0000045876-16-000138.txt : 20161103 0000045876-16-000138.hdr.sgml : 20161103 20161103075850 ACCESSION NUMBER: 0000045876-16-000138 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20161103 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20161103 DATE AS OF CHANGE: 20161103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARSCO CORP CENTRAL INDEX KEY: 0000045876 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED STRUCTURAL METAL PRODUCTS [3440] IRS NUMBER: 231483991 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03970 FILM NUMBER: 161970180 BUSINESS ADDRESS: STREET 1: 350 POPLAR CHURCH ROAD CITY: CAMP HILL STATE: PA ZIP: 17011 BUSINESS PHONE: 7177637064 MAIL ADDRESS: STREET 1: 350 POPLAR CHURCH ROAD CITY: CAMP HILL STATE: PA ZIP: 17011 8-K 1 a8-knov2016earningsrelease.htm 8-K Document

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) November 3, 2016

Harsco Corporation
(Exact name of registrant as specified in its charter)
 
Delaware 
 
 
001-03970 
 
 
23-1483991 
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

 
 
350 Poplar Church Road, Camp Hill, Pennsylvania
 
 
17011 
 
 
(Address of principal executive offices)
 
(Zip Code)
 
Registrant's telephone number, including area code:   717-763-7064


________________________________________________________________________________
(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: 
 
[   ]
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))




Item 2.02. Results of Operations and Financial Condition.
On November 3, 2016, Harsco Corporation issued a Press Release announcing its earnings for the third quarter ended September 30, 2016. Among other things, the Press Release reports:
Diluted loss per share from continuing operations of $0.41 and $0.10 in the third quarter of 2016 and 2015, respectively;
Operating income from continuing operations of $28.6 million and $7.7 million in the third quarter of 2016 and 2015, respectively;
Net cash provided by operating activities of $76.2 million and $43.9 million in the third quarter of 2016 and 2015, respectively.
A copy of the Press Release is attached hereto as Exhibit 99.1. This information is being furnished in this report 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 incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
The following exhibit is furnished as part of the Current Report on Form 8-K:
Exhibit 99.1.       Press release dated November 3, 2016.




SIGNATURES
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.
 
 
Harsco Corporation 


November 3, 2016

(Date)
 
/s/ Peter F. Minan

Peter F. Minan  
Senior Vice President and Chief Financial Officer





 
Exhibit Index
 
99.1
Press release dated November 3, 2016


EX-99.1 2 pressreleasefinancialstate.htm EXHIBIT 99.1 Exhibit

Exhibit 99.1
Investor Contact 
David Martin
717.612.5628
damartin@harsco.com
Media Contact
Kenneth Julian
717.730.3683
kjulian@harsco.com
image1a04.gif


FOR IMMEDIATE RELEASE

HARSCO CORPORATION REPORTS THIRD QUARTER 2016 RESULTS

Q3 GAAP Operating Income of $29 Million Within Guidance Range; Results Supported by Positive Performance in Metals & Minerals and Lower Corporate Spending

Free Cash Flow Totaled $60 Million in Q3

Company Completes Sale of its Remaining Interest in Brand Energy JV for Total Value of $232 million

Net Debt Reduced to $596 Million and Liquidity Exceeded $340 million at Quarter-End

Company Completes Refinancing Through a New Senior Secured Credit Facility Subsequent to Quarter-End

Full-Year GAAP Operating Income Expected to be Between $60 Million and $69 Million; Adjusted Operating Income Anticipated Between $108 Million and $117 Million as Compared with Prior Range of $105 Million to $120 Million

Free Cash Flow Guidance Increased to Between $75 Million and $85 Million as Compared with Prior Range of $65 Million to $80 Million


CAMP HILL, PA (November 3, 2016) . . . Harsco Corporation (NYSE: HSC) today reported third quarter 2016 results. On a U.S. GAAP (“GAAP”) basis, third quarter 2016 diluted loss per share from continuing operations was $0.41, which included a non-cash loss related to the Company selling its remaining interest in Brand Energy & Infrastructure Services as previously disclosed. Excluding this item, adjusted diluted earnings per share from continuing operations in the third quarter of 2016 were $0.14. These figures compare with GAAP diluted loss per share from continuing operations of $0.10 and adjusted diluted earnings per share from continuing operations of $0.18 in the third quarter of 2015.

Operating income from continuing operations for the third quarter of 2016 was $29 million, which was within the guidance range of $27 million to $32 million previously provided by the Company.

"The third quarter for Harsco was another solid result, led by our Metals & Minerals business," said President and CEO Nick Grasberger. "Further, we were particularly pleased with our free cash flow performance in this quarter, which supports raising our free cash flow outlook for the year. We also substantially reduced our financial leverage in the quarter and further strengthened our financial flexibility more recently through a very successful refinancing. Looking ahead, our strategic priorities remain unchanged as we pursue initiatives to improve our market position and capital returns in each of our businesses, and we remain optimistic about our earnings potential as markets recover."


1




Harsco Corporation—Selected Third Quarter Results
($ in millions, except per share amounts)
 
Q3 2016
 
Q3 2015
Revenues
 
$
368

 
$
428

Operating income from continuing operations - GAAP
 
$
29

 
$
8

Operating margin from continuing operations - GAAP
 
7.8
%
 
1.8
%
Diluted EPS from continuing operations
 
$
(0.41
)
 
$
(0.10
)
Unusual items per diluted share
 
$
0.55

 
$
0.28

Adjusted operating income - excluding unusual items
 
$
29

 
$
35

Adjusted operating margin - excluding unusual items
 
7.8
%
 
8.2
%
Adjusted diluted EPS from continuing operations - excluding unusual items
 
$
0.14

 
$
0.18

Return on invested capital (TTM) - excluding unusual items
 
6.0
%
 
6.2
%

Consolidated Third Quarter Operating Results

Total revenues were $368 million, with the decrease mainly attributable to the Company’s Metals & Minerals and Industrial segments, as expected. Foreign currency translation negatively impacted third quarter 2016 revenues by approximately $9 million.

Operating income from continuing operations for the third quarter of 2016 was $29 million. This figure compares with GAAP operating income of $8 million and adjusted operating income of $35 million in the prior-year quarter. Operating earnings in Metals & Minerals improved in comparison with adjusted operating income in the same quarter last year, while earnings declined in the Industrial and Rail segments. As a result, operating margin decreased 40 basis points versus the adjusted operating margin in the prior-year period.

Foreign currency translation positively affected operating income by approximately $2 million in this year’s quarter compared with the prior-year quarter. Also, the Company’s third quarter 2016 earnings included equity income of approximately $3.2 million ($0.03 per share after tax) from the Brand Energy joint venture.

