EX-99.1 2 a10-14658_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

CONTACT:

Sherry Lauderback

VP, Investor Relations & Communications

(248) 631-5506

sherrylauderback@trimascorp.com

 

TRIMAS CORPORATION REPORTS SECOND QUARTER 2010 RESULTS

Company Reports $0.44 Diluted EPS on 21% Sales Growth

Company Raises 2010 Outlook to $0.90 to $1.00 EPS

 

BLOOMFIELD HILLS, Michigan, August 3, 2010 — TriMas Corporation (NASDAQ: TRS) today announced financial results for the quarter ended June 30, 2010. The Company reported quarterly net sales from continuing operations of $252.1 million, an increase of 21.3% from second quarter 2009. Second quarter 2010 income from continuing operations was $15.2 million, a 54.8% improvement from $9.8 million in second quarter 2009. The Company reported second quarter 2010 diluted earnings per share from continuing operations of $0.44, as compared to $0.29 during second quarter 2009. Excluding Special Items,(1) second quarter 2009 income from continuing operations would have been $3.9 million, or $0.11 per share.

 

TriMas Highlights

·                 Reported 21.3% sales growth in second quarter 2010, as compared to second quarter 2009, due to overall improved economic conditions and the successful execution of several of the Company’s growth initiatives.

·                 Improved income and earnings per share from continuing operations to $15.2 million, or $0.44 per share, in second quarter 2010, as compared to $3.9 million, or $0.11 per share, in second quarter 2009, excluding the impact of Special Items.

·                 Improved second quarter operating profit margin (excluding the impact of Special Items) by 560 basis points to 14.5%, as compared to 8.9% in second quarter 2009.

·                 Generated second quarter 2010 Free Cash Flow(2) of $51.9 million, or approximately $1.50 per diluted share.

·                 Reduced operating working capital by 15.9%, from $154.2 in second quarter 2009 to $129.6 million in second quarter 2010, notwithstanding the increase in sales.

·                 Expanded Norris Cylinder’s product portfolio by acquiring certain assets related to Taylor-Wharton International’s high and low-pressure cylinder business.

 

“We are very pleased with our performance during the second quarter,” said David Wathen, TriMas President and Chief Executive Officer. “Successful execution of our productivity and growth initiatives, as well as an improving economic environment, resulted in encouraging increases in sales and profitability during the second quarter. As a leaner, faster organization, we were able to quickly respond and take advantage of rising customer demand, as well as to successfully leverage our lower cost position.”

 

Wathen continued, “Sales improved 21% compared to the second quarter of 2009, with four out of five segments reporting double-digit sales percentage growth. Second quarter operating profit improved 97%, excluding Special Items, which represents an operating profit margin increase of 560 basis points as compared to second quarter 2009. In fact, we were able to replace more than $27 million of gains from the purchase of our bonds in the first half of 2009 with operational earnings generated as a result of the increased sales levels and our leaner cost structure, which has allowed for significant margin expansion.”

 

“Based on these results and our current outlook, we are raising our 2010 earnings expectations. We now expect 2010 diluted earnings per share (EPS) from continuing operations to range from $0.90 to $1.00 per share, an increase from our previous guidance of $0.65 to $0.75 per share. We remain cautious about the economic outlook, yet remain confident in our ability to navigate the economic uncertainty as demonstrated by our performance in the front half of 2010. We will maintain our balanced approach to productivity, growth and debt reduction,” Wathen concluded.

 

1



 

Second Quarter Results — From Continuing Operations

 

·                 TriMas reported second quarter net sales of $252.1 million, an increase of 21.3% in comparison to $207.9 million in second quarter 2009. Sales increased in the Packaging, Energy, Engineered Components and Cequent segments. Second quarter 2010 net sales were favorably impacted by approximately $2.4 million as a result of currency exchange effects.

 

·                 The Company reported operating profit of $36.5 million in second quarter 2010, as compared to operating profit of $16.4 million during second quarter 2009. Excluding the impact of Special Items, operating profit would have improved 97%, from $18.6 million in second quarter 2009 to $36.5 million in second quarter 2010, which would represent an increase in operating profit margin of 560 basis points.

 

·                 Adjusted EBITDA(2) for second quarter 2010 increased to $45.8 million, as compared to $38.6 million in second quarter 2009. Excluding the impact of Special Items, Adjusted EBITDA would have increased 67.5%, from $27.4 million in second quarter 2009 to $45.8 million in second quarter 2010, with Adjusted EBITDA margin improving 500 basis points.

