EX-99.1 2 c87405exv99w1.htm PRESS RELEASE exv99w1
 

Exhibit 99.1

(BELDEN CDT LOGO)

Earnings Press Release

July 29, 2004

BELDEN CDT REPORTS STRONG SALES, IMPROVED EARNINGS IN BELDEN’S JUNE QUARTER

St. Louis, Missouri — Belden CDT Inc. (NYSE:BDC) today announced the financial results for the quarter ended June 30, 2004, for Belden Inc. On July 15, 2004, Belden Inc. merged with Cable Design Technologies Corp. to form Belden CDT Inc., one of the largest U.S.-based manufacturers of high-speed electronic cables, focusing on products for the specialty electronics and data networking markets, including connectivity.

Belden Inc.’s revenue from continuing operations for the second quarter ended June 30, 2004, was $184.3 million, an increase of 19.8 percent from revenue of $153.8 million in the second quarter of 2003 and a sequential increase of 8.4 percent from the first quarter of 2004. The revenue increase was attributed to improving volume in the North American and Asian electronics and European telecommunications cable markets and to price increases enacted in the first and second quarters in response to rising material costs. About $4.6 million, or 3.0 percent, of the year-over-year revenue increase was due to currency translation.

Belden’s net income from continuing operations for the quarter ended June 30, 2004, was $5.6 million or $0.22 per share, including a gain of $1.7 million pretax, or $0.05 per diluted share, from the sale (previously announced) of the European deflection coil business for which the majority of the cash proceeds were received in 2003. Recognition of the gain on the sale was deferred until technical requirements had been met. Net income from continuing operations in the second quarter of 2003 was $0.5 million, or $0.02 per share, which included severance charges of $2.5 million and impairment costs of $0.4 million, together about $0.08 per fully diluted share.

During the second quarter, Belden completed the sale of assets of its North American Communications business to Superior Essex Inc. (OTC BB:SESX.OB) for $82.1 million cash received during the quarter and up to $10 million to be received in a future period depending on the successful transfer of certain customer relationships. The final sales price is also subject to adjustments for actual inventory on hand at closing.

 


 

Exhibit 99.1

BALANCE SHEET AND CASH FLOW

Belden’s debt as of June 30, 2004, was $201.0 million, compared with a debt of $202.0 million as of December 31, 2003. Cash was $168.9 million, compared with cash of $95.0 million at December 31, 2003, reflecting the cash received in the sale of the North American Communications assets. The cash flow from operations was $3.7 million for the quarter ended June 30, 2004. Capital expenditures in the quarter were $1.6 million, and depreciation and amortization were $5.7 million.

YEAR-TO-DATE RESULTS

For the six months ended June 30, 2004, Belden’s total revenue from continuing operations was $354.4 million, an increase of 15.4 percent from $307.1 million in the same period of 2003. Revenues in the first six months of 2004 benefited by $13.3 million from currency exchange rates. Operating profit for the first six months of 2004 was $16.0 million or 4.5 percent of sales, compared with $10.0 million, or 3.2 percent of sales, in the first six months of 2003. First-half 2004 net income from continuing operations was $8.3 million or $0.33 per share, including the gain of $0.05 on the sale of the deflection coil business. In the first half of 2003, net income from continuing operations was $1.8 million, or $0.07 per share.

Management Comment

C. Baker Cunningham, President and Chief Executive Officer of Belden CDT Inc., said, “We are very pleased with the ongoing recovery in most of our markets and the operating leverage that we are able to deliver. This gives us the opportunity to make even more of the recent merger of Belden and CDT. Belden CDT is aligned with the most attractive segments of the global markets for electronic cable and connectivity products, with strong market positions in data networking, video and audio applications, security, industrial automation, and high-temperature specialty cables for aerospace, automotive, and other demanding applications. The economic recovery in North America is giving us significant sales improvements in most of these markets, although we feel that the data networking market is lagging somewhat. We had a difficult quarter in Europe, where our material costs have increased as they did elsewhere and the pricing environment remains very challenging.”

ELECTRONICS SEGMENT

Belden’s Electronics Segment had revenues of $158.4 million in the second quarter of 2004, an increase of 15.0 percent compared with revenues of $137.7 million in the second quarter of 2003. The increase was greatest in the North American markets. Segment sales in Europe would have been higher than a year ago except for the effect of products discontinued in the past year. Increased segment sales in Asia were offset by weaker sales in Australia. Revenue in the industrial market improved most significantly

 


 

Exhibit 99.1

due to strong North American sales of instrumentation and control cables. Data networking revenue improved only slightly year-over-year.