 
 
 
 
 
Third Quarter Business Review

Metals & Minerals
($ in millions)
 
Q3 2016
 
Q3 2015
 
%Change
Revenues
 
$
248

 
$
277

 
(11
)%
Operating income - GAAP
 
$
24

 
$
(3
)
 
nmf

Operating margin - GAAP
 
9.7
%
 
(1.2
)%
 
 
Adjusted operating income - excluding unusual items (1)
 
$
24

 
$
21

 
13
 %
Adjusted operating margin - excluding unusual items (1)
 
9.7
%
 
7.7
 %
 
 
Customer liquid steel tons (millions)
 
34.9

 
37.5

 
(7
)%
nmf=not meaningful
 
 
 
 
 
 
(1) no unusual items in Q3 2016

Revenues decreased 11 percent to $248 million, primarily as a result of exiting certain contracts and foreign exchange translation. Meanwhile, operating income totaled $24 million in comparison with a GAAP operating loss in the prior-year quarter of $3 million, which included Project Orion exited site costs, contract termination and resolution charges, and other adjustments. Compared with adjusted operating income in the 2015 quarter, earnings increased 13 percent as workforce reductions and other benefits realized under Project Orion offset the impact from site exits. As a result, the segment operating margin improved by 200 basis points to 9.7 percent versus an adjusted operating margin of 7.7 percent in last year’s third quarter.



2




Industrial
($ in millions)
 
Q3 2016
 
Q3 2015
 
%Change
Revenues
 
$
63

 
$
91

 
(30
)%
Operating income - GAAP
 
$
6

 
$
14

 
(55
)%
Operating margin - GAAP
 
10.0
%
 
15.3
%
 


Revenues declined 30 percent to $63 million, principally due to lower demand for heat exchangers from U.S. energy customers as well as industrial grating. Operating income declined as reduced demand offset lower selling and administrative costs. As a result, the segment’s operating margin decreased to 10.0 percent compared with 15.3 percent in the comparable quarter last year.

Rail
($ in millions)
 
Q3 2016
 
Q3 2015
 
%Change
Revenues
 
$
57

 
$
60

 
(5
)%
Operating income - GAAP
 
$
5

 
$
8

 
(41
)%
Operating margin - GAAP
 
8.1
%
 
13.0
%
 
 

Revenues decreased 5 percent to $57 million as lower contract services offset an increase in after-market parts sales. These trends, along with sales mix, contributed to the decrease in operating income and operating income margin compared with the prior-year period.


Cash Flow

Free cash flow was $60 million in the third quarter of 2016, compared with $23 million in the prior-year period. This cash flow improvement resulted from increased net cash provided by operating activities, including working capital and additional contract advances, as well as lower capital expenditures.


Financial Position

At the end of the third quarter, the Company maintained net debt of approximately $596 million, a decrease of more than $200 million from this year's second quarter. Cash proceeds from the previously-announced sale of the Company's remaining JV interest in Brand Energy and free cash flow were used to reduce leverage in the quarter. The Company's net debt to adjusted EBITDA ratio was 2.2x, as compared with a maximum leverage covenant of 4.0x under the Company's Credit Agreement, and its borrowing capacity and available cash totaled more than $340 million at the end of the quarter. Subsequent to the end of the third quarter, the Company closed on a new senior secured credit facility, which includes a $400 million five-year revolving credit facility and a $550 million seven-year term loan B facility. The proceeds from this financing will be used to replace the Company's existing credit facility and redeem its existing 5.75% Senior Notes due 2018.


2016 Outlook

The Company's 2016 Outlook range is updated to reflect recent performance and current expectations for each business segment. For Metals & Minerals, adjusted operating income is expected to improve compared with 2015 as internal improvements and site start-ups are forecasted to fully offset the impacts from site exits, weaker commodities prices and lower steel production for the year. In Industrial, operating results are projected to be significantly lower as compared with 2015 due to reduced demand from U.S. energy customers. Rail earnings are expected to meaningfully decrease as a result of weaker U.S. market demand, sales mix and administrative costs to facilitate international expansion as well as the $40 million loss provision recorded in the second quarter of 2016. Lastly, Corporate spending is now expected to decrease

3


approximately 30 percent versus 2015 as a result of continued reduction of various overhead expenditures such as personnel, travel and professional fees.

Full Year 2016
GAAP operating income for the full year is expected to range from $60 million to $69 million; compared with $89 million in 2015.
Adjusted operating income for the full year is expected to range from $108 million to $117 million; compared with $105 million to $120 million previously and with $135 million in 2015.
Free cash flow in the range of $75 million to $85 million; compared with a previous range of $65 million to $80 million and with $24 million in 2015.
Net interest expense is forecasted to range from $50 million to $51 million.
GAAP loss per share for the full year in the range of $0.76 to $0.85, which does not take into account any charges related to the recent refinancing; compared with GAAP earnings per share of $0.09 in 2015.
Adjusted earnings per share for the full year in the range of $0.36 to $0.45; compared with $0.33 to $0.49 previously and $0.56 per share in 2015.
Adjusted return on invested capital is expected to range from 5.8 percent to 6.3 percent; compared with 6.3 percent in 2015.

Q4 2016
Adjusted operating income of $20 million to $29 million; compared with $26 million in the prior-year quarter.
Adjusted earnings per share of $0.06 to $0.11; compared with $0.11 in the prior-year quarter.


Conference Call

The Company will hold a conference call today at 9:00 a.m. Eastern Time to discuss its results and respond to questions from the investment community. The conference call will be broadcast live through the Harsco Corporation website at www.harsco.com. The Company will refer to a slide presentation that accompanies its formal remarks. The slide presentation will be available on the Company’s website.

The call can also be accessed by telephone by dialing (800) 611-4920, or (973) 200-3957 for international callers. Enter Conference ID number 87961546. Listeners are advised to dial in at least five minutes prior to the call.

Replays will be available via the Harsco website and also by telephone through August 18, 2016 by dialing (800) 585-8367, (855) 859-2056 or (404) 537-3406.


Forward-Looking Statements

The nature of the Company's business and the many countries in which it operates subject it to changing economic, competitive, regulatory and technological conditions, risks and uncertainties. In accordance with the "safe harbor" provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, the Company provides the following cautionary remarks regarding important factors that, among others, could cause future results to differ materially from the results contemplated by forward-looking statements, including the expectations and assumptions expressed or implied herein. Forward-looking statements contained herein could include, among other things, statements about management's confidence in and strategies for performance; expectations for new and existing products, technologies and opportunities; and expectations regarding growth, sales, cash flows, and earnings. Forward-looking statements can be identified by the use of such terms as "may," "could," "expect," "anticipate," "intend," "believe," "likely," "estimate," "plan" or other comparable terms.

