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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)             August 11, 2006

TRIMAS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	333-100351	38-2687639
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
		48304
		(Zip Code)

39400 Woodward Avenue, Suite 130, Bloomfield Hills, Michigan

(Address of principal executive offices)

Registrant’s telephone number, including area code     (248) 631-5400

Not Applicable

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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.

The only public security holders of TriMas Corporation (the “Company”) are holders of its 9 7/8% senior subordinated notes due 2012. The Company issued a press release and held a teleconference on August 11, 2006, reporting its financial results for the quarter ending June 30, 2006. A copy of the press release and teleconference visual presentation are attached hereto as exhibits and are incorporated herein by reference. The press release and presentation are also available on the Company’s website at www.trimascorp.com.

Item 9.01  Financial Statements and Exhibits.

(c)           Exhibits. The following exhibits are filed herewith:

Exhibit No.	Description
99.1	Press Release
99.2	The Company’s visual presentation titled “Second Quarter 2006 Earnings Call”.

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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.

		TRIMAS CORPORATION
Date:	August 11, 2006	By:	/s/ Grant H. Beard
		Name:		Grant H. Beard
		Title:		Chief Executive Officer

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EX-99.1

Exhibit 99.1

	For more information, contact:
	E.R. “Skip” Autry
	Chief Financial Officer
	TriMas Corporation
	(248) 631-5496

MEDIA RELEASE

TRIMAS CORPORATION REPORTS IMPROVED SECOND QUARTER RESULTS

BLOOMFIELD HILLS, MICH. – August 11, 2006 – TriMas Corporation today announced its financial results for the three months ended June 30, 2006. TriMas reported sales of $279.6 million, operating profit of $31.5 million and income from continuing operations of $6.9 million, or $0.33 per share on a fully-diluted basis for the three months ended June 30, 2006, compared to the prior year second quarter sales of $269.6 million, operating profit of $29.2 million and income from continuing operations of $4.9 million, or $0.24 per share on a fully-diluted basis.

Second Quarter Highlights

“In second quarter, we saw continued solid year-over-year growth in sales and an even greater improvement in earnings performance as our profit improvement initiatives continued, and we benefited from economic expansion in key market segments,” said Grant Beard, TriMas’ President and Chief Executive Officer. “The benefits of being a diversified industrial products company were evident as our businesses within Packaging Systems, Energy Products and Recreational Accessories enjoyed particularly strong earnings results.”

“While sales within Recreational Accessories declined and were essentially flat within RV & Trailer Products compared to the year ago period, our profitability continued to improve as a result of sourcing and other cost reduction initiatives implemented in the second half of 2005,” Beard further commented. “While the economic outlook for the majority of our companies remains positive, we are watching end market demand within our Recreational Accessories and RV & Trailer Products businesses closely, given fuel prices and the current interest rate environment.”

“We were also pleased,” Beard commented, “with the successful refinancing of our existing $410.0 million senior secured credit facilities, which closed in early August. The new credit facilities, will reduce the Company’s borrowing costs, substantially increase our liquidity and operational flexibility going forward. Both Moody’s and S&P upgraded their ratings of our new senior secured credit facilities to B1 and B+, respectively, with a ratings outlook of stable.”

“Our priorities within TriMas remain clear - to continue to drive earnings performance and free cash flow in order to reduce debt and further improve our balance sheet,” Beard said.

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Results of Continuing Operations

•The Company’s 2006 second quarter net sales increased 3.7% to $279.6 million, from $269.6 million for the three months ended June 30, 2005, as three of the Company’s five business segments reported year-over-year revenue growth. Notably, net sales increased 8.0% at Packaging Systems, 23.6% at Energy Products and 2.2% within Industrial Specialties. Net sales reported for RV & Trailer Products were approximately flat compared with the year ago period while Recreational Accessories reported a decrease in net sales of 1.8% when compared to the second quarter a year ago.

•Operating profit improved 7.9% or $2.3 million as compared to the same period a year ago and reflected strong earnings performance in three of the Company’s five business segments. Material margins improved compared to the year ago period primarily as a result of sourcing initiatives and moderating raw material costs. Operating profit margin as a percent of sales improved to 11.3% in second quarter 2006 compared to 10.8% for the same period a year ago.

•Expenses related to plant consolidation and restructuring activities were $0.3 million and $1.3 million, in the three months ended June 30, 2006 and 2005, respectively as the Company has essentially completed its major restructuring and integration activities.

•The Company reported net income from continuing operations of $6.9 million, or $0.33 per share on a fully-diluted basis in the quarter ended June 30, 2006, compared to net income from continuing operations of $4.9 million or $0.24 per share on a fully-diluted basis in the second quarter 2005. This represented an increase of 40.8% in income from continuing operations compared to the year ago period.

Results of Discontinued Operations

•In second quarter 2006, the Company disposed of its asphalt-coated paper business which was part of our Packaging Systems segment. The loss on sale was $1.7 million, net of related tax benefits of $1.4 million, and is reported as part of discontinued operations.

