Minnesota | 0-6365 | 41-0919654 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
4400 West 78th Street, Suite 520, Minneapolis, Minnesota | 55435 | |||
(Address of principal executive offices) | (Zip Code) |
¨ | 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 |
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
APOGEE ENTERPRISES, INC. | ||
By: | /s/ James S. Porter | |
James S. Porter Chief Financial Officer |
Exhibit Number | Description | |||||
99.1 | Press Release issued by Apogee Enterprises, Inc. dated December 18, 2013. |
• | Revenues grew 5 percent; year to date up 7 percent |
• | EPS up 18 percent; year to date up 31 percent |
• | Strong, growing pipeline of project commitments, awards |
• | Canadian acquisition supports international geographic growth strategy |
• | Fiscal 2014 EPS outlook narrowed to $0.95-$1.00 on 10-11 percent revenue growth |
• | Revenues of $199.4 million were up 5 percent. |
• | Operating income of $12.7 million was up 11 percent. |
• | Earnings per share of $0.33 were up 18 percent. |
• | Consolidated backlog was $299.9 million, compared to $302.9 million. |
• | Free cash flow tripled to approximately $21 million. |
• | Cash and short-term investments were $22.5 million, compared to $75.0 million. |
◦ | Acquired Alumicor Limited, a Canadian non-residential window, storefront, entrance and curtainwall company, for approximately $52 million in cash. |
▪ | Revenues of $73.4 million were down 2 percent due to project timing. |
• | Operating income was $1.6 million, up from $0.5 million as a result of improved mix and productivity. |
◦ | Operating margin was 2.2 percent, compared to 0.6 percent. |
• | Revenues of $51.2 million were up 4 percent. |
• | Operating income was $0.4 million, improved from an operating loss of $0.2 million. |
◦ | Operating margin was 0.7 percent, compared to negative 0.4 percent as project margins continue to increase from the cycle trough. |
• | Revenues of $59.0 million were up 14 percent, with approximately half of the growth from the inclusion of the Alumicor acquisition and the balance driven by the U.S. storefront business. |
• | Operating income was $5.8 million, up from $5.6 million due to good volume in the U.S. storefront business, somewhat offset by volume declines in the window business and integration costs in the segment. |
◦ | Operating margin was 9.8 percent, compared to 10.8 percent. |
• | Revenues of $22.7 million were up 5 percent. |
• | Operating income was $6.1 million, compared to $6.6 million. |
◦ | Operating margin was 26.7 percent, compared to 30.3 percent. |
◦ | Slight volume growth and positive mix were offset by promotional activities in selected channels as well as manufacturing inefficiencies early in the quarter. |
• | Backlog was $299.9 million compared to $302.9 million in the prior-year period. |
◦ | Approximately $136 million, or 45 percent, of the backlog is expected to be delivered in fiscal 2014, and approximately $164 million, or 55 percent, in fiscal 2015 and beyond. |
• | Debt was $20.7 million, compared to $30.8 million at the end of fiscal 2013. Almost all the debt is long-term, low-interest industrial revenue bonds. |
• | Cash and short-term investments totaled $22.5 million, compared to $85.6 million at the end of fiscal 2013 and $75.0 million in the prior-year period. |
◦ | Alumicor was purchased for approximately $52 million in cash. |
◦ | Long-term restricted cash increased by $19.9 million as Apogee set aside cash for the investment in a new Architectural Glass coater and also received proceeds from the New |
• | Non-cash working capital was $72.1 million, compared to $54.1 million at the end of fiscal 2013 and $59.9 million in the prior-year period. |