The operating profit of the electronics Segment was $11.8 million, or 7.5 percent of sales, compared with operating profit of $7.1 million or 5.2 percent of sales, in the second quarter a year ago.

For the first six months of 2004, revenue of Belden’s Electronics Segment was $306.9 million, an increase of 11.7 percent from revenue of $274.8 million in the first six months of 2003. Operating profit of the Electronics Segment in the first six months of 2004 was $22.2 million, or 7.2 percent of sales, compared with operating profit of $14.1 million, or 5.1 percent of sales, in the first six months of 2003.

“The revenue of our North American electronics business grew more than 20 percent year over year, largely due to significant recovery of volume in the industrial market and in some of our smaller specialty markets,” Mr. Cunningham said. “Revenue also benefited from the full effect of the first-quarter price increases we enacted. The Electronics business in North America delivered operating margins above 12 percent and continued to improve its profitability sequentially. In Europe, sales of the Electronics segment were up almost 10 percent if you correct for the products we discontinued over the course of last year. Our sales in data networking did not show improvement in Europe year-over-year, and we were largely unsuccessful in raising prices in this market to compensate for higher material and transportation costs, so much so that we again had a loss quarter in Europe in the Electronics business.”

COMMUNICATIONS SEGMENT

The Communications Segment of Belden has continuing operations in Manchester, United Kingdom. Revenue from continuing operations of this segment was $25.9 million in the second quarter of 2004, an increase of 61.3 percent compared with revenues of $16.1 million in the same quarter a year ago and an increase of 20.4 percent from the first quarter of 2004. The increased revenue was the result of specific projects of British Telecom.

Operating profit from continuing operations of the Communications Segment in the second quarter of 2004 was $1.3 million, or 5.1 percent of sales, compared with $0.5 million, or 3.3 percent of sales, in the second quarter of 2003.

Revenue from continuing operations of the Communications Segment for the first six months of 2004 was $47.5 million, an increase of 46.7 percent from revenues of $32.4 million in the first six months of 2003. Operating profit for this segment’s continuing operations in the first six months of 2004 was $2.3 million, or 4.9 percent of sales, compared with operating profit of $1.8 million, or 5.4 percent, in the same period a year earlier.

 


 

Exhibit 99.1

The discontinued operations of the Communications Segment made a loss in the quarter ended June 30, 2004, of $5.8 million, compared with a loss of $1.3 million in the second quarter of 2003. The year-to-date loss from the discontinued operations was $7.3 million, compared with a loss in the first six months of 2003 of $4.8 million. In the second quarter of 2004, Belden recorded a gain of $3.0 million on the disposition of assets of the discontinued operations.

“Strong project-driven demand from British Telecom gave us a very good quarter in Communications sales,” said Mr. Cunningham. “We continued to outsource the production of some of this volume in the second quarter, so we didn’t get the kind of improvement in operating profit that one might expect from this kind of step-up in revenue. This business has been on an improving trend for the last four quarters.”

OUTLOOK

Belden CDT Inc. pointed out that its third quarter ending September 30, 2004, will include 3 months of results from former Belden operations and two and a half months of post-merger results of former CDT operations. During the third quarter, Belden CDT expects to file a Form 8-K/A with the Securities and Exchange Commission with pro-forma financial statements of the combined Belden CDT for the first half of 2004.

Mr. Cunningham said, “We believe the favorable market demand that Belden and CDT have been experiencing recently will continue. We are forecasting Belden CDT total revenue for the third quarter of $280 to $300 million, and in the fourth quarter in the range of $310 to $330 million. That’s a rate of demand similar to what we experienced in the most recent quarter and continues to reflect significant year-over-year improvement.

“Our third-quarter operating margin will be affected by a step-up in cost of CDT inventory, as purchase accounting dictates,” Mr. Cunningham continued. “We will also have cash costs of merger integration, such as severance payments, retention awards, and probably some costs associated with the first steps toward rationalizing our manufacturing, in addition to the cash costs of the deal itself. Certain of these costs will affect earnings.