Factors that could cause actual results to differ, perhaps materially, from those implied by forward-looking statements include, but are not limited to: (1) changes in the worldwide business environment in which the Company operates, including general economic conditions; (2) changes in currency exchange rates, interest

4


rates, commodity and fuel costs and capital costs; (3) changes in the performance of equity and bond markets that could affect, among other things, the valuation of the assets in the Company's pension plans and the accounting for pension assets, liabilities and expenses; (4) changes in governmental laws and regulations, including environmental, occupational health and safety, tax and import tariff standards; (5) market and competitive changes, including pricing pressures, market demand and acceptance for new products, services and technologies; (6) the Company's inability or failure to protect its intellectual property rights from infringement in one or more of the many countries in which the Company operates; (7) failure to effectively prevent, detect or recover from breaches in the Company's cybersecurity infrastructure; (8) unforeseen business disruptions in one or more of the many countries in which the Company operates due to political instability, civil disobedience, armed hostilities, public health issues or other calamities; (9) disruptions associated with labor disputes and increased operating costs associated with union organization; (10) the seasonal nature of the Company's business; (11) the Company's ability to successfully enter into new contracts and complete new acquisitions or strategic ventures in the time-frame contemplated, or at all; (12) the integration of the Company's strategic acquisitions; (13) the amount and timing of repurchases of the Company's common stock, if any; (14) the prolonged recovery in global financial and credit markets and economic conditions generally, which could result in the Company's customers curtailing development projects, construction, production and capital expenditures, which, in turn, could reduce the demand for the Company's products and services and, accordingly, the Company's revenues, margins and profitability; (15) the outcome of any disputes with customers, contractors and subcontractors; (16) the financial condition of the Company's customers, including the ability of customers (especially those that may be highly leveraged and those with inadequate liquidity) to maintain their credit availability; (17) the Company's ability to successfully implement and receive the expected benefits of cost-reduction and restructuring initiatives, including the achievement of expected cost savings in the expected time frame; (18) the ability to successfully implement the Company's strategic initiatives and portfolio optimization and the impact of such initiatives, such as the Harsco Metals & Minerals Segment's Improvement Plan ("Project Orion"); (19) implementation of environmental remediation matters; (20) risk and uncertainty associated with intangible assets; (21) the impact of a transaction, if any, resulting from the Company's determination to explore strategic options for the separation of the Harsco Metals & Minerals Segment; and (22) other risk factors listed from time to time in the Company's SEC reports. A further discussion of these, along with other potential risk factors, can be found in Part I, Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K for the year ended December 31, 2015 and Part II, Item 1A, Risk Factors of the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2016. The Company cautions that these factors may not be exhaustive and that many of these factors are beyond the Company's ability to control or predict. Accordingly, forward-looking statements should not be relied upon as a prediction of actual results. The Company undertakes no duty to update forward-looking statements except as may be required by law.


About Harsco

Harsco Corporation serves key industries that are fundamental to worldwide economic development, including steel and metals production, railways and energy. Harsco’s common stock is a component of the S&P SmallCap 600 Index and the Russell 2000 Index. Additional information can be found at www.harsco.com.

# # #



5


HARSCO CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30
 
September 30
(In thousands, except per share amounts)
 
2016
 
2015
 
2016
 
2015
Revenues from continuing operations:
 
 
 
 
 
 
 
 
   Service revenues
 
$
239,057

 
$
272,463

 
$
714,177

 
$
852,100

   Product revenues
 
128,730

 
155,871

 
376,824

 
483,560

      Total revenues
 
367,787

 
428,334

 
1,091,001

 
1,335,660

Costs and expenses from continuing operations:
 
 

 
 

 
 
 
 
   Cost of services sold 
 
192,812

 
224,588

 
574,137

 
714,287

   Cost of products sold 
 
93,499

 
112,043

 
312,131

 
343,825

   Selling, general and administrative expenses
 
50,249

 
64,526

 
150,553

 
186,891

   Research and development expenses
 
910

 
1,057

 
2,748

 
3,490

   Loss on disposal of the Harsco Infrastructure Segment
 

 
1,000

 

 
1,000

   Other expenses
 
1,741

 
17,392

 
12,111

 
3,829

      Total costs and expenses
 
339,211

 
420,606

 
1,051,680

 
1,253,322

      Operating income from continuing operations
 
28,576

 
7,728

 
39,321

 
82,338

Interest income
 
673

 
264

 
1,760

 
951

Interest expense
 
(13,756
)
 
(11,110
)
 
(39,924
)
 
(34,812
)
Change in fair value to unit adjustment liability and loss on dilution and sale of equity method investment
 
(44,788
)
 
(2,083
)
 
(58,494
)
 
(6,492
)
      Income (loss) from continuing operations before income taxes and equity income (loss)
 
(29,295
)
 
(5,201
)
 
(57,337
)
 
41,985

Income tax expense
 
(5,079
)
 
(6,985
)
 
(14,913
)
 
(26,945
)
Equity in income (loss) of unconsolidated entities, net
 
3,205

 
3,105

 
5,686

 
(396
)
      Income (loss) from continuing operations
 
(31,169
)
 
(9,081
)
 
(66,564
)
 
14,644

Discontinued operations:
 
 
 
 
 
 
 
 
   Income (loss) on disposal of discontinued business
 
(592
)
 
(637
)
 
1,788

 
(849
)
   Income tax benefit (expense) related to discontinued business
 
217

 
235

 
(661
)
 
313

      Income (loss) from discontinued operations
 
(375
)
 
(402
)
 
1,127

 
(536
)
Net income (loss)
 
(31,544
)
 
(9,483
)
 
(65,437
)
 
14,108

   Less: Net (income) loss attributable to noncontrolling interests
 
(1,443
)
 
827

 
(4,592
)
 
(925
)
Net income (loss) attributable to Harsco Corporation
 
$
(32,987
)
 
$
(8,656
)
 
$
(70,029
)
 
$
13,183

Amounts attributable to Harsco Corporation common stockholders:
 
 

 
 

 
 
 
 
   Income (loss) from continuing operations, net of tax
 
$
(32,612
)
 
$
(8,254
)
 
$
(71,156
)
 
$
13,719

   Income (loss) from discontinued operations, net of tax
 
(375
)
 
(402
)
 
1,127

 
(536
)
   Net income (loss) attributable to Harsco Corporation common stockholders
 
$
(32,987
)
 
$
(8,656
)
 
$
(70,029
)
 
$
13,183

 
 
 
 
 
 
 
 
 
Weighted-average shares of common stock outstanding
 
80,379

 
80,238

 
80,318

 
80,233

Basic earnings (loss) per common share attributable to Harsco Corporation common stockholders:
   Continuing operations
 
$
(0.41
)
 
$
(0.10
)
 
$
(0.89
)
 
$
0.17

   Discontinued operations
 

 
(0.01
)
 
0.01

 
(0.01
)
Basic earnings (loss) per share attributable to Harsco Corporation common stockholders
 
$
(0.41
)
 
$
(0.11
)
 
$
(0.87
)
(a)
$
0.16

 
 
 
 
 
 
 
 
 
Diluted weighted-average shares of common stock outstanding
 
80,379

 
80,238

 
80,318

 
80,363

Diluted earnings (loss) per common share attributable to Harsco Corporation common stockholders:
   Continuing operations
 
$
(0.41
)
 
$
(0.10
)
 
$
(0.89
)
 
$
0.17

   Discontinued operations
 

 
(0.01
)
 
0.01

 
(0.01
)
Diluted earnings (loss) per share attributable to Harsco Corporation common stockholders
 
$
(0.41
)
 
$
(0.11
)
 
$
(0.87
)
(a)
$
0.16

(a) Does not total due to rounding.

