |
|
(2,867 |
) |
(24,708 |
) | ||
|
|
|
|
|
| ||
Investing activities |
|
|
|
|
| ||
Capital expenditures |
|
(840 |
) |
(1,854 |
) | ||
Proceeds from sale of equipment |
|
49 |
|
|
| ||
Net cash used in investing activities |
|
(791 |
) |
(1,854 |
) | ||
|
|
|
|
|
| ||
Financing activities |
|
|
|
|
| ||
Stock repurchases |
|
|
|
(2 |
) | ||
Proceeds from exercise of stock options |
|
1,277 |
|
|
| ||
Payment of call premium and post payoff interest on senior notes redemption |
|
|
|
(3,876 |
) | ||
Collection of stockholders notes receivable |
|
482 |
|
540 |
| ||
Payments of financing costs |
|
(3,454 |
) |
(2,605 |
) | ||
Dividends paid |
|
(16,868 |
) |
|
| ||
Revolver borrowings |
|
|
|
20,000 |
| ||
Proceeds from public offering, net |
|
|
|
63,938 |
| ||
Borrowings on long-term debt |
|
123,750 |
|
40,000 |
| ||
Repayment of long-term debt |
|
(121,513 |
) |
(150,525 |
) | ||
Net cash provided by (used in) financing activities |
|
(16,326 |
) |
(32,530 |
) | ||
Change in cash and cash equivalents |
|
(19,984 |
) |
(59,092 |
) | ||
Cash and cash equivalents at beginning of year |
|
20,149 |
|
69,073 |
| ||
Cash and cash equivalents at end of quarter |
|
$ |
165 |
|
$ |
9,981 |
|
Douglas Dynamics, Inc.
Net Income to Adjusted EBITDA reconciliation (unaudited)
(in thousands)
|
|
Three month period ended June 30, |
|
Six month period ended June 30, |
| ||||||||
|
|
2011 |
|
2010 |
|
2011 |
|
2010 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income (loss) |
|
$ |
9,723 |
|
$ |
75 |
|
$ |
8,923 |
|
$ |
(5,644 |
) |
|
|
|
|
|
|
|
|
|
| ||||
Interest expense - net |
|
2,142 |
|
2,989 |
|
4,347 |
|
6,704 |
| ||||
Income tax expense (benefit) |
|
5,666 |
|
(1,377 |
) |
5,992 |
|
(5,082 |
) | ||||
Depreciation expense |
|
754 |
|
1,546 |
|
1,501 |
|
3,564 |
| ||||
Amortization |
|
1,300 |
|
1,540 |
|
2,601 |
|
3,080 |
| ||||
EBITDA |
|
19,585 |
|
4,773 |
|
23,364 |
|
2,622 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Management Fees |
|
9 |
|
5,966 |
|
26 |
|
6,313 |
| ||||
Stock based compensation |
|
481 |
|
1,821 |
|
746 |
|
1,821 |
| ||||
Loss on extinguishment |
|
673 |
|
7,967 |
|
673 |
|
7,967 |
| ||||
Liquidity bonus payment |
|
|
|
1,003 |
|
|
|
1,003 |
| ||||
Offering costs |
|
1,036 |
|
|
|
1,036 |
|
|
| ||||
Other non-recurring charges (1) |
|
122 |
|
199 |
|
124 |
|
818 |
| ||||
Adjusted EBITDA |
|
$ |
21,906 |
|
$ |
21,729 |
|
$ |
25,969 |
|
$ |
20,544 |
|
(1) Reflects severance and one-time, non-recurring expenses for costs related to the closure of our Johnson City facility of $389 and $829 for the three and six months ended June 30, 2010, respectively, $122 and $477 of unrelated legal and consulting fees for the three months ended June 30, 2011 and 2010, respectively, and $124 and $656 for the six months ended June 30, 2011 and 2010 respectively, and $667 gain on other post employment benefit plan curtailment related to the Johnson City plant closure for the three and six months ended June 30, 2010.
Douglas Dynamics, Inc.
Reconciliation of Net Income to Adjusted Net Income
$ Millions, except share data
|
|
Three months ended |
|
Three months ended |
|
Six month period ended |
|
Six month period ended |
| ||||
|
|
June 30, 2011 |
|
June 30, 2010 |
|
June 30, 2011 |
|
June 30, 2010 |
| ||||
Net Income (loss) (GAAP) |
|
$ |
9.7 |
|
$ |
0.1 |
|
$ |
8.9 |
|
$ |
(5.6 |
) |
Addback expenses, net of tax at 39.0% and 38.0% for 2011 and 2010, respectively: |
|
|
|
|
|
|
|
|
| ||||
- Buyout of the management services agreement |
|
$ |
0.0 |
|
$ |
3.6 |
|
$ |
0.0 |
|
$ |
3.6 |
|
- Loss on extinguishment of debt |
|
$ |
0.4 |
|
$ |
4.9 |
|
$ |
0.4 |
|
$ |
4.9 |
|
- Liquidity bonus payment |
|
$ |
0.0 |
|
$ |
0.6 |
|
$ |
0.0 |
|
$ |
0.6 |
|
- Non-recurring stock based compensation expense |
|
$ |
0.0 |
|
$ |
1.1 |
|
$ |
0.0 |
|
$ |
1.1 |
|
- Offering costs |
|
$ |
0.6 |
|
$ |
0.0 |
|
$ |
0.6 |
|
$ |
0.0 |
|
Adjusted Net Income (non-GAAP) |
|
$ |
10.7 |
|
$ |
10.3 |
|
$ |
9.9 |
|
$ |
4.6 |
|
|
|
|
|
|
|
|
|
|
| ||||
Average Basic Common Shares |
|
21,661,662 |
|
18,236,818 |
|
$ |
21,536,441 |
|
16,339,816 |
| |||
Average Common Shares Assuming Dilution |
|
21,768,385 |
|
18,520,117 |
|
$ |
21,667,544 |
|
16,639,224 |
| |||
|
|
|
|
|
|
|
|
|
| ||||
Adjusted earnings per common share - basic |
|
$ |
0.49 |
|
$ |
0.56 |
|
$ |
0.46 |
|
$ |
0.28 |
|
Adjusted earnings per common share - dilutive |
|
$ |
0.49 |
|
$ |
0.55 |
|
$ |
0.46 |
|
$ |
0.27 |
|