-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BTaXx0eB9hyEV9xQiX2hiZsX2Udlga0eazNAzQad2JNCXdlPQU+48ndo9jPLc8DE YvTwr7ya8zTctDxDIPv8Ug== 0001219870-06-000069.txt : 20060728 0001219870-06-000069.hdr.sgml : 20060728 20060728151418 ACCESSION NUMBER: 0001219870-06-000069 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060728 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060728 DATE AS OF CHANGE: 20060728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIBRALTAR INDUSTRIES, INC. CENTRAL INDEX KEY: 0000912562 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 161445150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 06987832 BUSINESS ADDRESS: STREET 1: 3556 LAKE SHORE ROAD STREET 2: P O BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 BUSINESS PHONE: 7168266500 MAIL ADDRESS: STREET 1: GATEWAY EXECUTIVE PARK STREET 2: 3556 LAKE SHORE ROAD PO BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 FORMER COMPANY: FORMER CONFORMED NAME: GIBRALTAR STEEL CORP DATE OF NAME CHANGE: 19930924 8-K 1 eightkscdqrtcall.htm 8-K 1 eightk

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549
________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 10, 2006
- -------------------------

GIBRALTAR INDUSTRIES, INC.
- ------------------------------------------------------
(Exact name of registrant as specified in its charter)

Delaware                        0-22462                16-1445150
- ----------------------------      ---------------------   ----------------------
(State or other jurisdiction          (Commission             (IRS Employer
            of incorporation)                    File Number)          Identification No.)

3556 Lake Shore Road
P.O. Box 2028
Buffalo, New York                         14219-0228
- ---------------------------
(Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code (716) 826-6500
- -------------------------


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):


[ ] 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 com


[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).




ITEM 7.01 Regulation FD Disclosure


On July 26, 2006 the registrant announced its financial results for the quarter ended June 30, 2006, and certain other information. A copy of the registrant’s press release announcing these financial results and certain other information is attached hereto as Exhibit 99.1.


Exhibit 99.1 is incorporated by reference under this Item 7.01.


The registrant hosted its second quarter 2006 earnings conference call on July 27, 2006, during which the registrant presented information regarding its earnings for the quarter ended June 30, 2006, together with certain other information. Pursuant to Regulation FD and the requirements of Item 7.01 of Form 8-K, the registrant hereby furnishes a script of the first quarter 2006 earnings conference call as Exhibit 99.2 to this report.


Exhibit 99.2 is incorporated by reference under this Item 7.01.


ITEM 9.01 Financial Statements and Exhibits


a.

Financial Statements of Businesses Acquired

- Not Applicable

b.

Pro Forma Financial Information

- Not Applicable

c.

Shell Company Transactions

- Not Applicable

d.

Exhibits

Exhibit 99.1

Press Release dated July 26, 2006

Exhibit 99.2

Script of First Quarter Earnings Conference Call hosted July 27, 2006.





SIGNATURES


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



Dated:   July 28, 2006

                                                                  

GIBRALTAR INDUSTRIES, INC.


/S/ David W. Kay
Name:  David W. Kay
Title:    Executive Vice President, Chief Financial Officer and Treasurer



EXHIBIT INDEX


Exhibit

No.

Description


Exhibit 99.1       

Press Release dated July 26, 2006


Exhibit 99.2

Script of First Quarter Earnings Conference Call hosted July 27, 2006.


EX-99.2 2 secdqrtscript.htm Gibraltar










Gibraltar





Second-Quarter 2006

Earnings Conference Call






July 27, 2006


7/28/2006 10:08 AM


PETER


Thank you, Shamika – and hello everyone.


Before we begin, I want to remind you that this call may contain forward-looking statements about future financial results.  Our actual results may differ materially, as a result of factors over which Gibraltar has no control.  These factors are outlined in the news release we issued last night and in our filings with the SEC.


If you did not receive the news release on our second-quarter results, you can get a copy on our Web site, at www.gibraltar1.com.


At this point, I’d like to turn the call over to Gibraltar’s chairman and chief executive officer, Brian Lipke.



2



BRIAN


Thanks Peter.


