-----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, V9Da42xz7Fd3rDmBT2lIKoJqILm+p5doPrUP04HN93Bjnrk9twoNDC+N6BMgvvkh YWySaODKRFhieeC6Zl/SUw== 0001104659-04-012066.txt : 20040430 0001104659-04-012066.hdr.sgml : 20040430 20040430162919 ACCESSION NUMBER: 0001104659-04-012066 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20040428 ITEM INFORMATION: ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALTER INDUSTRIES INC /NEW/ CENTRAL INDEX KEY: 0000837173 STANDARD INDUSTRIAL CLASSIFICATION: GEN BUILDING CONTRACTORS - RESIDENTIAL BUILDINGS [1520] IRS NUMBER: 133429953 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13711 FILM NUMBER: 04770158 BUSINESS ADDRESS: STREET 1: 1500 N DALE MABRY HWY CITY: TAMPA STATE: FL ZIP: 33607 BUSINESS PHONE: 8138714811 MAIL ADDRESS: STREET 1: 1500 N DALE MABRY HWY STREET 2: 1500 NORTH MABRY HGWY CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: HILLSBOROUGH HOLDINGS CORP DATE OF NAME CHANGE: 19910814 8-K 1 a04-5097_18k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) April 28, 2004

 

WALTER INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-13711

 

13-3429953

(State or other jurisdiction of
incorporation or organization)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

4211 W. Boy Scout Boulevard, Tampa, Florida

 

33607

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (813) 871-4811

 

NOT APPLICABLE

(Former name or former address, if changed since last report)

 

 



 

 

Item 9.    Regulation FD Disclosure and Item 12.  Results of Operations and Financial Conditions

 

The following information is furnished pursuant to Item 9 “Regulation FD Disclosure” and Item 12 “Results of Operations and Financial Condition:”

 

On April 28, 2004 Walter Industries Inc.’s issued a press release setting forth Walter Industries, Inc.’s first quarter 2004 earnings.  A copy of Walter Industries, Inc.’s press release is attached hereto as Exhibit 99 and hereby incorporated by reference.

 

Item 9.    Regulation FD Disclosure  

 

The following is furnished pursuant to Item 9 “Regulation FD Disclosure”:

 

On April 28, 2004 Walter Industries, Inc. announced the resignation of Brad Kitterman, President United States Pipe and Foundry Company, Inc. effective May 10, 2004.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

WALTER INDUSTRIES, INC.

 

 

 

 

 

By:

/s/ Victor P. Patrick

 

 

Title:

Victor P. Patrick

 

 

Sr. Vice President, General Counsel
and Secretary

 

 

Date:  April 29, 2004

 

 

2



 

Exhibit Index

 

(99) Press release, dated:  April 28, 2004, issued by Walter Industries, Inc.

 

3


EX-99.1 2 a04-5097_1ex99d1.htm EX-99.1

Exhibit 99.1

 

News

 

 

 

Investor Relations Department
P.O. Box 31601
Tampa, Florida 33631-3601
Telephone: (813) 871-4404
www.walterind.com

 

WALTER INDUSTRIES ANNOUNCES FIRST QUARTER 2004 RESULTS

 

Loss Of $0.11 Per Diluted Share In Line With Previous Guidance —

— Company Increases Full Year EPS Guidance to $0.85 - $1.00 Per Share —

— EPS of $0.07 to $0.12 Forecasted for Second Quarter —

 

(Tampa, Florida) April 28, 2004—Walter Industries, Inc. (NYSE: WLT) today reported a net loss of $0.11 per diluted share for the first quarter ended March 31, 2004, at the favorable end of the Company’s previously announced guidance of a loss in the range of $0.11 to $0.16 per diluted share.

 

The loss for the quarter principally reflected previously disclosed issues in the Company’s Homebuilding segment, including the impact of lower orders in the fourth quarter of 2003, higher material and other costs, and challenges related to a reorganization and implementation of a new enterprise system.  Quarterly results also reflect previously anticipated losses in the Industrial Products and Natural Resources segments; strong improvements are expected in these businesses principally in the second half of the year.  While its operating income declined slightly versus the prior year period, the Financing segment continues to perform well, and has produced continued improvements in portfolio performance.

