8-K

UNITED STATES
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

March 3, 2010
Date of Report (Date of earliest event reported)

ALTRA HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-33209	61-1478870
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

300 Granite Street, Suite 201
Braintree, Massachusetts	02184
(Address of principal executive offices)	(Zip Code)

(781) 917-0600
(Registrant’s telephone number, including area code)

     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):

     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 March 3, 2010, Altra Holdings, Inc. (“the Company”) announced certain unaudited financial results for the fourth quarter and full year 2009. A copy of the announcement is attached hereto as Exhibit 99.1, which is incorporated by reference herein. On March 4, 2010, the Company will hold a conference call with investors to discuss fourth quarter and full year results. The chart presentation to be used during the call is attached hereto as Exhibit 99.2 to this report and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(c)	Exhibits
99.1	Press release of Altra Holdings, Inc., dated March 3, 2009, announcing certain unaudited financial results for the fourth quarter and full year 2009.
99.2	Charts to be used during the investor conference call on March 4, 2010.

2

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.

ALTRA HOLDINGS, INC.
/s/ Carl R. Christenson
Name:	Carl R. Christenson
Title:	Chief Executive Officer

Date: March 4, 2010

3

EXHIBIT INDEX
99.1	Press release of Altra Holdings, Inc., dated March 3, 2009, announcing certain unaudited financial results for the fourth quarter and full year 2009.
99.2	Charts to be used during the investor conference call on March 4, 2010.

EX-99.1

Exhibit 99.1

Altra Holdings Announces Financial Results for
Fourth-Quarter and Year End 2009

Achieves annual operating cash flow of $59.4 million

Reports signs of improved demand in early cycle portion of the business

BRAINTREE, Mass., March 3, 2010 — Altra Holdings, Inc. (Nasdaq:AIMC), a leading global supplier of clutch brakes, couplings, gearing, belted drives and power transmission components, today announced unaudited financial results for the fourth quarter and full year ended December 31, 2009.

Financial Highlights

• Fourth-quarter net sales declined 22.9% to $111.7 million compared with the prior year fourth quarter. The decline compares favorably to a 34.3% year-over-year decline reported in the third quarter.

• Fourth-quarter net loss was $0.10 per share compared with a loss of $0.81 per share in the prior-year period. Prior-year results were negatively impacted by a non-cash goodwill impairment charge. Non-GAAP recurring diluted earnings per share were $0.14 for the fourth quarter compared with $0.34 in the prior year. (See reconciliation to GAAP amount below).

• Operating cash flow for the full year was a record $59.4 million, an increase of 31.7% when compared with the prior year.

• Total debt decreased by $43.3 million, or 16.4%, during 2009.

• The Company successfully completed the refinancing of its outstanding notes during the fourth quarter issuing new Senior Secured Notes with a maturity date extending to 2016.

• Company issues 2010 guidance.

Management Comments

“We reported a 6.7 percentage point sequential growth in net sales for the fourth quarter and order rates continued to improve as demand increased from our distributors and early cycle OEM customers,” said Carl Christenson, President and CEO. “Our team continued to deliver a sequential improvement in operating results as we achieved non-GAAP recurring diluted earnings per share of $0.14 for the fourth quarter compared with $0.06 in the third quarter.”

Financial Results

Net sales for the fourth quarter of 2009 decreased 22.9% to $111.7 million from $144.8 million in the prior-year period. Net sales for the full year ended December 31, 2009 decreased 28.7% to $452.8 million from $635.3 million in 2008.

For the fourth quarter of 2009, the Company reported a net loss of $2.6 million, or $0.10 per diluted share. The results were negatively affected by the cost of refinancing the Company’s Senior Secured Notes as well as restructuring charges, but were partially offset by a discrete tax benefit related to the amendment of prior-year tax returns. This compares with a net loss of $20.7 million, or $0.81 per diluted share, in the prior-year fourth quarter. The prior-year fourth quarter included a non-cash goodwill impairment charge, restructuring charges, fixed asset impairment charges and an other post employment benefit plan (OPEB) settlement gain. Excluding these items in both periods, non-GAAP recurring diluted earnings per share were $0.14 in the fourth quarter of 2009 compared with $0.34 in the prior-year period (see reconciliation table below).