Good afternoon, everyone and thanks for joining us today.  On behalf of Henning Kornbrekke, our President and COO, who is dialing in for this call today from our CMI facility in Ontario, California; Dave Kay, our CFO; and Peter, who you just heard from who’s filling in for Ken Houseknecht, our Vice President of Investor Relations, we want to thank you for joining us.


I’m going to give you an overview of our second-quarter results and then talk a little bit about some of our recent initiatives and their impact on our performance. Dave will then discuss our financial results in greater detail. Following that, Henning will review our corporate and segment performance, and our outlook for the third quarter. After our prepared remarks are completed, we will open the call to your questions.


As we stated in our news release, we had another good quarter, with second-quarter sales up 39%, an operating margin of 10.9%, net income increasing by 51%, and earnings per share growing by 50%.


All of these results were the best for any quarter in Gibraltar’s history, and I want to thank and congratulate the men and women on the Gibraltar Team for their contributions to this performance.


Our second-quarter results further demonstrate that we are making measurable progress in our ongoing efforts to transition Gibraltar into a diversified manufacturer capable of generating improving and consistent results, in a variety of operating environments, over an extended period of time.


To that end, in the last 18 months we have continued to strategically transform Gibraltar by making six acquisitions, selling three businesses, and focusing on continuous improvement with all of our existing operations.


Our six most recent acquisitions added annual sales of approximately $400 million, while the three divestitures had annual sales of approximately $180 million. More importantly, though, these actions solidified our leadership position in targeted growth areas and strengthened our operating characteristics.


We took a number of steps during the second quarter.


Most significantly, we sold the assets of our Thermal Processing segment on June 30 for approximately $135 million. Dave will provide more financial detail on this transaction during his portion of the presentation.


Even though our Thermal Processing segment performed well for us during the ten years that we owned it, this business no longer strategically fit in our growth or capital allocation plans and we concluded that it would be a better match with another organization. This was an increasingly smaller part of our business, accounting for approximately 8% of our 2006 budgeted sales.


As we’ve said in many of our recent conference calls, we continue to review our portfolio of companies and businesses, and we will divest those that are outside of our strategic and our operating parameters. We will continue to focus our resources and capital on the niche products and markets where we can establish a dominant position and have long-term growth potential.


So, consistent with that approach, we also sold the assets of our steel strapping operations on June 16. While this, too, had been a solid business for Gibraltar for a long number of years, it did not provide a long-term fit that was consistent with our growth objectives and so we sold it.


We used the proceeds from both of these sales to pay down debt. This decreased our long-term debt to total capitalization ratio to 40% at

June 30 from 47% at March 31.


We also recently announced a couple of purchases, acquiring Home Impressions on

June 8 and Steel City on June 30.


Both of these transactions solidified our leadership position in the storage and postal products category. Together, they add annual sales of about $30 million, while broadening our product mix in defined niche markets, strengthening our marketing capabilities, enhancing relationships with existing customers, and adding some new customers to our customer base.


Our results in the first six months of 2006 have been strong, and we enter the second half of the year with solid momentum. We are actively pursuing continued growth and operational improvements in all of our existing businesses, while also evaluating a wide range of acquisition opportunities.


The company is well positioned to continue to pursue our growth strategies.  We are stronger and more focused than at any point in Gibraltar’s history. The markets we serve are continuing to grow and remain strong. We have good people running our businesses. We continue to improve our structure and systems. And we’ve made numerous improvements to our operations, and we’re working on many others.


At this point, I’ll turn the call over to Dave and Henning, who will provide a more detailed review of our second-quarter results, our operational performance, and our outlook for the third quarter and balance of the year.


Dave.


3



DAVE


Thanks, Brian.


As Brian noted, the second quarter was Gibraltar’s most successful as measured by a number of benchmarks. Sales from continuing operations of $352 million dollars in the second quarter were the highest for any quarter in Gibraltar’s history, and increased by approximately 39% from a year ago. For the first six months of 2006, sales from continuing operations were $675 million, up by approximately 38% when compared to the first half of 2005.


The sales increase during the quarter and six months was driven by improvements from our existing businesses, along with the inclusion of AMICO’s results.


Income from operations of $38.3 million in the quarter increased by 56% from $24.5 million in the second quarter of last year. For the first six months of 2006, income from operations was $63.7 million, up 57% from $40.6 million in the first half of 2005.