 

“First quarter results were in line with our guidance and we are focused on achieving our improved forecast for the remainder of the year,” said Chairman and Chief Executive Officer Don DeFosset. “Our profit enhancement actions, and the fundamental improvements in business conditions, provide us with confidence that we will achieve these targets.”

 

Price increases at U.S. Pipe have been implemented, while scrap metal costs have also recently started to decline, enhancing profitability.  Also, strong price increases for metallurgical coal at Jim Walter Resources for the second half of the year were the basis for the increase in the Company’s earnings guidance in early April.  In the Homebuilding segment, initiatives are underway to turn around performance which include management changes, enhancements to marketing programs, increased pricing, introduction of new models and implementation of cost reduction actions.

 

Since the end of the first quarter, the Company completed the issuance of $175 million of 3.75% Convertible Senior Subordinated Notes.  The net proceeds from this offering were used to prepay

 

- more -

 



 

in full the higher floating rate term loan and to repurchase approximately five million shares, or $63 million, of the Company’s common stock.

 

First Quarter 2004 Financial Results

 

The net loss for the quarter ended March 31, 2004 was $4.6 million, or $0.11 per diluted share. This compares with net income in the year ago period of $11.7 million, or $0.26 per diluted share, and income from continuing operations of $5.7 million, or $0.13 per diluted share.  Improved performance at U.S. Pipe was more than offset by a decline in operating income, primarily in the Homebuilding and Natural Resources segments.

 

Net sales and revenues for the first quarter were up 6.1% versus the year-ago period, primarily driven by U.S. Pipe’s improved pricing and volumes.

 

Earnings before senior debt interest, taxes, depreciation and amortization (EBITDA) totaled $13.8 million during the first quarter, compared with $39.8 million in the prior-year period.  EBITDA in the prior period includes $12.5 million attributable to discontinued operations.

 

First-Quarter Results By Operating Segment

 

The Homebuilding segment reported first-quarter revenues of $64.1 million, essentially unchanged from the year earlier period.  Higher average selling prices were offset by lower unit completions.  Homebuilding completed 913 homes during the current quarter at an average net selling price of $70,116, compared with 979 homes at a $65,884 average price for the same period the previous year.  The segment operating loss in the first quarter was $8.8 million, compared to operating income of $2.0 million in the prior year period.  This decrease was the result of fewer unit completions, reduced margins due to an increase in lumber and other costs, plus higher advertising, consulting, workers’ compensation and severance expenses.

 

The Financing segment reported quarterly revenues of $61.0 million compared with $59.2 million in the year-ago period.  This was the result of higher outstanding note balances, higher prepayment-related income, and increased insurance revenues.  Operating income decreased by $1.2 million, to $13.8 million, primarily due to increased accruals associated with repossessed homes inventory, partially offset by a decline in the provision for losses on installment notes.  Prepayment speeds were 8.4% in the first quarter, down 83 basis points from the fourth quarter, reflecting industry-wide increases in mortgage rates during the period.  Prepayment speeds were 7.6% in the prior-year period.  Delinquencies (the percentage of amounts outstanding over 30 days past due) were 5.2% at March 31, 2004, down from 6.8% at March 31, 2003 and down from 6.3% at December 31, 2003, reflecting strong portfolio performance.

 

The Industrial Products segment reported $114.1 million in revenues during the first quarter of 2004, compared to $95.8 million in the year earlier period.  This increase was due to higher sales prices and increased sales volumes at U.S. Pipe.  The operating loss for the segment was $1.6 million, an improvement versus the $3.9 million loss in the prior-year period.  The improvement

 

2



 

in results was attributable to higher sales prices, slightly higher volumes, cost-reduction efforts, and reduced costs associated with a commercial dispute in the prior year, partially offset by higher costs for scrap metal, natural gas, other raw materials and worker’s compensation.