The Company reported a net loss of $2.3 million, or $0.09 per share, for full year 2009 compared with net income of $6.5 million, or $0.25 per diluted share, for 2008. The full year 2009 results were negatively affected by the cost of refinancing the Company’s Senior Secured Notes, inventory adjustments related to the economic downturn and restructuring charges, partially offset by a discrete tax benefit related to the amendment of prior-year tax returns and an OPEB settlement gain. Excluding these items, non-GAAP recurring diluted earnings per share were $0.33. Full-year 2008 net income included a non-cash goodwill impairment charge, restructuring charges, fixed asset impairment charges and an OPEB settlement gain. Excluding these items, full-year non-GAAP recurring diluted earnings per share was $1.45 in the prior year.

Income from operations for the fourth quarter of 2009 was $9.0 million compared with a loss of $15.6 million in the prior-year fourth quarter. Excluding restructuring charges of $1.9 million, fourth-quarter income from operations was $10.9 million, or 9.8% of sales.

Other income was $0.3 million and $3.4 million for the fourth quarter of 2009 and 2008, respectively. Prior-year other income was driven mainly by favorable foreign currency gains.

Cash and cash equivalents were $51.5 million at December 31, 2009, essentially flat with $52.1 million at December 31, 2008.

Business Outlook

“While 2009 was a difficult year from a financial perspective, we took actions that we believe will benefit Altra for the long-term,” continued Christenson. “In 2010 we will be working on growth initiatives, however, we will continue to focus on what is in our control such as driving cash flow, executing on plant consolidations and maintaining a reduced cost base. To drive operating performance and market share gains we will invest in innovation and new product development.”

“Inventory levels at our customers and channel partners are now in line with current demand and we continue to see order rates for our businesses exceed shipments. While we believe most of our key end markets have stabilized and we anticipate modest growth in early cycle markets in 2010 the later cycle portions of our businesses will likely remain challenging for the next couple of quarters,” said Christenson. “We expect the net effect of all factors influencing our top line to lead to a modest improvement in sales in 2010 when compared with 2009,” concluded Christenson.

While the Company anticipates modest revenue growth in 2010, it is projecting a significant increase in non-GAAP recurring EPS due to the full year effect of cost reductions implemented in 2009. The Company is forecasting 2010 sales in the range of $450 million to $465 million and non-GAAP recurring EPS of $0.55 to $0.60 for the full year. Free cash flow is projected to be $20 million to $25 million. The Company expects capital expenditures of approximately $12 million, depreciation and amortization in the range of $22 to $23 million and a tax rate of approximately 35.0%.

Altra Holdings, Inc.

Consolidated Statements of Operations Data:

