-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Afd5QTGc9xZa7NkY7gF0xOYIwaV0F73XxcVseGCdIX4YTb74v92oH+w7PbJumR/H 6nv7e4YTHkG/eEO2ejBZ7g== 0000950153-08-000197.txt : 20080207 0000950153-08-000197.hdr.sgml : 20080207 20080207153526 ACCESSION NUMBER: 0000950153-08-000197 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071212 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080207 DATE AS OF CHANGE: 20080207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN PACIFIC CORP CENTRAL INDEX KEY: 0000350832 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 596490478 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08137 FILM NUMBER: 08585069 BUSINESS ADDRESS: STREET 1: 3770 HOWARD HUGHES PKWY STE 300 CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7027352200 MAIL ADDRESS: STREET 1: 3770 HOWARD HUGHES PKWY STE 300 STREET 2: 3770 HOWARD HUGHES PKWY STE 300 CITY: LAS VEGAS STATE: NV ZIP: 89109 8-K 1 p74949e8vk.htm 8-K e8vk
Table of Contents

 
 
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): December 12, 2007
 

AMERICAN PACIFIC CORPORATION
(Exact name of registrant as specified in its charter)
(AMERICAN PACIFIC CORPORATION LOGO)
         
Delaware   1-8137   59-6490478
         
(State or other jurisdiction
of incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
     
3770 Howard Hughes Parkway, Suite 300, Las Vegas, Nevada 89169
     
(Address of principal executive offices)   (Zip Code)
     
Registrant’s telephone number, including area code:   (702) 735-2200
 
N/A
(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))

 


 
 
TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition.
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EX-99.1


Table of Contents

Item 2.02   Results of Operations and Financial Condition.
          On December 12, 2007, the Registrant issued a press release relating to the Registrant’s earnings for the fourth quarter and fiscal year ended September 30, 2007. A copy of the press release is attached hereto as Exhibit 99.1.
          The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
Item 9.01   Financial Statements and Exhibits.
          (c) Exhibits.
          99.1 Press release of American Pacific Corporation, dated December 12, 2007.

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Table of Contents

SIGNATURE
          Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  American Pacific Corporation
 
 
Date: December 12, 2007  By:   /s/ JOHN R. GIBSON    
    John R. Gibson   
    Chairman and Chief Executive Officer   

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Table of Contents

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press release of American Pacific Corporation, dated December 12, 2007.

EX-99.1 2 p74949exv99w1.htm EX-99.1 exv99w1
 

EXHIBIT 99.1
AMERICAN PACIFIC — News Release
Contact: Dana M. Kelley — (702) 699-4163
E-mail: InvestorRelations@apfc.com
Website: www.apfc.com
AMERICAN PACIFIC REPORTS REVENUE INCREASE OF 30% AND
NET INCOME OF $5.0 MILLION FOR FISCAL 2007
LAS VEGAS, NEVADA, December 12, 2007 — American Pacific Corporation (NASDAQ: APFC) today reported financial results for its fiscal year ended September 30, 2007.
We provide non-GAAP measures as a supplement to financial results based on GAAP. A reconciliation of the non-GAAP measures to the most directly comparable GAAP measures is included in the accompanying supplemental data.
FINANCIAL HIGHLIGHTS
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
  Revenues increased 44% to $61.7 million from $42.8 million.
 
  Operating income increased to $9.6 million compared to $3.5 million, which included environmental remediation charges of $0.8 million.
 
  Adjusted EBITDA improved to $14.9 million compared to $10.5 million.
 
  Diluted earnings per share from continuing operations was $0.48 compared to $0.17.
Fiscal Year 2007 Compared to Fiscal Year 2006
  Revenues increased 30% to $183.9 million from $141.9 million.
 
  Operating income increased to $23.9 million compared to $3.1 million, which included environmental remediation charges of $3.6 million.
 
  Adjusted EBITDA improved to $44.0 million compared to $28.3 million.
 