6


HARSCO CORPORATION
CONSOLIDATED BALANCE SHEETS (Unaudited)

 
 
 
 

(In thousands)
 
September 30
2016
 
December 31
2015
ASSETS
 
 
 
 
Current assets:
 
 
 
 
   Cash and cash equivalents
 
$
79,911

 
$
79,756

   Trade accounts receivable, net
 
263,534

 
254,877

   Other receivables
 
17,595

 
30,395

   Inventories
 
208,695

 
216,967

   Other current assets
 
62,894

 
82,527

      Total current assets
 
632,629

 
664,522

Investments
 
2,210

 
252,609

Property, plant and equipment, net
 
518,251

 
564,035

Goodwill
 
391,657

 
400,367

Intangible assets, net
 
44,380

 
53,043

Other assets
 
97,997

 
126,621

      Total assets
 
$
1,687,124

 
$
2,061,197

LIABILITIES
 
 
 
 
Current liabilities:
 
 
 
 
   Short-term borrowings
 
$
5,279

 
$
30,229

   Current maturities of long-term debt
 
20,760

 
25,084

   Accounts payable
 
119,991

 
136,018

   Accrued compensation
 
43,863

 
38,899

   Income taxes payable
 
7,329

 
4,408

   Dividends payable
 

 
4,105

   Insurance liabilities
 
12,154

 
11,420

   Advances on contracts and other customer advances
 
125,042

 
107,250

   Due to unconsolidated affiliate
 

 
7,733

   Unit adjustment liability
 

 
22,320

   Other current liabilities
 
128,519

 
118,657

      Total current liabilities
 
462,937

 
506,123

Long-term debt
 
649,511

 
845,621

Deferred income taxes
 
14,531

 
12,095

Insurance liabilities
 
26,625

 
30,400

Retirement plan liabilities
 
200,317

 
241,972

Due to unconsolidated affiliate
 

 
13,674

Unit adjustment liability
 

 
57,614

Other liabilities
 
40,179

 
42,895

      Total liabilities
 
1,394,100

 
1,750,394

HARSCO CORPORATION STOCKHOLDERS' EQUITY
 
 
 
 
   Common stock
 
140,625

 
140,503

   Additional paid-in capital
 
170,716

 
170,699

   Accumulated other comprehensive loss
 
(466,359
)
 
(515,688
)
   Retained earnings
 
1,166,326

 
1,236,355

   Treasury stock
 
(760,391
)
 
(760,299
)
   Total Harsco Corporation stockholders’ equity
 
250,917

 
271,570

Noncontrolling interests
 
42,107

 
39,233

      Total equity
 
293,024

 
310,803

      Total liabilities and equity
 
$
1,687,124


$
2,061,197


7


HARSCO CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30
 
September 30
(In thousands)
 
2016
 
2015
 
2016
 
2015
Cash flows from operating activities:
 
 
 
 
 
 
 
 
   Net income (loss)
 
$
(31,544
)
 
$
(9,483
)
 
$
(65,437
)
 
$
14,108

   Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation
 
32,548

 
36,836

 
98,284

 
110,343

Amortization
 
4,077

 
2,930

 
10,003

 
9,003

Change in fair value to the unit adjustment liability and loss on dilution and sale of equity method investment
 
44,788

 
2,083

 
58,494

 
6,492

Deferred income tax expense (benefit)
 
842

 
7,643

 
(2,015
)
 
9,998

Equity in (income) loss of unconsolidated entities, net
 
(3,205
)
 
(3,105
)
 
(5,686
)
 
396

Dividends from unconsolidated entities
 

 

 
16

 

Contract estimated forward loss provision for Harsco Rail Segment
 

 

 
40,050

 

Other, net
 
(7,933
)
 
5,128

 
(3,676
)
 
(12,345
)
Changes in assets and liabilities:
 
 
 
 
 
 
 
 

               Accounts receivable
 
1,044

 
19,859

 
4,055

 
9,161

               Inventories
 
(504
)
 
(5,280
)
 
(24,295
)
 
(36,472
)
               Accounts payable
 
5,568

 
(14,783
)
 
(10,831
)
 
(3,346
)
               Accrued interest payable
 
6,281

 
7,821

 
6,245

 
7,658

               Accrued compensation
 
3,244

 
3,230

 
4,481

 
(3,640
)
               Advances on contracts and other customer advances
 
16,461

 
(698
)
 
15,352

 
7,548

               Harsco 2011/2012 Restructuring Program accrual
 

 
(204
)
 

 
(305
)
               Other assets and liabilities
 
4,506

 
(8,093
)
 
(20,285
)
 
(29,497
)
Net cash provided by operating activities
 
76,173

 
43,884

 
104,755

 
89,102

Cash flows from investing activities:
 
 
 
 
 
 
 
 
   Purchases of property, plant and equipment
 
(17,770
)
 
(28,337
)
 
(49,946
)
 
(91,583
)
   Proceeds from sales of assets
 
2,063

 
7,426

 
7,178

 
20,777

   Purchases of businesses, net of cash acquired
 

 
52

 
(26
)
 
(7,705
)
   Proceeds from sale of equity investment
 
165,640

 

 
165,640

 

   Payment of unit adjustment liability
 

 
(5,580
)
 

 
(16,740
)
   Other investing activities, net
 
7,674

 
(3,192
)
 
7,058

 
(7,975
)
Net cash provided (used) by investing activities
 
157,607

 
(29,631
)
 
129,904

 
(103,226
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
   Short-term borrowings, net
 
(3,476
)
 
4,257

 
(1,527
)
 
1,211

   Current maturities and long-term debt:
 
 
 
 
 
 
 
 

         Additions
 
816

 
13

 
50,835

 
92,993

         Reductions
 
(200,160
)
 
(85,527
)
 
(275,768
)
 
(101,679
)
   Cash dividends paid on common stock
 

 
(16,420
)
 
(4,105
)
 
(49,311
)
   Dividends paid to noncontrolling interests
 

 

 
(1,702
)
 
(1,559
)
   Purchase of noncontrolling interests
 

 
(395
)
 
(4,731
)
 
(395
)
   Common stock acquired for treasury
 

 

 

 
(12,143
)
Proceeds from cross-currency interest rate swap termination
 

 
75,057

 
16,625

 
75,057

Deferred pension underfunding payment to unconsolidated affiliate
 
(20,640
)
 

 
(20,640
)
 

Other financing activities, net
 
(51
)
 
(415
)
 
(946
)
 
(2,607
)
Net cash provided (used) by financing activities
 
(223,511
)
 
(23,430
)
 
(241,959
)
 
1,567

Effect of exchange rate changes on cash
 
404

 
23

 
7,455

 
7,708

Net increase (decrease) in cash and cash equivalents
 
10,673

 
(9,154
)
 
