EX-99.1 3 a03-6023_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

NEWS RELEASE

 

Financial Contact:  Jeff Galow, 713/877-5327

Media Contact:  Valerie Calvert, 713/877-5305

 

Quanex Announces Fiscal Fourth Quarter and Fiscal 2003 Results
Record $1.03 Billion Net Sales for the Year
Best Ever Cash Provided by Operating Activities for the Quarter and Year
Engineered Products Posts Record Sales and Operating Income for the Year

 

Houston, Texas, December 4, 2003 – Quanex Corporation (NYSE:NX) announced its fiscal 2003 fourth quarter and annual results for the period ending October 31, 2003.

 

Net sales for the quarter were $286.8 million, up 5% from $273.8 million reported in the fourth quarter last year.  Customer demand was strong during the quarter.  North American light vehicle builds remained above 16 million units annualized, which allowed MACSTEEL to run at a high utilization rate during the period.  At Engineered Products and Nichols Aluminum, sales were excellent due to the combination of strong housing starts and remodeling activity.  Net sales for the year were a record $1,031.2 million compared to $994.4 million last year.

 

Net income and diluted earnings per share were $13.1 million and $0.80, respectively for the fourth quarter.  The Company stated that results in the quarter included a non-cash charge to operating income of $4.6 million to account for changes in its year-end inventories using the Last In-First Out (LIFO) method of accounting.  For the year, net income and diluted earnings per share were $42.9 million and $2.62, respectively.  The Company reported that its annual results included a non-cash LIFO charge of $6.1 million (pre-tax) and a tax-free executive life insurance benefit of $2.2 million.

 

During the quarter, Quanex announced a definitive agreement to purchase the North Star Steel - Monroe facility from Cargill, Inc.  Monroe produces special-bar-quality steel bars and primarily serves the vehicular products market.  The acquisition is expected to close around the end of calendar year 2003.  The Company also announced a definitive agreement to purchase TruSeal Technologies from Kirtland Capital Partners.  TruSeal produces flexible, insulating glass spacer systems and sealants for wood, vinyl and aluminum windows.  The acquisition is expected to close on or about January 2, 2004.

 

Net income for the fourth quarter 2002 was $15.1 million and $55.5 million for the year.  Diluted earnings per share were $.97 for the quarter and $3.52 for the year.  The Company said the $3.52 figure included a tax-free executive life insurance benefit of $9.0 million.

 

Highlights

Regarding the Company’s results, Raymond A. Jean, chairman and chief executive officer, stated “We experienced robust demand for our products throughout the quarter and, with strong operational performance, allowed us to report solid fourth quarter results.  Automotive builds stayed above 16

 

1



 

million annualized units, and while the pace was not record setting, it increased MACSTEEL’s operating rates above the third quarter.  Home building activity, combined with remodeling expenditures, remained brisk, and allowed both Engineered Products and Nichols Aluminum to post excellent results.”

 

“During the quarter, all of our businesses did a great job of reducing working capital, and taken together, showed an 8% improvement over last year.  Cash provided by operating activities and free cash flow provided by operating activities for the quarter were $60.9 million and $54.8 million, respectively, compared to $15.6 million and $9.3 million, respectively, for the fourth quarter a year ago.  For the full year, cash provided by operating activities and free cash flow provided by operating activities were $102.8 million and $73.9 million, respectively, compared to $81.1 million and $48.5 million, respectively, a year ago. As a result, balance sheet fundamentals remained outstanding, and we finished the year with a total debt to capitalization ratio of 4.25%,” said Jean.

 

“Quanex uses the LIFO method of accounting which requires us to revalue our inventories at the end of each year.  As we have reported for much of the year, both steel and aluminum scrap costs have been rising.  When this situation occurs, the LIFO calculation produces a non-cash charge to earnings,” Jean said.

