EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1
TriMas Corporation
Consolidated Statement of Income
(Unaudited, dollars in thousands, except for per share amounts)

 
 
2015 quarterly periods ended
 
 
March 31
 
June 30
Net sales
 
$
224,130

 
$
224,900

Cost of sales
 
(161,210
)
 
(163,180
)
Gross profit
 
62,920

 
61,720

Selling, general and administrative expenses
 
(39,900
)
 
(42,510
)
Operating profit
 
23,020

 
19,210

Other expense, net:
 
 

 
 

Interest expense
 
(3,450
)
 
(3,720
)
Debt financing and extinguishment costs
 
—

 
(1,970
)
Other expense, net
 
(1,320
)
 
(290
)
Other expense, net
 
(4,770
)
 
(5,980
)
Income from continuing operations before income tax expense
 
18,250

 
13,230

Income tax expense
 
(6,310
)
 
(4,740
)
Income from continuing operations
 
11,940

 
8,490

Income (loss) from discontinued operations, net of tax
 
2,040

 
(6,780
)
Net income
 
$
13,980

 
$
1,710

Basic earnings per share:
 
 

 
 

Continuing operations
 
$
0.26

 
$
0.19

Discontinued operations
 
0.05

 
(0.15
)
Net income per share
 
$
0.31

 
$
0.04

Weighted average common shares—basic
 
44,997,961

 
45,150,827

Diluted earnings per share:
 
 

 
 

Continuing operations
 
$
0.26

 
$
0.19

Discontinued operations
 
0.05

 
(0.15
)
Net income per share
 
$
0.31

 
$
0.04

Weighted average common shares—diluted
 
45,400,843

 
45,418,907






TriMas Corporation
Consolidated Statement of Income
(Unaudited, dollars in thousands, except for per share amounts)

 
 
2014 quarterly periods ended
 
 
 
 
March 31
 
June 30
 
September 30
 
December 31
 
Year ended December 31, 2014
Net sales
 
$
216,830

 
$
224,710

 
$
222,330

 
$
223,430

 
$
887,300

Cost of sales
 
(156,390
)
 
(161,950
)
 
(162,460
)
 
(169,490
)
 
(650,290
)
Gross profit
 
60,440

 
62,760

 
59,870

 
53,940

 
237,010

Selling, general and administrative expenses
 
(36,270
)
 
(37,270
)
 
(39,100
)
 
(33,950
)
 
(146,590
)
Net loss on dispositions of property and equipment
 
(60
)
 
(120
)
 
(250
)
 
(3,340
)
 
(3,770
)
Operating profit
 
24,110

 
25,370

 
20,520

 
16,650

 
86,650

Other expense, net:
 
 

 
 

 
 

 
 

 
 
Interest expense
 
(2,110
)
 
(2,120
)
 
(2,080
)
 
(3,280
)
 
(9,590
)
Debt financing and extinguishment costs
 
—

 
—

 
—

 
(3,360
)
 
(3,360
)
Other expense, net
 
(340
)
 
(1,380
)
 
(1,730
)
 
(650
)
 
(4,100
)
Other expense, net
 
(2,450
)
 
(3,500
)
 
(3,810
)
 
(7,290
)
 
(17,050
)
Income from continuing operations before income tax expense
 
21,660

 
21,870

 
16,710

 
9,360

 
69,600

Income tax expense
 
(7,970
)
 
(7,430
)
 
(5,620
)
 
(1,690
)
 
(22,710
)
Income from continuing operations
 
13,690

 
14,440

 
11,090

 
7,670

 
46,890

Income (loss) from discontinued operations, net of tax
 
5,690

 
11,760

 
11,140

 
(6,200
)
 
22,390

Net income
 
19,380

 
26,200

 
22,230

 
1,470

 
69,280

Less: Net income attributable to noncontrolling interests
 
810

 
—

 
—

 
—

 
810

Net income attributable to TriMas
 
$
18,570

 
$
26,200

 
$
22,230

 
$
1,470

 
$
68,470

Basic earnings per share attributable to TriMas Corporation:
 