 

The Natural Resources segment reported $64.7 million in revenues during the first quarter, compared to $66.7 million in the prior-year period.  This revenue reduction primarily reflects reduced coal and gas production due to longwall moves in Mines No. 5 and No. 7 during the first quarter of 2004.  The segment reported an operating loss of $2.3 million in the quarter, compared to operating income of $1.3 million in the prior year, as the longwall moves reduced gas revenues and increased coal production costs.

 

Jim Walter Resources sold 1.47 million tons of coal at an average price of $35.36 per ton in the first quarter, compared to 1.53 million tons at $35.49 per ton in the prior-year quarter. The natural gas operation sold 2.01 billion cubic feet of gas in the first quarter at an average price of $6.16 per thousand cubic feet, compared to 2.26 billion cubic feet at $5.24 per thousand cubic feet in the prior-year quarter.

 

Outlook

 

Based on current internal business forecasts and anticipated market conditions, Walter Industries expects to generate second quarter earnings in the range of $0.07 to $0.12 per diluted share, and full year earnings in the range of $0.85 to $1.00 per diluted share.  This full year guidance reflects an increase from the $0.75 to $0.90 per diluted share range provided in early April as a direct result of the recent repurchases of approximately five million shares of stock.  All of these estimates exclude any potential special items, including charges related to the anticipated closure of Mine No. 5 in 2005 and expected second quarter charges anticipated from the recent convertible debt offering and senior debt prepayment. As occurred in 2003, non-controllable items such as adverse geologic conditions and volatile scrap iron costs can cause significant variances in operating results.

 

Conference Call Webcast

 

Walter Industries Chairman and CEO Don DeFosset and members of the Company’s leadership team will discuss quarterly results and other general business matters on a conference call and live Webcast to be held on Thursday, April 29, 2004, at 9:00 a.m. Eastern time.  To listen to the event live or in archive, visit the Company Web site at www.walterind.com.

 

Walter Industries, Inc. is a diversified company with annual revenues of $1.3 billion.  The Company is a leader in homebuilding, home financing and water transmission products. Based in Tampa, Florida, the Company employs approximately 5,300 people.  For more information about Walter Industries, please call Joe Troy, Senior Vice President-Financial Services at (813) 871-4404, or visit the corporate Web site at www.walterind.com.

 

3



 

Non-GAAP Measurements

 

In addition to the reported GAAP results provided throughout this document, the company has provided non-GAAP measurements, which present earnings on a basis excluding special items affecting comparability. Details of these items are presented in the tables within this document. Reconciliations from GAAP reported results to non-GAAP reported measurements described in this press release are provided in the financial tables attached to this document.

 

The Company has provided these non-GAAP measurements as a way to help investors better understand its earnings and enhance comparisons of the Company’s earnings between periods. Among other things, the Company’s management uses these earnings results, excluding items affecting comparability, to evaluate the performance of its businesses. There are inherent limitations in the use of earnings, excluding items affecting comparability, because the Company’s actual results do include the impact of these items. These non-GAAP measures are intended only as a supplement to the comparable GAAP measures and the Company compensates for the limitations inherent in the use of non-GAAP measures by using GAAP measures in conjunction with these non-GAAP measures. As a result, investors should consider these non-GAAP measures in addition to, and not in substitution for, or as superior to, measures of financial performance prepared in accordance with GAAP.

 

Safe Harbor Statement

 

Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Company’s actual results in future periods to differ materially from forecasted results. Those risks include, among others, changes in customers’ demand for the Company’s products, changes in raw material and equipment costs and availability, geologic conditions and changes in extraction costs and pricing in the Company’s mining operations, changes in customer orders, pricing actions by the Company’s competitors, the collection of $16.2 million of receivables associated with working capital adjustments arising from the sales of subsidiaries in 2003, potential changes in the mortgage backed capital market, and general changes in economic conditions. Risks associated with forward- looking statements are more fully described in the Company’s filings with the Securities and Exchange Commission. The Company assumes no duty to update its outlook statements as of any future date.