	Quarter Ended						Year Ended
	December 31, 2009			December 31, 2008			December 31, 2009			December 31, 2008
In Thousands of Dollars, except per share amounts	(Unaudited)			(Unaudited)			(Unaudited)
Net sales	$	111,663		$	144,813		$	452,846		$	635,336
Cost of sales		78,875			102,727			329,825			449,244
Gross profit	$	32,788		$	42,086		$	123,021		$	186,092
Gross profit as a percent of net sales		29.4	%		29.1	%		27.2	%		29.3	%
Selling, general & administrative expenses		20,146			22,562			81,117			99,185
Research and development expenses		1,692			1,429			6,261			6,589
Goodwill impairment		—			31,810			—			31,810
Other post employment benefit plan settlement gain		—			(649	)		(1,467	)		(925	)
Restructuring expense		1,926			1,161			7,286			2,310
Loss on disposal of assets		29			1,391			545			1,584
Income from operations	$	8,995		$	(15,618	)	$	29,279		$	45,539
Income from operations as a percent of net sales		8.1	%		-10.8	%		6.5	%		7.2	%
Interest expense, net		14,097			5,883			32,976			28,339
Other non-operating expense (income), net		(267	)		(3,362	)		981			(6,249	)
Income from continuing operations before income taxes	$	(4,835	)	$	(18,139	)	$	(4,678	)	$	23,449
Provision (Benefit) for income taxes		(2,221	)		2,604			(2,364	)		16,731
Income tax rate		45.9	%		-14.4	%		50.5	%		71.4	%
Net income (loss) from continuing operations		(2,614	)		(20,743	)		(2,314	)		6,718
Net loss from discontinued operations, net of taxes of $43 for the year ended December 31, 2008		—			—			—			(224	)
Net income (loss)	$	(2,614	)	$	(20,743	)	$	(2,314	)	$	6,494
Weighted Average common shares outstanding
Basic		26,050			25,549			25,945			25,496
Diluted		26,050			25,549			25,945			26,095
Earnings per share — Basic
Net income (loss) from continuing operations	$	(0.10	)	$	(0.81	)	$	(0.09	)	$	0.26
Net loss from discontinued operations		—			—			—			(0.01	)
Net income (loss)	$	(0.10	)	$	(0.81	)	$	(0.09	)	$	0.25
Earnings per share — Diluted
Net income (loss) from continuing operations	$	(0.10	)	$	(0.81	)	$	(0.09	)	$	0.26
Net loss from discontinued operations		—			—			—			(0.01	)
Net income (loss)	$	(0.10	)	$	(0.81	)	$	(0.09	)	$	0.25
Reconciliation of Recurring Net Income:
Net income (loss) from continuing operations	$	(2,614	)	$	(20,743	)	$	(2,314	)	$	6,718
Restructuring charges		1,926			1,161			7,286			2,310
Inventory adjustment due to economic downturn		—			—			2,215			—
Net discount/premium & deferred financing expense on redeemed debt		8,913			—			9,414			1,686
Other post employment benefit plan settlement gain		—			(649	)		(1,467	)		(925	)
Non-cash goodwill impairment charge		—			31,810						31,810
Gain on the sale of securities		—			—			—			(216	)
Loss on the sale of asset		—			1,277			225			1,277
Tax impact of above adjustments		(4,119	) (1)		(4,059	) (2)		(6,305	) (3)		(4,854	)
Tax benefit from amending prior year tax returns		(383	)		—			(383	)		—
Recurring net income	$	3,723		$	8,797		$	8,671		$	37,806
Recurring diluted earnings per share	$	0.14		$	0.34		$	0.33		$	1.45

(1)	- tax impact is calculated by multiplying the estimated effective tax rate for the period of 38% by the above items
(2)	- tax impact is calculated by multiplying the estimated effective tax rate for the period of 35% by the above items, excluding the goodwill impairment charge which had a tax impact of 11%.
(3)	- tax impact is calculated by multiplying the estimated effective tax rate for the period of 36% by the above items listed above.
(4)	- tax impact is calculated by multiplying the estimated effective tax rate for the period of 34% by the above items, excluding the goodwill impairment charge which had a tax impact of 11%.

Consolidated Balance Sheets

	December 31, 2009		December 31, 2008
In Thousands of Dollars	(Unaudited)
Assets:
Current Assets
Cash and cash equivalents		51,497		52,073
Trade Receivables, net		52,855		68,803
Inventories		71,853		98,410
Deferred income taxes		9,265		8,032
Income tax receivable		4,754		2,581
Prepaid expenses and other current assets		3,647		3,933
Assets held for sale		—		4,676
Total current assets		193,871		238,508
Property, plant and equipment, net		105,603		110,220
Intangible assets, net		74,905		79,339
Goodwill		78,832		77,497
Deferred income taxes		679		495
Other non-current assets, net		11,309		7,525
Total assets	$	465,199	$	513,584
Liabilities and stockholders’ equity
Current liabilities
Accounts payable		27,421		33,890
Accrued payroll		12,133		16,775
Accruals and other liabilities		19,971		18,755
Deferred income taxes		7,275		6,906
Current portion of long-term debt		1,059		3,391
Total current liabilities		67,859		79,717
Long-term debt, less current portion and net of unaccreted discount and premium		216,490		258,132
Deferred income taxes		21,051		23,336
Pension liabilities		9,862		11,854
Other post retirement benefits		405		2,270
Long-term taxes payable		9,661		7,976
Other long-term liabilities		928		1,434
Total stockholders’ equity		138,943		128,865
Total liabilities and stockholders’ equity	$	465,199	$	513,584