 

 
 

 
 

 
 

 
 
Continuing operations
 
$
0.29

 
$
0.32

 
$
0.24

 
$
0.17

 
$
1.03

Discontinued operations
 
0.12

 
0.26

 
0.25

 
(0.14
)
 
0.50

Net income per share
 
$
0.41

 
$
0.58

 
$
0.49

 
$
0.03

 
$
1.53

Weighted average common shares—basic
 
44,768,594

 
44,901,090

 
44,919,340

 
44,938,675

 
44,881,925

Diluted earnings per share attributable to TriMas Corporation:
 
 

 
 

 
 

 
 

 
 

Continuing operations
 
$
0.29

 
$
0.32

 
$
0.24

 
$
0.17

 
$
1.02

Discontinued operations
 
0.12

 
0.26

 
0.25

 
(0.14
)
 
0.49

Net income per share
 
$
0.41

 
$
0.58

 
$
0.49

 
$
0.03

 
$
1.51

Weighted average common shares—diluted
 
45,186,114

 
45,230,862

 
45,276,199

 
45,384,460

 
45,269,409







TriMas Corporation
Consolidated Statement of Income
(Unaudited, dollars in thousands, except for per share amounts)

 
 
2013 quarterly periods ended
 
 
 
 
March 31
 
June 30
 
September 30
 
December 31
 
Year ended December 31, 2013
Net sales
 
$
194,490

 
$
210,930

 
$
203,060

 
$
191,220

 
$
799,700

Cost of sales
 
(139,950
)
 
(148,700
)
 
(146,190
)
 
(138,820
)
 
(573,660
)
Gross profit
 
54,540

 
62,230

 
56,870

 
52,400

 
226,040

Selling, general and administrative expenses
 
(34,760
)
 
(35,710
)
 
(34,660
)
 
(33,410
)
 
(138,540
)
Net gain (loss) on dispositions of property and equipment
 
—

 
(10
)
 
10,360

 
(640
)
 
9,710

Operating profit
 
19,780

 
26,510

 
32,570

 
18,350

 
97,210

Other expense, net:
 
 

 
 

 
 

 
 

 
 
Interest expense
 
(3,800
)
 
(3,810
)
 
(3,910
)
 
(3,750
)
 
(15,270
)
Debt financing and extinguishment costs
 
—

 
—

 
—

 
(2,460
)
 
(2,460
)
Other income (expense), net
 
(2,050
)
 
370

 
(400
)
 
(1,250
)
 
(3,330
)
Other expense, net
 
(5,850
)
 
(3,440
)
 
(4,310
)
 
(7,460
)
 
(21,060
)
Income from continuing operations before income tax expense
 
13,930

 
23,070

 
28,260

 
10,890

 
76,150

Income tax expense
 
(2,120
)
 
(6,580
)
 
(3,550
)
 
(4,660
)
 
(16,910
)
Income from continuing operations
 
11,810

 
16,490

 
24,710

 
6,230

 
59,240

Income from discontinued operations, net of tax
 
2,230

 
11,310

 
5,240

 
2,050

 
20,830

Net income
 
14,040

 
27,800

 
29,950

 
8,280

 
80,070

Less: Net income attributable to noncontrolling interests
 
860

 
910

 
1,320

 
1,430

 
4,520

Net income attributable to TriMas
 
$
13,180

 
$
26,890

 
$
28,630

 
$
6,850

 
$
75,550

Basic earnings per share attributable to TriMas Corporation:
 
 

 
 

 
 

 
 

 
 
Continuing operations
 
$
0.28

 
$
0.39

 
$
0.58

 
$
0.10

 
$
1.34

Discontinued operations
 
0.06

 
0.29

 
0.13

 
0.05

 
0.51

Net income per share
 
$
0.34

 
$
0.68

 
$
0.71

 
$
0.15

 
$
1.85

Weighted average common shares—basic
 
39,234,780

 
39,425,471

 
40,345,828

 
44,698,948

 
40,926,257

Diluted earnings per share attributable to TriMas Corporation:
 