“As we indicated in February when we announced the merger, we have identified ongoing synergies of about $25 million per year (net of certain increased expenses) which will take us 18 to 24 months to achieve,” Mr. Cunningham continued. “We have done much of the work of integration planning already, and we expect to take actions in the third quarter that will begin the implementation of these synergies. In the second half of 2004, we believe we can achieve $5 million of savings beginning with the elimination of duplicate corporate costs, purchasing improvements, and some manufacturing changes.

“We expect depreciation and amortization in the second half of the year to fall in a range of $20 to $25 million; we won’t know this amount for certain until we complete the accounting for the merger and assign values to all the assets,” he said. “We expect capital

 


 

Exhibit 99.1

expenditures in the second half to be in the range of $10 to $11 million. Another use of cash will be the repayment of $64 million of notes in early September.

We expect the effective income tax rate in the second half of 2004 to be 38 percent. But because of significant net-operating-loss carry-forwards, Belden CDT expects to make only minimal cash income tax payments for the remainder of 2004 and 2005.

“We are pleased and excited by the opportunity we have as Belden CDT to improve our already-strong competitive position and gain operating synergies. We are encouraged by the reception we are getting from customers and distributors, and we thank our stockholders for their support of the merger,” Mr. Cunningham concluded.

FORWARD-LOOKING STATEMENTS

The statements set forth under “Outlook” and any statements in this release other than historical facts are “forward-looking statements” made in reliance upon the safe harbor of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on forecasts and projections about the industries served by the Company and about general economic conditions. They reflect management’s beliefs and expectations. They are not guarantees of future performance and they involve risk and uncertainty. The Company’s actual results may differ significantly from these expectations. Some of the factors that may cause actual results to differ from the Company’s expectations include general economic conditions, demand for the Company’s products, pricing that can be achieved for the Company’s products, management’s ability to accomplish cost reductions contemplated in the merger between Belden Inc. and Cable Design Technologies Corp., management’s ability to successfully integrate the operations and processes of the merged company and to retain key personnel, the actions of customers and competitors, the cost of raw materials (including copper and plastics) and transportation, reliance of the Company’s Electronics Segment on a few large distributors, and other factors. For a more complete discussion of risk factors, please see Belden’s Annual Report on Form 10-K for the year ended December 31, 2003, filed with the SEC on March 4, 2004, CDT’s Annual Report on Form 10-K for the year ended July 31, 2003, filed with the SEC on October 29, 2003, and CDT’s Registration Statement on Form S-4 filed with the SEC on March 24, 2004. Belden CDT Inc. assumes no responsibility to update any forward-looking statements as a result of new information or future developments.

     
Contact:
  Belden CDT Inc.
  Dee Johnson, Director of Investor Relations
  314-854-8054
  www.beldencdt.com

Following are comparative consolidated income statements of Belden Inc. for the three- and six-month periods ended June 30, 2004 and June 30, 2003, segment information for the same periods and condensed consolidated balance sheets as of June 20, 2004, and December 31, 2003.

 


 

Exhibit 99.1

BELDEN INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

                                 
    Three Months Ended   Six Months Ended
    June 30,
  June 30,
    2004
  2003
  2004
  2003
(in thousands, except per share data)                                
Revenues
  $ 184,307     $ 153,800     $ 354,410     $ 307,117  
Cost of sales
    151,113       125,665       288,933       250,092  
 
   
 
     
 
     
 
     
 
 
Gross profit
    33,194       28,135       65,477       57,025  
Selling, general and administrative expenses
    24,229       23,197       49,458       46,695  
Other operating expense
          352             352  
 
   
 
     
 
     
 
     
 
 
Operating earnings
    8,965       4,586       16,019       9,979  
Nonoperating earnings
    (1,732 )           (1,732 )      
Interest expense
    3,167       3,239       6,333       6,489  
 
   
 
     
 
     
 
     
 
 
Income before taxes
    7,530       1,347       11,418       3,490  
Income tax expense
    1,896       832       3,140       1,739  
 
   
 
     
 
     
 
     
 
 
Net income from continuing operations
    5,634       515       8,278       1,751  
Net loss from discontinued operations(1)
    (5,823 )     (1,268 )     (7,319 )     (4,802 )
Net gain on disposal of discontinued operations(2)
    3,020             3,020        
 
   
 
     
 
     
 
     
 