Net income in the second quarter of 2006 was also a record at $23.3 million dollars, or $.78 per share, compared to $15.5 million, or $.52 per share, in the second quarter of last year.


Net income from continuing operations in the quarter was $19.8 million dollars, or $.66 per share, compared to $13.5 million, or $.45 per share, in the second quarter of 2005.


During the first half of the year, net income from continuing operations was $31.5 million dollars, an increase of approximately 45% compared to the first six months of 2005.


Net income from discontinued operations amounted to $3.6 million dollars, or $.12 per share, in the second quarter of 2006, compared to $2.0 million, or $.07 per share, in the second quarter of 2005. Included in the discontinued operations for the second quarter and year-to-date results for 2006 is a $.06 cents per share gain from the disposal of the net assets of the discontinued operations.


Selling, general, and administrative expenses amounted to $39.0 million dollars, or 11% of sales, during the quarter, compared to $24.6 million, or 9.7% of sales, in the same quarter of last year. The primary reason for the increase in SG&A expenses, both in terms of dollars and %, comes primarily from the addition of AMICO, together with general cost increases, increased expenses for professional fees related to registering our Senior Subordinated Notes, and stock compensation costs.


Total interest expense, including amounts allocated to discontinued operations, amounted to $8.4 million dollars in the quarter, compared to $3.8 million dollars in the second quarter of last year, largely as a result of higher average borrowing levels, primarily from the AMICO acquisition, as well as higher overall interest rates.


Our net return on sales in the quarter was 6.6% for the quarter, compared to 6.1% in the second quarter of 2005.


From a cash flow perspective, we generated EBITDA of $43.6 million dollars in the quarter, up from $27.3 million a year ago.


On a consolidated basis, we turned our inventories at about 5.0 times during the quarter, compared to 3.8 times in the second quarter of last year and, in spite of the overall increase in receivables resulting from increased sales, average days sales outstanding were 49.8 days in the quarter, compared to 54.8 a year ago.


Through the first six months of the year, capital spending amounted to $11.5 million dollars, compared to $8.1 million last year. We now expect to spend a total of $24 to $26 million dollars in 2006 versus our original estimate of $28 to $31 million, prior to the disposal of Thermal Processing.


We have also paid out approximately

$3.0 million in dividends during the first half of the year.  


As noted in our news release, the sale of the Thermal Processing segment, together with the sale of the steel strapping assets, resulted in a net gain of $1.9 million, or $.06 per share.  


As Brian mentioned earlier, we used nearly all of the cash proceeds from the sale to pay down debt by approximately $110 million, bringing our long-term debt-to-total-capital ratio down to 40% at June 30, compared to 47% at March 31.


At June 30, we were in full compliance with all of our debt covenants.


Now I will turn the call over to Henning for a more detailed analysis of operations.

.



4



HENNING


Thanks, Dave.


Net sales from continuing operations, as Dave noted earlier, were $352 million in the second quarter, up 39% from a year ago.


Our gross margin of 21.9% improved 2.5 percentage points from the second quarter of 2005, as a result of improved operating efficiencies in our Building Products group.  Our operating margin of 10.9% was

1.2 percentage points higher than the year-ago quarter, driven by a higher gross margin, partially offset by higher SG&A expenses, a result of the elimination of the Thermal Processing group in the quarter and its lower SG&A ratio.


Looking at the results of our two segments, Building Products generated a sales increase of 67.6% to $239 million. The growth was the result of recent acquisitions and organic growth at many of our existing building products operations.  On a year-to-date basis, organic growth in this segment, excluding the effect of acquisitions, was approximately 4.7%, compared to last year.  In addition, AMICO generated strong organic growth, a result of continued strength in the markets they serve.  


Gross margins were 26.7%, up 1.5 percentage points from the year-ago quarter. The operating margin was 16.9%, up from 15.6% in the second quarter of 2005.


Margin improvements, the 6th consecutive 2nd quarter gain, is a direct result of our ongoing efforts to be a world class supplier by increasing operating efficiencies while reducing costs.