•Sales from discontinued operations were $25.1 million in each of the quarters ended June 30, 2006 and 2005. The loss from discontinued operations, net of tax benefits, increased to $4.0 million in the quarter ended June 30, 2006 from $0.9 million in the quarter ended June 30, 2005, due to costs associated with the closure of our steel processing facility and the aforementioned loss on disposal of our asphalt-coated paper business.

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Second Quarter Financial Summary

	For the Quarter Ended June 30,
(unaudited - in millions, except per share amounts)	2006			2005			% Change
Sales	$	279.6		$	269.6		3.7	%
Operating profit	31.5			29.2			7.9	%
Income from continuing operations	6.9			4.9			40.8	%
Loss from discontinued operations, net of tax benefit	(4.0		)	(0.9		)	344.4	%
Net income	$	2.9		$	4.0		(27.5	%)
Earnings (loss) per share - basic
- Continuing operations	$	0.34		$	0.24		41.7	%
- Discontinued operations	(0.20		)	(0.04		)	400.0	%
- Net income	$	0.14		$	0.20		(30.0	%)
Earnings (loss) per share - diluted
- Continuing operations	$	0.33		$	0.24		37.5	%
- Discontinued operations	(0.19		)	(0.04		)	375.0	%
- Net income	$	0.14		$	0.20		(30.0	%)
Other Data - Continuing Operations:
- Depreciation and amortization	$	9.7		$	9.6		1.0	%
- Interest expense	$	20.0		$	18.7		7.0	%
- Other expense, net	$	1.1		$	2.8		(60.7	%)
- Income tax expense	$	3.5		$	2.8		25.0	%

Segment Results

Packaging Systems

Net sales increased $4.0 million, or 8.0% to $53.9 million in second quarter 2006 from $49.9 million in the year ago period. Packaging Systems had sales increases of 6.4% for industrial closure products, 21.7% for specialty consumer dispensing product applications and 4.5% for specialty tapes, laminates and insulation products. Operating profit increased 8.6% to $10.1 million during second quarter 2006 from $9.3 million in second quarter 2005, as this segment benefited primarily from higher sales volumes in the current year’s quarter.

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Energy Products

Net sales increased $7.4 million or 23.6% to $38.7 million in the quarter ended June 30, 2006 compared to $31.3 million in the year ago period, as this segment benefited from continued favorable market conditions for oil and gas producers in the United States and Canada, market share gains due to expanded parts offerings and higher turnaround activity at petrochemical refineries. Operating profit improved $2.0 million or 57.1% to $5.5 million in the quarter ended June 30, 2006 from $3.5 million in the year ago period due to improved material margins, better absorption of fixed overhead costs and lower selling costs in relation to sales due to the relatively fixed cost nature of this segment’s distribution network.

Industrial Specialties

Net sales increased $1.0 million or 2.2% to $47.1 million in the quarter ended June 30, 2006, from $46.1 million in the year ago period as four of this segment’s five businesses continued to experience increased, albeit moderating, demand driven by new products, market share gains and economic expansion. Notably, sales increased 7.9% in our aerospace fastener business, 11.4% in our precision tooling business and 6.3% in our industrial cylinder business. Operating profit in the second quarter 2006 decreased slightly to $9.9 million from $10.2 million a year ago due principally to the impact of increased variable manufacturing spending and employee compensation and benefit costs.

RV & Trailer Products

Net sales were approximately flat at $51.5 million for the quarter ended June 30, 2006 compared to $52.3 million in the year ago period. Increased sales to the marine, RV distribution, specialty retail and OE automotive market sectors, were more than offset by lower sales to the agricultural/industrial and horse/livestock markets due to soft market demand and increased foreign competition. Operating profit decreased slightly from $6.8 million in second quarter 2005 to $6.4 million in the current year as cost savings initiatives approximately offset increased employee compensation and benefits costs.

Recreational Accessories

Net sales decreased $1.6 million or 1.8% to $88.4 million in the quarter ended June 30, 2006 compared to $90.0 million in the year ago period due primarily to reduced sales activity in our towing products business. However, operating profit increased $2.8 million or 75.7% to $6.5 million in first quarter 2006 from $3.7 million in the year ago period as a result of improved material margins due to sourcing initiatives and lower variable and fixed overhead spending as a result of cost reduction actions implemented in the second half of 2005, offset in part by higher sales promotion expense to support retail channel sales activity.

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Financial Position

TriMas ended the second quarter with total assets of $1,444.4 million, debt of $721.5 million and $52.0 million outstanding under its receivables securitization facility. Net cash provided by operating activities for the six months ended June 30, 2006, was $17.3 million, compared to $14.2 million in the year ago period.

Other Matters

On August 3, 2006, the Company announced it had filed a registration statement on Form S-1 with the Securities and Exchange Commission for a proposed initial public offering of shares of its common stock.

Conference Call

TriMas will broadcast its second quarter earnings conference call on Friday, August 11, 2006 at 10:00 a.m. EDT. President and Chief Executive Officer Grant Beard and Chief Financial Officer E.R. “Skip” Autry will discuss the Company’s recent financial performance and respond to questions from the investment community.