 

4



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED EARNINGS PER SHARE

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

 

 

 

 

 

 

Basic Income (Loss) per share:

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.11

)

$

0.13

 

 

 

 

 

 

 

Discontinued Operations

 

 

0.12

 

Cumulative effect of change in accounting principle

 

 

0.01

 

 

 

 

 

 

 

Basic Net Income (Loss) per share

 

$

(0.11

)

$

0.26

 

 

 

 

 

 

 

Weighted average number of basic shares outstanding

 

41,927,214

 

44,316,883

 

 

 

 

 

 

 

Diluted Income (Loss) per share:

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.11

)

$

0.13

 

 

 

 

 

 

 

Discontinued Operations

 

 

0.12

 

Cumulative effect of change in accounting principle

 

 

0.01

 

 

 

 

 

 

 

Diluted Net Income (Loss) per share

 

$

(0.11

)

$

0.26

 

 

 

 

 

 

 

Weighted average number of diluted shares outstanding (1)

 

41,927,214

 

44,534,504

 

 


(1)          Weighted average basic shares outstanding was used in 2004, as the use of fully diluted shares would have had an anti-dilutive effect.

 

5



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

($ in Thousands )

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

Net sales and revenues:

 

 

 

 

 

Net sales

 

$

265,683

 

$

250,324

 

Interest income on instalment notes

 

55,266

 

54,541

 

Miscellaneous

 

5,087

 

2,310

 

 

 

326,036

 

307,175

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

Cost of sales (exclusive of depreciation)

 

225,992

 

203,165

 

Depreciation

 

15,252

 

13,748

 

Selling, general and administrative

 

49,760

 

40,425

 

Provision for losses on instalment notes

 

2,130

 

3,030

 

Postretirement benefits

 

2,512

 

2,266

 

Interest expense

 

35,671

 

34,989

 

Amortization of other intangibles

 

1,485

 

1,474

 

Restructuring and impairment charges

 

155

 

 

 

 

332,957

 

299,097

 

 

 

 

 

 

 

Income (loss) from continuing operations before income tax expense

 

(6,921

)

8,078

 

 

 

 

 

 

 

Income tax benefit (expense)

 

2,319

 

(2,391

)

 

 

 

 

 

 

Income (loss) from continuing operations

 

(4,602

)

5,687

 

Discontinued operations, net of income taxes

 

 

5,597

 

Cumulative effect of change in accounting principle (net of income tax expense of $123)

 

 

376

 

 

 

 

 

 

 

Net income (loss)

 

$

(4,602

)

$

11,660

 

 

 

 

 

 

 

Add (deduct) restructuring and impairment charges and discontinued operations, net of tax:

 

 

 

 

 

Restructuring and impairment charges, net of income tax

 

101

 

 

Discontinued operations, net of income tax

 

 

(5,597

)

 

 

 

 

 

 

Income (loss) before restructuring and impairment charges and discontinued operations

 

$

(4,501

)

$

6,063

 

 

6



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

RESULTS BY OPERATING SEGMENT

($ in Thousands)

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

 

 

 

 

 

 

NET SALES AND REVENUES:

 

 

 

 

 

Homebuilding

 

$

64,117

 

$

64,530

 

Financing

 

60,980

 

59,230

 

Industrial Products

 

114,077

 

95,844

 

Natural Resources

 

64,654

 

66,676

 

Other

 

26,822

 

26,479

 

Consolidating Eliminations

 

(4,614

)

(5,584

)

 

 

$

326,036

 

$

307,175

 

 

 

 

 

 

 

OPERATING INCOME (LOSS):

 

 

 

 

 

Homebuilding

 

$

(8,809

)

$

1,963

 

Financing

 

13,847

 

15,060

 

Industrial Products

 

(1,550

)

(3,925

)

Natural Resources

 

(2,313

)

1,327

 

Other

 

(3,929

)

(2,135

)

Consolidating eliminations

 

(222

)

(679

)

Operating income (loss)

 

(2,976

)

11,611

 

Senior debt interest expense

 

(3,945

)

(3,533

)

Income (loss) from continuing operations before income tax expense

 

$

(6,921

)

$

8,078

 

 

7



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

NON-GAAP RESULTS BY OPERATING SEGMENT EXCLUDING

RESTRUCTURING AND IMPAIRMENT CHARGES AND DISCONTINUED OPERATIONS

($ in Thousands)

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

 

 

 

 

 

 