 

·                 Income from continuing operations for second quarter 2010 increased 54.8% to $15.2 million, or $0.44 per diluted share, compared to income from continuing operations of $9.8 million, or $0.29 per diluted share, in second quarter 2009. Excluding the impact of Special Items, second quarter 2010 income from continuing operations would have improved 295.3% to $15.2 million, as compared to a second quarter 2009 income of $3.9 million, or $0.11 per share.

 

·                 The Company reported Free Cash Flow(2) for second quarter 2010 of $51.9 million, compared to $23.5 million in second quarter 2009. Operating working capital declined by 15.9%, from $154.2 in second quarter 2009 to $129.6 million in second quarter 2010, notwithstanding the sales growth.

 

Financial Position

 

TriMas ended second quarter 2010 with cash of $24.6 million and $165.9 million of aggregate availability under its revolving credit and accounts receivable facilities. TriMas reported total indebtedness of $500.2 million as of June 30, 2010, as compared to $547.4 million as of June 30, 2009 and $514.6 million as of December 31, 2009.

 

Business Segment Results — From Continuing Operations (Excluding the impact of Special Items(3))

 

Packaging — Sales for the second quarter increased 25.9% compared to the year ago period, due to growth in specialty dispensing and other new products, as well as an increase in the sales of industrial closure products. Operating profit for the quarter increased 52.7% due to the higher sales volumes and lower costs as a result of productivity initiatives, partially offset by an increase in selling, general and administrative costs in support of sales growth initiatives, as well as unfavorable currency exchange. Overall, second quarter 2010 operating profit margin improved by approximately 520 basis points compared to second quarter 2009. The Company continues to diversify its product offering by developing specialty dispensing product applications for growing end markets, including pharmaceutical, personal care and food/beverage markets, and expanding geographically to generate long-term growth.

 

Energy — Second quarter sales increased 25.0% compared to the year ago period, due to improved demand for engines, other well-site content and new compression products. Sales in the Energy segment were also positively impacted by higher sales of specialty gaskets and related fastening hardware due to higher levels of turn-around activity at petrochemical refineries, increased demand from the chemical industry and incremental sales from newer branch facilities. Operating profit for the quarter increased due to higher sales volumes and lower costs as a result of productivity initiatives, partially offset by increased selling, general and administrative costs in support of sales growth initiatives. Overall, second quarter 2010 operating profit margin improved by approximately 460 basis points compared to second quarter 2009. The Company continues to launch new well-site and compression products to complement its engine business, while continuing to expand its sales and service branch network for the specialty gasket business.

 

Aerospace & Defense — Sales for the second quarter decreased 5.7% compared to the year ago period, primarily due to lower sales of new aerospace products as a result of a significant launch order in second

 

2



 

quarter of 2009 that did not recur in 2010, and lower demand from distribution customers. Management noted that the aerospace business has experienced some stabilization of sales volumes and order backlog during the quarter. Sales in the defense business increased compared to the year ago period, but the increased revenue associated with managing the facility closure and relocation was at lower margin levels. Overall, operating profit for the quarter decreased primarily due to lower sales volumes, less absorption of fixed costs and lower margin level associated with the facility contract. Given the long-term prospects for its aerospace business, the Company continues to invest in this high-margin segment by developing and marketing highly-engineered products for the aerospace market, as well as expanding its offerings to military and defense customers.

 

Engineered Components — Second quarter sales increased 56.3% compared to the year ago period, due to improved demand in the industrial cylinder, specialty fittings and precision cutting tools businesses, primarily resulting from the upturn in the domestic economy and new product offerings. Operating profit and related margins improved substantially compared to second quarter 2009 due to the Company’s productivity initiatives and improved sales levels. As a result, second quarter 2010 operating profit margin improved by approximately 1460 basis points compared to second quarter 2009. The Company continues to develop new products and expand its international sales efforts.

 

Cequent — Sales for the second quarter increased 18.1% compared to the year ago period, resulting from increased sales in the North American towing, trailer and electrical products, Australia/Asia Pacific and retail businesses, as well as the favorable impact of currency exchange. Sales increases during the quarter were the result of improved customer demand, new product introductions and market share gains. Due to cost reduction actions, alternate sourcing arrangements, productivity initiatives and improved sales levels, operating profit margin improved over 830 basis points to 13.1% as compared to 4.8% in second quarter 2009. The Company continues to aggressively reduce fixed costs, minimize its investment in working capital and leverage Cequent’s strong brand positions and new products for increased market share.