 

Quarterly Financials ($ in millions, except per share data)

 

 

 

4th qtr 2003

 

4th qtr 2002

 

inc/dcr

 

FY 2003

 

FY 2002

 

inc/dcr

 

Net Sales

 

$

286.8

 

$

273.8

 

5

%

$

1,031.2

 

$

994.4

 

4

%

Operating Income

 

20.7

 

28.4

 

-27

%

63.8

 

83.3

 

-23

%

Net Income

 

13.1

 

15.1

 

-13

%

42.9

 

55.5

 

-23

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EPS: Basic

 

$

.82

 

$

.92

 

-11

%

$

2.65

 

$

3.74

 

-29

%

EPS: Diluted

 

.80

 

.97

 

-18

%

2.62

 

3.52

 

-26

%

 

Segment Commentary

 

VEHICULAR PRODUCTS ($ in millions)

 

 

 

4th qtr 2003

 

4th qtr 2002

 

FY 2003

 

FY 2002

 

Net Sales

 

$

130.4

 

$

122.0

 

$

468.5

 

$

459.5

 

Operating Income

 

14.5

 

15.8

 

48.2

 

57.6

 

 

The Vehicular Products segment includes MACSTEEL, Piper Impact and Temroc Metals.  The segment’s main drivers are North American light vehicle builds, and to a lesser extent, heavy duty truck builds.

 

“Total North American light vehicle builds in our fourth quarter were about 4% higher than a year ago; however, builds at the “Big 3” were down about 10%.  Heavy duty truck builds were off about 15% from last year’s fourth quarter.  Truck builds were particularly strong a year ago because heavy truck customers were buying ahead of an EPA driven change to the emission systems of large diesel engines effective October 2003.  Low inventory in the pipeline at MACSTEEL’s Tier one and Tier two customers, along with higher content, allowed us to increase volumes about 6% from a year ago, clearly outperforming our served market,” continued Jean.

 

2



 

“Operating income at MACSTEEL was down about 10% from a year ago, in part due to higher energy and scrap costs.  We experienced another spike in scrap costs during the quarter, with steel scrap costs up some $40 per ton over last year’s fourth quarter, and $20 per ton higher than just last quarter.  We do have scrap surcharges in place with customers but the surcharge lags actual scrap costs by at least three months, and with scrap up sharply over the last six months, margins at MACSTEEL continue to be squeezed.  However, offsetting part of this margin compression was our ability to further reduce conversion costs, which were down some 3% in the quarter, including the benefit of further reductions in outside processing costs,” said Jean.

 

“At Piper Impact sales were off about 15% compared to the fourth quarter last year, with the largest drop in business coming from the ongoing reduction in aluminum airbag component sales.  Piper did, however, reduce the size of its operating loss this quarter compared to both last quarter and the year ago quarter.  Nonetheless, Piper continues to lose money on much of our traditional product lines.  We continue to review our strategic options for this business,” Jean said.

 

BUILDING PRODUCTS ($ in millions)

 

 

 

4th qtr 2003

 

4th qtr 2002

 

FY 2003

 

FY 2002

 

Net Sales

 

$

156.4

 

$

151.7

 

$

562.7

 

$

534.9

 

Operating Income

 

15.0

 

13.6

 

35.6

 

38.0

 

 

The Building Products segment includes Engineered Products and Nichols Aluminum.  The main drivers of this segment are residential housing starts and remodeling expenditures.

 

“We continue to see strong demand for our door and window components, which allowed Engineered Products to report another excellent quarter with record operating results.  Housing starts for the fourth quarter exceeded 1.8 million units on an annualized basis.  For the month of October, annualized starts were nearly 2 million units.  With demand for new residential homes at record levels, we look for customer activity to remain at high levels until inclement winter weather conditions arrive,” said Jean.

 

“Nichols Aluminum reported higher volumes for the quarter compared to last year as our primary building and construction customers were at high operating rates.  Sales to our other markets remained lackluster.  Like MACSTEEL, Nichols experienced rising scrap prices this year.  Scrap prices were up about $.03 per pound this quarter over a year ago, although it was essentially flat to last quarter.  Even with these higher costs, Nichols posted improved operating income compared to last year’s quarter, in part because of the excellent operating performance at our Golden facility.  Nichols also did an outstanding job of holding the line on conversion costs, which were flat versus a year ago, despite the fact that energy costs were up,” Jean said.

 

Outlook

Operating results for the Vehicular Products segment are tied to North American light vehicle builds and heavy duty truck builds.  For calendar 2004, the Company expects light vehicle builds to be about 16 million units, essentially flat to 2003’s expected build rate of 15.8 million units.  Loss of market share by the “Big 3” to the automotive transplant companies, or NAMs, remains a concern.  While MACSTEEL sells steel bar products to the NAMs and continues to make excellent inroads, MACSTEEL remains closely linked to the “Big 3”.  Heavy duty truck builds, which have been at

 

3



 

cyclical lows for several years, are expected to recover in calendar 2004 and exceed 200,000 units, up from 175,000 units estimated to be built in 2003.