To participate by phone, please dial: (888) 675-7686. Callers should ask to be connected to the TriMas second quarter conference call (reservation number 950218). If you are unable to participate during the live teleconference, a replay of the conference call will be available beginning August 11^th at 2:00 p.m. EDT through August 18^th at 11:59 p.m. EDT. To access the replay, please dial:  (866) 837-8032, access code 950218#.

Cautionary Notice Regarding Forward-Looking Statements

This release contains “forward-looking” statements, as that term is defined by the federal securities laws, about our financial condition, results of operations and business. Forward-looking statements include: certain anticipated, believed, planned, forecasted, expected, targeted and estimated results along with TriMas’ outlook concerning future results. When used in this release, the words “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “forecasts,” or future or conditional verbs, such as “will,” “should,” “could,” or “may,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements, including without limitation, management’s examination of historical operating trends and data, are based upon our current expectations and various assumptions. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for these views. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved. These forward-looking statements are subject to numerous assumptions, risks and uncertainties and accordingly, actual results may differ materially from those expressed or implied by the forward-looking statements. We caution readers not to place undue reliance on the statements,

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which speak to conditions only as of the date of this release. The cautionary statements set forth above should be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. We do not undertake any obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events. Risks and uncertainties that could cause actual results to vary materially from those anticipated in the forward-looking statements included in this release include general economic conditions in the markets in which we operate and industry-based factors such as: technological developments that could competitively disadvantage us, increases in our raw material, energy, and healthcare costs, our dependence on key individuals and relationships, exposure to product liability, recall and warranty claims, compliance with environmental and other regulations, and competition within our industries. In addition, factors more specific to us could cause actual results to vary materially from those anticipated in the forward-looking statements included in this release such as our substantial leverage, limitations imposed by our debt instruments, our ability to successfully pursue our stated growth strategies and opportunities, as well as our ability to identify attractive and other strategic acquisition opportunities and to successfully integrate acquired businesses and complete actions we have identified as providing cost-saving opportunities.

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TriMas Corporation
Consolidated Balance Sheet
(Unaudited — dollars in thousands)

	June 30,			December 31,
	2006			2005
Assets
Current assets:
Cash and cash equivalents	$	1,400		$	3,730
Receivables, net	104,680			89,960
Inventories	157,940			148,450
Deferred income taxes	20,120			20,120
Prepaid expenses and other current assets	7,450			7,050
Assets of discontinued operations held for sale	43,290			46,730
Total current assets	334,880			316,040
Property and equipment, net	164,130			164,250
Goodwill	650,650			644,780
Other intangibles, net	249,050			255,220
Other assets	45,700			48,220
Total assets	$	1,444,410		$	1,428,510
Liabilities and Shareholders’ Equity
Current liabilities:
Current maturities, long-term debt	$	7,780		$	13,820
Accounts payable	114,230			111,250
Accrued liabilities	72,980			62,800
Due to Metaldyne	4,910			4,850
Liabilities of discontinued operations	33,290			38,410
Total current liabilities	233,190			231,130
Long-term debt	713,690			713,860
Deferred income taxes	95,680			95,980
Other long-term liabilities	34,410			34,760
Due to Metaldyne	3,480			3,480
Total liabilities	1,080,450			1,079,210
Preferred stock, $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None	—			—
Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 20,010,000 shares	200			200
Paid-in capital	397,810			396,980
Retained deficit	(79,470		)	(86,310		)
Accumulated other comprehensive income	45,420			38,430
Total shareholders’ equity	363,960			349,300
Total liabilities and shareholders’ equity	$	1,444,410		$	1,428,510

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

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2006			2005			2006			2005
Net sales	$	279,640		$	269,580		$	552,670		$	529,550
Cost of sales	(204,580		)	(201,000		)	(404,270		)	(395,970		)
Gross profit	75,060			68,580			148,400			133,580
Selling, general and administrative expenses	(43,610		)	(39,000		)	(87,490		)	(79,130		)
Gain (loss) on dispositions of property and equipment	80			(380		)	(100		)	(210		)
Operating profit	31,530			29,200			60,810			54,240
Other expense, net:
Interest expense	(20,030		)	(18,710		)	(39,950		)	(36,950		)
Other, net	(1,140		)	(2,760		)	(1,920		)	(3,850		)
Other expense, net	(21,170		)	(21,470		)	(41,870		)	(40,800		)
Income from continuing operations before income tax expense	10,360			7,730			18,940			13,440
Income tax expense	(3,470		)	(2,830		)	(6,730		)	(4,930		)
Income from continuing operations	6,890			4,900			12,210			8,510
Loss from discontinued operations, net of income tax benefit	(4,030		)	(850		)	(5,370		)	(1,950		)
Net income	$	2,860		$	4,050		$	6,840		$	6,560
Earnings (loss) per share - basic:
Continuing operations	$	0.34		$	0.24		$	0.61		$	0.43
Discontinued operations, net of income tax benefit	(0.20		)	(0.04		)	(0.27		)	(0.10		)
Net income per share	$	0.14		$	0.20		$	0.34		$	0.33
Weighted average common shares - basic	20,010,000			20,010,000			20,010,000			20,010,000
Earnings (loss) per share - diluted:
Continuing operations	$	0.33		$	0.24		$	0.59		$	0.41
Discontinued operations, net of income tax benefit	(0.19		)	(0.04		)	(0.26		)	(0.09		)
Net income per share	$	0.14		$	0.20		$	0.33		$	0.32
Weighted average common shares - diluted	20,760,000			20,760,000			20,760,000			20,760,000

