FORM 8-K |
Date of Report (Date of Earliest Event Reported): | April 28, 2016 |
TIMKENSTEEL CORPORATION (Exact name of registrant as specified in its charter) |
Ohio | 1-36313 | 46-4024951 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1835 Dueber Avenue, SW, Canton, OH 44706 |
(Address of Principal Executive Offices) (Zip Code) |
(330) 471-7000 |
(Registrant's Telephone Number, Including Area Code) |
Not Applicable |
(Former name or former address, if changed since last report) |
Item 2.02 | Results of Operations and Financial Condition. |
Item 9.01 | Financial Statements and Exhibits. |
Exhibit No. | Description | |
99.1 | Press Release of TimkenSteel Corporation dated April 28, 2016. |
TIMKENSTEEL CORPORATION | |||
Date: | April 28, 2016 | By: | /s/ Christopher J. Holding |
Christopher J. Holding | |||
Executive Vice President and Chief Financial Officer |
Exhibit No. | Description | |
99.1 | Press Release of TimkenSteel Corporation dated April 28, 2016. |
• | Net sales of $217.9 million increased 5.5 percent sequentially. |
• | Net loss of $13.6 million or minus 31 cents per share was driven by weak commodity markets. |
• | EBITDA loss of $1.6 million marks improved performance, driven by company actions and industrial markets. |
• | $11.6 million of free cash flow generated for the period. |
• | Ship tons were approximately 186,000, a decrease of 31.3 percent over the first quarter of 2015, but an increase of 6.2 percent sequentially. |
• | U.S. rig count is more than 50 percent lower compared with the first quarter of 2015, resulting in decreased demand for energy and related industrial products. |
• | Improved industrial markets through the distribution channel primarily drove the sequential increase in net sales. |
• | Surcharge revenue of $15.5 million decreased 79.4 percent from the prior-year quarter as a result of lower volumes and a drop in the No. 1 Busheling Index. |
• | Surcharge revenue decreased 19.3 percent compared with the fourth-quarter 2015, primarily due to the drop in the No. 1 Busheling Index. |
• | Year over year, first-quarter EBIT was lower primarily due to reduced volume and the associated impact on manufacturing costs from low melt utilization, partially offset by the favorable timing impact related to raw material spread and realization of cost reduction actions. |
• | Sequentially, EBIT was favorable due to increased melt utilization, the positive impact of cost reduction actions and the timing of raw material spread from stabilizing scrap prices. |
• | Melt utilization was 47 percent for the quarter, compared with 66 percent in first-quarter 2015, and 41 percent in fourth-quarter 2015. |
• | Shipments are expected to be similar to first-quarter 2016 with an improved mix. |
• | Automotive demand should remain strong. |
• | Continued pressure on oil and gas shipments is expected due to low levels of energy exploration and production spend. |
• | Demand in industrial supply chains should be higher due to tapering of inventory destocking. |
• | EBITDA projected to be between a loss of $5 million and income of $5 million. |
• | Raw material spread expected to be favorable versus first-quarter 2016 due to stabilizing scrap markets. |
• | Manufacturing expected to continue to be positively impacted by cost reduction efforts. |
• | Melt utilization expected to remain slightly below 50 percent. |
• | Imports and weak market dynamics to continue to pressure pricing. |
