Date of Report (Date of earliest event reported)
|
February 23, 2012
|
|||
L. B. Foster Company
|
||||
(Exact name of registrant as specified in its charter)
|
||||
Pennsylvania
|
000-10436
|
25-1324733
|
||
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
||
415 Holiday Drive, Pittsburgh, Pennsylvania
|
15220
|
|||
(Address of principal executive offices)
|
(Zip Code)
|
|||
Registrant’s telephone number, including area code
|
(412) 928-3417
|
|||
(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 (see General Instruction A.2. below):
|
||||
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
||||
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
||||
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
||||
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
L.B. FOSTER COMPANY
|
|
(Registrant)
|
|
Date: February 23, 2012
|
By: /s/ David J. Russo
|
David J. Russo
|
|
Senior Vice President,
|
|
Chief Financial and Accounting Officer and Treasurer
|
|
Exhibit Number
|
Description
|
99.1
|
Press Release dated February 23, 2012, of L. B. Foster Company.
|
·
|
Fourth quarter net income was $6.1 million or $0.60 per diluted share compared to $6.2 million or $0.60 per diluted share last year.
|
·
|
Fourth quarter net sales decreased by $10.6 million or 7.1% due to a 23.5% sales decline in the legacy L.B. Foster business, partially offset by the inclusion of Portec Rail Products Inc. sales of $27.9 million.
|
·
|
Gross Profit margin was 20.1%, 510 basis points higher than the prior year, primarily as a result of the inclusion of Portec’s results in the current quarter.
|
·
|
Selling and administrative expense increased by $5.0 million or 40.3%, due principally to the inclusion of Portec Rail Products in our results.
|
·
|
Adjusted EBITDA (Earnings before interest, taxes, depreciation, amortization and other purchase accounting charges not considered amortization) decreased 10.5% to $12.9 million compared to $14.4 million in the prior year quarter.
|
·
|
Fourth quarter bookings were $127.4 million compared to $113.0 million last year, an increase of 12.7%. Excluding Portec, bookings were 10.6% lower than last year’s fourth quarter. At year end, our backlog was $145.4 million, 23.2% lower than the prior year.
|
·
|
Net income for 2011 was $22.9 million or $2.22 per diluted share compared to net income of $20.5 million or $1.98 per diluted share in 2010.
|
·
|
Net sales for the twelve months of 2011 increased by $115.9 million or 24.4%, due to the inclusion of Portec Rail Product sales in 2011 and a 3.1% sales increase in the comparable L.B. Foster business.
|
·
|
Gross profit margin was 17.3%, 160 basis points higher than the prior year due to the inclusion of the results of Portec Rail Products, partially offset by unfavorable gross profit adjustments of $4.4 million related to costs incurred primarily to exit our Grand Island concrete tie facility and $4.5 million of increased unfavorable LIFO adjustments.
|
·
|
Selling and administrative expenses increased $25.1 million or 59.5% from the prior year due primarily to the inclusion of Portec’s operating costs as well as a $3.1 million increase in legacy Foster costs due primarily to higher outside service expenses ($2.0 million) and higher salaries ($1.0 million).
|
·
|
The Company’s income tax rate was 32.5% compared to 37.4% in the prior year. The rate reduction was due to the impact of Portec Rail Products' results and the lower effective tax rate applicable to its foreign operations as well as the receipt of state tax refunds.
|
·
|
Adjusted EBITDA for 2011 increased 12.6% to $49.1 million compared to $43.6 million in the prior year.
|
·
|
Cash generated from operating activities for the full year was $30.7 million in 2011 compared to $59.5 million in 2010.