	Year ended
	December
	31, 2009			December 31, 2008
	(Unaudited)
Cash flows from operating activities
Net income (loss)	$	(2,314	)	$	6,494
Adjustments to reconcile net income (loss) to net cash flows:
Depreciation		16,534			15,379
Amortization of intangible assets		5,538			5,689
Amortization and write-offs of deferred loan costs		4,062			2,133
Loss (gain) on foreign currency, net		1,104			(5,049	)
Accretion and write-off of debt discount and premium		1,912			898
Loss on sale of Electronics Division		—			224
Goodwill impairment charges		—			31,810
Loss on disposal of fixed assets		2,891			1,584
Other post employment benefit plan settlement gain		(1,467	)		(925	)
Stock based compensation		3,267			1,951
Provision for deferred taxes		(1,804	)		1,401
Changes in assets and liabilities:
Trade receivables		19,267			(933	)
Inventories		28,180			(2,074	)
Accounts payable and accrued liabilities		(17,924	)		(13,268	)
Other current assets and liabilities		376			1,269
Other operating assets and liabilities		(234	)		(1,469	)
Net cash provided by operating activities		59,388			45,114
Cash flows from investing activities
Purchase of property, plant and equipment		(9,194	)		(19,289	)
Proceeds from sale of Electronics Division		—			17,310
Payments for prior year acquisitions		—			(1,708	)
Net cash used in investing activities		(9,194	)		(3,687	)
Cash flows from financing activities
Payments on 11 1/4% Senior Notes		(4,950	)		(1,346	)
Payments on 9% Senior Secured Notes		(242,500	)		(27,500	)
Payments on Revolving Credit Agreement		(6,000	)		(1,723	)
Payment of debt issuance costs		(7,561	)		—
Proceeds from issuance of 8 1/8% Senior Secured Notes		207,251			—
Proceeds from additional borrowings under an existing mortgage		1,467			—
Shares repurchased for tax withholding		(319	)		—
Payment on mortgages		(584	)		(266	)
Payment on capital leases		(820	)		(925	)
Net cash used in financing activities		(54,016	)		(31,760	)
Effect of exchange rate changes on cash and cash equivalents		3,246			(3,401	)
Net change in cash and cash equivalents		(576	)		6,266
Cash and cash equivalents at beginning of year		52,073			45,807
Cash and cash equivalents at end of period	$	51,497		$	52,073
Reconciliation to free cash flow:
Net cash provided by operating activities		59,388			45,114
Purchase of property, plant and equipment		(9,194	)		(19,289	)
Free cash flow	$	50,194		$	25,825

The company will conduct an investor conference call on March 4, 2010 at 11:00 AM EST to discuss its unaudited 2009 fourth-quarter and full year financial results. The public is invited to listen to the conference call by dialing 877-302-0756 domestically or 502-719-4487 for international access, and asking to participate in Conference ID# ALTRA. Also the company has posted slides on its web site at http://www.altramotion.com in the Investor Relations Section in the Events & Presentations tab to help the participants better follow the discussion. A replay of the recorded conference call will be available until midnight on March 11, 2010. To listen to the replay, dial 800-752-3416 domestically or 712-432-9141 for international access.

About Altra Holdings

Altra Holdings, Inc., through its wholly-owned subsidiary Altra Industrial Motion, Inc., is a leading multinational designer, producer and marketer of a wide range of mechanical power transmission products. The company brings together strong brands covering over 40 product lines with production facilities in eight countries and sales coverage in over 70 countries. Our leading brands include Boston Gear, Warner Electric, TB Wood’s, Formsprag Clutch, Ameridrives Couplings, Industrial Clutch, Kilian Manufacturing, Marland Clutch, Nuttall Gear, Stieber Clutch, Wichita Clutch, Twiflex Limited, Bibby Transmissions, Matrix International, Inertia Dynamics, Huco Dynatork and Warner Linear.

Discussion of Non-GAAP Financial Measures

As used in this release and the accompanying slides posted on the company’s website, non-GAAP recurring diluted earnings per share, non-GAAP recurring income from operations and non-GAAP recurring net income from continuing operations are each calculated using either net income from continuing operations or income from continuing operations that excludes premiums, discounts and interest expense associated with the extinguishment of debt, other post employment benefit plan settlement gains, restructuring costs, inventory adjustments due to the economic downturn and other income or charges that management does not consider to be directly related to the company’s core operating performance. Non-GAAP recurring diluted earnings per share is calculated by dividing non-GAAP recurring net income by GAAP weighted average shares outstanding (diluted).