• | 2016 capital spending planned to be $45 million. |
Conference Call Friday, April 29, 2016 9 a.m. EDT | Toll-free dial-in: 877-201-0168 International dial-in: 647-788-4901 Conference ID: 84880918 |
Conference Call Replay Available through May 13, 2016 | Dial-in: 855-859-2056 or 404-537-3406 Replay passcode: 84880918 |
Live Webcast | investors.timkensteel.com |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||
(Dollars in millions, except per share data) (Unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
2016 | 2015 | |||||||
Net sales | $217.9 | $388.7 | ||||||
Cost of products sold | 214.5 | 347.1 | ||||||
Gross Profit | 3.4 | 41.6 | ||||||
Selling, general & administrative expenses (SG&A) | 22.9 | 29.1 | ||||||
Impairment charges | — | 0.4 | ||||||
Other expense, net | 0.8 | 0.9 | ||||||
(Loss) Earnings Before Interest and Taxes (EBIT) (1) | (20.3 | ) | 11.2 | |||||
Interest expense | 2.0 | 0.1 | ||||||
(Loss) Income Before Income Taxes | (22.3 | ) | 11.1 | |||||
(Benefit) provision for income taxes | (8.7 | ) | 4.2 | |||||
Net (Loss) Income | ($13.6 | ) | $6.9 | |||||
Net (Loss) Income per Common Share: | ||||||||
Basic (loss) earnings per share | ($0.31 | ) | $0.15 | |||||
Diluted (loss) earnings per share | ($0.31 | ) | $0.15 | |||||
Weighted average shares outstanding | 44,206,837 | 44,769,679 | ||||||
Weighted average shares outstanding - assuming dilution | 44,206,837 | 45,020,023 | ||||||
(1) EBIT is defined as net (loss) income before interest expense and income taxes. EBIT is an important financial measure used in the management of the business, including decisions concerning the allocation of resources and assessment of performance. Management believes that reporting EBIT is useful to investors as this measure is representative of the Company's performance. |
CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||
(Dollars in millions) (Unaudited) | March 31, 2016 | December 31, 2015 | |||||
ASSETS | |||||||
Cash and cash equivalents | $37.5 | $42.4 | |||||
Accounts receivable, net of allowances | 95.0 | 80.9 | |||||
Inventories, net | 160.9 | 173.9 | |||||
Prepaid expenses | 4.4 | 11.4 | |||||
Other current assets | 7.9 | 9.2 | |||||
Total Current Assets | 305.7 | 317.8 | |||||
Property, Plant and Equipment, net | 760.5 | 769.3 | |||||
Pension assets | 23.4 | 20.0 | |||||
Intangible assets, net | 29.1 | 30.6 | |||||
Other non-current assets | 5.4 | 4.1 | |||||
Total Other Assets | 57.9 | 54.7 | |||||
Total Assets | $1,124.1 | $1,141.8 | |||||
LIABILITIES | |||||||
Accounts payable, trade | $56.1 | $49.5 | |||||
Salaries, wages and benefits | 19.6 | 21.4 | |||||
Accrued pension and postretirement cost | 3.2 | 3.2 | |||||
Other current liabilities | 19.4 | 30.1 | |||||
Total Current Liabilities | 98.3 | 104.2 | |||||
Long-term debt | 185.2 | 200.2 | |||||
Accrued pension and postretirement cost | 129.5 | 114.1 | |||||
Deferred income taxes | 21.5 | 26.9 | |||||
Other non-current liabilities | 11.6 | 10.0 | |||||
Total Non-Current Liabilities | 347.8 | 351.2 | |||||
SHAREHOLDERS' EQUITY | |||||||
Additional paid-in capital | 1,058.5 | 1,058.2 | |||||
Retained (deficit) earnings | (75.3 | ) | (61.7 | ) | |||
Treasury shares | (45.1 | ) | (46.3 | ) | |||
Accumulated other comprehensive loss | (260.1 | ) | (263.8 | ) | |||
Total Shareholders' Equity | 678.0 | 686.4 | |||||