 

 
 

 
 

 
 

 
 

Continuing operations
 
$
0.27

 
$
0.39

 
$
0.57

 
$
0.10

 
$
1.32

Discontinued operations
 
0.06

 
0.28

 
0.13

 
0.05

 
0.51

Net income per share
 
$
0.33

 
$
0.67

 
$
0.70

 
$
0.15

 
$
1.83

Weighted average common shares—diluted
 
39,790,524

 
39,886,593

 
40,746,503

 
45,159,205

 
41,395,706







TriMas Corporation
Consolidated Statement of Cash Flow
(Unaudited, dollars in thousands)

 
 
2015 year to date period ended
 
 
March 31
 
June 30
Cash Flows from Operating Activities:
 
 
 
 
Net income
 
$
13,980

 
$
15,690

Income (loss) from discontinued operations
 
2,040

 
(4,740
)
Income from continuing operations
 
11,940

 
20,430

Adjustments to reconcile net income to net cash provided by (used for) operating activities:
 
 
 
 
Loss on dispositions of property and equipment
 
100

 
300

Depreciation
 
5,080

 
10,830

Amortization of intangible assets
 
5,360

 
10,580

Amortization of debt issue costs
 
510

 
1,020

Deferred income taxes
 
280

 
(250
)
Non-cash compensation expense
 
1,980

 
2,870

Excess tax benefits from stock based compensation
 
(200
)
 
(270
)
Debt financing and extinguishment costs
 
—

 
1,970

Increase in receivables
 
(7,310
)
 
(8,930
)
Increase in inventories
 
(1,930
)
 
(9,210
)
(Increase) decrease in prepaid expenses and other assets
 
(2,280
)
 
510

Decrease in accounts payable and accrued liabilities
 
(7,980
)
 
(8,550
)
Other, net
 
(1,690
)
 
(820
)
Net cash provided by operating activities of continuing operations
 
3,860

 
20,480

Net cash used for operating activities of discontinued operations
 
(27,130
)
 
(14,030
)
Net cash provided by (used for) operating activities
 
(23,270
)
 
6,450

Cash Flows from Investing Activities:
 
 
 
 
Capital expenditures
 
(5,690
)
 
(12,890
)
Net proceeds from disposition of property and equipment
 
520

 
690

Net cash used for investing activities of continuing operations
 
(5,170
)
 
(12,200
)
Net cash used for investing activities of discontinued operations
 
(2,200
)
 
(2,510
)
Net cash used for investing activities
 
(7,370
)
 
(14,710
)
Cash Flows from Financing Activities:
 
 
 
 
Proceeds from borrowings on term loan facilities
 
—

 
275,000

Repayments of borrowings on term loan facilities
 
(5,860
)
 
(441,360
)
Proceeds from borrowings on revolving credit and accounts receivable facilities
 
289,440

 
697,890

Repayments of borrowings on revolving credit and accounts receivable facilities
 
(245,880
)
 
(703,390
)
Payments for deferred purchase price
 
(5,400
)
 
(5,710
)
Debt financing fees
 
—

 
(1,850
)
Shares surrendered upon vesting of options and restricted stock awards to cover tax obligations
 
(2,560
)
 
(2,620
)
Proceeds from exercise of stock options
 
430

 
430

Excess tax benefits from stock based compensation
 
200

 
270

Cash transferred to the Cequent businesses
 
—

 
(17,050
)
Net cash provided by (used for) financing activities of continuing operations
 
30,370

 
(198,390
)
Net cash provided by (used for) financing activities of discontinued operations
 
(420
)
 
208,400

Net cash provided by financing activities
 
29,950

 
10,010

Cash and Cash Equivalents:
 
 
 
 
Net increase (decrease) for the period
 
(690
)
 
1,750

At beginning of period
 
24,420

 
24,420

At end of period
 
$
23,730

 
$
26,170

Supplemental disclosure of cash flow information:
 
 
 
 
Cash paid for interest
 
$
4,710

 
$
9,690

Cash paid for taxes
 
$
8,340

 
$
17,390





TriMas Corporation
Consolidated Statement of Cash Flow
(Unaudited, dollars in thousands)
 