155


(4,849
)
Cash and cash equivalents at beginning of period
 
69,238

 
67,148

 
79,756

 
62,843

Cash and cash equivalents at end of period
 
$
79,911

 
$
57,994

 
$
79,911

 
$
57,994


8


HARSCO CORPORATION
REVIEW OF OPERATIONS BY SEGMENT (Unaudited)

 
 
Three Months Ended
 
Three Months Ended
 
 
September 30, 2016
 
September 30, 2015
(In thousands)
 
Revenues
 
Operating
Income (Loss)
 
Revenues
 
Operating Income (Loss)
Harsco Metals & Minerals
 
$
247,691

 
$
24,066

 
$
277,367

 
$
(3,331
)
Harsco Industrial
 
63,422

 
6,312

 
91,199

 
13,934

Harsco Rail
 
56,674

 
4,599

 
59,768

 
7,786

General Corporate
 

 
(6,401
)
 

 
(10,661
)
Consolidated Totals
 
$
367,787

 
$
28,576

 
$
428,334

 
$
7,728

 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended
 
Nine Months Ended
 
 
September 30, 2016
 
September 30, 2015
(In thousands)
 
Revenues
 
Operating
Income (Loss)
 
Revenues
 
Operating Income (Loss)
Harsco Metals & Minerals
 
$
730,923

 
$
61,934

 
$
862,901

 
$
25,851

Harsco Industrial
 
191,561

 
20,083

 
281,883

 
45,380

Harsco Rail
 
168,517

 
(22,443
)
 
190,876

 
40,819

General Corporate
 

 
(20,253
)
 

 
(29,712
)
Consolidated Totals
 
$
1,091,001

 
$
39,321

 
$
1,335,660

 
$
82,338




9


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS EXCLUDING UNUSUAL ITEMS TO DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
September 30
 
September 30
 
 
 
2016
 
2015
 
2016
 
2015
 
Diluted earnings (loss) per share from continuing operations as reported
 
$
(0.41
)
 
$
(0.10
)
 
$
(0.89
)
 
$
0.17

 
Net loss on dilution and sale of equity investment (a)
 
0.54

 

 
0.67

 

 
Harsco Rail Segment contract loss provision (b)
 

 

 
0.50

 

 
Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (c)
 

 
(0.02
)
 
0.06

 
(0.02
)
 
Harsco Metals & Minerals Segment separation costs (d)
 

 
0.02

 
0.04

 
0.02

 
Expense of deferred financing costs (e)
 
0.01

 

 
0.01

 

 
Harsco Metals & Minerals Segment contract termination charges (f)
 

 
0.17

 

 
0.17

 
Harsco Metals & Minerals Segment salt cake processing and disposal charges (g)
 

 
0.06

 

 
0.06

 
Harsco Metals & Minerals Segment subcontractor settlement charge (h)
 

 
0.05

 

 
0.05

 
Harsco Metals & Minerals Segment multi-employer pension plan
        charge (i)
 

 
0.01

 

 
0.01

 
Harsco Infrastructure Segment loss on disposal (j)
 

 
0.01

 

 
0.01

 
Taxes on above unusual items
 

 
(0.03
)
 
(0.08
)
 
(0.03
)
 
Adjusted diluted earnings per share from
continuing operations excluding unusual items
 
$
0.14

 
$
0.18

(k)
$
0.32

(k)
$
0.45

(k)

(a)
Loss on the dilution and sale of the Company's investment in Brand Energy & Infrastructure Services recorded at Corporate (Q3 2016 $43.5 million pre-tax; nine months 2016 $53.8 million)
(b)
Harsco Rail Segment contract loss provision related the Company's contracts with the federal railway system of Switzerland (nine months 2016 $40.1 pre-tax).
(c)
Harsco Metals & Minerals Segment charges primarily attributable to site exit and underperforming contract costs (nine months 2016 $5.1 million pre-tax charge; Q3 and nine months 2015 $1.4 million reversal pre-tax).
(d)
Costs associated with Harsco Metals & Minerals Segment separation recorded at Corporate (nine months 2016 $3.3 million pre-tax; Q3 and nine months 2015 $1.8 million pre-tax).
(e)
Expense of deferred financing costs associated with the Company's repayment of approximately $85 million on its Term Loan Facility recorded at Corporate (Q3 and nine months 2016 $1.1 million pre-tax).
(f)
Harsco Metals & Minerals Segment charges related to a contract terminations (Q3 and nine months 2015 $13.7 million pre-tax).
(g)
Harsco Metals & Minerals Segment charges incurred in connection with the processing and disposal of salt cakes (Q3 and nine months 2015 $7.0 million pre-tax). The Company's Bahrain operations are operated under a strategic venture for which its strategic venture partner has a 35% minority interest. Accordingly, the net impact of the charge to the Company's Net income (loss) attributable to Harsco Corporation was $4.6 million.
(h)
Harsco Metals & Minerals Segment charges related to a settlement with a subcontractor (Q3 and nine months 2015 $4.2 million pre-tax).
(i)
Harsco Metals & Minerals Segment charges related to a multi-employer pension plan (Q3 and nine months 2015 $1.1 million pre-tax).
(j)
Loss resulting from the Harsco Infrastructure Transaction, which was consummated in the fourth quarter of 2013 (Q3 and nine months 2015 $1.0 million pre-tax).
(k)
Does not total due to rounding.

The Company’s management believes Adjusted diluted earnings per share from continuing operations excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.

10


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS EXCLUDING UNUSUAL ITEMS TO DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

 
 
 
Twelve Months Ended
 
 
 
December 31
 
 
 
2015
 
Diluted earnings per share from continuing operations as reported
 
$
0.09

 
Harsco Metals & Minerals Segment contract termination charges, net (a)
 
0.17

 
Harsco Metals & Minerals Segment separation costs (b)
 
0.12

 
Harsco Metals & Minerals Segment salt cake processing and disposal charges (c)
 
0.06

 
Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (d)
 
0.06

 
Harsco Metals & Minerals Segment Project Orion charges (e)
 
0.06

 
Harsco Metals & Minerals Segment subcontractor settlement charge (f)
 
0.05

 
Harsco Metals & Minerals Segment multi-employer pension plan charge (g)
 
0.01

 
Harsco Infrastructure Segment loss on disposal (h)
 
0.01

 
Taxes on above unusual items
 
(0.08
)
 
Adjusted diluted earnings per share from
continuing operations excluding unusual items
 
$
0.56

(i)

(a)
Harsco Metals & Minerals Segment charges related to a contract terminations (Full year 2015 $13.5 million pre-tax).
(b)
Costs associated with Harsco Metals & Minerals Segment separation costs recorded as Corporate (Full year 2015 $9.9 million pre-tax).
(c)
Harsco Metals & Minerals Segment charges incurred in connection with the processing and disposal of salt cakes (Full year 2015 $7.0 million pre-tax). The Company's Bahrain operations are operated under a strategic venture for which its strategic venture partner has a 35% minority interest. Accordingly, the net impact of the charge to the Company's Net income (loss) attributable to Harsco Corporation was $4.6 million.
(d)
Harsco Metals & Minerals Segment charges primarily attributable to site exit costs and non-cash long lived asset impairment charges associated with strategic actions from Project Orion’s focus on underperforming contracts (Full year 2015 $5.0 million pre-tax which includes $1.4 million of pre-tax gains).
(e)
Harsco Metals & Minerals Segment Project Orion restructuring charges (Full year 2015 $5.1 million pre-tax).
(f)
Harsco Metals & Minerals Segment charges related to a settlement with a subcontractor (Full year 2015 $4.2 million pre-tax).
(g)
Harsco Metals & Minerals Segment charges related to a multi-employer pension plan (Full year 2015 $1.1 million pre-tax).
(h)
Loss resulting from the Harsco Infrastructure Transaction, which was consummated in the fourth quarter of 2013 (Full year 2015 $1.0 million pre-tax).
(i)
Does not total due to rounding.