As used in this release and the accompanying slides posted on the company’s website, non-GAAP free cash flow is calculated as cash flow from operating activities less capital expenditures.

Altra believes that the presentation of non-GAAP recurring net income from continuing operations, non-GAAP recurring income from operations, non-GAAP recurring diluted earnings per share and non-GAAP free cash flow provides important supplemental information to management and investors regarding financial and business trends relating to the company’s financial condition and results of operations.

Cautionary Statement Regarding Forward Looking Statements

All statements, other than statements of historical fact included in this release are forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Forward-looking statements can generally be identified by phrases such as “believes,” “expects,” “potential,” “continues,” “may,” “should,” “seeks,” “predicts,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “could,” “designed”, “should be,” and other similar expressions that denote expectations of future or conditional events rather than statements of fact. Forward-looking statements also may relate to strategies, plans and objectives for, and potential results of, future operations, financial results, financial condition, business prospects, growth strategy and liquidity, and are based upon financial data, market assumptions and management’s current business plans and beliefs or current estimates of future results or trends available only as of the time the statements are made, which may become out of date or incomplete. Forward-looking statements are inherently uncertain, and investors must recognize that actual results could differ materially from our expectations. These statements include, but may not be limited to, those comments regarding expectations related to the results of cost-reduction efforts, plant closings, new product developments, expected market share gains, improvement in sales and our ability to achieve those results, and our guidance relating to free cash flow, net sales, earnings per share, capital expenditures, and depreciation and amortization.

In addition to the risks and uncertainties noted in this release, there are certain factors that could cause actual results to differ materially from those anticipated by some of the statements made. These include: (1) competitive pressures, (2) changes in economic conditions in the United States and abroad and the cyclical nature of our markets, (3) loss of distributors, (4) the ability to develop new products and respond to customer needs, (5) risks associated with international operations, including currency risks, (6) accuracy of estimated forecasts of OEM customers and the impact of the current global economic environment on our customers, (7) fluctuations in the costs of raw materials used in our products, (8) product liability claims, (9) work stoppages and other labor issues, (10) changes in employment, environmental, tax and other laws and changes in the enforcement of laws, (11) loss of key management and other personnel, (12) changes in pension and retirement liabilities, (13) risks associated with compliance with environmental laws, (14) the ability to successfully execute, manage and integrate key acquisitions and mergers, (15) failure to obtain or protect intellectual property rights, (16) risks associated with impairment of goodwill or intangibles assets, (17) failure of operating equipment or information technology infrastructure, (18) risks associated with our debt leverage and operating covenants under our debt instruments, (19) risks associated with restrictions contained in our Senior Secured Notes, (20) risks associated with compliance with tax laws, (21) risks associated with the global recession and volatility and disruption in the global financial markets, (22) our ability to complete cost reduction actions and risks associated with such actions, (23) risks associated with implementation of our new ERP system, and (24) other risks, uncertainties and other factors described in the Company’s quarterly reports on Form 10-Q and annual reports on Form 10-K and in the Company’s other filings with the U.S. Securities and Exchange Commission (SEC) or in materials incorporated therein by reference. Except as required by applicable law, Altra Holdings, Inc. does not intend to, update or alter its forward

looking statements, whether as a result of new information, future events or otherwise. AIMC-E

Contact:
Altra Holdings, Inc.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com

EX-99.2

Exhibit 99.2

Fourth Quarter 2009 Results ALTRA HOLDING, INC. March 4, 2010 11:00 AM EST Dial In Number 877-302-0756 Domestic 502-719-4487 International Replay Number Through March 11, 2010 800-752-3416 Domestic 712-432-9141 International