Our Processed Metal Products segment had second-quarter sales of $113 million, up 3% from a year ago, a result of strong demand and higher prices in our powdered copper business, offset by lower unit volume, driven by competitive pressures, in our strip steel business. Our gross margin was 11.8%, up 1.6 percentage points from the first quarter, and the operating margin was 7.0%, up from 5.4% in the first quarter. Margins in this segment continue to move back toward their historic levels, a pattern we expect will continue in the third quarter.


At this point, let me provide some commentary on our outlook for the third quarter and the balance of the year.


In our Building Products segment – which now represents 68% of our total sales – we expect to generate continued growth as a result of market share gains and strength in most of the markets we serve. As we’ve discussed on prior calls, our more recently acquired businesses give us broader participation in the commercial, industrial, and architectural markets, all of which continue to experience strong growth.


In our Processed Metal Products segment – which accounts for 32% of our total sales – our powdered metals business remains strong, with solid volumes. Margins in our strip steel business are expected to return to their normal patterns, in line with current market trends.


Energy cost volatility will have a reduced impact on our margins going forward with the sale of the Thermal Processing segment. Our continued focus on operating efficiency gains – coupled with process innovations – helped improve operating margins during the quarter. We expect the same pattern will prevail in the second half of the year.


In light of all of these considerations, we expect our third-quarter EPS from continuing operations will be in the range of $.59 to $.63, which compares to $.37 in the third quarter of 2005, barring a significant change in business conditions.


We reported record results in the first six months of 2006, and we anticipate a similar environment in the third quarter.


We remain committed to progressive improvements in our business units, carefully managing our assets, maximizing capital utilization and cash flow to help fund growth and pay down debt, while transforming Gibraltar into a company that produces better returns on capital.


At this point, I’ll turn the call back over to Brian.


5



BRIAN


Thanks, Henning.


Before we open the call to your questions, let me make just a couple of closing comments.


We generated solid performance improvements in the second quarter and first half of 2006. The guidance that Henning just provided makes it clear that we expect to build on that momentum in the third quarter.  


Long term, our objective is to continue transforming Gibraltar into a company that can generate consistent and improving results. We think we’re making steady progress to that end.


That concludes all of our prepared comments for today. At this point, we’ll be glad to open the call to questions that any of you may have.


Q & A Session


Thank you for joining us this afternoon, and for your continuing interest in Gibraltar.


We look forward to talking with you again in three months, and updating you on our continued progress.



Q206CC





6



EX-99.1 3 pressrelease.htm PART I.  FINANCIAL INFORMATION

               


For Immediate Release

July 26, 2006



GIBRALTAR REPORTS STRONG SECOND-QUARTER SALES AND EARNINGS


Second-Quarter Net Income is $.78 Per Share;

Net Income from Continuing Operations of $.66 Per Share is up 47 Percent


BUFFALO, NEW YORK (July 26, 2006) – Gibraltar Industries, Inc. (NASDAQ: ROCK) today reported its sales, net income, and earnings per share for the three and six months ended June 30, 2006.


Sales from continuing operations in the second quarter of 2006 were $352 million, an increase of approximately 39 percent compared to $253 million in the second quarter of 2005, continuing a trend of solid sales growth. For the first six months of 2006, sales from continuing operations were up by approximately 38 percent to $675 million, compared to $489 million in the first half of 2005.


Net income in the second quarter of 2006 was $23.3 million, or $.78 per share, compared to $15.5 million, or $.52 per share, in the second quarter of 2005. Net income from continuing operations in the second quarter of 2006 was $19.8 million, or $.66 per share, compared to $13.5 million, or $.45 per share, in the second quarter of 2005. During the first half of 2006, net income from continuing operations was $31.5 million, an increase of approximately 45 percent compared to $21.7 million in the first six months of 2005.


Net income from discontinued operations amounted to $3.6 million in the second quarter of 2006, or $.12 per share, compared to $2.0 million, or $.07 per share, in the second quarter of 2005. Net income from discontinued operations amounted to $.21 per share in the first six months of 2006 compared to $.15 per share in the first six months of 2005.


Included in the discontinued operations for the second-quarter and year-to-date results for 2006 is a $.06 per share gain from the disposal of the net assets of discontinued operations (the sales of the Thermal Processing segment and the steel strapping operations). Cash received from the sales was used to repay debt.