NON-GAAP OPERATING INCOME (LOSS): (1) (5)

 

 

 

 

 

Homebuilding

 

$

(8,809

)

$

1,963

 

Financing

 

13,847

 

15,060

 

Industrial Products

 

(1,254

)

(3,925

)

Natural Resources

 

(2,454

)

1,327

 

Other

 

(3,929

)

(2,135

)

Consolidating eliminations

 

(222

)

(679

)

 

 

 

 

 

 

Operating income (loss)

 

(2,821

)

11,611

 

Senior debt interest expense

 

(3,945

)

(3,533

)

 

 

 

 

 

 

Non-GAAP pre-tax operating income (loss)

 

(6,766

)

8,078

 

Deduct:

 

 

 

 

 

Restructuring and impairment charges (2)

 

(155

)

 

GAAP income (loss) from continuing operations before income tax expense

 

$

(6,921

)

$

8,078

 

 

 

 

 

 

 

EBITDA: (3)

 

 

 

 

 

Homebuilding

 

$

(7,564

)

$

2,944

 

Financing

 

15,670

 

16,733

 

Industrial Products

 

5,303

 

2,893

 

Natural Resources

 

3,281

 

5,565

 

Other

 

(2,929

)

(1,302

)

Discontinued operations

 

 

12,506

 

Cumulative effect of change in accounting principle

 

 

499

 

 

 

 

 

 

 

EBITDA

 

$

13,761

 

$

39,838

 

 

 

 

 

 

 

FREE CASH FLOW: (4)

 

 

 

 

 

Cash flows provided by continuing operations

 

(1,654

)

13,125

 

Less: Additions to property, plant and equipment, net of retirements

 

(8,959

)

(13,591

)

Cash flows (used in) provided by discontinued operations, net of additions to PP&E

 

(3,611

)

2,273

 

Free cash flow

 

$

(14,224

)

$

1,807

 

 


(1)          Management believes these financial measures provide improved comparability and consistency associated with recurring operating results.

(2)          Restructuring and impairment charges consist of $296 of shutdown costs for the U.S. Pipe Anniston shutdown announced in May 2003, and the reversal of $141 related to certain Mine No. 5 costs previously expensed in 2003 that now must be amortized over a longer period as a result of extending the anticipated Mine No. 5 closure date to 2005.

(3)          Refer to footnote (2) on the page entitled “Reconciliation of GAAP Results to Non-GAAP Results.”

(4)          Free Cash Flow, which is a non-GAAP financial measure, equals net cash provided by operating activities less net cash used in acquiring property, plant and equipment, net of retirements.  This measure should be used in conjunction with other GAAP financial measures and is not presented as an alternative measure of cash flow as determined in accordance with accounting principles generally accepted in the United States of America.  The Company’s management uses Free Cash Flow to evaluate the operating performance of its business.  The Company believes Free Cash Flow is used by some investors, analysts, lenders and other parties to measure the Company’s performance over time. The Company’s management also uses this metric to measure cash flows generated from operations that could be used to service debt, fund future capital expenditures, pay dividends or pay taxes.  Free Cash Flow does not give effect to cash used for debt service requirements, and thus does not reflect funds available for investment or other discretionary uses. Free Cash Flow as presented herein may not be comparable to similarly titled measures reported by other companies. Therefore, in evaluating Free Cash Flow data, investors should consider, among other factors: the non-GAAP nature of Free Cash Flow data; the GAAP financial statement amounts; actual cash flows and results of operations; the actual availability of funds for debt service, capital expenditures and working capital; and the comparability of our Free Cash Flow data to similarly titled measures reported by other companies.

(5)          Amounts exclude restructuring and impairment charges.