  Diluted earnings per share from continuing operations was $0.67 compared to a diluted loss per share from continuing operations of ($0.41).
Fiscal year 2007 includes a charge of $0.24 per diluted share related to our refinancing activities in February 2007. The prior fiscal year includes an environmental remediation charge of $0.30 per diluted share.
We acquired AMPAC Fine Chemicals (“AFC”), our Fine Chemicals segment, effective November 30, 2005. Financial results for fiscal year 2007 include 12 months of operating results from AFC compared to 10 months from AFC during fiscal year 2006.
CONSOLIDATED RESULTS OF OPERATIONS
Revenues Revenues for our fourth quarter of fiscal year 2007 increased 44% to $61.7 million reflecting revenue growth from each of our operating segments. Fiscal year 2007 revenues increased 30% to $183.9 million from $141.9 million for fiscal year 2006. On a pro forma basis, assuming AFC had been acquired on October 1, 2005, fiscal year 2007 revenues increased 15% compared to pro forma consolidated revenues of $160.1 million for fiscal year 2006. The year over year pro forma revenue increase is driven primarily by performance from our Specialty Chemicals and Fine Chemicals segments.
See further discussion under our Segment Highlights.
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Cost of Revenues and Gross Margins — For our fiscal year 2007 fourth quarter, cost of revenues was $40.5 million compared to $26.8 million for the prior year quarter. The consolidated gross margin percentage was 34% compared to 37% in the prior year quarter. For fiscal year 2007, cost of revenues increased $23.2 million, or 24%, to $120.2 million from $97.0 million for the prior fiscal year. The gross margin percentage improved to 35% compared to 32% for the prior year.
One of the significant factors that affects, and should continue to affect, the comparison of our consolidated gross margins from period to period is the change in product mix between our two largest segments. Our Specialty Chemicals segment typically has higher gross margins than our Fine Chemicals segment. Measured in terms of revenues, Specialty Chemicals accounted for 31% and 33% of our operations during fiscal years 2007 and 2006, respectively. Fine Chemicals has grown as a percentage of total revenues, comprising 57% and 52% of consolidated revenues in fiscal years 2007 and 2006, respectively.
In addition, the following factors affect our fiscal year 2007 consolidated gross margin comparisons:
  Specialty Chemicals segment fiscal year 2007 gross margin percentage improved approximately four points compared to the prior fiscal year primarily because the higher volumes and average selling price per pound in fiscal year 2007 resulted in improved coverage of fixed manufacturing overhead costs.
  Fine Chemicals segment fiscal year 2007 gross margin percentage improved approximately two points compared to the prior fiscal year because of a change in product mix and the effect of several continuous improvement projects.
  Aerospace Equipment segment fiscal year 2007 gross margin percentage improved approximately five points compared to the prior fiscal year largely due to the current year activity including more standard production thruster work compared to the prior year periods which included a greater volume of development activities.
See further discussion under our Segment Highlights.
Operating Expenses — For our fiscal year 2007 fourth quarter, operating expenses decreased $0.1 million to $11.6 million from $11.7 million in the fourth quarter of fiscal year 2006. For fiscal year 2007, operating expenses increased $1.6 million to $39.8 million from $38.2 million in the prior fiscal year primarily due to:
  A net increase in Fine Chemicals operating expenses of $1.2 million primarily because fiscal year 2007 included twelve months of operations compared to ten months of operations in the prior fiscal year.
  A decrease of $3.5 million in amortization expense related to AFC intangible assets.
  An increase of $2.0 million for incentive compensation for our Specialty Chemicals segment and corporate operations due to improved performance in fiscal year 2007.
  An increase of $0.8 million due to external Sarbanes-Oxley compliance costs and related additional audit fees.
  A decease of $0.6 million in corporate severance costs. In fiscal year 2006 we recorded a charge for $0.6 million related to a settlement with the Company’s former chief financial officer.
SEGMENT HIGHLIGHTS
Specialty Chemicals Segment
Our Specialty Chemicals segment revenues include the operating results from our perchlorate, sodium azide and Halotron product lines, with perchlorates comprising 89% and 86% of Specialty Chemicals revenues in fiscal years 2007 and 2006, respectively.
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Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
  Revenues increased 44% to $20.4 million from $14.2 million.
  Operating income was $6.4 million, or 31% of revenues compared to $5.8 million, or 41% of revenues.
  Segment EBITDA was $7.7 million, or 38% of revenues, compared to $7.1 million, or 50% of revenues.
Fiscal Year 2007 Compared to Fiscal Year 2006
  Revenues increased 23% to $57.1 million from $46.5 million.
  Operating income was $18.2 million, or 32% of revenues compared to $14.8 million, or 32% of revenues.
  Segment EBITDA was $23.4 million, or 41% of revenues, compared to $19.9 million, or 43% of revenues.
The fourth quarter variances in Specialty Chemicals revenues reflect the following factors:
  An 86% increase in Grade I AP volume in the fiscal year 2007 fourth quarter, offset partially by a 15% decrease in the related average price per pound.
  Sodium azide revenues decreased 60% in the fiscal year 2007 fourth quarter compared to the prior year quarter.
  Halotron revenues increased 26% in the fiscal year 2007 fourth quarter compared to the prior year quarter.
The year over year variances in Specialty Chemicals revenues reflect the following factors:
  A 31% increase in Grade I AP volume in fiscal year 2007 and a 2% increase in the related average price per pound.
  Sodium azide revenues decreased 35% in fiscal year 2007 compared to the prior fiscal year.
  Halotron revenues increased 11% in fiscal year 2007 compared to the prior fiscal year.
Grade I AP volume for the fiscal year 2007 fourth quarter is a typical example of the lumpy nature of Specialty Chemicals revenues, with 40% of fiscal year 2007 annual volume occurring in the fourth quarter. This compares to 28% of the fiscal year 2006 annual volume occurring in the fourth quarter of fiscal year 2006. The very high Grade I AP volume for the fourth quarter of fiscal year 2007 was driven largely by our support of the Minuteman program. Also, in support of our customers’ requirements, we produced and shipped some Grade I AP in the fiscal year 2007 fourth quarter that was originally scheduled for production and shipment in the first quarter of fiscal year 2008.
The increase in Grade I AP volume in fiscal year 2007 is generally distributed equally among the various sold rocket motor propulsion programs for which we supply AP. There are numerous variations of Grade I AP that we produce for our customers. The average price per pound of Grade I AP sold in fiscal year 2007 increased compared to fiscal year 2006 because a greater percentage of the volume related to specialized blends of Grade I AP which are sold at higher unit prices than others.
We expect Grade I AP demand in fiscal year 2008 to be consistent with fiscal year 2007. Over the longer term, we expect demand for Grade I AP to be within the ranges of fiscal years 2006 and 2007. In addition, Grade I AP revenues are typically derived from a relatively few large orders. As a result, quarterly revenue amounts can vary significantly depending on the timing of individual orders throughout the year. Average price per pound may continue to fluctuate somewhat in future periods, depending upon product mix and volume.
The decrease in sodium azide revenues in fiscal year 2007 is due to a reduction in volume from fiscal year 2006 of sodium azide used in a pharmaceutical application. Fiscal year 2006 demand for sodium azide in
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this application increased consistent with our customer’s production which ramped up to support stockpiling of the end product. We do not see an increase in demand for sodium azide in the foreseeable future.
Increases in Halotron revenues are driven by volume changes which have been and are expected to be relatively consistent year over year.
Specialty Chemicals operating income was 32% of Specialty Chemicals revenue for both fiscal years 2007 and 2006, reflecting:
  An approximately four point increase in Specialty Chemicals gross margin percentage primarily because the higher volumes and average selling price per pound in fiscal year 2007 resulted in improved coverage of fixed manufacturing overhead costs.
  An increase in operating expenses, primarily insurance and incentive compensation.
Fine Chemicals Segment
Our Fine Chemicals segment reflects the operating results of our wholly-owned subsidiary AMPAC Fine Chemicals (“AFC”).
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
  Revenues were $33.7 million compared to revenues of $24.0 million.
  Operating income was $6.0 million compared to $2.8 million.
  Segment EBITDA was $9.5 million, or 28% of revenue, compared to Segment EBITDA of $7.4 million, or 31% of revenue.
Fiscal Year 2007 Compared to Fiscal Year 2006
  Revenues were $104.4 million compared to revenues (a) of $74.0 million and pro forma (b) revenues of $92.3 million.
  Operating income was $16.8 million compared to operating income(a) of $7.2 million.
  Segment EBITDA was $30.4 million, or 29% of revenue, compared to Segment EBITDA(a) of $21.6 million, or 29% of revenue.
 