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TriMas Corporation
Consolidated Statement of Cash Flows
(Unaudited — dollars in thousands)

	Six Months Ended June 30,
	2006			2005
Cash Flows from Operating Activities:
Net income	$	6,840		$	6,560
Adjustments to reconcile net income to net cash provided by operating activities:
Loss on dispositions of property and equipment	3,130			130
Depreciation and amortization	18,950			21,020
Amortization of debt issue costs	2,710			2,470
Non-cash compensation expense	830			160
Net proceeds from sale of receivables and receivables securitization	18,100			24,440
Payment to Metaldyne to fund contractual liabilities	—			(330		)
Increase in receivables	(31,810		)	(47,040		)
(Increase) decrease in inventories	(7,070		)	8,810
(Increase) decrease in prepaid expenses and other assets	(160		)	990
Increase (decrease) in accounts payable and accrued liabilities	6,220			(2,530		)
Other, net	(400		)	(460		)
Net cash provided by operating activities	17,340			14,220
Cash Flows from Investing Activities:
Capital expenditures	(14,310		)	(9,410		)
Proceeds from sales of fixed assets	930			2,320
Net cash used for investing activities	(13,380		)	(7,090		)
Cash Flows from Financing Activities:
Repayments of borrowings on senior credit facilities	(1,360		)	(1,440		)
Proceeds from borrowings on revolving credit facilities	375,990			516,280
Repayments of borrowings on revolving credit facilities	(380,920		)	(521,100		)
Payments on notes payable	—			(100		)
Net cash used for financing activities	(6,290		)	(6,360		)
Cash and Cash Equivalents:
Increase (decrease) for the period	(2,330		)	770
At beginning of period	3,730			3,090
At end of period	$	1,400		$	3,860
Supplemental disclosure of cash flow information:
Cash paid for interest	$	28,640		$	33,760
Cash paid for taxes	$	6,730		$	5,750

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TriMas Corporation

Company and Business Segment Financial Information

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(unaudited - dollars in thousands)	2006			2005			2006			2005
Packaging Systems
Net sales	$	53,940		$	49,870		$	105,040		$	97,070
Operating profit	$	10,140		$	9,300		$	18,660		$	16,740
Operating profit as a % of sales	18.8		%	18.6		%	17.8		%	17.2		%
Energy Products
Net sales	$	38,720		$	31,260		$	78,670		$	64,850
Operating profit	$	5,550		$	3,490		$	11,470		$	8,520
Operating profit as a % of sales	14.3		%	11.2		%	14.6		%	13.1		%
Industrial Specialties
Net sales	$	47,070		$	46,080		$	91,510		$	84,610
Operating profit	$	9,860		$	10,180		$	18,270		$	16,090
Operating profit as a % of sales	20.9		%	22.1		%	20.0		%	19.0		%
RV & Trailer Products
Net sales	$	51,480		$	52,320		$	107,340		$	108,160
Operating profit	$	6,400		$	6,820		$	14,680		$	15,300
Operating profit as a % of sales	12.4		%	13.0		%	13.7		%	14.1		%
Recreational Accessories
Net sales	$	88,430		$	90,050		$	170,110		$	174,860
Operating profit	$	6,470		$	3,660		$	10,880		$	7,460
Operating profit as a % of sales	7.3		%	4.1		%	6.4		%	4.3		%
Total Company - Continuing Operations
Net sales	$	279,640		$	269,580		$	552,670		$	529,550
Operating profit	$	31,530		$	29,200		$	60,810		$	54,240
Operating profit as a % of sales	11.3		%	10.8		%	11.0		%	10.2		%
Corporate expenses and management fees	$	6,890		$	4,250		$	13,150		$	9,870
Other Data - Continuing Operations:
- Depreciation and amortization	$	9,660		$	9,550		$	18,950		$	19,110
- Interest expense	$	20,030		$	18,710		$	39,950		$	36,950
- Other expense, net	$	1,140		$	2,760		$	1,920		$	3,850
- Income tax expense	$	3,470		$	2,830		$	6,730		$	4,930

About TriMas

Headquartered in Bloomfield Hills, Mich., TriMas is a diversified growth company of high-end, specialty niche businesses manufacturing a variety of products for commercial, industrial and consumer markets worldwide. TriMas is organized into five strategic business segments: Packaging Systems, Energy Products, Industrial Specialties, RV & Trailer Products and Recreational Accessories. TriMas has about 5,000 employees at 80 different facilities in 10 countries. For more information, visit www.trimascorp.com.