 
2014 year to date period ended
 
 
March 31
 
June 30
 
September 30
 
December 31
Cash Flows from Operating Activities:
 
 
 
 
 
 
 
 
Net income
 
$
19,380

 
$
45,580

 
$
67,810

 
$
69,280

Income from discontinued operations
 
5,690

 
17,450

 
28,590

 
22,390

Income from continuing operations
 
13,690

 
28,130

 
39,220

 
46,890

Adjustments to reconcile net income to net cash provided by (used for) operating activities, net of acquisition impact:
 
 
 
 
 
 
 
 
Loss on dispositions of property and equipment
 
60

 
180

 
430

 
3,770

Depreciation
 
5,150

 
10,380

 
15,350

 
21,380

Amortization of intangible assets
 
3,580

 
7,180

 
10,900

 
16,060

Amortization of debt issue costs
 
480

 
960

 
1,430

 
1,940

Deferred income taxes
 
(2,540
)
 
(3,110
)
 
(7,120
)
 
(6,530
)
Non-cash compensation expense
 
2,180

 
4,190

 
6,450

 
7,110

Excess tax benefits from stock based compensation
 
(760
)
 
(1,030
)
 
(1,100
)
 
(1,180
)
Debt financing and extinguishment costs
 
—

 
—

 
—

 
3,360

Increase in receivables
 
(17,270
)
 
(22,370
)
 
(24,610
)
 
(9,790
)
(Increase) decrease in inventories
 
4,110

 
2,030

 
(1,970
)
 
(6,010
)
Decrease in prepaid expenses and other assets
 
1,360

 
1,380

 
1,320

 
5,250

Increase in accounts payable and accrued liabilities
 
5,560

 
10,750

 
11,970

 
11,830

Other, net
 
(620
)
 
560

 
370

 
(1,560
)
Net cash provided by operating activities of continuing operations
 
14,980

 
39,230

 
52,640

 
92,520

Net cash provided by (used for) operating activities of discontinued operations
 
(39,650
)
 
(16,240
)
 
12,260

 
30,880

Net cash provided by (used for) operating activities, net of acquisition impact
 
(24,670
)
 
22,990

 
64,900

 
123,400

Cash Flows from Investing Activities:
 
 
 
 
 
 
 
 
Capital expenditures
 
(5,240
)
 
(12,940
)
 
(18,320
)
 
(23,000
)
Acquisition of businesses, net of cash acquired
 
—

 
—

 
(27,510
)
 
(382,880
)
Net proceeds from disposition of property and equipment
 
40

 
40

 
50

 
200

Net cash used for investing activities of continuing operations
 
(5,200
)
 
(12,900
)
 
(45,780
)
 
(405,680
)
Net cash used for investing activities of discontinued operations
 
(3,590
)
 
(7,350
)
 
(2,510
)
 
(4,410
)
Net cash used for investing activities
 
(8,790
)
 
(20,250
)
 
(48,290
)
 
(410,090
)
Cash Flows from Financing Activities:
 
 
 
 
 
 
 
 
Proceeds from borrowings on term loan facilities
 
—

 
—

 
—

 
275,000

Repayments of borrowings on term loan facilities
 
(2,250
)
 
(4,440
)
 
(6,660
)
 
(8,910
)
Proceeds from borrowings on revolving credit and accounts receivable facilities
 
331,120

 
552,110

 
732,480

 
1,063,960

Repayments of borrowings on revolving credit and accounts receivable facilities
 
(239,900
)
 
(489,310
)
 
(687,520
)
 
(989,090
)
Debt financing fees
 
—

 
—

 
—

 
(3,840
)
Distributions to noncontrolling interests
 
(580
)
 
(580
)
 
(580
)
 
(580
)
Payment for noncontrolling interests
 
(51,000
)
 
(51,000
)
 
(51,000
)
 
(51,000
)
Shares surrendered upon vesting of options and restricted stock awards to cover tax obligations
 
(2,670
)
 