    (a) Revenues, operating profit and Segment EBITDA for the prior fiscal year reflect 10 months of AFC operations from November 30, 2005.
 
    (b) Pro forma revenues assume that AFC was acquired effective October 1, 2005.
The fiscal year 2007 fourth quarter revenue increase reflects revenue from a number of products with long production cycles which were in process during fiscal year 2007, but did not result in recognized revenues until the fourth quarter.
On a pro forma basis, assuming the AFC acquisition was effective October 1, 2005, Fine Chemicals segment revenues increased from pro forma revenues of $92.3 million in fiscal year 2006 to $104.4 million in fiscal year 2007, representing 13% organic growth. Overall, the pro forma Fine Chemicals segment revenue growth is driven primarily by additional volumes for our anti-viral products. As is typical with the segment, the overall net growth reflects increases during the year for several products and decreases for other products. This occurs as a function of our customers’ ordering cycles and our timing of the production cycle. Production cycles are determined based on customer delivery requirements and the most effective use of AFC’s facilities.
The improvement in operating income margins for the fiscal year 2007 fourth quarter reflects higher gross margin contribution due to the increase in revenues, and lower operating expenses primarily due to a reduction in amortization expense. The increase in operating income for fiscal year 2007 reflects:
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  The fiscal year 2007 period including twelve months of AFC operations compared to ten months of operations in the prior year period.
 