 

8



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP (1) RESULTS TO NON-GAAP RESULTS

($ in Thousands)

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

Reconciliation of net income (loss) to EBITDA (2)

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) (3)

 

$

(4,602

)

$

11,660

 

Add (deduct) :

 

 

 

 

 

Depreciation

 

15,252

 

17,406

 

Amortization of definite lived intangibles

 

1,485

 

1,474

 

Senior debt interest expense

 

3,945

 

3,533

 

Income tax (benefit) expense

 

(2,319

)

5,765

 

EBITDA

 

$

13,761

 

$

39,838

 

 

 

 

 

 

 

Reconciliation of EBITDA to Cash Flow Provided by Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

$

13,761

 

$

39,838

 

Add (deduct) :

 

 

 

 

 

Discontinued operations, net of tax

 

 

(9,255

)

Cumulative effect of change in accounting principle, net of tax

 

 

(376

)

Senior debt interest expense

 

(3,945

)

(3,533

)

Income tax benefit (expense)

 

2,319

 

(5,765

)

Provision for losses on instalment notes receivables

 

2,130

 

3,030

 

Provision for (benefit from) from deferred income taxes

 

(2,079

)

5,133

 

Provision for (benefit from) other long term liabilities

 

(1,638

)

334

 

Amortization of debt expense

 

1,382

 

1,016

 

Accumulated post retirement benefits obligation

 

(1,904

)

(1,750

)

Other changes in working capital (4)

 

(11,680

)

(15,547

)

Cash flow provided by (used in) continuing operations

 

$

(1,654

)

$

13,125

 

 


(1)          Generally accepted accounting principles

(2)          EBITDA is defined as earnings before senior debt interest expense, income taxes, depreciation and amortization. EBITDA does not represent, and should not be considered as, an alternative to net income or cash flows from operating activities, each as determined in accordance with GAAP.  Moreover, EBITDA does not necessarily indicate whether cash flow activities will be sufficient for items such as working capital or debt service or to react to industry changes or changes in the economy in general.  The amounts included in the EBITDA calculation are derived from amounts included in the historical statements of income data.  We believe that EBITDA is a measure commonly used to evaluate a company’s performance and its performance relative to its financial obligations.  In addition, multiples of current or projected EBITDA are used to estimate current or prospective enterprise value.  Further we believe that EBITDA assists investors in comparing a company’s performance on a consistent basis and EBITDA is used by our lenders to confirm compliance with our loan covenants, by rating agencies in helping assess our credit rating and by other parties to measure the company’s performance over time.  Because our method for calculating EBITDA may differ from other companies’ methods, the EBITDA measures presented by us may not be comparable to similarly titled measures reported by other companies.   Therefore, in evaluating EBITDA data, investors should consider, among other factors: the non-GAAP nature of EBITDA data; the GAAP financial statement amounts; actual cash flows and results of operations; the actual availability of funds for debt service, capital expenditures and working capital; and the comparability of our EBITDA data to similarly titled measures reported by other companies.

(3)          Includes restructuring and impairment charges of $101, net of income taxes, in 2004, income from the cumulative effect of change in accounting principle of $376, net of taxes and income from discontinued operations of $5,597, net of taxes, in 2003.

(4)          Consists of changes in short-term investments, marketable securities, receivables, income taxes receivable, inventories, prepaid expenses, accounts payable, accrued expenses and accrued interest.

 

9



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in Thousands)

Unaudited

 

 

 

March 31,
2004

 

December 31,
2003

 

March 31,
2003

 

ASSETS

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

13,860

 

$

59,982

 

$

12,092

 

Short-term investments, restricted

 

97,753

 

100,315

 

99,530

 

Marketable securities

 

606

 

652

 

1,165

 

Instalment notes receivable, net of allowance of $12,683, $12,675 and $11,347, respectively

 

1,762,868

 

1,757,832

 

1,730,005

 

Receivables, net

 

170,283

 

155,497

 

142,929

 

Income tax receivables

 

14,054

 

17,271

 

15,476

 

Inventories

 

226,084

 

215,855

 

211,297

 

Prepaid expenses

 

9,925

 

6,528

 

10,129

 

Property, plant and equipment, net

 

346,236

 

352,529

 

361,172

 

Assets held for sale

 

 

 

12,171

 

Assets of discontinued operations held for sale

 

 

 

373,099

 

Investments

 

6,215

 

6,326

 

6,615

 

Deferred income taxes

 

49,577

 

47,498

 

25,644

 

Unamortized debt expense

 

34,428

 

35,810

 

34,383

 