(2,740
)
 
(2,780
)
 
(2,910
)
Proceeds from exercise of stock options
 
140

 
430

 
480

 
640

Excess tax benefits from stock based compensation
 
760

 
1,030

 
1,100

 
1,180

Net cash provided by (used for) financing activities of continuing operations
 
35,620

 
5,500

 
(14,480
)
 
284,450

Net cash provided by (used for) financing activities of discontinued operations
 
2,660

 
3,140

 
940

 
(340
)
Net cash provided by (used for) financing activities
 
38,280

 
8,640

 
(13,540
)
 
284,110

Cash and Cash Equivalents:
 
 
 
 
 
 
 
 
Net increase (decrease) for the period
 
4,820

 
11,380

 
3,070

 
(2,580
)
At beginning of period
 
27,000

 
27,000

 
27,000

 
27,000

At end of period
 
$
31,820

 
$
38,380

 
$
30,070

 
$
24,420

Supplemental disclosure of cash flow information:
 
 
 
 
 
 
 
 
Cash paid for interest
 
$
3,010

 
$
5,550

 
$
7,960

 
$
10,870

Cash paid for taxes
 
$
2,660

 
$
10,740

 
$
25,610

 
$
41,110





TriMas Corporation
Consolidated Statement of Cash Flow
(Unaudited, dollars in thousands)
 
 
Year ended December 31, 2013
Cash Flows from Operating Activities:
 
 
Net income
 
$
80,070

Income from discontinued operations
 
20,830

Income from continuing operations
 
59,240

Adjustments to reconcile net income to net cash provided by operating activities, net of acquisition impact:
 
 
Gain on dispositions of businesses and other assets
 
(9,710
)
Depreciation
 
18,810

Amortization of intangible assets
 
12,290

Amortization of debt issue costs
 
1,780

Deferred income taxes
 
(4,540
)
Non-cash compensation expense
 
8,800

Excess tax benefits from stock based compensation
 
(1,550
)
Debt extinguishment costs
 
2,460

Increase in receivables
 
(11,380
)
Increase in inventories
 
(5,750
)
Increase in prepaid expenses and other assets
 
(6,380
)
Increase in accounts payable and accrued liabilities
 
2,860

Other, net
 
1,290

Net cash provided by operating activities of continuing operations
 
68,220

Net cash provided by operating activities of discontinued operations
 
19,390

Net cash provided by operating activities, net of acquisition impact
 
87,610

Cash Flows from Investing Activities:
 
 
Capital expenditures
 
(24,230
)
Acquisition of businesses, net of cash acquired
 
(84,790
)
Net proceeds from disposition of property and equipment
 
10,560

Net cash used for investing activities of continuing operations
 
(98,460
)
Net cash used for investing activities of discontinued operations
 
(31,880
)
Net cash used for investing activities
 
(130,340
)
Cash Flows from Financing Activities:
 
 
Proceeds from sale of common stock in connection with the Company's equity offering, net of issuance costs
 
174,670

Proceeds from borrowings on term loan facilities
 
175,040

Repayments of borrowings on term loan facilities
 
(400,780
)
Proceeds from borrowings on revolving credit and accounts receivable facilities
 
1,222,980

Repayments of borrowings on revolving credit and accounts receivable facilities
 
(1,113,910
)
Debt financing fees
 
(3,610
)
Distributions to noncontrolling interests
 
(2,710
)
Shares surrendered upon vesting of options and restricted stock awards to cover tax obligations
 
(4,440
)
Proceeds from exercise of stock options
 
1,620

Excess tax benefits from stock based compensation
 
1,550

Net cash provided by financing activities of continuing operations
 
50,410

Net cash used for financing activities of discontinued operations
 
(1,260
)
Net cash provided by financing activities
 
49,150

Cash and Cash Equivalents:
 
 
Net increase for the period
 
6,420

At beginning of period
 
20,580

At end of period
 
$
27,000

Supplemental disclosure of cash flow information:
 
 
Cash paid for interest
 
$
16,750

Cash paid for taxes
 
$
37,700