  An approximately two point improvement in the gross margin percentage due to a change in product mix and the effect of several continuous improvement projects.
 
  A net increase in Fine Chemicals operating expenses of $1.2 million primarily because fiscal year 2007 includes twelve months of operations compared to ten months of operations in the prior year.
 
  A decrease of $3.5 million in amortization expense related to AFC intangible assets.
Aerospace Equipment Segment
Our Aerospace Equipment segment reflects the operating results of our wholly-owned subsidiary AMPAC In-Space Propulsion (“ISP”).
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
  Revenues increased 19% to $4.8 million from $4.0 million.
  Operating income was $0.9 million compared to $38 thousand.
Fiscal Year 2007 Compared to Fiscal Year 2006
  Revenues were $17.3 million compared to $17.4 million.
  Operating income was $1.5 million compared to $0.8 million.
Aerospace Equipment revenues for fiscal year 2007 were consistent with the prior fiscal year. The fiscal year 2007 revenues reflect several months of lower volume related to the timing of orders from ISP’s largest customer. With respect to this customer, ISP completed production under a multi-year contract in May 2007. Production on the follow-on order began in August 2007. As a result, revenues in fiscal year 2007 were reduced by the lag time between the orders. Conversely, revenues for the fourth quarter of fiscal year 2007 increased compared to the prior year quarter reflecting production associated with the aforementioned order.
For fiscal year 2007, Aerospace Equipment segment gross margin percentage has improved approximately five points largely due to the fiscal year 2007 activity including more standard production thruster work compared to the prior fiscal year which included a greater volume of development activities. The higher gross margin contribution was offset somewhat by higher general and administrative costs, particularly bid and proposal costs. The bid and proposal costs were tied to efforts conducted for the NASA CLV program and to continue our push into propulsion systems. Our efforts bidding propulsion systems are anticipated not only to affect future commercial programs but also military programs one of which we are under contract for the first phase and under consideration with respect to the second phase.
CAPITAL AND LIQUIDITY HIGHLIGHTS
Liquidity — As of September 30, 2007, we had cash balances of $21.4 million and no amounts drawn against our $20.0 million revolving credit line. In addition, we were in compliance with the various covenants contained in our credit facilities.
Operating Cash Flows Cash flows from operating activities during the fiscal year 2007 improved by $14.6 million compared to the prior fiscal year. Operating activities provided cash of $24.1 million for the fiscal year 2007 compared to $9.5 million for the prior fiscal year.
Significant components of the change in cash flow from operating activities include:
  An increase in cash provided by Adjusted EBITDA of $15.8 million.
  An increase in cash used to fund working capital increases of $0.1 million, excluding the effects in interest and income taxes.
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  An increase in cash taxes paid of $1.6 million.
 
  An increase in cash used for interest payments of $1.4 million, including a payment of $0.6 million for the early payment of our second lien term loan in February 2007.
 
  A reduction in cash used for environmental remediation of $4.6 million.
 
