TEXAS (State or Other Jurisdiction of Incorporation or Organization) | 1-12777 Commission File No. | 75-0948250 (I.R.S. Employer Identification Number) |
One Museum Place, Suite 500 3100 West Seventh Street Fort Worth, TX 76107 (Address of principal executive offices, including zip code) |
Registrant’s Telephone Number, including Area Code: | (817) 810-0095 |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Exhibit 99.1 | AZZ incorporated’s Press Release reporting the Company’s unaudited earnings and other selected financial information for the three and nine month periods ended November 30, 2013, dated January 8, 2014. |
Exhibit 99.2 | Unaudited Financial and Other Statistical Information for the three and nine month periods ended November 30, 2013, and Guidance for Fiscal Year 2014. |
AZZ incorporated | |
DATE: 1/8/2014 | By: /s/ Dana Perry |
Dana Perry Senior Vice President Finance Chief Financial Officer |
Contact: | Dana Perry, Senior Vice President - Finance and CFO |
AZZ incorporated 817-810-0095 | |
Internet: www.azz.com | |
Lytham Partners 602-889-9700 | |
Joe Dorame or Robert Blum | |
Internet: www.lythampartners.com |
Three Months Ended | Nine Months Ended | ||||||
November 30, 2013 | November 30, 2012 | November 30, 2013 | November 30, 2012 | ||||
(unaudited) | (unaudited) | (unaudited) | (unaudited) | ||||
Net sales | $197,755 | $149,675 | $570,712 | $430,203 | |||
Costs and Expenses: | |||||||
Cost of Sales | 144,395 | 104,672 | 410,732 | 304,022 | |||
Selling, General and Administrative | 28,113 | 17,895 | 80,978 | 49,019 | |||
Interest Expense | 4,615 | 3,234 | 13,744 | 9,802 | |||
Net (Gain) Loss on Sales or Insurance Settlement of Property, Plant and Equipment | (7,373) | 157 | (8,256) | (5,794) | |||
Other (Income) | 93 | (454) | (3,617) | (700) | |||
$169,843 | $125,504 | $493,581 | $356,349 | ||||
Income before income taxes | 27,912 | 24,171 | 77,131 | 73,854 | |||
Income Tax Expense | 9,467 | 8,807 | 27,776 | 26,631 | |||
Net income | $18,445 | $15,364 | $49,355 | $47,223 | |||
Net income per share | |||||||
Basic | $0.72 | $0.61 | $1.94 | $1.87 | |||
Diluted | $0.72 | $0.60 | $1.92 | $1.85 | |||
Diluted average shares outstanding | 25,720 | 25,603 | 25,683 | 25,537 |
Three Months Ended | Nine Months Ended | |||||||
November 30, 2013 | November 30, 2012 | November 30, 2013 | November 30, 2012 | |||||
(unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||
Net Sales: | ||||||||
Electrical and Industrial Products | $112,035 | $60,421 | $312,635 | $171,633 | ||||
Galvanizing Services | 85,720 | 89,254 | 258,077 | 258,570 | ||||
$197,755 | $149,675 | $570,712 | $430,203 | |||||
Segment Operating Income : | ||||||||
Electrical and Industrial Products | $11,853 | $8,952 | $35,633 | $25,087 | ||||
Galvanizing Services | 21,316 | 24,449 | 73,260 | 70,631 | ||||
Total Segment Operating Income | $33,169 | $33,401 | $108,893 | $95,718 |
November 30, 2013 | February 28, 2013 | |
(unaudited) | (audited) | |
Assets: | ||
Current assets | $324,429 | $262,432 |
Net property, plant and equipment | 198,103 | 154,476 |
Other assets, net | 466,643 | 277,297 |
Total assets | $989,175 | $694,205 |
Liabilities and shareholders’ equity: | ||
Current liabilities | $146,552 | $118,899 |
Long term debt due after one year | 416,643 | 196,429 |
Other liabilities | 51,484 | 44,943 |
Shareholders’ equity | 374,496 | 333,934 |
Total liabilities and shareholders’ equity | $989,175 | $694,205 |
Nine Months Ended | |||