“Our second-quarter sales, operating margin (10.9 percent), net income, and earnings per share further demonstrate that we are making measurable progress in our ongoing efforts to transition into a diversified manufacturer capable of generating improving and more consistent results over an extended period,” said Brian J. Lipke, Gibraltar’s Chairman and Chief Executive Officer.


--more--



               


Gibraltar Reports Second-Quarter Sales and Earnings

Page Two



“In the last 18 months, we have continued to strategically transform Gibraltar by making six acquisitions, three divestitures, and focusing on continuous improvement with all of our existing operations. Our acquisitions added annual sales of approximately $400 million, while the divestitures had sales of less than $200 million. More importantly, these actions have solidified our leadership position in targeted growth areas and have strengthened our operating characteristics,” said Henning N. Kornbrekke, Gibraltar’s President and Chief Operating Officer.


Looking ahead, Mr. Kornbrekke said that, barring a significant change in business conditions, Gibraltar expects its third-quarter earnings per share from continuing operations will be in the range of $.59 to $.63, compared to $.37 in the third quarter of 2005.


As a result of the sale of the assets of the Company’s steel strapping operations on June 16, 2006, and the assets of its Thermal Processing segment on June 30, 2006, the results of these operations have been reclassified as discontinued operations in the Company’s income statements for all periods.


Gibraltar Industries is a leading manufacturer, processor, and distributor of metals and other engineered materials for the building, vehicular, and industrial markets. The company serves a large number of customers in a variety of industries in all 50 states and throughout the world. It has approximately 3,400 employees and operates 74 facilities in 26 states, Canada, and China.


Information contained in this release, other than historical information, should be considered forward-looking, and may be subject to a number of risk factors, including: general economic conditions; the impact of the availability and the effects of changing raw material prices on the Company’s results of operations; natural gas and electricity prices and usage; the ability to pass through cost increases to customers; changing demand for the Company’s products and services; risks associated with the integration of acquisitions; and changes in interest or tax rates.


--30--


Gibraltar will review its second-quarter results and discuss its outlook for the third quarter during its quarterly conference call, which will be held at 2 p.m. Eastern Time on July 27. Details of the call can be found on Gibraltar’s Web site, at www.gibraltar1.com.


CONTACT: Kenneth P. Houseknecht, Vice President of Communications and Investor Relations, at 716/826-6500, khouseknecht@gibraltar1.com.


Gibraltar’s news releases, along with comprehensive information about the Company, are available on the Internet, at http://www.gibraltar1.com.





Gibraltar Reports Second-Quarter Sales and Earnings

Page Three





GIBRALTAR INDUSTRIES, INC.

Financial Highlights

(in thousands, except per share data)



                               

 

                           Three Months Ended

  

June 30, 2006

  

June 30, 2005

Net Sales

$

352,421

 

$

252,850

Income from Continuing Operations

$

19,761

 

$

13,476

Income Per Share from Continuing

    Operations –Basic


$


.67

 


$


.46

Weighted Average Shares Outstanding-Basic

 

29,689

  

29,606

Income Per Share from Continuing

   Operations - Diluted


$


.66

 


$


.45

Weighted Average Shares Outstanding-Diluted

 

30,012

  

29,762







 

                             Six Months Ended

  

June 30, 2006

  

June 30, 2005

Net Sales

$

675,058

 

$

489,392

Income from Continuing Operations

$

31,494

 

$

21,651

Income Per Share from Continuing

   Operations -Basic


$


1.06

 


$


.73

Weighted Average Shares Outstanding-Basic

 

29,659

  

29,588

Income Per Share from Continuing

   Operations -Diluted


$


1.05

 


$


.73

Weighted Average Shares Outstanding-Diluted

 

29,966

  

29,769

GIBRALTAR INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

   (in thousands)

 
  

   June 30,                              December 31,

  

      2006

  

       2005

      

Assets

     

Current assets:

     

Cash and cash equivalents

$

41,145

 

$

28,529

Accounts receivable, net

 

210,701

  

178,775

Inventories

 

233,136

  

194,653

Other current assets

 

16,882

  