The Company’s management believes Adjusted diluted earnings per share from continuing operations excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.



11


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS EXCLUDING UNUSUAL ITEMS TO DILUTED LOSS PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

 
 
Three Months Ended
 
 
December 31
 
 
2015
Diluted loss per share from continuing operations as reported
 
$
(0.08
)
Harsco Metals & Minerals Segment separation costs (a)
 
0.10

Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (b)
 
0.08

Harsco Metals & Minerals Segment Project Orion charges (c)
 
0.06

Taxes on above unusual items
 
(0.05
)
Adjusted diluted earnings per share from continuing operations excluding unusual items
 
$
0.11


(a)
Costs associated with Harsco Metals & Minerals Segment separation costs recorded as Corporate (Q4 2015 $8.2 million pre-tax).
(b)
Harsco Metals & Minerals Segment charges primarily attributable to site exit costs and non-cash long lived asset impairment charges associated with strategic actions from Project Orion’s focus on underperforming contracts (Q4 2015 $6.4 million pre-tax).
(c)
Harsco Metals & Minerals Segment Project Orion restructuring charges (Q4 2015 5.1 million pre-tax).

The Company’s management believes Adjusted diluted earnings per share from continuing operations excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.


12


HARSCO CORPORATION
REVIEW OF OPERATIONS BY SEGMENT EXCLUDING UNUSUAL ITEMS (Unaudited)




(In thousands)
 
Harsco
Metals & Minerals
 
Harsco
Industrial
 
Harsco 
Rail
 
Corporate
 
Consolidated Totals
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2016:
 
 
 
 
 
 
 
 
 
 
Operating income (loss) as reported (a)
 
$
24,066

 
$
6,312

 
$
4,599

 
$
(6,401
)
 
$
28,576

Revenues as reported
 
$
247,691

 
$
63,422

 
$
56,674

 
$

 
$
367,787

Operating margin (%)
 
9.7
%
 
10.0
%
 
8.1
%
 
 
 
7.8
%
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2015:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income (loss) excluding unusual items
 
$
21,326

 
$
13,934

 
$
7,786

 
$
(7,908
)
 
$
35,138

Revenues as reported
 
$
277,367

 
$
91,199

 
$
59,768

 
$

 
$
428,334

Adjusted operating margin (%) excluding unusual items
 
7.7
%
 
15.3
%
 
13.0
%
 
 
 
8.2
%
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2016:
 
 
 
 
 
 
 
 
Adjusted operating income (loss) excluding unusual items
 
$
67,034

 
$
20,083

 
$
17,607

 
$
(16,966
)
 
$
87,758

Revenues as reported
 
$
730,923

 
$
191,561

 
$
168,517

 
$

 
$
1,091,001

Adjusted operating margin (%) excluding unusual items
 
9.2
%
 
10.5
%
 
10.4
%
 
 
 
8.0
%
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2015:
 
 
 
 
 
 
 
 
Adjusted operating income (loss) excluding unusual items
 
$
50,508

 
$
45,380

 
$
40,819

 
$
(26,959
)
 
$
109,748

Revenues as reported
 
$
862,901

 
$
281,883

 
$
190,876

 
$

 
$
1,335,660

Adjusted operating margin (%) excluding unusual items
 
5.9
%
 
16.1
%
 
21.4
%
 
 
 
8.2
%

(a) No unusual items were excluded during the third quarter ended September 30, 2016.

The Company’s management believes Adjusted operating margin (%) excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.



13


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED OPERATING INCOME (LOSS) EXCLUDING UNUSUAL ITEMS BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

(In thousands)
 
Harsco
Metals & Minerals
 
Harsco
Industrial
 
Harsco 
Rail
 
Corporate
 
Consolidated Totals
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2016:
 
 
 
 
 
 
 
 
Operating income as reported (a)
 
$
24,066

 
$
6,312

 
$
4,599

 
$
(6,401
)
 
$
28,576

Revenues as reported
 
$
247,691

 
$
63,422

 
$
56,674

 
$

 
$
367,787

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2015:
 
 
 
 
 
 
 
 
Operating income (loss) as reported
 
$
(3,331
)
 
$
13,934

 
$
7,786

 
$
(10,661
)
 
$
7,728

Harsco Metals & Minerals Segment contract termination charges
 
13,737

 

 

 

 
13,737

Harsco Metals & Minerals Segment salt cake processing and disposal charges
 
7,000

 

 

 

 
7,000

Harsco Metals & Minerals Segment subcontractor settlement charge
 
4,220

 

 

 

 
4,220

Harsco Metals & Minerals Segment separation costs
 

 

 

 
1,753

 
1,753

Harsco Metals & Minerals Segment multi-employer pension plan charge
 
1,122

 

 

 

 
1,122

Harsco Infrastructure Segment loss on disposal
 

 

 

 
1,000

 
1,000

Harsco Metals & Minerals Segment site exit and underperforming contract charges
 
(1,422
)
 

 

 

 
(1,422
)
Adjusted operating income (loss) excluding unusual items
 
$
21,326

 
$
13,934

 
$
7,786

 
$
(7,908
)
 
$
35,138

Revenues as reported
 
$
277,367

 
$
91,199

 
$
59,768

 
$

 
$
428,334

(a) No unusual items were excluded during the third quarter ended September 30, 2016.

The Company’s management believes Adjusted operating income (loss) excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.