November 30, 2013 | November 30, 2012 | ||
(unaudited) | (unaudited) | ||
Net cash provided by (used in) operating activities | $94,614 | $66,586 | |
Net cash provided by (used in) investing activities | (309,740) | (133,602) | |
Net cash provided by (used in) financing activities | 210,466 | (26,807) | |
Effect of exchange rate changes on cash | 10 | 26 | |
Net increase (decrease) in cash and cash equivalents | ($4,650) | ($93,797) | |
Cash and cash equivalents at beginning of period | 55,597 | 143,303 | |
Cash and cash equivalents at end of period | $50,947 | $49,506 |
Three Months Ended November 30, | ||||||
2013 | 2012 | |||||
(in thousands) | ||||||
Per Diluted Share | Per Diluted Share | |||||
Net income and diluted earnings per share | $18,445 | $0.72 | $15,364 | $0.60 | ||
Adjustments (net of tax) | ||||||
Joliet Facility Fire Operating Loss | 888 | 0.03 | 638 | 0.02 | ||
Joliet Facility Fire-Business Interruption Insurance Proceeds | 0 | 0 | 0 | 0 | ||
Joliet Facility Fire-Gain from Property Insurance Proceeds | (4,868) | (0.19) | 0 | 0 | ||
Law Suit Settlement | 0 | 0 | 0 | 0 | ||
Acquisition Related Expenditures | 766 | 0.03 | 280 | 0.02 | ||
Adjusted earnings and adjusted earnings per share | $15,231 | $0.59 | $16,282 | $0.64 |
Nine Months Ended November 30, | ||||||
2013 | 2012 | |||||
(in thousands) | ||||||
Per Diluted Share | Per Diluted Share | |||||
Net income and diluted earnings per share | $49,355 | $1.92 | $47,223 | $1.85 | ||
Adjustments (net of tax) | ||||||
Joliet Facility Fire Operating Loss | 1,898 | 0.07 | 1,734 | 0.07 | ||
Joliet Facility Fire-Business Interruption Insurance Proceeds | (1,713) | (0.07) | 0 | 0 | ||
Joliet Facility Fire-Gain from Property Insurance Proceeds | (5,237) | (0.20) | (3,836) | (0.16) | ||
Law Suit Settlement | (2,688) | (0.10) | 0 | 0 | ||
Acquisition Related Expenditures | 2,781 | 0.11 | 663 | 0.03 | ||
Adjusted earnings and adjusted earnings per share | $44,396 | $1.73 | $45,784 | $1.79 |
Three Months Ended November 30, 2013 | Nine Months Ended November 30, 2013 | ||||
Net Sales | $197,755,332 | $570,712,180 | |||
Cost of Sales | 144,394,673 | 410,731,533 | |||
Selling, General and Administrative | 28,112,999 | 80,978,427 | |||
Interest Expense | 4,614,787 | 13,743,886 | |||
Net (Gain) Loss on Sale of Property, Plant and Equipment and Insurance Proceeds | (7,372,927) | (8,255,844) | |||
Other (Income) Expense, Net | 93,802 | (3,616,796) | |||
169,843,334 | 493,581,206 | ||||
Income Before Income Taxes | 27,911,998 | 77,130,974 | |||
Income Tax Expense | 9,466,843 | 27,776,267 | |||
Net Income | $18,445,155 | $49,354,707 | |||
Income Per Share: | |||||
Basic | $.72 | $1.94 | |||
Diluted | $.72 | $1.92 |
Assets: | Period Ended November 30, 2013 | ||||
Current assets: | |||||
Cash and cash equivalents | $50,947,249 | ||||
Accounts receivable - Net of allowance for doubtful accounts | 129,340,830 | ||||
Inventories | 105,900,182 | ||||
Costs and estimated earnings in excess of billings on uncompleted contracts | 21,420,393 | ||||
Deferred income taxes | 9,474,271 | ||||
Prepaid expenses and other receivables | 7,345,904 | ||||
Total current assets | 324,428,829 | ||||
Net property, plant, and equipment | 198,103,382 | ||||
Goodwill, less accumulated amortization | 281,711,232 | ||||
Intangibles and Other Assets | 184,932,018 | ||||
$989,175,461 | |||||
Liabilities and Shareholders’ Equity: | |||||
Current liabilities: | |||||
Accounts payable | $40,912,686 | ||||
Accrued liabilities | 105,639,769 | ||||