 

Results of Discontinued Operations

 

In April 2010, the Company sold its non-core real estate property management business in California for $13 million cash proceeds, resulting in a pre-tax gain on sale of approximately $10.1 million during the second quarter of 2010. In addition, the Company sold its medical device line of business in May 2010 for cash proceeds of $2.0 million, which approximated the net book value of the assets and liabilities sold.

 

Outlook

 

Based on the Company’s second quarter results, management raised its outlook for full-year 2010 diluted earnings per share (EPS) from continuing operations to $0.90 to $1.00 per share, as compared to $0.43 per share in 2009, excluding Special Items in both periods. The Company previously provided an outlook for 2010 EPS of $0.65 to $0.75 per share. The Company also raised its 2010 sales outlook from an increase of 5% to 9% to a range of 10% to 14% as compared to 2009. In addition, the Company expects its full-year 2010 operating profit margin to improve by 200 to 250 basis points as compared to 2009, excluding Special Items. The Company increased its Free Cash Flow outlook from a range of $40 to $45 million to a range of $65 to $70 million.

 


(1)            Appendix I details certain costs, expenses and other charges, collectively described as “Special Items,” that are included in the determination of net income (loss) under GAAP and are not added back to net income (loss) in determining Adjusted EBITDA, but that management would consider important in evaluating the quality of the Company’s Adjusted EBITDA and operating results under GAAP.

(2)            See Appendix II for reconciliation of Non-GAAP financial measure Adjusted EBITDA and Free Cash Flow to the Company’s reported results of operations prepared in accordance with GAAP. Additionally, see Appendix I for additional information regarding Special Items impacting reported GAAP financial measures.

(3)            Operating Profit excludes the impact of Special Items. For a complete schedule of Special Items by segment, see Appendix “Company and Business Segment Financial Information — Continuing Operations.”

 

Form S-3 Shelf Registration

 

The Company filed a Form S-3 shelf registration statement today with the Securities and Exchange Commission (SEC). The shelf registration, when declared effective, will permit the Company to issue up to an aggregate of 5 million shares of common stock as described in the registration statement. The shelf registration provides the Company with flexibility to publicly offer and sell common stock from time to time, in one or more separate offerings, with terms to be determined at the time of an offering. The Company does not have any current intention to issue equity under the registration statement. Filing the shelf registration is intended to give the Company greater flexibility to respond to capital market and strategic opportunities as they may arise, and is another component of management’s efforts to enhance corporate preparedness and response times.

 

A registration statement relating to these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The terms of any offering under the registration statement would be established at the time of the offering and as required would be described in a prospectus supplement filed with the SEC prior to the completion of the offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities, in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the laws of any such state. Any offering of the securities covered under the shelf registration statement will be made solely by means of a prospectus and an accompanying prospectus supplement relating to that offering.

 

Conference Call Information

 

TriMas Corporation will host its second quarter 2010 earnings conference call today, Tuesday, August 3, 2010 at 10:00 a.m. EDT. The call-in number is (866) 835-8825. Participants should request to be connected to the TriMas Corporation second quarter 2010 earnings conference call (Conference ID # 1461148). The conference call will also be simultaneously webcast via TriMas’ website at www.trimascorp.com with an accompanying slide

 

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presentation, under the “Investors” section.

 

A replay of the conference call will be available on the TriMas website or by dialing (866) 837-8032 (Access Code # 1461148) beginning August 3rd at 2:00 p.m. EDT through August 10th at 11:59 p.m. EDT.

 

Cautionary Notice Regarding Forward-looking Statements

 

Any “forward-looking” statements contained herein, including those relating to market conditions or the Company’s financial condition and results, expense reductions, liquidity expectations, business goals and sales growth, involve risks and uncertainties, including, but not limited to, risks and uncertainties with respect to general economic and currency conditions, various conditions specific to the Company’s business and industry, the Company’s substantial leverage, liabilities imposed by the Company’s debt instruments, market demand, competitive factors, the Company’s ability to maintain compliance with the listing requirements of NASDAQ, supply constraints, material and energy costs, technology factors, litigation, government and regulatory actions, the Company’s accounting policies, future trends, and other risks which are detailed in the Company’s Annual Report on Form 10-K for the fiscal year ending December 31, 2009, and in the Company’s Quarterly Reports on Form 10-Q. These risks and uncertainties may cause actual results to differ materially from those indicated by the forward-looking statements. All forward-looking statements made herein are based on information currently available, and the Company assumes no obligation to update any forward-looking statements.