|
Contact:
|
||
David Russo
|
Phone: 412.928.3417
|
L.B. Foster
|
Email: Investors@Lbfosterco.com
|
415 Holiday Drive
|
|
Website: www.lbfoster.com
|
Pittsburgh, PA 15220
|
L.B. FOSTER COMPANY AND SUBSIDIARIES | ||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
||||||||||||||||
(In Thousands, Except Per Share Amounts)
|
||||||||||||||||
Three Months Ended
|
Twelve Months Ended
|
|||||||||||||||
December 31,
|
December 31,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
(Unaudited)
|
(Unaudited)
|
|||||||||||||||
NET SALES
|
$ | 137,419 | $ | 147,983 | $ | 590,926 | $ | 475,050 | ||||||||
COSTS AND EXPENSES:
|
||||||||||||||||
Cost of goods sold
|
109,807 | 125,830 | 488,774 | 400,467 | ||||||||||||
Selling and administrative expenses
|
17,548 | 12,510 | 67,238 | 42,143 | ||||||||||||
Amortization expense
|
701 | 253 | 2,818 | 445 | ||||||||||||
Interest expense
|
179 | 306 | 622 | 1,003 | ||||||||||||
(Gain) loss on joint venture
|
(138 | ) | (59 | ) | (708 | ) | 213 | |||||||||
Gain on marketable securities
|
- | (1,364 | ) | - | (1,364 | ) | ||||||||||
Gain from sale leaseback
|
(343 | ) | (54 | ) | (1,081 | ) | (215 | ) | ||||||||
Loss (gain) on foreign exchange
|
248 | 82 | (245 | ) | 82 | |||||||||||
Interest income
|
(97 | ) | (108 | ) | (321 | ) | (403 | ) | ||||||||
Other (income) expense
|
(22 | ) | (25 | ) | (110 | ) | (63 | ) | ||||||||
127,883 | 137,371 | 556,987 | 442,308 | |||||||||||||
INCOME BEFORE INCOME TAXES
|
9,536 | 10,612 | 33,939 | 32,742 | ||||||||||||
INCOME TAX EXPENSE
|
3,433 | 4,373 | 11,044 | 12,250 | ||||||||||||
NET INCOME
|
$ | 6,103 | $ | 6,239 | $ | 22,895 | $ | 20,492 | ||||||||
BASIC EARNINGS PER COMMON SHARE
|
$ | 0.61 | $ | 0.61 | $ | 2.24 | $ | 2.01 | ||||||||
DILUTED EARNINGS PER COMMON SHARE
|
$ | 0.60 | $ | 0.60 | $ | 2.22 | $ | 1.98 | ||||||||
|
||||||||||||||||
AVERAGE NUMBER OF COMMON SHARES
|
||||||||||||||||
OUTSTANDING - BASIC
|
10,067 | 10,266 | 10,209 | 10,219 | ||||||||||||
AVERAGE NUMBER OF COMMON SHARES
|
||||||||||||||||
OUTSTANDING - DILUTED
|
10,172 | 10,397 | 10,312 | 10,348 |
Reconciliation of GAAP Net Income to Adjusted EBITDA | ||||||||||||||||
(Unaudited)
|
||||||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended
|
Twelve Months Ended
|
|||||||||||||||
December 31,
|
December 31,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Net Income
|
$ | 6,103 | $ | 6,239 | $ | 22,895 | $ | 20,492 | ||||||||
Income tax expense
|
3,433 | 4,373 | 11,044 | 12,250 | ||||||||||||
Interest, net
|
82 | 198 | 301 | 600 | ||||||||||||
Depreciation & amortization
|
3,285 | 2,849 | 12,360 | 9,489 | ||||||||||||
EBITDA, Non-GAAP
|
12,903 | 13,659 | 46,600 | 42,831 | ||||||||||||
Adjustments or charges
|
||||||||||||||||
Difference between net realizable
|
||||||||||||||||
value and cost basis of inventory sold
|
||||||||||||||||
due to purchase accounting step-up
|
0 | 764 | 2,493 | 764 | ||||||||||||
Adjusted EBITDA
|
$ | 12,903 | $ | 14,423 | $ | 49,093 | $ | 43,595 |