Other long-term assets, net

 

42,768

 

35,472

 

35,337

 

Goodwill and other intangibles, net

 

148,477

 

149,962

 

157,076

 

 

 

$

2,923,134

 

$

2,941,529

 

$

3,228,120

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

Accounts payable

 

$

101,385

 

$

99,889

 

$

104,191

 

Accrued expenses

 

115,733

 

109,136

 

90,129

 

Debt:

 

 

 

 

 

 

 

Mortgage-backed/asset-backed notes

 

1,801,540

 

1,829,898

 

1,787,041

 

Other senior debt

 

125,528

 

113,754

 

315,000

 

Accrued interest

 

16,322

 

17,119

 

16,778

 

Liabilities of discontinued operations held for sale

 

 

 

75,981

 

Accumulated postretirement benefits obligation

 

290,396

 

292,300

 

294,652

 

Other long-term liabilities

 

201,185

 

202,823

 

197,438

 

Total liabilities

 

2,652,089

 

2,664,919

 

2,881,210

 

Stockholders’ equity

 

271,045

 

276,610

 

346,910

 

 

 

$

2,923,134

 

$

2,941,529

 

$

3,228,120

 

 

10



 

WALTER INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

($ in Thousands)

Unaudited

 

 

 

For the three months
ended March 31,

 

 

 

2004

 

2003

 

 

 

 

 

 

 

OPERATING ACTIVITIES

 

 

 

 

 

Income from continuing operations

 

$

(4,602

)

$

5,687

 

Adjustments to reconcile income to net cash provided by (used in) continuing operations:

 

 

 

 

 

Provision for losses on instalment notes receivable

 

2,130

 

3,030

 

Depreciation

 

15,252

 

13,748

 

Provision for (benefit from) deferred income taxes

 

(2,079

)

5,133

 

Accumulated postretirement benefits obligation

 

(1,904

)

(1,750

)

Provision for (benefit from) other long-term liabilities

 

(1,638

)

334

 

Amortization of other intangibles

 

1,485

 

1,474

 

Amortization of debt expense

 

1,382

 

1,016

 

 

 

 

 

 

 

Decrease (increase) in assets:

 

 

 

 

 

Short-term investments, restricted

 

2,562

 

(1,644

)

Marketable securities

 

46

 

445

 

Receivables, net

 

(14,786

)

17,084

 

Income taxes receivable

 

3,217

 

(5,701

)

Inventories

 

(10,229

)

(21,989

)

Prepaid expenses

 

(3,397

)

(2,484

)

Increase (decrease) in liabilities:

 

 

 

 

 

Accounts payable

 

1,496

 

9,461

 

Accrued expenses

 

10,208

 

(8,845

)

Accrued interest

 

(797

)

(1,874

)

Cash flows provided by (used in) continuing operations

 

(1,654

)

13,125

 

 

 

 

 

 

 

Cash flows provided by (used in) discontinued operations

 

(3,611

)

6,311

 

 

 

 

 

 

 

Cash flows provided by (used in) operating activities

 

(5,265

)

19,436

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

Notes originated from sales/resales of homes and purchases of loans

 

(121,243

)

(122,048

)

Cash collections on accounts and payouts in advance of maturity

 

114,077

 

106,736

 

Additions to property, plant and equipment, net of retirements

 

(8,959

)

(13,591

)

(Increase) decrease in investments and other assets, net

 

(7,185

)

1,653

 

Additions to property, plant and equipment of discontinued operations

 

 

(4,038

)

Cash flows used in investing activities

 

(23,310

)

(31,288

)

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Issuance of debt

 

76,500

 

114,213

 

Retirement of debt

 

(93,084

)

(97,092

)

Additions to unamortized debt expense

 

 

(146

)

Dividends paid

 

(1,258

)

(1,330

)

Exercise of employee stock options

 

295

 

65

 

Cash flows provided by (used in) financing activities

 

(17,547

)

15,710

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

(46,122

)

3,858

 

Cash and cash equivalents at beginning of period

 

59,982

 

8,234

 

Cash and cash equivalents at end of period

 

$

13,860

 

$

12,092

 

 

11


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