 

About TriMas

 

Headquartered in Bloomfield Hills, Michigan, TriMas Corporation (NASDAQ: TRS) provides engineered and applied products for growing markets worldwide. TriMas is organized into five strategic business segments: Packaging, Energy, Aerospace & Defense, Engineered Components and Cequent. TriMas has approximately 3,900 employees at more than 60 different facilities in 11 countries. For more information, visit www.trimascorp.com.

 

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TriMas Corporation

Condensed Consolidated Balance Sheet

(Unaudited — dollars in thousands)

 

 

 

June 30,

 

December 31,

 

 

 

2010

 

2009

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

24,590

 

$

9,480

 

Receivables, net of reserves

 

137,820

 

93,380

 

Inventories

 

138,440

 

141,840

 

Deferred income taxes

 

28,120

 

24,320

 

Prepaid expenses and other current assets

 

5,930

 

6,500

 

Assets of discontinued operations held for sale

 

 

4,250

 

Total current assets

 

334,900

 

279,770

 

Property and equipment, net

 

158,660

 

162,220

 

Goodwill

 

191,460

 

196,330

 

Other intangibles, net

 

157,920

 

164,080

 

Other assets

 

22,360

 

23,380

 

Total assets

 

$

865,300

 

$

825,780

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current maturities, long-term debt

 

$

7,180

 

$

16,190

 

Accounts payable

 

115,870

 

92,840

 

Accrued liabilities

 

65,630

 

65,750

 

Liabilities of discontinued operations

 

 

1,070

 

Total current liabilities

 

188,680

 

175,850

 

Long-term debt

 

493,020

 

498,360

 

Deferred income taxes

 

57,490

 

42,590

 

Other long-term liabilities

 

44,960

 

47,000

 

Total liabilities

 

784,150

 

763,800

 

Total shareholders’ equity

 

81,150

 

61,980

 

Total liabilities and shareholders’ equity

 

$

865,300

 

$

825,780

 

 

5



 

TriMas Corporation

Consolidated Statement of Operations

(Unaudited — dollars in thousands, except for share amounts)

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

Net sales

 

$

252,060

 

$

207,870

 

$

472,120

 

$

409,590

 

Cost of sales

 

(173,750

)

(157,690

)

(330,750

)

(312,950

)

Gross profit

 

78,310

 

50,180

 

141,370

 

96,640

 

Selling, general and administrative expenses

 

(41,370

)

(33,870

)

(79,070

)

(75,170

)

Gain (loss) on dispositions of property and equipment

 

(420

)

120

 

(730

)

160

 

Operating profit

 

36,520

 

16,430

 

61,570

 

21,630

 

Other income (expense), net:

 

 

 

 

 

 

 

 

 

Interest expense

 

(13,090

)

(11,300

)

(27,230

)

(23,780

)

Gain on extinguishment of debt

 

 

11,760

 

 

27,070

 

Gain on bargain purchase

 

410

 

 

410

 

 

Other, net

 

(540

)

(820

)

(1,050

)

(1,520

)

Other income (expense), net

 

(13,220

)

(360

)

(27,870

)

1,770

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income tax expense

 

23,300

 

16,070

 

33,700

 

23,400

 

Income tax expense

 

(8,080

)

(6,240

)

(12,730

)

(8,950

)

Income from continuing operations

 

15,220

 

9,830

 

20,970

 

14,450

 

Income (loss) from discontinued operations, net of income tax benefit (expense)

 

6,210

 

(840

)

5,890

 

(9,140

)

Net income

 

$

21,430

 

$

8,990

 

$

26,860

 

$

5,310

 

 

 

 

 

 

 

 

 

 

 

Earnings per share - basic:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.45

 

$

0.29

 

$

0.62

 

$

0.43

 

Discontinued operations, net of income tax benefit (expense)

 

0.18

 

(0.02

)

0.17

 

(0.27

)

 

 

 

 

 

 

 

 