  Other increases in cash used for operating activities of $2.7 million.
Cash used to fund working capital increases was consistent between fiscal year 2007 and fiscal year 2006. During fiscal years 2007, an increase in cash used to fund inventory increases of $4.2 million was offset by cash provided by decreases in accounts receivable balances. We expect that our working capital may vary normally by as much as $10.0 million from quarter to quarter.
Payments of cash taxes increased primarily due to state income taxes in California and New York. We currently do not have federal taxable income due to the effects of accelerated depreciation methods.
Cash used for interest increased primarily due to the change in our debt structure discussed below. In fiscal year 2006, a significant portion of our debt included payment-in-kind or “PIK” interest which effectively increases outstanding principal amounts without making cash payments for interest. Conversely, in fiscal year 2007, our senior notes require cash interest payments semi-annually.
Cash used for environmental remediation decreased because during fiscal year 2006 we were in the construction phase of our remediation project in Henderson, Nevada, compared to the lower cash requirements of the operating and maintenance phase in fiscal year 2007.
Capital Expenditures — During fiscal year 2007, we spent $8.4 million in cash for capital expenditures. This amount of expenditures is lower than the prior fiscal year period because during the prior fiscal year we were actively involved in the construction of the new simulated moving bed (“SMB”) facility at AFC.
Financing Cash Flows — Financing cash flows for the fiscal year 2006 primarily reflect debt issued in connection with our AFC acquisition. Financing cash flows for the fiscal year 2007 relate primarily to the following refinancing transactions.
Senior Notes / Refinancing: In February 2007, we issued and sold $110.0 million aggregate principal amount of 9.0% Senior Notes due February 1, 2015 (the “Senior Notes”). The Senior Notes are guaranteed on a senior unsecured basis by all of our existing and future material U.S. subsidiaries. The indenture under which we issued the Senior Notes contains terms and conditions that include, but are not limited to:
  Restrictions as to our ability to redeem the Senior Notes prior to their stated maturity.
  Certain limits on our ability to incur additional debt, make restricted payments, create liens on assets or sell assets.
  Customary events of default.
Net proceeds from the issuance of the Senior Notes were used to:
  Repay all outstanding principal and interest on our first lien term loan and terminate the related commitment.
  Repay all outstanding principal and interest, including a pre-payment penalty of approximately $0.4 million, on our second lien term loan and terminate the related commitment.
  Fund an earnout payment of $6.0 million due to GenCorp Inc. related to our acquisition of AFC.
  Fund a negotiated early retirement of a subordinated seller note and accrued interest due to GenCorp Inc. at a discount from the stated amount of the note.
As a result of our refinancing activities, we recorded a non-cash charge of $2.3 million to write-off the unamortized balance of debt issuance costs for our first and second lien term loans. This charge, combined with the cash pre-payment penalty of $0.6 million is reflected as a debt repayment charge. In
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addition, we incurred debt issuance costs of $4.8 million for our Senior Notes which were capitalized and will be amortized over the term of the Senior Notes.
Revolving Credit Facility: Concurrent with the issuance of the Senior Notes, we entered into an Amended and Restated Credit Agreement (the “Revolving Credit Facility”) which provides a secured revolving credit facility in an aggregate principal amount of up to $20.0 million with an initial maturing in 2012. The Revolving Credit Facility contains customary covenants, restrictions and events of default. Financial covenants include quarterly requirements for total leverage ratio of less than or equal to 5.25 to 1.00, and interest coverage ratio of at least 2.50 to 1.00.
OUTLOOK
Looking to fiscal year 2008, we believe we remain on-track with our growth expectations and performance for the Company. We expect consolidated revenue of at least $195.0 million. Increases in fiscal year 2008 revenues are expected to come from double-digit revenue growth rates from our Fine Chemicals and Aerospace Equipment segments. Consistent with our expectation that Specialty Chemicals will remain relatively stable over the coming years, Specialty Chemical segment revenues are expected to be flat or slightly down, in part, due to high volume levels that occurred in the 4th quarter of fiscal year 2007. Organic growth in our Fine Chemicals segment is driven by strong demand for products that use our core technologies. We continue to see a trend toward more outsourcing by the pharmaceutical industry and AFC’s pipeline of new products continues to grow. In addition, we have recently engaged the Chicago office of the investment banking firm Lincoln International to assist us in the targeting and evaluation of fine chemical acquisition opportunities. Our Aerospace Equipment segment should benefit from its bid and proposal efforts in fiscal year 2007. We are anticipating a government award of a multi-year contract to develop a low-cost, producible liquid divert and attitude propulsion system.
Our guidance for fiscal year 2008 net income is approximately $6.0 million, which would be a 20% increase over fiscal year 2007. Our fiscal year 2008 net income guidance includes; expected EBITDA of $40.0 million, reductions in interest, refinancing charges and depreciation and amortization expense, and increases in corporate costs primarily associated with retirement benefits, office rent and Sarbanes-Oxley compliance. We are anticipating our capital expenditures for fiscal year 2008 to be approximately $17.0 million.
INVESTOR TELECONFERENCE
We invite you to participate in a teleconference with our executive management covering our fiscal year 2007 financial results. The investor teleconference will be held Wednesday December 12, 2007 at 1:30 p.m., Pacific Standard Time. The teleconference will include a presentation by management followed by a question and answer session. The teleconference can be accessed by dialing (973) 582-2852 between 1:15 and 1:30 p.m., Pacific Standard Time. Please reference conference ID# 26598610. As is our customary practice, a live webcast of the teleconference is being provided by Thomson Financial’s First Call Events. A link to the webcast and the earnings release is available at our website at www.apfc.com, and will be available for replay until our next quarterly investor teleconference.
RISK FACTORS/FORWARD-LOOKING STATEMENTS
The financial results included in this earnings release are preliminary. Statements contained in this earnings release that are not purely historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including without limitation statements concerning or relating to our future financial results and guidance, all statements regarding our beliefs about future demand for Grade I AP, our Fine Chemicals segment order and operations levels, our working capital changes and future variations, factors that will affect our cost of revenues and gross margins, and all statements in the “Outlook” section of this earnings release. Words such as “believes”, “anticipates”, “plans”, “expects”, “intend”, “will”, “goal” and similar expressions are intended to identify forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by the Company that
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any of its plans will be achieved. Actual results may differ materially from those set forth in the release due to risks and uncertainties inherent in the Company’s business. Factors that might cause such differences include, but are not limited to, the risk of any reduction or changes in NASA or U.S. government military spending, the loss of any one of our limited number of customers, the failure of continued appropriations by Congress for our customers’ existing or future U.S. government contracts, cost over-runs on our fixed price contracts, termination of U.S. government contracts at the convenience of the U.S. Government, failure to comply with our customer’s specification and manufacturing instructions or timing and delivery requirements, schedule delays in our manufacturing processes, complex procurement regulations, environmental concerns, our substantial amount of debt, the restrictive debt covenants and the cost of servicing such debt, the ability to secure and maintain adequate liquidity to manage our operations, the hazardous nature of our product, the disruption of the supply of key raw materials, our inability to adapt to rapid technological changes and the other risks and uncertainties detailed in our filings with the Securities and Exchange Commission. Readers of this earnings release are referred to our Annual Report on Form 10-K for the year ended September 30, 2006 and our Quarterly Reports on Form 10-Q for the quarters ended June 30, 2007, March 31, 2007 and December 31, 2006 for further discussion of these and other factors that could affect future results. The forward-looking statements contained in this earnings release are made as of the date hereof and we assume no obligation to update for actual results or to update the reasons why actual results could differ materially from those projected in the forward-looking statements. In addition, the operating results and cash flows for the three-months and year ended September 30, 2007 are not necessarily indicative of the results that will be achieved for future periods.
ABOUT AMERICAN PACIFIC CORPORATION
American Pacific is a leading manufacturer of specialty and fine chemicals within its focused markets, as well as propulsion products sold to defense, aerospace and pharmaceutical end markets. Our products provide access to, and movement in, space via solid fuel and propulsion thrusters and represent the registered or active pharmaceutical ingredient in drug applications such as HIV, epilepsy and cancer. We also produce specialty chemicals utilized in various applications such as fire extinguishing systems, as well as manufacture water treatment equipment. Our products are designed to meet customer specifications and often must meet certain governmental and regulatory approvals. Additional information about American Pacific can be obtained by visiting the Company’s web site at www.apfc.com.
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AMERICAN PACIFIC CORPORATION
Consolidated Statements of Operations
(Unaudited, Dollars in Thousands, Except per Share Amounts)
 