14


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED OPERATING INCOME (LOSS) EXCLUDING UNUSUAL ITEMS BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

(In thousands)
 
Harsco
Metals & Minerals
 
Harsco
Industrial
 
Harsco 
Rail
 
Corporate
 
Consolidated Totals
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2016:
 
 
 
 
 
 
 
 
 
Operating income (loss) as reported
 
$
61,934

 
$
20,083

 
$
(22,443
)
 
$
(20,253
)
 
$
39,321

 
Harsco Rail Segment contract loss provision
 

 

 
40,050

 

 
40,050

 
Harsco Metals & Minerals Segment site exit charges
 
5,100

 

 

 

 
5,100

 
Harsco Metals & Minerals Segment separation costs
 

 

 

 
3,287

 
3,287

 
Adjusted operating income (loss), excluding unusual items
 
$
67,034

 
$
20,083

 
$
17,607

 
$
(16,966
)
 
$
87,758

 
Revenues as reported
 
$
730,923

 
$
191,561

 
$
168,517

 
$

 
$
1,091,001

 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2015:
 
 
 
 
 
 
 
 
 
Operating income (loss) as reported
 
$
25,851

 
$
45,380

 
$
40,819

 
$
(29,712
)
 
$
82,338

 
Harsco Metals & Minerals Segment contract termination charges
 
13,737

 

 

 

 
13,737

 
Harsco Metals & Minerals Segment salt cake processing and disposal charges
 
7,000

 

 

 

 
7,000

 
Harsco Metals & Minerals Segment subcontractor settlement charge
 
4,220

 

 

 

 
4,220

 
Harsco Metals & Minerals Segment separation costs
 

 

 

 
1,753

 
1,753

 
Harsco Metals & Minerals Segment multi-employer pension plan charge
 
1,122

 

 

 

 
1,122

 
Harsco Infrastructure Segment loss on disposal
 

 

 

 
1,000

 
1,000

 
Harsco Metals & Minerals Segment site exit and underperforming contract charges
 
(1,422
)
 

 

 

 
(1,422
)
 
Adjusted operating income (loss) excluding unusual items
 
$
50,508

 
$
45,380

 
$
40,819

 
$
(26,959
)
 
$
109,748

 
Revenues as reported
 
$
862,901

 
$
281,883

 
$
190,876

 
$

 
$
1,335,660

 

The Company’s management believes Adjusted operating income (loss) excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.


15


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED OPERATING INCOME (LOSS) EXCLUDING UNUSUAL ITEMS BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

(In thousands)
 
Harsco
Metals & Minerals
 
Harsco
Industrial
 
Harsco 
Rail
 
Corporate
 
Consolidated Totals
 
 
 
 
 
 
 
 
 
 
 
 
 
Twelve Months Ended December 31, 2015:
 
 
 
 
 
 
 
 
 
Operating income (loss) as reported
 
$
26,289

 
$
57,020

 
$
50,896

 
$
(45,669
)
 
$
88,536

 
Harsco Metals & Minerals Segment contract termination charges, net
 
13,484

 

 

 

 
13,484

 
Harsco Metals & Minerals Segment separation costs
 

 

 

 
9,922

 
9,922

 
Harsco Metals & Minerals Segment salt cake processing and disposal charges
 
7,000

 

 

 

 
7,000

 
Harsco Metals & Minerals Segment Project Orion charges
 
5,070

 

 

 

 
5,070

 
Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (a)
 
4,977

 

 

 

 
4,977

 
Harsco Metals & Minerals Segment subcontractor settlement charge
 
4,220

 

 

 

 
4,220

 
Harsco Metals & Minerals Segment multi-employer pension plan charge
 
1,122

 

 

 

 
1,122

 
Harsco Infrastructure Segment loss on disposal
 

 

 

 
1,000

 
1,000

 
Adjusted operating income (loss), excluding unusual items
 
$
62,162

 
$
57,020

 
$
50,896

 
$
(34,747
)
 
$
135,331

 
Revenues as reported
 
$
1,106,162

 
$
357,256

 
$
259,674

 
$

 
$
1,723,092

 
(a) Harsco Metals & Minerals Segment charges primarily attributable to site exit costs and non-cash long lived asset impairment charges associated with strategic actions from Project Orion’s focus on underperforming contracts (Full year 2015 $5.0 million pre-tax which includes $1.4 million of pre-tax gains).

The Company’s management believes Adjusted operating income (loss) excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.


16


HARSCO CORPORATION
RECONCILIATION OF ADJUSTED OPERATING INCOME (LOSS) EXCLUDING UNUSUAL ITEMS BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

 
(In thousands)
 
Harsco
Metals & Minerals
 
Harsco
Industrial
 
Harsco 
Rail
 
Corporate
 
Consolidated Totals
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31, 2015:
 
 
 
 
 
 
 
 
 
Operating income (loss) as reported
 
$
438

 
$
11,640

 
$
10,077

 
$
(15,957
)
 
$
6,198

 
Harsco Metals & Minerals Segment separation costs
 

 

 

 
8,169

 
8,169

 
Harsco Metals & Minerals Segment site exit and underperforming contract charges, net
 
6,399

 

 

 

 
6,399

 
Harsco Metals & Minerals Segment Project Orion charges
 
5,070

 

 

 

 
5,070

 
Harsco Metals & Minerals Segment contract termination charges
 
(253
)
 

 

 

 
(253
)
 
Adjusted operating income (loss), excluding unusual items
 
$
11,654

 
$
11,640

 
$
10,077

 
$
(7,788
)
 
$
25,583

 
Revenues as reported
 
$
243,261

 
$
75,373

 
$
68,798

 
$

 
$
387,432

 

The Company’s management believes Adjusted operating income (loss) excluding unusual items, which is a non-U.S. GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.



17


HARSCO CORPORATION
RECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited)

 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30
 
September 30
(In thousands)
 
2016
 
2015
 
2016
 
2015
Net cash provided by operating activities
 
$
76,173

 
$
43,884

 
$
104,755

 
$
89,102

Less maintenance capital expenditures (a)
 
(15,806
)
 
(23,869
)
 
(42,923
)
 
(67,314
)
Less growth capital expenditures (b)
 
(1,964
)
 
(4,468
)
 
(7,023
)
 
(24,269
)
Plus capital expenditures for strategic ventures (c)
 
17

 
43

 
112

 
310

Plus total proceeds from sales of assets (d)
 
2,063

 
7,426

 
7,178

 
20,777

Free cash flow
 
$
60,483

 
$
23,016

 
$
62,099

 
$
18,606

(a)
Maintenance capital expenditures are necessary to sustain the Company’s current revenue streams and include contract renewal.
(b)
Growth capital expenditures, for which management has discretion as to amount, timing and geographic placement, expand the Company's revenue base and create additional future cash flow.
(c)
Capital expenditures for strategic ventures represent the partner’s share of capital expenditures in certain ventures consolidated in the Company’s financial statements.
(d)
Asset sales are a normal part of the business model, primarily for the Harsco Metals & Minerals Segment.

The Company's management believes that Free cash flow, which is a non-U.S. GAAP financial measure, is meaningful to investors because management reviews cash flows generated from (used in) operations less capital expenditures net of asset sales proceeds. It is important to note that free cash flow does not represent the total residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements, are not deducted from the measure. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.






18


HARSCO CORPORATION
RECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited)

 
 
Twelve Months Ended
 
 
December 31
(In thousands)
 
2015
Net cash provided by operating activities
 
$
121,507

Less maintenance capital expenditures (a)
 
(92,545
)
Less growth capital expenditures (b)
 
(31,007
)
Plus capital expenditures for strategic ventures (c)
 
439

Plus total proceeds from sales of assets (d)
 
25,966

Free cash flow
 
$
24,360

(a)
Maintenance capital expenditures are necessary to sustain the Company’s current revenue streams and include contract renewal.
(b)
Growth capital expenditures, for which management has discretion as to amount, timing and geographic placement, expand the Company's revenue base and create additional future cash flow.
(c)
Capital expenditures for strategic ventures represent the partner’s share of capital expenditures in certain ventures consolidated in the Company’s financial statements.
(d)
Asset sales are a normal part of the business model, primarily for the Harsco Metals & Minerals Segment.