 

 

Net income per share

 

$

0.63

 

$

0.27

 

$

0.79

 

$

0.16

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares - basic

 

33,794,647

 

33,485,317

 

33,681,516

 

33,472,481

 

 

 

 

 

 

 

 

 

 

 

Earnings per share - diluted:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.44

 

$

0.29

 

$

0.61

 

$

0.43

 

Discontinued operations, net of income tax benefit (expense)

 

0.18

 

(0.02

)

0.17

 

(0.27

)

 

 

 

 

 

 

 

 

 

 

Net income per share

 

$

0.62

 

$

0.27

 

$

0.78

 

$

0.16

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares - diluted

 

34,437,418

 

33,656,242

 

34,318,002

 

33,532,477

 

 

6



 

TriMas Corporation

Company and Business Segment Financial Information

Continuing Operations

(Unaudited — dollars in thousands)

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

Packaging

 

 

 

 

 

 

 

 

 

Net sales

 

$

45,520

 

$

36,150

 

$

89,120

 

$

66,400

 

Operating profit

 

$

13,480

 

$

8,830

 

$

25,340

 

$

14,230

 

Adjusted EBITDA

 

$

16,420

 

$

11,580

 

$

31,340

 

$

20,220

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating profit and Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit would have been:

 

$

13,480

 

$

8,830

 

$

25,340

 

$

14,230

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

16,420

 

$

11,580

 

$

31,340

 

$

20,220

 

 

 

 

 

 

 

 

 

 

 

Energy

 

 

 

 

 

 

 

 

 

Net sales

 

$

43,750

 

$

34,990

 

$

87,640

 

$

75,260

 

Operating profit

 

$

5,350

 

$

2,660

 

$

10,530

 

$

6,180

 

Adjusted EBITDA

 

$

6,020

 

$

3,500

 

$

11,920

 

$

7,780

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating profit and Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

 

$

 

$

(200

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit would have been:

 

$

5,350

 

$

2,660

 

$

10,530

 

$

6,380

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

6,020

 

$

3,500

 

$

11,920

 

$

7,980

 

 

 

 

 

 

 

 

 

 

 

Aerospace & Defense

 

 

 

 

 

 

 

 

 

Net sales

 

$

17,220

 

$

18,270

 

$

34,300

 

$

40,470

 

Operating profit

 

$

3,810

 

$

6,410

 

$

7,670

 

$

13,220

 

Adjusted EBITDA

 

$

4,490

 

$

7,010

 

$

9,010

 

$

14,420

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating profit and Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

(20

)

$

 

$

(130

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit would have been:

 

$

3,810

 

$

6,430

 

$

7,670

 

$

13,350

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

4,490

 

$

7,030

 

$

9,010

 

$

14,550

 

 

 

 

 

 

 

 

 

 

 

Engineered Components

 

 

 

 

 

 

 

 

 

Net sales

 

$

23,320

 

$

14,920

 

$

42,230

 

$

33,470

 

Operating profit

 

$

3,930

 

$

340

 

$

5,740

 

$

720

 

Adjusted EBITDA

 

$

5,080

 

$

1,140

 

$

7,650

 

$

2,260

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating profit and Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

 

$

 

$

(160

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit would have been:

 

$

3,930

 

$

340

 

$

5,740

 

$

880

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

5,080

 

$

1,140

 

$

7,650

 

$

2,420

 

 

 

 

 

 

 

 

 

 

 

Cequent

 

 

 

 

 

 

 

 

 

Net sales

 

$

122,250

 

$

103,540

 

$

218,830

 

$

193,990

 

Operating profit (loss)

 

$

16,050

 

$

2,890

 

$

24,170

 

$

(460

)

Adjusted EBITDA

 

$

19,850

 

$

8,160

 

$

31,970

 

$

9,500

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating profit (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

(2,120

)

$

 

$

(5,460

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit (loss) would have been:

 

$

16,050

 

$

5,010

 

$

24,170

 

$

5,000

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

(940

)

$

 

$

(3,790

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

19,850

 

$

9,100

 

$

31,970

 

$

13,290

 

 

 

 

 

 

 

 

 

 

 

Corporate Expenses

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(6,100

)

$

(4,700

)

$

(11,880

)

$

(12,260

)

Adjusted EBITDA

 

$

(6,040

)

$

7,250

 

$

(11,940

)