◦ | Current quarter includes addition of working capital from Alumicor acquisition. |
• | Capital expenditures year to date were $17.3 million, compared to $21.3 million in the prior-year period. |
• | Depreciation and amortization year to date was $19.6 million. |
▪ | Architectural Glass segment consists of Viracon, the leading fabricator of coated, high-performance architectural glass for global markets. |
▪ | Architectural Services segment consists of Harmon, Inc., one of the largest U.S. full-service building glass installation and renovation companies. |
▪ | Architectural Framing Systems segment businesses design, engineer, fabricate and finish the aluminum frames for window, curtainwall and storefront systems that comprise the outside skin of buildings. |
▪ | Large-Scale Optical segment consists of Tru Vue, a value-added glass and acrylic manufacturer primarily for the custom picture framing market. |
Apogee Enterprises, Inc. & Subsidiaries | |||||||||||||||||||||
Consolidated Condensed Statement of Income | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
Thirteen | Thirteen | Thirty-nine | Thirty-nine | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
Dollar amounts in thousands, except for per share amounts | November 30, 2013 | December 1, 2012 | Change | November 30, 2013 | December 1, 2012 | Change | |||||||||||||||
Net sales | $ | 199,430 | $ | 190,416 | 5 | % | $ | 557,028 | $ | 520,490 | 7 | % | |||||||||
Cost of goods sold | 156,042 | 148,176 | 5 | % | 438,719 | 411,038 | 7 | % | |||||||||||||
Gross profit | 43,388 | 42,240 | 3 | % | 118,309 | 109,452 | 8 | % | |||||||||||||
Selling, general and administrative expenses | 30,681 | 30,829 | — | % | 90,129 | 88,170 | 2 | % | |||||||||||||
Operating income | 12,707 | 11,411 | 11 | % | 28,180 | 21,282 | 32 | % | |||||||||||||
Interest income | 206 | 253 | (19 | )% | 593 | 569 | 4 | % | |||||||||||||
Interest expense | 228 | 330 | (31 | )% | 973 | 945 | 3 | % | |||||||||||||
Other income, net | 107 | 198 | (46 | )% | 72 | 609 | (88 | )% | |||||||||||||
Earnings before income taxes | 12,792 | 11,532 | 11 | % | 27,872 | 21,515 | 30 | % | |||||||||||||
Income tax expense | 3,124 | 3,480 | (10 | )% | 7,924 | 6,800 | 17 | % | |||||||||||||
Net earnings | $ | 9,668 | $ | 8,052 | 20 | % | $ | 19,948 | $ | 14,715 | 36 | % | |||||||||
Earnings per share - basic | $ | 0.34 | $ | 0.29 | 17 | % | $ | 0.70 | $ | 0.53 | 32 | % | |||||||||
Average common shares outstanding | 28,483,460 | 28,028,700 | 2 | % | 28,439,421 | 27,912,842 | 2 | % | |||||||||||||
Earnings per share - diluted | $ | 0.33 | $ | 0.28 | 18 | % | $ | 0.68 | $ | 0.52 | 31 | % | |||||||||
Average common and common | |||||||||||||||||||||
equivalent shares outstanding | 29,376,301 | 28,832,096 | 2 | % | 29,308,095 | 28,497,209 | 3 | % | |||||||||||||
Cash dividends per common share | $ | 0.0900 | $ | 0.0900 | — | % | $ | 0.2700 | $ | 0.2700 | — | % | |||||||||
Business Segments Information | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
Thirteen | Thirteen | Thirty-nine | Thirty-nine | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
November 30, 2013 | December 1, 2012 | Change | November 30, 2013 | December 1, 2012 | Change | ||||||||||||||||
Sales | |||||||||||||||||||||
Architectural Glass | $ | 73,365 | $ | 74,921 | (2 | )% | $ | 218,142 | $ | 197,264 | 11 | % | |||||||||
Architectural Services | 51,167 | 49,125 | 4 | % | 139,820 | 134,696 | 4 | % | |||||||||||||
Architectural Framing Systems | 58,981 | 51,605 | 14 | % | 152,877 | 146,182 | 5 | % | |||||||||||||
Large-scale Optical | 22,699 | 21,648 | 5 | % | 61,917 | 60,477 | 2 | % | |||||||||||||