 

Operating results for the Building Products segment are tied to U.S. housing starts and remodeling activity.  For calendar 2004, the Company expects housing starts to drop 5% from 2003’s very strong level.  Remodeling expenditures are expected to remain at robust levels in 2004.

 

The Company’s primary raw materials are steel and aluminum scrap, which supplies MACSTEEL and Nichols Aluminum.  The price of these commodities rose steadily throughout the year, with a significant surge in ferrous scrap prices during the Company’s fourth quarter, continuing in November and December.  Over time, MACSTEEL recovers the majority of these cost increases through its use of scrap surcharges.  However, it does experience substantial margin compression when scrap prices surge as the surcharge is based on a three month trailing index.  Nichols Aluminum has no such surcharge, and it attempts to recover rising scrap costs through a higher selling price.

 

Quanex expects to post improved results in 2004 compared to 2003.  This expectation is based on a growing economy, market share gains by MACSTEEL and Engineered Products, improved product mix at Nichols Aluminum and the considerable earnings benefit that will accrue from its acquisitions of North Star Steel Monroe and TruSeal Technologies.

 

The first quarter (November, December and January) is historically the Company’s least profitable as there are fewer production days due to the holidays, customers closely manage year-end inventories and reduced building activity during the winter.  Quanex expects its first quarter diluted earnings per share to be down compared to the same period a year ago.  First quarter volumes at MACSTEEL are expected to be flat to the year ago quarter, but operating income is expected to be off as steel scrap costs are anticipated to be some 35% higher than in the year ago quarter.  Operating income at Engineered Products is expected to be flat compared to excellent year ago results.  Volume at Nichols Aluminum should be up from a year ago, however, operating income is expected to be flat as they absorb higher raw material costs in the absence of sales price relief.

 

Other

The Company continues to account for stock options using the current transition provisions of SFAS No. 123.  Accordingly, Quanex does not reflect the option expense in its income statement or diluted earnings per share.  However, the Company does disclose the impact on net income and diluted earnings per share in the footnotes to its financial statements.  For the fourth quarter and fiscal year, expensing stock options would have reduced net income by $0.4 million and $1.7 million, respectively, and would have reduced diluted earnings per share by $0.02 and $0.10, respectively.

 

4



 

Non-GAAP Financial Measures

Free cash flow from operating activities – The Company utilizes this non-GAAP financial measure to gauge its quarterly and annual performance considering its short-term investment in working capital and its long-term investment in Plant, Property and Equipment (PP&E).  Following is the reconciliation:

 

Three months ended
October 31,

 

 

 

Twelve months ended
October 31,

 

2003

 

2002

 

 

 

2003

 

2002

 

60,903

 

15,576

 

Cash provided by operating activities (GAAP)

 

102,840

 

81,111

 

(6,129

)

(6,316

)

Less: Capital expenditures

 

(28,899

)

(32,639

)

54,774

 

9,260

 

Free cash flow from operating activities (Non-GAAP)

 

73,941

 

48,472

 

 

Dividend Declared

The Board of Directors declared a quarterly cash dividend of $0.17 per share on the Company’s common stock, payable December 30, 2003 to shareholders of record on December 19, 2003.

 

Corporate Profile

Quanex is a $1 billion industry-leading manufacturer of engineered materials and components for the vehicular products and building products markets.

 

Financial Statistics as of 10/31/03

Book value per common share: $27.52; Total debt to capitalization: 4.25%; Return on invested capital: 9.05%; Return on common equity: 10.02%; Actual number of common shares outstanding: 16,173,961

 

Definitions

Book value per common share – calculated as total stockholders’ equity as of balance sheet date divided by actual number of common shares outstanding;

Total debt to capitalization – calculated as the sum of both the current and long term portion of debt, as of balance sheet date, divided by the sum of both the current and long term portion of debt plus total stockholders’ equity as of balance sheet date;

Return on invested capital – calculated as the total of the prior 12 months net income plus prior 12 months after-tax interest expense and capitalized interest, the sum of which is divided by the trailing five quarters average total debt (current and long term) and total stockholders’ equity;

Return on common equity – calculated as the prior 12 months net income, divided by the trailing five quarters average common stockholders’ equity.