22,047

Total current assets

 

501,864

  

424,004

      

Property, plant and equipment, net

 

230,506

  

311,147

Goodwill

 

372,600

  

406,767

Investments in partnerships

 

5,388

  

6,151

Other assets

 

55,375

  

56,943

 

$

1,165,733

 

$

1,205,012

      

Liabilities and Shareholders' Equity

     

Current liabilities:

     

Accounts payable

$

110,576

 

$

85,877

Accrued expenses

 

87,834

  

63,007

Current maturities of long-term debt

 

3,280

  

2,531

Current maturities of related party debt

 

-

  

5,833

Total current liabilities

 

201,690

  

157,248

      

Long-term debt

 

359,740

  

454,649

Deferred income taxes

 

65,389

  

93,052

Other non-current liabilities

 

7,069

  

6,038

Shareholders’ equity:

     

Preferred stock, $.01 par value; authorized: 10,000,000       shares; none outstanding

 


-

  


-

Common stock, $.01 par value; authorized 50,000,000 shares; issued 29,828,317 and 29,701,186 shares in 2006 and

2005, respectively

 



298

  



298

Additional paid-in capital

 

214,111

  

216,897

Retained earnings

 

314,852

  

280,116

Unearned compensation

 

-

  

(5,153)

Accumulated other comprehensive loss

 

2,584

  

1,867


 

531,845

  

494,025

Less: cost of 41,100 and 40,500 common shares held in treasury in

         2006 and 2005

 


-

  


-

             Total shareholders’ equity

 

531,845

  

494,025

 

$

1,165,733

 

$

1,205,012

 



               



GIBRALTAR INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

  (in thousands)

 

Three Months Ended

June 30,

Six Months Ended

June 30,

  

2006

 

2005

 

2006

 

2005

     

Net sales

$

352,421

$

252,850

$

675,058

$

489,392

         

Cost of sales

 

275,156

 

203,719

 

534,562

 

397,551

         

     Gross profit

 

77,265

 

49,131

 

140,496

 

91,841

         

Selling, general and administrative expense

 

38,950

 

24,646

 

76,790

 

51,254

         

     Income from operations

 

38,315

 

24,485

 

63,706

 

40,587

         

Other (income) expense:

        

  Equity in partnerships’ loss (income) and other income

 

138

 

93

 

(548)

 

(351)

  Interest expense

 

7,101

 

3,021

 

13,880

 

6,166

Total other expense

 

7,239

 

3,114

 

13,332

 

5,815

         

     Income before taxes

 

31,076

 

21,371

 

50,374

 

34,772

         

Provision for income taxes

 

11,315

 

7,895

 

18,880

 

13,121

     Income from continuing operations

 

19,761

 

13,476

 

31,494

 

21,651

         

Discontinued operations:

        

Income from discontinued operations before taxes

 

5,710

 

3,270

 

10,013

 

7,485

Income tax expense

 

2,158

 

1,275

 

3,797

 

2,919

              Income from discontinued operations

 

3,552

 

1,995

 

6,216

 

4,566

         

Net income

$

23,313

$

15,471

$

37,710

$

26,217

         

Net income per share - Basic:

Income from continuing operations

Income from discontinued operations


$


.67

.12


$


.46

.07


$


1.06

.21


$


.73

.16

Net income

$

.79

$

.53

$

1.27

$

.89

         

Weighted average shares outstanding – Basic

 

29,689

 

29,606

 

29,659

 

29,588

Net income per share - Diluted:

Income from continuing operations

Income from discontinued operations


$


.66

.12


$


.45

.07


$


1.05

.21


$


.73

.15

Net income

$

.78

$

.52

$

1.26

$

.88

         

Weighted average shares outstanding – Diluted

 

30,012

 

29,762

 

29,966

 

29,769


GIBRALTAR INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

   (in thousands)

  

                                 Six Months Ended

                                          June 30,

    

2006

 

2005

Cash flows from operating activities

      

Net income

  

$

37,710

$

26,217

Income from discontinued operations

   

6,216

 

4,566

Income from continuing operations

   

31,494

 

21,651

Adjustments to reconcile net income to net cash provided by

   operating activities:

      

Depreciation and amortization

   