                                 
    Three Months Ended   Year Ended
    September 30,   September 30,
    2007   2006   2007   2006
     
 
                               
Revenues
  $ 61,728     $ 42,802     $ 183,928     $ 141,904  
Cost of Revenues
    40,514       26,755       120,230       97,043  
     
Gross Profit
    21,214       16,047       63,698       44,861  
Operating Expenses
    11,577       11,734       39,841       38,202  
Environmental Remediation Charges
          800             3,600  
     
Operating Income
    9,637       3,513       23,857       3,059  
Interest and Other Income, Net
    279       91       644       1,069  
Interest Expense
    2,827       4,026       11,996       11,431  
Debt Repayment Charges
    202             2,916        
     
Income (Loss) from Continuing Operations before Income Tax
    6,887       (422 )     9,589       (7,303 )
Income Tax Expense (Benefit)
    3,266       (1,676 )     4,605       (4,300 )
     
Income (Loss) from Continuing Operations
    3,621       1,254       4,984       (3,003 )
Loss from Discontinued Operations, Net of Tax
          (452 )           (891 )
     
Net Income (Loss)
  $ 3,621     $ 802     $ 4,984     $ (3,894 )
     
 
                               
Basic Earnings (Loss) Per Share:
                               
Income (Loss) from Continuing Operations
  $ 0.49     $ 0.17     $ 0.68     $ (0.41 )
Discontinued Operations, Net of Tax
          (0.06 )           (0.12 )
     
Net Income (Loss)
  $ 0.49     $ 0.11     $ 0.68     $ (0.53 )
     
 
                               
Diluted Earnings (Loss) Per Share:
                               
Income (Loss) from Continuing Operations
  $ 0.48     $ 0.17     $ 0.67     $ (0.41 )
Discontinued Operations, Net of Tax
          (0.06 )           (0.12 )
     