Eliminations | (6,782 | ) | (6,883 | ) | 1 | % | (15,728 | ) | (18,129 | ) | 13 | % | |||||||||
Total | $ | 199,430 | $ | 190,416 | 5 | % | $ | 557,028 | $ | 520,490 | 7 | % | |||||||||
Operating income (loss) | |||||||||||||||||||||
Architectural Glass | $ | 1,641 | $ | 461 | 256 | % | $ | 3,782 | $ | (3,963 | ) | N/M | |||||||||
Architectural Services | 351 | (196 | ) | N/M | (1,401 | ) | (3,794 | ) | 63 | % | |||||||||||
Architectural Framing Systems | 5,782 | 5,573 | 4 | % | 13,026 | 14,735 | (12 | )% | |||||||||||||
Large-scale Optical | 6,058 | 6,557 | (8 | )% | 16,072 | 17,021 | (6 | )% | |||||||||||||
Corporate and other | (1,125 | ) | (984 | ) | (14 | )% | (3,299 | ) | (2,717 | ) | (21 | )% | |||||||||
Total | $ | 12,707 | $ | 11,411 | 11 | % | $ | 28,180 | $ | 21,282 | 32 | % | |||||||||
Consolidated Condensed Balance Sheets | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
November 30, 2013 | March 2, 2013 | ||||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | $ | 220,131 | $ | 251,841 | |||||||||||||||||
Net property, plant and equipment | 175,831 | 168,948 | |||||||||||||||||||
Other assets | 149,451 | 99,352 | |||||||||||||||||||
Total assets | $ | 545,413 | $ | 520,141 | |||||||||||||||||
Liabilities and shareholders' equity | |||||||||||||||||||||
Current liabilities | $ | 125,535 | $ | 122,167 | |||||||||||||||||
Long-term debt | 20,689 | 20,756 | |||||||||||||||||||
Other liabilities | 52,006 | 43,900 | |||||||||||||||||||
Shareholders' equity | 347,183 | 333,318 | |||||||||||||||||||
Total liabilities and shareholders' equity | $ | 545,413 | $ | 520,141 | |||||||||||||||||
N/M = Not meaningful |
Apogee Enterprises, Inc. & Subsidiaries | |||||||||
Consolidated Condensed Statement of Cash Flows | |||||||||
(Unaudited) | |||||||||
Thirty-nine | Thirty-nine | ||||||||
Weeks Ended | Weeks Ended | ||||||||
Dollar amounts in thousands | November 30, 2013 | December 1, 2012 | |||||||
Net earnings | $ | 19,948 | $ | 14,715 | |||||
Depreciation and amortization | 19,576 | 19,817 | |||||||
Stock-based compensation | 3,471 | 3,514 | |||||||
Proceeds from new markets tax credit transaction, net of deferred costs | 7,752 | — | |||||||
Other, net | (5,515 | ) | (167 | ) | |||||
Changes in operating assets and liabilities | (2,526 | ) | (14,958 | ) | |||||
Net cash provided by operating activities | 42,706 | 22,921 | |||||||
Capital expenditures | (17,255 | ) | (21,265 | ) | |||||
Proceeds on sale of property | 733 | 48 | |||||||
Acquisition of businesses and intangibles, net of cash acquired | (52,806 | ) | (15 | ) | |||||
Net sales (purchases) of restricted investments | 2,768 | (4,752 | ) | ||||||
Net sales (purchases) of marketable securities | 23,617 | (13,915 | ) | ||||||
Investments in life insurance | — | (1,451 | ) | ||||||
Net cash used in investing activities | (42,943 | ) | (41,350 | ) | |||||
Proceeds from issuance of debt | — | 10,000 | |||||||
Payments on debt | (10,068 | ) | (125 | ) | |||||
Shares withheld for taxes, net of stock issued to employees | (961 | ) | (261 | ) | |||||
Dividends paid | (7,868 | ) | (7,751 | ) | |||||
Other, net | 1,663 | (194 | ) | ||||||
Net cash (used in) provided by financing activities | (17,234 | ) | 1,669 | ||||||
Decrease in cash and cash equivalents | (17,471 | ) | (16,760 | ) | |||||
Effect of exchange rates on cash | (443 | ) | 151 | ||||||
Cash and cash equivalents at beginning of year | 37,767 | 54,027 | |||||||
Cash and cash equivalents at end of period | $ | 19,853 | $ | 37,418 |
Contact: | Mary Ann Jackson |
Investor Relations | |
952-487-7538 | |
mjackson@apog.com |
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