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EX-99.2

Exhibit 99.2

 

Second Quarter 2006 Earnings Call August 11, 2006

Exhibit 99.2

 

This document contains “forward-looking” statements, as that term is defined by the federal securities laws, about our financial condition, results of operations and business. Forward-looking statements include certain anticipated, believed, planned, forecasted, expected, targeted and estimated results along with TriMas’ outlook concerning future results. The words “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “forecasts,” or future or conditional verbs, such as “will,” “should,” “could,” or “may,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements, including, without limitation, management’s examination of historical operating trends and data are based upon our current expectations and various assumptions. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved. These forward-looking statements are subject to numerous assumptions, risks and uncertainties and accordingly, actual results may differ materially from those expressed or implied by the forward-looking statements. We caution readers not to place undue reliance on the statements, which speak only as of the date of this document. The cautionary statements set forth above should be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. We do not undertake any obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Risks and uncertainties that could cause actual results to vary materially from those anticipated in the forward-looking statements included in this document include general economic conditions in the markets in which we operate and industry-based factors such as: technological developments that could competitively disadvantage us, increases in our raw material, energy, and healthcare costs, our dependence on key individuals and relationships, exposure to product liability, recall and warranty claims, compliance with environmental and other regulations, and competition within our industries. In addition, factors more specific to us could cause actual results to vary materially from those anticipated in the forward-looking statements included in this document such as our substantial leverage, limitations imposed by our debt instruments, our ability to successfully pursue our stated growth strategies and opportunities, including our ability to identify attractive and other strategic acquisition opportunities and to successfully integrate acquired businesses and complete actions we have identified as providing cost-saving opportunities. Safe Harbor Statement

 

Agenda 2006 Second Quarter Financial Highlights 2006 Second Quarter Operating Highlights 2006 Second Quarter Financial Performance TriMas Capitalization Summary Q&A Appendix

 

2006 Second Quarter Financial Highlights TriMas is a manufacturer of highly engineered products. Our defining attributes include leading market shares, strong brand names, and diversity of end markets, customers and products. Our second quarter earnings performance had 3 of our 5 segments improve over prior year, while our Industrial Specialties and RV & Trailer Products segments were essentially flat compared to the prior year. TriMas had sales of $279.6 million in second quarter 2006, representing an increase of approximately $10 million, or 3.7% over second quarter 2005. Packaging Systems was up 8.0% as compared to Q2 2005 due to strong market demand, overall economic expansion and new products. Energy Products revenue increased 23.6% driven by strong market demand from existing customers, expanded product offerings, and increasing international sales.Industrial Specialties increased 2.2% during the quarter. While demand has moderated somewhat, we still experienced year-over-year sales increases of 7.9% in our aerospace fasteners business, 6.3% in our industrial cylinder business and 11.4% in our precision tools business. Sales of our NI Industries defense business decreased $1.7 million compared to the year ago period due to the timing of shell casing deliveries to the U.S. Military. RV & Trailer Products revenue was essentially flat as compared to Q2 2005. Recreational Accessories revenue was down 1.9% as compared to Q2 2005 as a result of softer market demand due to increased fuel and interest rate costs. The Company reported Q2 2006 operating profit of $31.5 million, an increase of $2.3 million or 7.9%, compared to operating profit of $29.2 million in Q2 2005.

 

2006 Second Quarter Financial Highlights Adjusted EBITDA during the quarter was $40.0 million, representing an increase of $4.0 million or 11.1% as compared to Q2 2005. The increase in Adjusted EBITDA was due to: Continued earnings expansion within Packaging Systems and Energy Products. Better conversion within Recreational Accessories driven by improved material margins due to sourcing initiatives and lower variable and fixed overhead spending as a result of cost initiatives implemented in the second half of 2005. Second quarter 2006 income from continuing operations was $6.9 million or $0.33 per share on a fully-diluted basis versus income from continuing operations of $4.9 million or $0.24 per share in the year ago period. This increase was driven by the following: Strong increases in net sales in three of our five business segments. Higher operating profit margins due to improved material margins in all segments and increased productivity within Recreational Accessories in the quarter compared to the prior year. We expect this earnings momentum to continue as we move through 2006. Total debt and securitization at June 30, 2006 was $773.5 million, a decrease of approximately $10 million compared to June 30, 2005. TriMas finished the quarter with $169.5 million of net operating working capital, or 15.0% of sales compared to $155.4 million or 14.0% of sales for the same period a year ago.

 

2006 Second Quarter Financial Highlights TriMas closed on its Amended and Restated Credit Agreement on August 2, 2006. Under the Amended and Restated Credit Agreement, the Company’s Bank LTM EBITDA at June 30, 2006 was $147.9 million, which supported our lending ratios: Leverage ratio was 5.23x vs. a leverage covenant of 5.75x. Interest coverage ratio was 1.89x vs. our covenant of 1.50x. TriMas had $1.4 million in cash at quarter end and approximately $77 million in available liquidity under our Amended and Restated Credit Agreement. On August 3, 2006, TriMas filed a registration statement on Form S-1 for a proposed initial public offering of shares of its common stock. In the quarter, we sold our asphalt-coated paper business, which resulted in a $1.7 million loss net of related tax benefits of $1.4 million. These amounts have been reflected in discontinued operations. In our industrial fastener business, which is also reported as discontinued operations, we recorded a $2.0 million loss, net of related tax benefits of $1.3 million. The loss reported was impacted by the closure of our Lakewood, OH steel processing plant, which resulted in approximately $1.0 million of one-time closure costs in the quarter, but is expected to positively impact cash flow going forward. We continued to use our free cash flow to reduce debt which was reduced approximately $10 million compared to the year ago period. TriMas’ business future continues to be defined by strong organic growth, increased earnings and free cash flow.