Free cash flow from operating activities – calculated as the sum of cash provided by operating activities less capital expenditures.

 

Statements that use the words “expect,” “should,” “will,” “might,” “gauge” or similar words reflecting future expectations or beliefs are forward-looking statements.  The statements found above are based on current expectations.  Actual results or events may differ materially from this release.  Factors that could impact future results may include, without limitation, the effect of both domestic and global economic conditions, the impact of competitive products and pricing, and the availability and cost of raw materials.  For a more complete discussion of factors that may affect the Company’s future performance, please refer to the Company’s most recent 10-K filing (December 20, 2002)

 

5



 

under the Securities Exchange Act of 1934, in particular the sections titled, “Private Securities Litigation Reform Act” contained therein.

 

For further information, visit the Company’s website at www.quanex.com.

###

 

6



 

QUANEX CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

 

Three months ended
October 31,

 

 

 

Twelve months ended
October 31,

 

2003

 

2002

 

 

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

$

286,819

 

$

273,753

 

Net sales

 

$

1,031,215

 

$

994,387

 

242,451

 

221,067

 

Cost of sales

 

867,782

 

812,949

 

13,334

 

14,448

 

Selling, general and administrative expense

 

53,572

 

54,408

 

10,297

 

9,846

 

Depreciation and amortization

 

46,066

 

43,730

 

 

 

 

 

 

 

 

 

 

 

20,737

 

28,392

 

Operating income

 

63,795

 

83,300

 

 

 

 

 

 

 

 

 

 

 

(404

)

(5,633

)

Interest expense

 

(2,517

)

(14,812

)

 

 

Capitalized interest

 

 

1,879

 

 

 

Retired executive life insurance benefit

 

2,152

 

9,020

 

182

 

758

 

Other, net

 

2,393

 

2,227

 

20,515

 

23,517

 

Income before income taxes

 

65,823

 

81,614

 

 

 

 

 

 

 

 

 

 

 

(7,399

)

(8,464

)

Income tax expense

 

(22,936

)

(26,132

)

 

 

 

 

 

 

 

 

 

 

$

13,116

 

$

15,053

 

Net income

 

$

42,887

 

$

55,482

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,088

 

16,364

 

Basic

 

16,154

 

14,823

 

16,337

 

16,660

 

Diluted

 

16,384

 

16,237

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

0.82

 

$

0.92

 

Basic

 

$

2.65

 

$

3.74

 

$

0.80

 

$

0.97

 

Diluted

 

$

2.62

 

$

3.52

 

 

 

 

 

 

 

 

 

 

 

$

0.17

 

$

0.16

 

Cash dividends per share

 

$

0.68

 

$

0.64

 

 

7



 

QUANEX CORPORATION

INDUSTRY SEGMENT INFORMATION

(In thousands)

(Unaudited)

 

Three months ended
October 31,

 

 

 

Twelve months ended
October 31,

 

2003

 

2002

 

 

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

130,403

 

$

122,042

 

Vehicular Products

 

$

468,506

 

$

459,531

 

156,416

 

151,711

 

Building Products

 

562,709

 

534,856

 

$

286,819

 

$

273,753

 

Net sales

 

$

1,031,215

 

$

994,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

14,526

 

$

15,799

 

Vehicular Products

 

$

48,208

 

$

57,606

 

14,965

 

13,638

 

Building Products

 

35,648

 

37,985

 

(8,754

)(1)

(1,045

)

Corporate and Other

 

(20,061

)(1)

(12,291

)

$

20,737

 

$

28,392

 

Operating Income

 

$

63,795

 

$

83,300

 

 


(1) - Increase is primarily due to LIFO charges.