$

14,880

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating operating loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

 

$

 

$

(2,940

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating loss would have been:

 

$

(6,100

)

$

(4,700

)

$

(11,880

)

$

(9,320

)

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

- Severance and business restructuring costs

 

$

 

$

 

$

 

$

(2,940

)

 

 

 

 

 

 

 

 

 

 

- Gain on extinguishment of debt

 

$

 

$

12,240

 

$

 

$

28,060

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

(6,040

)

$

(4,990

)

$

(11,940

)

$

(10,240

)

 

 

 

 

 

 

 

 

 

 

Total Company

 

 

 

 

 

 

 

 

 

Net sales

 

$

252,060

 

$

207,870

 

$

472,120

 

$

409,590

 

Operating profit

 

$

36,520

 

$

16,430

 

$

61,570

 

$

21,630

 

Adjusted EBITDA

 

$

45,820

 

$

38,640

 

$

79,950

 

$

69,060

 

 

 

 

 

 

 

 

 

 

 

Total Special Items to consider in evaluating operating profit:

 

$

 

$

(2,140

)

$

 

$

(8,890

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit would have been:

 

$

36,520

 

$

18,570

 

$

61,570

 

$

30,520

 

 

 

 

 

 

 

 

 

 

 

Total Special Items to consider in evaluating Adjusted EBITDA:

 

$

 

$

11,280

 

$

 

$

20,840

 

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, Adjusted EBITDA would have been:

 

$

45,820

 

$

27,360

 

$

79,950

 

$

48,220

 

 

7



 

Appendix I

 

TriMas Corporation

 

Additional Information Regarding Special Items Impacting

Reported GAAP Financial Measures

(Unaudited)

 

 

 

Three months ended

 

Three months ended

 

 

 

June 30, 2010

 

June 30, 2009

 

(dollars in thousands, except per share amounts)

 

Income

 

EPS

 

Income

 

EPS

 

 

 

 

 

 

 

 

 

 

 

Income and EPS from continuing operations, as reported

 

$

15,220

 

$

0.44

 

$

9,830

 

$

0.29

 

 

 

 

 

 

 

 

 

 

 

After-tax impact of Special Items to consider in evaluating quality of income and EPS from continuing operations:

 

 

 

 

 

 

 

 

 

Severance and business restructuring costs

 

 

 

(1,330

)

(0.04

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items except gain (loss) on extinguishment of debt, income and EPS from continuing operations would have been

 

$

15,220

 

$

0.44

 

$

11,160

 

$

0.33

 

 

 

 

 

 

 

 

 

 

 

After-tax impact of gain on extinguishment of debt

 

 

 

7,310

 

0.22

 

 

 

 

 

 

 

 

 

 

 

Excluding Total Special Items, income and EPS from continuing operations would have been

 

$

15,220

 

$

0.44

 

$

3,850

 

$

0.11

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding at June 30, 2010 and 2009

 

 

 

34,437,418

 

 

 

33,656,242

 

 

 

 

Six months ended

 

Six months ended

 

 

 

June 30, 2010

 

June 30, 2009

 

(dollars in thousands, except per share amounts)

 

Income

 

EPS

 

Income

 

EPS

 

 

 

 

 

 

 

 

 

 

 

Income and EPS from continuing operations, as reported

 

$

20,970

 

$

0.61

 

$

14,450

 

$

0.43

 

 

 

 

 

 

 

 

 

 

 

After-tax impact of Special Items to consider in evaluating quality of income and EPS from continuing operations:

 

 

 

 

 

 

 

 

 

Severance and business restructuring costs

 

 

 

(5,530

)

(0.16

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items except gain (loss) on extinguishment of debt, income and EPS from continuing operations would have been

 

$

20,970

 

$

0.61

 

$

19,980

 

$

0.59

 

 

 

 

 

 

 

 

 

 

 

After-tax impact of gain on extinguishment of debt

 

 

 

16,840

 

0.50

 

 

 

 

 

 

 

 

 

 

 

Excluding Total Special Items, income and EPS from continuing operations would have been

 

$

20,970

 

$

0.61

 

$

3,140

 

$

0.09

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding at June 30, 2010 and 2009

 

 

 

34,318,002

 

 

 

33,532,477

 

 

8



 

Appendix I (cont.)