Safe Harbor Statement All statements, other than statements of historical fact included in this release are forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Forward-looking statements can generally be identified by phrases such as "believes," "expects," "potential," "continues," "may," "should," "seeks," "predicts," "anticipates," "intends," "projects," "estimates," "plans," "could," "designed", "should be," and other similar expressions that denote expectations of future or conditional events rather than statements of fact. Forward-looking statements also may relate to strategies, plans and objectives for, and potential results of, future operations, financial results, financial condition, business prospects, growth strategy and liquidity, and are based upon financial data, market assumptions and management's current business plans and beliefs or current estimates of future results or trends available only as of the time the statements are made, which may become out of date or incomplete. Forward-looking statements are inherently uncertain, and investors must recognize that actual results could differ materially from our expectations. These statements include, but may not be limited to, those comments regarding expectations related to the results of cost-reduction efforts, plant closings, new product developments, expected market share gains, improvement in sales and our ability to achieve those results, and our guidance relating to free cash flow, net sales, earnings per share, capital expenditures, and depreciation and amortization. In addition to the risks and uncertainties noted in this release, there are certain factors that could cause actual results to differ materially from those anticipated by some of the statements made. These include: (1) competitive pressures, (2) changes in economic conditions in the United States and abroad and the cyclical nature of our markets, (3) loss of distributors, (4) the ability to develop new products and respond to customer needs, (5) risks associated with international operations, including currency risks, (6) accuracy of estimated forecasts of OEM customers and the impact of the current global economic environment on our customers, (7) fluctuations in the costs of raw materials used in our products, (8) product liability claims, (9) work stoppages and other labor issues, (10) changes in employment, environmental, tax and other laws and changes in the enforcement of laws, (11) loss of key management and other personnel, (12) changes in pension and retirement liabilities, (13) risks associated with compliance with environmental laws, (14) the ability to successfully execute, manage and integrate key acquisitions and mergers, (15) failure to obtain or protect intellectual property rights, (16) risks associated with impairment of goodwill or intangibles assets, (17) failure of operating equipment or information technology infrastructure, (18) risks associated with our debt leverage and operating covenants under our debt instruments, (19) risks associated with restrictions contained in our Senior Secured Notes, (20) risks associated with compliance with tax laws, (21) risks associated with the global recession and volatility and disruption in the global financial markets, (22) our ability to complete cost reduction actions and risks associated with such actions, and (23) risks associated with implementation of our new ERP system, (24) other risks, uncertainties and other factors described in the Company's quarterly reports on Form 10-Q and annual reports on Form 10-K and in the Company's other filings with the U.S. Securities and Exchange Commission (SEC) or in materials incorporated therein by reference. Except as required by applicable law, Altra Holdings, Inc. does not intend to, update or alter its forward looking statements, whether as a result of new information, future events or otherwise. 1

Sequential improvement in sales and Non-GAAP recurring EPS Debt refinancing completed Channel inventory reduction completed Early cycle end market improvement ISM PMI for February is 56.5 Positive book to bill - last 5 months $80 million in new business and more than 12% of sales from new products Business Environment 2

Cost Reductions On Target 2009 Annualized - $70 million Permanent - $10 to $12 million 2010 continue to manage costs and cash conservatively Significant operating leverage when sales rebound 3

4th Quarter 2009 Financial Highlights 4

2nd Quarter 2009 Recurring Net Income 4th Quarter 2009 Recurring Net Income 5

Full Year 2009 Financial Highlights 6

Full Year 2009 Recurring Net Income 7

Balance Sheet Highlights 8

Q4 2009 Working Capital 9

2010E Outlook $450 - $465 Million in sales $0.55 - $0.60 Non-GAAP recurring diluted earnings per share Free cash flow $20 - $25 Million Approximately $12.0 Million in capital expenditures $22 - $23 Million in depreciation and amortization Tax rate approximately 35% 10

As used in this news release and the accompanying slides posted on the company's website, non-GAAP recurring diluted earnings per share, non-GAAP recurring income from operations and non-GAAP recurring net income from continuing operations are each calculated using either net income from continuing operations or income from continuing operations that excludes premiums, discounts and interest expense associated with the extinguishment of debt, other post employment benefit plan settlement gains, restructuring costs, inventory adjustments due to the economic downturn and other income or charges that management does not consider to be directly related to the company's core operating performance. Non-GAAP recurring diluted earnings per share is calculated by dividing non-GAAP recurring net income by GAAP weighted average shares outstanding (diluted). As used in this news release and the accompanying slides posted on the company's website, non-GAAP free cash flow is calculated as cash flow from operations less capital expenditures. Altra believes that the presentation of non-GAAP recurring net income from continuing operations, non- GAAP recurring income from operations, non-GAAP recurring diluted earnings per share and free cash flow provides important supplemental information to management and investors regarding financial and business trends relating to the company's financial condition and results of operations. 11 Discussion of Non-GAAP Measures