Net Income (Loss)
  $ 0.48     $ 0.11     $ 0.67     $ (0.53 )
     
 
                               
Weighted Average Shares Outstanding:
                               
Basic
    7,423,000       7,322,000       7,365,000       7,305,000  
Diluted
    7,565,000       7,360,000       7,471,000       7,305,000  
— more —

Page 9 of Exhibit 99.1


 

AMERICAN PACIFIC CORPORATION
Consolidated Balance Sheets
(Unaudited, Dollars in Thousands)
 
                 
    September 30,
    2007   2006
ASSETS
               
Current Assets:
               
Cash and Cash Equivalents
  $ 21,426     $ 6,872  
Accounts Receivable, Net
    25,236       19,474  
Notes Receivable
          7,510  
Inventories, Net
    47,023       39,755  
Prepaid Expenses and Other Assets
    2,258       1,845  
Deferred Income Taxes
    2,101       1,887  
     
Total Current Assets
    98,044       77,343  
Property, Plant and Equipment, Net
    116,965       119,746  
Intangible Assets, Net
    5,767       14,237  
Deferred Income Taxes
    19,385       21,701  
Other Assets
    9,246       6,428  
     
TOTAL ASSETS
  $ 249,407     $ 239,455  
     
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current Liabilities:
               
Accounts Payable
  $ 10,867     $ 11,158  
Accrued Liabilities
    9,515       11,257  
Employee Related Liabilities
    7,222       4,600  
Environmental Remediation Reserves
    726       1,631  
Deferred Revenues and Customer Deposits
    7,755       5,683  
Current Portion of Debt
    252       9,593  
     
Total Current Liabilities
    36,337       43,922  
Long-Term Debt
    110,373       97,771  
Environmental Remediation Reserves
    14,697       15,880  
Pension Obligations and Other Long-Term Liabilities
    12,311       9,998  
     
Total Liabilities
    173,718       167,571  
     
Commitments and Contingencies
               
Shareholders’ Equity
               
Preferred Stock — No par value; 3,000,000 authorized; none outstanding
           
Common Stock — $0.10 par value; 20,000,000 shares authorized, 9,463,541 and 9,359,041 issued
    946       933  
Capital in Excess of Par Value
    87,513       86,724  
Retained Earnings
    7,296       2,312  
Treasury Stock — 2,034,870 shares
    (16,982 )     (16,982 )
Accumulated Other Comprehensive Loss
    (3,084 )     (1,103 )
     
Total Shareholders’ Equity
    75,689       71,884  
     
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $ 249,407     $ 239,455  
     
— more —

Page 10 of Exhibit 99.1


 

AMERICAN PACIFIC CORPORATION
Consolidated Statements of Cash Flow
(Unaudited, Dollars in Thousands)
 
                 
    Year Ended
    September 30,
    2007   2006
Cash Flows from Operating Activities:
               
Net Income (Loss)
  $ 4,984     $ (3,894 )
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities:
               
Depreciation and amortization
    19,461       20,181  
Non-cash interest expense
    2,142       3,967  
Share-based compensation
    75       359  
Deferred income taxes
    2,102       (3,442 )
Non-cash component of debt repayment charges
    2,309        
Excess tax benefit from stock option exercises
    (32 )     (21 )
Loss (Gain) on sale of assets
    22       (610 )
Changes in operating assets and liabilities:
               
Accounts receivable, net
    (5,712 )     (1,135 )
Inventories, net
    (7,622 )     (11,821 )
Prepaid expenses
    (292 )     (1,110 )
Accounts payable and accrued liabilities
    7,055       6,860  
Deferred revenues and customer deposits
    2,072       975  
Environmental remediation reserves
    (2,088 )     (3,076 )
Pension obligations, net
    1,677       650  
Discontinued operations, net
          1,287  
Other
    (2,015 )     299  
     
Net Cash Provided by Operating Activities
    24,138       9,469  
     
Cash Flows from Investing Activities:
               
Acquisition of business and earnout adjustment
    (6,000 )     (108,011 )
Capital expenditures
    (8,421 )     (15,018 )
Proceeds from sale of assets
          2,395  
Discontinued operations, net
    7,510       (411 )
     
Net Cash Used by Investing Activities
    (6,911 )     (121,045 )
     
Cash Flows from Financing Activities:
               
Proceeds from the issuance of long-term debt
    110,000       85,000  
Payments of long-term debt
    (108,586 )     (678 )
Debt issuance costs
    (4,814 )     (3,119 )
Issuances of common stock
    695       158  
Excess tax benefit from stock option exercises
    32       21  
Discontinued operations, net
          (147 )
     