 

8



 

QUANEX CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

 

 

 

October 31,

 

 

 

2003

 

2002

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash and equivalents

 

$

22,108

 

$

18,283

 

Accounts and notes receivable, net

 

123,185

 

116,122

 

Inventories

 

79,322

 

90,756

 

Other current assets

 

8,116

 

10,640

 

Total current assets

 

232,731

 

235,801

 

 

 

 

 

 

 

Property, plant and equipment, net

 

335,904

 

353,132

 

Goodwill, net

 

66,436

 

66,436

 

Other assets

 

30,792

 

33,771

 

Total assets

 

$

665,863

 

$

689,140

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

89,435

 

$

76,588

 

Accrued liabilities

 

39,209

 

48,973

 

Income taxes payable

 

7,381

 

4,839

 

Other current liabilities

 

46

 

3,970

 

Current portion of long-term debt

 

3,877

 

434

 

Total current liabilities

 

139,948

 

134,804

 

Long-term debt

 

15,893

 

75,131

 

Deferred pension credits

 

8,323

 

4,960

 

Deferred postretirement welfare benefits

 

7,845

 

7,928

 

Deferred income taxes

 

34,895

 

29,210

 

Other liabilities

 

13,800

 

15,712

 

Total liabilities

 

220,704

 

267,745

 

 

 

 

 

 

 

Total stockholders’ equity

 

445,159

 

421,395

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

665,863

 

$

689,140

 

 

9



 

QUANEX CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOW

(In thousands)

(Unaudited)

 

Three months ended
October 31,

 

 

 

Twelve months ended
October 31,

 

2003

 

2002

 

 

 

2003

 

2002

 

 

 

 

 

Operating activities:

 

 

 

 

 

$

13,116

 

$

15,053

 

Net income

 

$

42,887

 

$

55,482

 

 

 

 

 

Adjustments to reconcile net income to cash provided by operating activities:

 

 

 

 

 

 

 

Gain on sale of Piper Utah property

 

(405

)

 

 

 

Loss on early extinguishment of debt

 

 

922

 

 

 

Retired executive life insurance benefit

 

(2,152

)

(9,020

)

10,383

 

9,880

 

Depreciation and amortization

 

46,415

 

43,987

 

1,229

 

(107

)

Deferred income taxes

 

8,992

 

2,330

 

868

 

(3,124

)

Deferred pension and postretirement benefits

 

2,034

 

(4,734

)

25,596

 

21,702

 

 

 

97,771

 

88,967

 

 

 

 

 

Changes in assets and liabilities, net of effects from acquisitions and dispositions:

 

 

 

 

 

(6,114

)

(5,437

)

Increase in accounts and notes receivable

 

(7,063

)

(5,144

)

21,022

 

2,473

 

Decrease (Increase) in inventory

 

11,434

 

(5,249

)

13,363

 

(4,535

)

Increase (Decrease) in accounts payable

 

12,847

 

(857

)

1,323

 

(2,958

)

Increase (Decrease) in accrued liabilities

 

(9,764

)

(3,655

)

5,779

 

1,295

 

Increase in income taxes payable

 

2,542

 

3,752

 

(66

)

3,036

 

Other, net

 

(4,927

)

3,297

 

60,903

 

15,576

 

Cash provided by operating activities

 

102,840

 

81,111

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment activities:

 

 

 

 

 

 

 

Acquisition of Colonial Craft, net of cash acquired

 

 

(17,283

)

 

 

Proceeds from sale of Piper Utah property

 

2,832

 

 

(5,941

)

(6,171

)

Capital expenditures, net of retirements

 

(28,693

)

(34,271

)

6,442

 

26,111

 

Retired executive life insurance proceeds

 

6,442

 

26,111

 

302

 

(3,222

)

Other, net

 

(3,081

)

(4,365

)

803

 

16,718

 

Cash used for investment activities

 

(22,500

)

(29,808

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

(50,000

)

(16,000

)

Bank revolver and note repayments, net

 

(55,000

)

(82,029

)

 

 

Redemption and purchase of subordinated debentures

 

 

 

(1,314

)

 

 

Purchases of Quanex common stock

 

(13,515

)

 

(2,745

)

(2,625

)

Common dividends paid

 

(10,865

)

(9,637

)

2,354

 

3,232

 

Issuance of common stock, net

 

5,163

 

33,948

 

(38

)

42

 

Other, net

 

(2,298

)

(3,561

)

(50,429

)

(15,351

)

Cash used for financing activities

 

(76,515

)

(62,593

)

11,277

 

16,943

 

Increase (decrease) in cash

 

3,825

 

(11,290

)

10,831

 

1,340

 

Beginning of period cash and equivalents

 

18,283

 

29,573

 

$

22,108

 

$

18,283

 

End of period cash and equivalents

 

$

22,108

 

$

18,283

 

 

10