 

TriMas Corporation

 

Additional Information Regarding Special Items Impacting

Reported GAAP Financial Measures

(Unaudited)

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

(dollars in thousands)

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Operating profit from continuing operations, as reported

 

$

36,520

 

$

16,430

 

$

61,570

 

$

21,630

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating quality of earnings:

 

 

 

 

 

 

 

 

 

Severance and business restructuring costs

 

$

 

$

(2,140

)

$

 

$

(8,890

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items, operating profit from continuing operations would have been

 

$

36,520

 

$

18,570

 

$

61,570

 

$

30,520

 

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

(dollars in thousands)

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA from continuing operations, as reported

 

$

45,820

 

$

38,640

 

$

79,950

 

$

69,060

 

 

 

 

 

 

 

 

 

 

 

Special Items to consider in evaluating quality of earnings:

 

 

 

 

 

 

 

 

 

Severance and business restructuring costs

 

$

 

$

(960

)

$

 

$

(7,220

)

 

 

 

 

 

 

 

 

 

 

Excluding Special Items except gain (loss) on extinguishment of debt, Adjusted EBITDA from continuing operations would have been

 

$

45,820

 

$

39,600

 

$

79,950

 

$

76,280

 

 

 

 

 

 

 

 

 

 

 

Gross gain on extinguishment of debt

 

$

 

$

12,240

 

$

 

$

28,060

 

 

 

 

 

 

 

 

 

 

 

Excluding Total Special Items, Adjusted EBITDA from continuing operations would have been

 

$

45,820

 

$

27,360

 

$

79,950

 

$

48,220

 

 

9



 

Appendix II

 

TriMas Corporation

Reconciliation of Non-GAAP Measure Adjusted EBITDA(1) and Free Cash Flow(2)

(Unaudited)

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

(dollars in thousands)

 

2010

 

2009

 

2010

 

2009

 

Net income (loss)

 

$

21,430

 

$

8,990

 

$

26,860

 

$

5,310

 

Income tax expense

 

11,660

 

5,720

 

16,130

 

3,230

 

Interest expense

 

13,230

 

11,590

 

27,520

 

24,120

 

Debt extinguishment costs

 

 

480

 

 

990

 

Depreciation and amortization

 

9,440

 

11,070

 

19,050

 

22,830

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA, total company

 

55,760

 

37,850

 

89,560

 

56,480

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA, discontinued operations

 

9,940

 

(790

)

9,610

 

(12,580

)

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA, continuing operations

 

$

45,820

 

$

38,640

 

$

79,950

 

$

69,060

 

Special Items

 

 

960

 

 

7,220

 

Non-cash gross gain on extinguishment of debt

 

 

(12,240

)

 

(28,060

)

Cash interest

 

(16,750

)

(17,060

)

(22,000

)

(21,830

)

Cash taxes

 

(2,020

)

(1,870

)

(3,270

)

(4,310

)

Non-cash gain on bargain purchase

 

(410

)

 

(410

)

 

Capital expenditures

 

(2,660

)

(3,110

)

(5,250

)

(6,390

)

Changes in operating working capital

 

13,970

 

18,470

 

(13,380

)

20,750

 

Free Cash Flow from operations before Special Items

 

37,950

 

23,790

 

35,640

 

36,440

 

Cash paid for Special Items

 

(810

)

(2,020

)

(1,990

)

(4,440

)

Net proceeds from sale of business and other assets

 

14,710

 

1,740

 

14,740

 

22,420

 

Free Cash Flow

 

$

51,850

 

$

23,510

 

$

48,390

 

$

54,420

 

 


(1)  The Company defines Adjusted EBITDA as net income (loss) before cumulative effect of accounting change, interest, taxes, depreciation, amortization, debt extinguishment costs, non-cash asset and goodwill impairment write-offs, and non-cash losses on sale-leaseback of property and equipment.  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.

 

(2)  The Company defines Free Cash Flow as Adjusted EBITDA from continuing operations, plus Special Items and net proceeds from sale of businesses, less cash paid for interest, taxes and Special Items, capital expenditures and changes in operating working capital. As detailed in Appendix I, for purposes of determining Free Cash Flow, Special Items, net, include those costs, expenses and other charges incurred on a cash basis that are included in the determination of net income (loss) under GAAP and are not added back to net income (loss) in determining Adjusted EBITDA, but that management would consider important in evaluating the quality of the Company’s Free Cash Flow, as defined.

 

10