14,175

 

9,297

Provision for deferred income taxes

   

-

 

(786)

Equity in partnerships’ (loss) income

   

174

 

(294)

Distributions from partnerships

   

589

 

748

Stock compensation expense

   

1,631

 

327

Other noncash adjustments

   

545

 

64

Increase (decrease) in cash resulting from changes

      

   In (net of acquisitions):

      

     Accounts receivable

   

(49,345)

 

(32,710)

     Inventories

   

(37,793)

 

78

     Other current assets and other assets

   

1,258

 

208

     Accounts payable

   

23,698

 

(1,630)

     Accrued expenses and other non-current liabilities

   

342

 

(1,556)

       

       Net cash used in continuing operations

   

(13,232)

 

(4,603)

       Net cash provided by discontinued operations

   

7,286

 

8,523

       Net cash (used in) provided by operating activities

   

(5,946)

 

3,920

       

Cash flows from investing activities

      

Acquisitions, net of cash acquired

   

(13,206)

 

-

Purchases of property, plant and equipment

   

(11,452)

 

(8,073)

Net proceeds from sale of property and equipment

   

115

 

249

Net proceeds from sale of businesses

   

151,511

 

42,594

       

     Net cash provided by investing activities from continuing operations

   

126,968

 

34,770

     Net cash used in investing activities for discontinued operations

   

(3,189)

 

(1,915)

     Net cash provided by investing activities

   

123,779

 

32,855

       

Cash flows from financing activities

      

Long-term debt reduction

   

(112,960)

 

(47,430)

Proceeds from long-term debt

   

10,000

 

10,000

Payment of deferred financing costs

   

(161)

 

(920)

Payment of dividends

   

(2,976)

 

(2,970)

Net proceeds from issuance of common stock

   

765

 

520

Tax benefit from stock options

   

115

 

158

       

     Net cash used in financing activities

   

(105,217)

 

(40,642)

       

     Net increase (decrease) in cash and cash equivalents

   

12,616

 

(3,867)

       

Cash and cash equivalents at beginning of year

   

28,529

 

10,892

       

Cash and cash equivalents at end of period

  

$

41,145

$

7,025

 


GIBRALTAR INDUSTRIES, INC.

Segment Information

(in thousands)

 

Three Months Ended June 30,

      

Increase (Decrease)

  

2006

 

2005

 

$

 

%

  

(unaudited)

 

(unaudited)

    
         

Net Sales

        

     Building products

$

239,056

$

142,654

$

96,402

 

67.6%

     Processed metal products

 

113,365

 

110,196

 

3,169

 

2.9%

         

Total Sales

 

352,421

 

252,850

 

99,571

 

39.4%

         

Income from Continuing Operations

        

     Building products

$

40,519

$

22,197

$

18,322

 

82.5%

     Processed metal products

 

7,945

 

7,851

 

94

 

1.2%

     Corporate

 

(10,149)

 

(5,563)

 

(4,586)

 

-82.4%

         

Total Operating Income

 

38,315

 

24,485

 

13,830

 

56.5%

         

Operating Margin

        

     Building products

 

16.9%

 

15.6%

 

 

 

 

     Processed metal products

 

7.0%

 

7.1%

    
 



Six Months Ended June 30,

      

Increase (Decrease)

  

2006

 

2005

 

$

 

%

  

(unaudited)

 

(unaudited)

    
         

Net Sales

        

     Building products

$

453,800

$

261,826

$

191,974

 

73.3%

     Processed metal products

 

221,258

 

227,566

 

(6,308)

 

-2.8%

         

Total Sales

 

675,058

 

489,392

 

185,666

 

37.9%

         

Income from Continuing Operations

        

     Building products

$

71,792

$

32,701

$

39,091

 

119.5%

     Processed metal products

 

13,763

 

20,485

 

(6.722)

 

-32.8%

     Corporate

 

(21,849)

 

(12,599)

 

(9,250)

 

73.4%

         

Total Operating Income

 

63,706

 

40,587

 

23,119

 

57.0%

         

Operating Margin

        

     Building products

 

15.8%

 

12.5%

 

 

 

 

     Processed metal products

 

6.2%

 

9.0%

    




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