The Company's management believes that Free cash flow, which is a non-U.S. GAAP financial measure, is meaningful to investors because management reviews cash flows generated from operations less capital expenditures net of asset sales proceeds. It is important to note that free cash flow does not represent the total residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements, are not deducted from the measure. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.


19


HARSCO CORPORATION
RECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited)

 
 
Projected
Twelve Months Ending
December 31
 
 
2016
(In millions)
 
Low
 
High
Net cash provided by operating activities
 
$
135

 
$
138

Less capital expenditures (a)
 
(70
)
 
(65
)
Plus total proceeds from asset sales and capital expenditures for strategic ventures
 
10

 
12

Free Cash Flow
 
$
75

 
$
85


(a)
Capital expenditures encompass two primary elements: maintenance capital expenditures, which are necessary to sustain the Company’s current revenue streams and include contract renewals; and growth capital expenditures, for which management has discretion as to amount, timing and geographic placement, and which expand the Company's revenue base and create additional future cash flow.

The Company's management believes that free cash flow, which is a non-U.S. GAAP financial measure, is meaningful to investors because management reviews cash flows generated from operations less capital expenditures net of asset sales proceeds. It is important to note that free cash flow does not represent the total residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements, are not deducted from the measure. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with U.S. GAAP.



20


HARSCO CORPORATION
RECONCILIATION OF RETURN ON INVESTED CAPITAL EXCLUDING UNUSUAL ITEMS TO NET LOSS FROM CONTINUING OPERATIONS AS REPORTED (a) (Unaudited)

 
 
Trailing Twelve Months for Period Ended September 30
(In thousands)
 
2016
 
2015
Loss from continuing operations
 
$
(73,896
)
 
$
(28,002
)
Unusual items:
 
 
 
 
Net loss on dilution and sale of equity investment
 
53,822

 

Harsco Rail Segment contract loss provision
 
40,050

 

Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (b)
 
11,499

 
37,826

Harsco Metals & Minerals Segment separation costs
 
11,456

 
1,753

Harsco Metals & Minerals Segment Project Orion charges
 
5,070

 
3,177

Expense of deferred financing costs
 
1,125

 
 
Harsco Metals & Minerals Segment contract termination charges
 
(253
)
 
13,737

Harsco Metals & Minerals Segment salt cake processing and disposal charges
 

 
7,000

Harsco Metals & Minerals Segment Brazilian labor claim reserves
 

 
5,204

Harsco Metals & Minerals Segment subcontractor settlement charge
 

 
4,220

Strategic transaction review costs
 

 
3,531

Harsco Metals & Minerals Segment multi-employer pension plan charge
 

 
1,122

Harsco Infrastructure Segment loss on disposal
 

 
1,000

Harsco Infrastructure transaction costs
 

 
450

Gains associated with exited Harsco Infrastructure operations retained
 

 
(2,205
)
Taxes on above unusual items
 
(9,962
)
 
185

Net income from continuing operations, as adjusted
 
38,911

 
48,998

After-tax interest expense (c)
 
32,546

 
29,344

 
 
 
 
 
Net operating profit after tax as adjusted
 
$
71,457

 
$
78,342

 
 
 
 
 
Average equity
 
$
304,532

 
$
360,452

Plus average debt
 
881,077

 
897,429

Average capital
 
$
1,185,609

 
$
1,257,881

 
 
 
 
 
Return on invested capital excluding unusual items
 
6.0
%
 
6.2
%
(a)
Return on invested capital excluding unusual items is net income (loss) from continuing operations excluding unusual items, and after-tax interest expense, divided by average capital for the year. The Company uses a trailing twelve month average for computing average capital.
(b)
Harsco Metals & Minerals Segment charges primarily attributable to site exit costs and non-cash long lived asset impairment charges associated with strategic actions from Project Orion’s focus on underperforming contracts (Twelve months ended September 30, 2015 $37.8 million pre-tax which includes $1.4 million of pre-tax gains).
(c)
The Company’s effective tax rate approximated 37% on an adjusted basis for both periods for interest expense.

The Company’s management believes Return on invested capital excluding unusual items, which is a non-U.S. GAAP financial measure, is meaningful in evaluating the efficiency and effectiveness of the capital invested in the Company’s business. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, net income or other information provided in accordance with U.S. GAAP.

21


HARSCO CORPORATION
RECONCILIATION OF RETURN ON INVESTED CAPITAL EXCLUDING UNUSUAL ITEMS TO NET INCOME FROM CONTINUING OPERATIONS AS REPORTED (a) (Unaudited)

 
 
Year Ended
December 31
(In thousands)
 
2015
Income from continuing operations
 
$
7,312

Unusual items:
 
 
Harsco Metals & Minerals Segment contract termination charges, net
 
13,484

Harsco Metals & Minerals Segment separation costs
 
9,922

Harsco Metals & Minerals Segment salt cake processing and disposal charges
 
7,000

Harsco Metals & Minerals Segment Project Orion charges
 
5,070

Harsco Metals & Minerals Segment site exit and underperforming contract charges, net (b)
 
4,977

Harsco Metals & Minerals Segment subcontractor settlement charge
 
4,220

Harsco Metals & Minerals Segment multi-employer pension plan charge
 
1,122

Harsco Infrastructure Segment loss on disposal
 
1,000

Taxes on above unusual items
 
(6,198
)
Net income from continuing operations, as adjusted
 
47,909

After-tax interest expense (c)
 
29,486

 
 
 
Net operating profit after tax as adjusted
 
$
77,395

 
 
 
Average equity
 
$
308,182

Plus average debt
 
910,955

Average capital
 
$
1,219,137

 
 
 
Return on invested capital excluding unusual items
 
6.3
%
(a)
Return on invested capital excluding unusual items is net income from continuing operations excluding unusual items, and after-tax interest expense, divided by average capital for the year. The Company uses a trailing twelve month average for computing average capital.
(b)
Harsco Metals & Minerals Segment charges primarily attributable to site exit costs and non-cash long lived asset impairment charges associated with strategic actions from Project Orion’s focus on underperforming contracts (Full year 2015 $5.0 million pre-tax which includes $1.4 million of pre-tax gains).
(c)
The Company’s effective tax rate approximated 37% on an adjusted basis for interest expense.

The Company’s management believes Return on invested capital excluding unusual items, which is a non-U.S. GAAP financial measure, is meaningful in evaluating the efficiency and effectiveness of the capital invested in the Company’s business. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. This measure should be considered in addition to, rather than as a substitute for, net income or other information provided in accordance with U.S. GAAP.


22
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