 

Operating Highlights

 

Packaging Systems Net sales for the quarter were $53.9 million, an increase of 8.0% compared to second quarter 2005, with the increase primarily driven by stronger demand for industrial closure products and specialty tapes, laminates and insulation products, and increased sales of new consumer product dispensing applications. Adjusted EBITDA in Q2 2006 increased to $13.3 million from $10.7 million in Q2 2005, an increase of 24.3% attributed to increased sales levels and moderating raw material costs. Operating profit for second quarter 2006 improved approximately 8.6%, to $10.1 million (18.8% of sales) from $9.3 million (18.6% of sales) in second quarter 2005. It should be noted that Rieke had an intercompany loan-related foreign exchange loss in Q2 2005 of approximately $1.5 million, which negatively impacted Adjusted EBITDA but not operating profit. The loss on the sale of Compac’s asphalt-coated paper business of $1.7 million, net of related tax benefit of $1.4 million was reported in discontinued operations. The facility has been closed and equipment sold. Packaging Systems expects positive earnings momentum to continue through 2006 with strong demand for both industrial and consumer based products.

 

Energy Products Q2 2006 sales of $38.7 million, an increase of $7.4 million, or 23.6% as compared to the year ago period. Adjusted EBITDA in the quarter was $6.2 million compared to $4.1 million in Q2 2005, an increase of 51.2%. Operating profit improved $2.0 million to $5.5 million from $3.5 million in second quarter 2005. The Energy Products segment expects continued earnings momentum throughout 2006 driven by: Strong market demand due to favorable conditions for the oil and gas producers Extended product line offerings and an expanded sales focus on international markets Increased market share gains due to superior delivery performance

 

Industrial Specialties Net sales for Q2 2006 were $47.1 million, an increase of 2.2% compared to the same period a year ago driven by economic expansion, new product introductions and market share gains. Monogram continues to experience strong demand for its aerospace fasteners with a sales increase of approximately 7.9% in the second quarter of 2006 over the same period a year ago. They continue to maintain a very strong order backlog. Norris Cylinder’s sales increased 6.3% over Q2 2005 with a continued strong order backlog and an increase in our international sales of ISO cylinders. Precision Tool sales increased 11.4% due to strong demand for cutting tools in industrial markets and growth initiatives in medical equipment. NI Industries sales decreased $1.7 million compared to the year ago period due to timing of shell casing deliveries to the United States military. Adjusted EBITDA was approximately flat in the quarter at $11.1 million compared to $11.4 million in the year ago period. Operating profit for the quarter was $9.9 million compared to $10.2 million. The Industrial Specialties group of companies expects continued earnings momentum throughout 2006.

 

RV & Trailer Products Q2 2006 sales, operating profit and Adjusted EBITDA were essentially flat as compared to the same period a year ago. Our import competition continues to cause reduced pricing in all markets for standard products. Sourcing initiatives are beginning to deliver results and are being viewed as a strategic advantage by our customers. Demand from OE customers in Australia remains stable, although there is a shift to lighter duty tow bars which have a lower content per vehicle value. Our focus in this segment will be to accelerate sourcing initiatives and to continue to provide our customers with engineered product solutions, order fill and delivery performance. Our outlook for the RV & Trailer Products group is conservative due to its exposure to consumer spending for products such as RV’s, boats and horse trailers and other lifestyle products, given uncertainty around interest rates and fuel prices. Thailand project proceeding as planned. Start-up quality of product has been excellent. Currently awaiting supply approvals from Nissan and Toyota. Products to be sold into aftermarket dealership channels of Japanese OEM’s in Southeast Asia, Middle East and Australia.

 

Recreational Accessories Q2 2006 sales decreased $1.7 million to $88.4 million, or 1.9%, from $90.1 million in the prior year. Operating profit in Q2 2006 increased (on lower sales) as our cost reduction/sourcing strategy takes hold. Sales in our Consumer business was up modestly at 4% while Towing sales were off approximately 6%. We believe interest rates and fuel prices are impacting our sales performance. Adjusted EBITDA in Q2 2006 increased $2.7 million to $9.0 million from $6.3 million in Q2 2005. Quarterly operating profit increased $2.8 million to $6.5 million from $3.7 million in Q2 2005 primarily due to: Improved material margins and reductions in variable and fixed costs due to cost reduction initiatives implemented in the second half of 2005. The competitive pricing pressures that impacted margins within our Consumer (retail) business in 2005 continue to be addressed via sourcing initiatives and selected pricing actions. Our initiatives are on plan. Continued margin expansion is expected in this business in 2006. The rest of year forecast remains conservative given the pressures on demand caused by gasoline prices and interest rate costs. Our Towing business is regaining market share in customized towing and weight distribution products while overall demand is softening. However, we believe this channel will not grow substantially as the retail channel continues to grow and take share in standard products and accessories.