Total current liabilities | 146,552,455 | ||||
Long-term accrued liabilities due after one year | 9,037,018 | ||||
Long-term debt due after one year | 416,642,857 | ||||
Deferred income taxes | 42,446,611 | ||||
Shareholders’ equity | 374,496,520 | ||||
$989,175,461 |
Period Ended November 30, 2013 | |||
Net cash provide by operating activities | $94,614,393 | ||
Net cash used in investing activities | (309,740,322) | ||
Net cash provided by (used in) financing activities | 210,465,546 | ||
Net (decrease) increase in cash and cash equivalents | (4,660,383) | ||
Effect of exchange rate changes on cash | 9,881 | ||
Cash and cash equivalents at beginning of period | 55,597,751 | ||
Cash and cash equivalents at end of period | $50,947,249 |
Three Months Ended November 30, 2013 | Nine Months Ended November 30, 2013 | |||
Net sales: | ||||
Electrical and Industrial Products | $112,035 | $312,635 | ||
Galvanizing Services | 85,720 | 258,077 | ||
197,755 | 570,712 | |||
Segment operating income (a): | ||||
Electrical and Industrial Products | 11,853 | 35,633 | ||
Galvanizing Services | 21,316 | 73,260 | ||
33,169 | 108,893 | |||
General corporate expenses (b) | 8,012 | 25,670 | ||
Interest expense | 4,615 | 13,744 | ||
Other (income) expense, net (c) | (7,370) | (7,652) | ||
5,257 | 31,762 | |||
Income Before Taxes | $27,912 | $77,131 | ||
Total assets: | ||||
Electrical and Industrial Products | $550,985 | $550,985 | ||
Galvanizing Services | 383,560 | 383,560 | ||
Corporate | 54,630 | 54,630 | ||
$989,175 | $989,175 |
Actual Year to Date November 30, 2013 | Projected Year Ended Feb. 28, 2014 | ||||||
Net Sales: | |||||||
Electrical and Industrial Products and Services | $312,635 | $425,000 to $430,000 | |||||
Galvanizing Services | $258,077 | $335,000 to $340,000 | |||||
Total Sales | $570,712 | $760,000 to $770,000 | |||||
Diluted earnings per share | $1.92 | $2.30 to $2.40 | |||||
Net Sales by Market Segment: | |||||||
Power Generation | 39% | ||||||
Transmission and Distribution | 16% | ||||||
Industrial | 45% | ||||||
Electrical and Industrial Products and Services | |||||||
Revenues by Industry: | |||||||
Power Generation | 51% | ||||||
Transmission and Distribution | 16% | ||||||
Industrial | 33% | ||||||
Galvanizing Services | |||||||
Revenues by Industry: | |||||||
Electrical and Telecommunications | 34% | ||||||
OEM’s | 12% | ||||||
Industrial | 36% | ||||||
Bridge and Highway | 5% | ||||||
Petro Chemical | 13% | ||||||
Operating Margins: | |||||||
Electrical and Industrial Products and Services | 11.4% | 10% to 11% | |||||
Galvanizing Services | 28.4% | 27% to 29% | |||||
Cash Provided By (Used In)Operations | $94,614 | $110,000 to $120,000 | |||||
Capital Expenditures | $34,948 | $50,000 | |||||
Depreciation and Amortization of Intangible Assets and Debt Issue Cost | $ | 33,029 | $40,000 to $45,000 | ||||
Total Bank Debt | $427,523 | $430,000 | |||||
Cash Dividend | $10,710 | $14,500 | |||||
Percent of Business By Segment: | |||||||
Electrical and Industrial Products and Services | 55% | 56% | |||||
Galvanizing Services | 45% | 44% |
Period Ended | |||
Backlog | 2/28/13 | $221,714 | |
Bookings | 181,092 | ||
Shipments | 183,175 | ||
Backlog | 5/31/13 | $219,631 | |
Book to Ship Ratio | .99 | ||
Bookings | 181,547 | ||
Shipments | 189,782 | ||
Backlog | 8/31/13 | $211,396 | |
Book to Ship Ratio | .96 | ||
Bookings | 198,187 | ||
Shipments | 197,755 | ||
Backlog | 11/30/13 | $211,828 | |
Book to Ship Ratio | 1.00 |