Net Cash Provided (Used) by Financing Activities
    (2,673 )     81,235  
     
Net Change in Cash and Cash Equivalents
    14,554       (30,341 )
Cash and Cash Equivalents, Beginning of Year
    6,872       37,213  
     
Cash and Cash Equivalents, End of Year
  $ 21,426     $ 6,872  
     
— more —

Page 11 of Exhibit 99.1


 

AMERICAN PACIFIC CORPORATION
Supplemental Data
(Unaudited, Dollars in Thousands)
 
                                 
    Three Months Ended     Year Ended  
    September 30,     September 30,  
    2007     2006     2007     2006  
Operating Segment Data:
                               
Revenues:
                               
Specialty Chemicals
  $ 20,386     $ 14,168     $ 57,088     $ 46,450  
Fine Chemicals
    33,748       24,034       104,441       74,026  
Aerospace Equipment
    4,788       4,028       17,348       17,394  
Other Businesses
    2,806       572       5,051       4,034  
     
Total Revenues
  $ 61,728     $ 42,802     $ 183,928     $ 141,904  
     
Segment Operating Income:
                               
Specialty Chemicals
  $ 6,377     $ 5,821     $ 18,223     $ 14,755  
Fine Chemicals
    5,995       2,810       16,790       7,245  
Aerospace Equipment
    851       38       1,458       802  
Other Businesses
    646       49       1,210       264  
     
Total Segment Operating Income
    13,869       8,718       37,681       23,066  
Corporate Expenses
    (4,232 )     (4,405 )     (13,824 )     (16,407 )
Environmental Remediation Charges
          (800 )           (3,600 )
     
Operating Income
  $ 9,637     $ 3,513     $ 23,857     $ 3,059  
     
Depreciation and Amortization:
                               
Specialty Chemicals
  $ 1,301       1,300     $ 5,159       5,149  
Fine Chemicals
    3,491       4,545       13,637       14,379  
Aerospace Equipment
    38       39       142       93  
Other Businesses
    3       2       12       11  
Corporate
    126       129       511       549  
     
Total Depreciation and Amortization
  $ 4,959     $ 6,015     $ 19,461     $ 20,181  
     
Segment EBITDA (a):
                               
Specialty Chemicals
  $ 7,678     $ 7,121     $ 23,382     $ 19,904  
Fine Chemicals
    9,486       7,355       30,427       21,624  
Aerospace Equipment
    889       77       1,600       895  
Other Businesses
    649       51       1,222       275  
     
Total Segment EBITDA
    18,702       14,604       56,631       42,698  
Less: Corporate Expenses, Excluding Depreciation
    (4,106 )     (4,276 )     (13,313 )     (15,858 )
Plus: Share-based Compensation
    8       72       75       359  
Plus: Interest Income
    279       91       644       1,069  
     
Adjusted EBITDA (b)
  $ 14,883     $ 10,491     $ 44,037     $ 28,268  
     
 
                               
Reconciliation of Net Income (Loss) to Adjusted EBITDA (b):
                               
 
                               
Net Income (Loss)
  $ 3,621     $ 802     $ 4,984     $ (3,894 )
Add Back:
                               
Loss from Discontinued Operations
          452             891  
Income Tax Provision (Benefit)
    3,266       (1,676 )     4,605       (4,300 )
Interest Expense
    2,827       4,026       11,996       11,431  
Debt Repayment Charges
    202             2,916        
Depreciation and Amortization
    4,959       6,015       19,461       20,181  
Environmental Remediation Charges
          800             3,600  
Share-based Compensation
    8       72       75       359  
     
Adjusted EBITDA
  $ 14,883     $ 10,491     $ 44,037     $ 28,268  
     
 
(a)   Segment EBITDA is defined as segment operating income plus depreciation and amortization.
 
(b)   Adjusted EBITDA is defined as net income (loss) before loss from discontinued operations, income taxes, interest expense, debt repayment charges, depreciation and amortization, environmental remediation charges, and share-based compensation.
Segment EBITDA and Adjusted EBITDA are not financial measures calculated in accordance with GAAP and should not be considered as an alternative to income from operations as performance measures. Each EBITDA measure is presented solely as a supplemental disclosure because management believes that each is a useful performance measure that is widely used within the industry. In addition, EBITDA measures are significant measurements for covenant compliance under our credit facility. Each EBITDA measure is not calculated in the same manner by all companies and, accordingly, may not be an appropriate measure for comparison.
— O —

Page 12 of Exhibit 99.1

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