 

2006 Second Quarter Results (1) The Company has established Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA") as an indicator of our operating performance and as a measure of our cash generating capabilities. The Company defines “Adjusted EBITDA” as net income before cumulative effect of accounting change, interest, taxes, depreciation, amortization, non-cash asset and goodwill impairment write-offs, non-cash losses on sale-leaseback of property and equipment, legacy restricted stock award expense, and write-off of equity offering costs. (2) Represents certain charges related to our consolidation, restructuring and integration activities intended to eliminate duplicative costs or achieve cost efficiencies related to integrating acquisitions or other restructurings related to expense reduction efforts. These costs and asbestos litigation defense costs are not eliminated in the determination of Company Adjusted EBITDA, however we would exclude these costs to better evaluate our underlying business performance. ($ in millions) Three Months Ended June 30,Six Months Ended June 30,Net Sales20062005Variance20062005VariancePackaging Systems ……………………………………………………………………….53.9$ 49.9$ 8.0%105.0$ 97.1$ 8.1%Energy Products ………………………………………………………………………….38.731.323.6%78.764.921.3%Industrial Specialties …………………………………………………………………………47.146.12.2%91.584.68.2%RV & Trailer Products ……………………………………………………………………….51.552.3(1.5%)107.3108.2(0.8%)Recreational Accessories ………………………………………………………………………88.490.0(1.8%)170.1174.9(2.7%)Total Net Sales ……………....………....………....………....………....………....………....………....………..……………………………………………………279.6$ 269.6$ 3.7%552.6$ 529.7$ 4.3%Operating ProfitPackaging Systems ……………………………………………………………………….10.1$ 9.3$ 8.6%18.7$ 16.7 $ 12.0%Energy Products ………………………………………………………………………….5.53.557.1%11.48.534.1%Industrial Specialties …………………………………………………………………………9.910.2(2.9%)18.316.113.7%RV & Trailer Products ……………………………………………………………………….6.46.8(5.9%)14.715.3(3.9%)Recreational Accessories ………………………………………………………………………6.53.775.7%10.97.545.3%Corporate……………………………………………………………………………………………………………(6.9)(4.3)60.5%(13.2)(9.9)33.3%Total Operating Profit………………………………………………………………………..31.5$ 29.2$ 7.9%60.8$ 54.2 $ 12.2%% Margin………………………………..…………………………..…………………………..…………………………..…………………………..11.3%10.8%0.4%11.0%10.2%0.8%Adjusted EBITDA (1)Packaging Systems ……………………………………………………………………….13.3$ 10.7$ 24.3%25.0$ 20.8$ 20.2%Energy Products ………………………………………………………………………….6.24.151.2%12.79.829.6%Industrial Specialties …………………………………………………………………………11.111.4(2.6%)20.918.612.4%RV & Trailer Products ……………………………………………………………………….8.38.5(2.4%)18.418.9(2.6%)Recreational Accessories ………………………………………………………………………9.06.342.9%15.912.725.2%Segment Adjusted EBITDA.................................................................47.9$ 41.0$ 16.8%92.9$ 80.8$ 15.0%% Margin………………………………..…………………………..…………………………..…………………………..…………………………..17.1%15.2%1.9%16.8%15.3%1.6%Corporate expenses, management fee and other…………………....………....………....………....………....………....………....………....………..………....………....………....………....………....………....………....………....………..…………………………….(7.9)(5.0)58.0% (15.1)(11.3)33.6%Total Company Adjusted EBITDA..........................................40.0$ 36.0$ 11.1%77.8$ 69.5$ 11.9%% Margin………………………………..…………………………..…………………………..…………………………..…………………………..14.3%13.4%1.0%14.1%13.1%1.0%Memo Items:Restructuring, consolidation and integration costs (2)......................0.3$ 1.3$ (1.0)$ 0.7$ 1.6$ (0.9)$ 

 

TriMas Capitalization ($ in millions) At June 30, 2006, TriMas had $1.4 million in cash and approximately $77 million of available liquidity under our Amended and Restated Credit Agreement.

 

Amended & Restated Credit Agreement Summary Essentially the same-sized facility as the existing Agreement Extended maturities of the Revolver through December 2011 (from 2007) and Term Loan through December 2013 (from 2009) Pricing reduced 75 bps (Revolver) and 100 bps (Term), expect 2007 full year savings to exceed $3.0 million. 50 bps further reduction with IPO and pay down of $100 million of term loan or senior subordinated notes. (Additional expected annual savings of approximately $1.5 million) Relaxed financial covenant strip agreed to through maturity with appropriate levels of cushion built-in EBITDA definition includes new add-backs for: $10 million for discontinued operations Losses associated with lease prepayments using IPO proceeds or related to sale of discontinued operations Reload of acquisition integration and cost savings baskets, increasing with IPO Baskets generally: Increase vs. prior agreement, and Increase further with IPO Rating Agencies’ Update FromToFromToSenior Credit FacilityB2B1BB+Corporate RatingAffirmed at B2Affirmed at BOutlookAffirmed at stableNegativeStableSubordinated notesAffirmed at Caa1Affirmed at CCC+Standard & Poor'sMoody's

 

Summary TriMas had a solid second quarter. TriMas improved earnings and reduced debt. Earnings momentum has been firmly re-established within TriMas. The Company and our team are focused on continued earnings improvement and debt reduction. Strengthening our balance sheet remains our number one tactical objective. Free cash flow Selected asset dispositions TriMas continues to see great growth opportunities across our portfolio. Economic outlook appears positive for the majority of our companies but we are closely watching short-term demand in the end markets of our Recreational Accessories and RV & Trailer Products businesses. TriMas’ goal is very simple -- drive credibility via performance, lower our debt and continue to build our Company with discipline.