Total Liabilities and Shareholders' Equity | $1,124.1 | $1,141.8 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | Three Months Ended March 31, | |||||||
(Dollars in millions) (Unaudited) | 2016 | 2015 | ||||||
CASH PROVIDED (USED) | ||||||||
Operating Activities | ||||||||
Net (loss) income | ($13.6 | ) | $6.9 | |||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 18.7 | 17.6 | ||||||
Impairment charges | — | 0.4 | ||||||
Loss on sale or disposal of assets | 0.8 | 0.2 | ||||||
Deferred income taxes | (8.7 | ) | 3.6 | |||||
Stock-based compensation expense | 1.5 | 2.0 | ||||||
Pension and postretirement expense | 6.6 | 8.6 | ||||||
Pension and postretirement contributions and payments | (1.9 | ) | (5.2 | ) | ||||
Reimbursement from postretirement plan assets | 13.3 | — | ||||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable | (14.1 | ) | 0.4 | |||||
Inventories, net | 13.0 | 16.6 | ||||||
Accounts payable | 6.6 | (23.4 | ) | |||||
Other accrued expenses | (10.7 | ) | (31.3 | ) | ||||
Prepaid expenses | 7.0 | 19.8 | ||||||
Other, net | 1.6 | (1.6 | ) | |||||
Net Cash Provided by Operating Activities | 20.1 | 14.6 | ||||||
Investing Activities | ||||||||
Capital expenditures | (8.5 | ) | (17.9 | ) | ||||
Proceeds from sale of assets | — | 0.2 | ||||||
Net Cash Used by Investing Activities | (8.5 | ) | (17.7 | ) | ||||
Financing Activities | ||||||||
Cash dividends paid to shareholders | — | (6.3 | ) | |||||
Purchase of treasury shares | — | (4.7 | ) | |||||
Proceeds from exercise of stock options | — | 1.1 | ||||||
Payment on long-term debt | (15.0 | ) | (20.0 | ) | ||||
Proceeds from issuance of debt | — | 30.0 | ||||||
Deferred financing costs | (1.5 | ) | — | |||||
Net transfers from/(to) Parent and affiliates | — | (0.5 | ) | |||||
Net Cash (Used) Provided by Financing Activities | (16.5 | ) | (0.4 | ) | ||||
Effect of exchange rate changes on cash | — | — | ||||||
(Decrease) Increase In Cash and Cash Equivalents | (4.9 | ) | (3.5 | ) | ||||
Cash and cash equivalents at beginning of period | 42.4 | 34.5 | ||||||
Cash and Cash Equivalents at End of Period | $37.5 | $31.0 |
Reconciliation of EBIT to GAAP Net (Loss) Income: | ||||||||
This reconciliation is provided as additional relevant information about the Company's performance. Management believes EBIT is representative of the Company's performance and therefore useful to investors. Management also believes that it is appropriate to compare GAAP net (loss) income to EBIT. | ||||||||
(Dollars in millions) (Unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
2016 | 2015 | |||||||
Net (loss) income | ($13.6 | ) | $6.9 | |||||
(Benefit) provision for income taxes | (8.7 | ) | 4.2 | |||||
Interest expense | 2.0 | 0.1 | ||||||
(Loss) Earnings Before Interest and Taxes (EBIT) | ($20.3 | ) | $11.2 | |||||
EBIT Margin (1) | (9.3 | )% | 2.9 | % | ||||
(1) EBIT Margin is EBIT as a percentage of net sales. EBIT and EBIT Margin are important financial measures used in the management of the business, including decisions concerning the allocation of resources and assessment of performance. Management believes that reporting EBIT and EBIT Margin is useful to investors as these measures are representative of the Company's performance. |
Reconciliation of (Loss) Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) (2) to GAAP Net (Loss) Income: | ||||||||