 

Q & A

 

Appendix

 

Condensed Balance Sheet At June 30, 2006, TriMas had $1.4 million of cash and approximately $77 million of available liquidity under our Amended and Restated Credit Agreement. Receivables and debt reduced $52.0 million and $37.3 million at June 30, 2006 and December 31, 2005, respectively, as receivables securitization is “off-balance sheet.” ($ in millions) June 30,Dec. 31,20062005AssetsCurrent Assets:Cash & Cash Equivalents……………………………………………………………………………………………………………………………………………………………………………………………………………..1.4$ 3.7$ Receivables………………………………… ;…………………………………………………………………………………………………………………………………………………………………………..104.790.0Inventories…………………………………………………………………………… 3;……………………………………………………………………………………………………………………………..157.9148.4Deferred Income Taxes……………………………………………………………………………………………………………………………………………………………………………………………………………..20.120.1Prepaid Expenses and Other Current Assets……………………………………………………………………………………………………………………………………………………………………………………………………………..7.57.1Assets of discontinued operations held for sale……………………43.346.7Total Current Assets……………………………………………………………………………………………………………………………………………………………………………………………………………..334.9316.0Property & Equipment, Net……………………………………………………………………………………………………………………………………………………………………………………………………………..164.1164.3Goodwill…………………………………………&# 133;………………………………………………………………………………………………………………………………………………………………..650.7644.8Other Intangibles, Net……………………………………………………………………………………………………………………………………………………………………………………………………………..249.0255.2Other Assets……………………………………………………………………………………………………………………………………………………………………………………………………………..45.748.2Total Assets………………………………………
33;…………………………………………………………………………………………………………………………………………………………………..1,444.4$ 1,428.5$ Liabilities and Shareholders' EquityCurr ent Liabilities:Current Maturities, Long-Term Debt……………………………………………………………………………………………………………………………………………………………………………………………………………..7.8$ 13.8$ Accounts Payable……………………………………………………………………………………………………………………………………………………………………………………………………………..114.2111.3Accrued Liabilities……………………………………………………………………………………………………………………………………………………………………………………………………………..73.062.8Due to Metaldyne…………………………………… ………………………………………………………………………………………………………………………………………………………………………..4.84.8Liability of discontinued operations………………………………33.338.4Total Current Liabilities……………………………………………………………………………………………………………………………………………………………………………………………………………..233.1231.1Long-Term Debt……………………………………………………………………………………………………………………………………………………………………………………………………………..713.7713.9Deferred Income Taxes……………………………………………………………………………………………………………………………………………………………………………………………………………..95.796.0Other Long-Term Liabilities…………………………………& #133;………………………………………………………………………………………………………………………………………………………………………..34.434.7Due to Metaldyne……………………………………………………………………………………………………………………………………………………………………………………………………………..3.53.5Total Liabilities……………………………………………………………………………………………………………………………………………………………………………………………………………..1,080.41,079.2Total Shareholders' Equity……………………………………………………………………………………………………………………………………………………………………………………………………………..364.0349.3Total Liabilities and Shareholders' Equity……………………………………………………………………………………………………………………………………………………………………………………………………………..1,444.4$ 1,428.5$ 

 

Statement of Operations For the Three Months Ended June 30, (unaudited - $ in millions)

 

Statement of Operations(cont’d) For the Three Months Ended June 30, (Unaudited - $ in millions, except per share amounts)

 

Cash Flow Highlights For the Six Months Ended June 30, (Unaudited - $ in millions)

 

Reconciliation of Non-GAAP Measure Adjusted EBITDA (1) The Company defines Adjusted EBITDA as net income (loss) before interest, taxes, depreciation, amortization, non-cash asset and goodwill impairment write-offs, non-cash losses on sale-leaseback of property and equipment and legacy stock award expense. Lease expense and non-recurring charges are included in Adjusted EBITDA and include both cash and non-cash charges related to restructuring and integration expenses. In evaluating our business, management considers and uses Adjusted EBITDA as a key indicator of financial operating performance and as a measure of cash generating capability. Management believes this measure is useful as an analytical indicator of leverage capacity and debt servicing ability, and uses it to measure financial performance as well as for planning purposes. However, Adjusted EBITDA should not be considered as an alternative to net income, cash flow from operating activities or any other measures calculated in accordance with U.S. GAAP, or as an indicator of operating performance. The definition of Adjusted EBITDA used here may differ from that used by other companies. (1) (Unaudited - $ in millions)

 

Key Covenant Calculations ($ in millions)

 

LTM Bank EBITDA (1) (unaudited - $ in millions)