This reconciliation is provided as additional relevant information about the Company's performance. Management believes EBITDA is representative of the Company's performance and therefore useful to investors. Management also believes that it is appropriate to compare GAAP net (loss) income to EBITDA. | ||||||||
(Dollars in millions) (Unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
2016 | 2015 | |||||||
Net (loss) income | ($13.6 | ) | $6.9 | |||||
(Benefit) provision for income taxes | (8.7 | ) | 4.2 | |||||
Interest expense | 2.0 | 0.1 | ||||||
EBIT | ($20.3 | ) | $11.2 | |||||
Depreciation and amortization | 18.7 | 17.6 | ||||||
Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) (2) | ($1.6 | ) | $28.8 | |||||
% of net sales | (0.7 | )% | 7.4 | % | ||||
(2) EBITDA is defined as net (loss) income before interest expense, income taxes, depreciation and amortization. EBITDA Margin is EBITDA as a percentage of net sales. EBITDA and EBITDA Margin are important financial measures used in the management of the business, including decisions concerning the allocation of resources and assessment of performance. Management believes that reporting EBITDA and EBITDA Margin is useful to investors as these measures are representative of the Company's performance. |
Reconciliation of Total Debt to Net Debt and the Ratio of Total Debt and Net Debt to Capital: | |||||||
This reconciliation is provided as additional relevant information about the Company's financial position. Capital, used for the ratio of total debt to capital and net debt to capital, is defined as total debt plus total equity. Management believes net debt is an important measure of the Company's financial position due to the amount of cash and cash equivalents. | |||||||
(Dollars in millions) (Unaudited) | |||||||
March 31, 2016 | December 31, 2015 | ||||||
Long-term debt | $185.2 | $200.2 | |||||
Less: Cash and cash equivalents | 37.5 | 42.4 | |||||
Net Debt | $147.7 | $157.8 | |||||
Total Equity | $678.0 | $686.4 | |||||
Ratio of Total Debt to Capital | 21.5 | % | 22.6 | % | |||
Ratio of Net Debt to Capital | 17.1 | % | 17.8 | % |
Reconciliation of Free Cash Flow to GAAP Net Cash Provided by Operating Activities: | ||||||||
Management believes that free cash flow is useful to investors because it is a meaningful indicator of cash generated from operating activities available for the execution of its business strategy. | ||||||||
(Dollars in millions) (Unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
2016 | 2015 | |||||||
Net Cash Provided by Operating Activities | $20.1 | $14.6 | ||||||
Less: Capital expenditures | 8.5 | 17.9 | ||||||
Free Cash Flow | $11.6 | ($3.3 | ) |
G)E4WI.5&-Z:V,Y9"(_
M/@T*/'@Z>&UP;65T82!X;6QN "K-0MWREN45HIN[0K%NK&>VW$UB7O%#!W7;<2HVFHH54EQ05,Z64 O40.HF
M;U3@/JF&JC4YF37+WL-03L]"F6S"R, XJ2-0%W5(ER;3=P+_ +A;?-C3'YU<
M8DR)%39KG]X1X #!LBW*JMY<7(+^J)#!IR %75S-I5P\OD=4G[R@Q,NXVY6C9T+(?OWO'?D-C][VC]MKADT;B?ZETS7
MG#U*=NSQ[NV>PM\FW8LD6"UD969A=6QT(CY4:6UK96Y3=&5E
M;"!L;V=O(&AO
&UP34TZ2&ES=&]R>3X-"@D)"3QX;7!44&^8[6*#P_#:&UK6G0H&FS/DS9C7#M5P%9=
M6B41*(J(NZAM<-%R26Y:R8T C)0R,?E5FW3 1=#HDTE! H>"W!%8?INF8>)
MC#6Q\N:C4?+O.T>[VCM"I]2MO[@Z56GB6;VWQT7*M\WV#>MSRPNBJ0DG:
[%STOWW
)A=HLF%LVR_
:V1E&B%Y9!DFKEU",5RNDF+2/2.FW
M3.N3U#JF,LH8W((E .4 ,(ZU0:YJ++R1OA^ZT8\:JPL;8PM-<2K"ZI%-55'<
MTVZ9DSX&&_U2V::[?DO[^]^\KQFTZ'G 8]#_ (M='FYNB?V==-./HK2>7[Z&
MUS^*ZE:4V'EX*MU"!\N7**TJI\;?K9G++P9B&T;E8C&7#;-H0\9-QPG(J*#I
MJS3263YTC&(;E,40U*(@/H&J6]D;).]S=H+B1Z5-@:6QM!Q "R^-15U6MEC3
M:KW!,)9"DLAXMQJ6'N%