 
Net income/(loss)
  $ 2,831     $ (753 )   $ 3,979     $ (3,051 )
 
   
 
     
 
     
 
     
 
 
Weighted average number of common shares and equivalents:
                               
Basic
    25,546       25,264       25,504       25,128  
Diluted
    25,832       25,413       25,827       25,281  
 
   
 
     
 
     
 
     
 
 
Basic earnings/(loss) per share:
                               
Continuing operations
  $ .22     $ .02     $ .33     $ .07  
Discontinued operations
    (.23 )     (.05 )     (.29 )     (.19 )
Disposal of discontinued operations
    .12             .12        
Earnings/(loss) per share
    .11       (.03 )     .16       (.12 )
 
   
 
     
 
     
 
     
 
 
Diluted earnings/(loss) per share:
                               
Continuing operations
  $ .22     $ .02     $ .32     $ .07  
Discontinued operations
    (.23 )     (.05 )     (.28 )     (.19 )
Disposal of discontinued operations
    .12             .12        
Earnings/(loss) per share
    .11       (.03 )     .16       (.12 )
 
   
 
     
 
     
 
     
 
 

(1)   Net of income tax benefit of $3,276, $714, $4,117 and $2,702, respectively.
 
(2)   Net of income tax expense of $1,699, $0, $1,699 and $0, respectively.

 


 

Exhibit 99.1

BELDEN INC.

SEGMENT INFORMATION
(Unaudited)

(in thousands)

Three Months Ended June 30, 2004

                                 
    Electronics
  Communications
  Other
  Total
External customer revenues
  $ 158,376     $ 25,931     $     $ 184,307  
Affiliate revenues
    1,535       74       (1,609 )      
 
   
 
     
 
     
 
     
 
 
Total revenues
  $ 159,911     $ 26,005     $ (1,609 )   $ 184,307  
 
   
 
     
 
     
 
     
 
 
Operating earnings/(loss)
  $ 11,807     $ 1,311     $ (4,153 )   $ 8,965  
 
   
 
     
 
     
 
     
 
 

Three Months Ended June 30, 2003

                                 
    Electronics
  Communications
  Other
  Total
External customer revenues
  $ 137,721     $ 16,079     $     $ 153,800  
Affiliate revenues
    4,736       214       (4,950 )      
 
   
 
     
 
     
 
     
 
 
Total revenues
  $ 142,457     $ 16,293     $ (4,950 )   $ 153,800  
 
   
 
     
 
     
 
     
 
 
Operating earnings/(loss)
  $ 7,121     $ 527     $ (3,062 )   $ 4,586  
 
   
 
     
 
     
 
     
 
 

Six Months Ended June 30, 2004

                                 
    Electronics
  Communications
  Other
  Total
External customer revenues
  $ 306,944     $ 47,466     $     $ 354,410  
Affiliate revenues
    2,670       121       (2,791 )      
 
   
 
     
 
     
 
     
 
 
Total revenues
  $ 309,614     $ 47,587     $ (2,791 )   $ 354,410  
 
   
 
     
 
     
 
     
 
 
Operating earnings/(loss)
  $ 22,202     $ 2,336     $ (8,519 )   $ 16,019  
 
   
 
     
 
     
 
     
 
 

Six Months Ended June 30, 2003

                                 
    Electronics
  Communications
  Other
  Total
External customer revenues
  $ 274,760     $ 32,357     $     $ 307,117  
Affiliate revenues
    6,860       333       (7,193 )      
 
   
 
     
 
     
 
     
 
 
Total revenues
  $ 281,620     $ 32,690     $ (7,193 )   $ 307,117  
 
   
 
     
 
     
 
     
 
 
Operating earnings/(loss)
  $ 14,097     $ 1,757     $ (5,875 )   $ 9,979  
 
   
 
     
 
     
 
     
 
 

 


 

Exhibit 99.1

BELDEN INC.

CONDENSED CONSOLIDATED BALANCE SHEET
                 
    June 30,   December 31,
    2004
  2003
(in thousands)   (Unaudited)    
ASSETS
               
Current assets
               
Cash and cash equivalents
  $ 168,902     $ 94,955  
Receivables
    97,330       83,242  
Inventories
    91,737       80,958  
Income taxes receivable
    2,773       1,770  
Deferred income taxes
    11,015       9,946  
Other current assets
    5,523       6,218  
Current assets of discontinued operations
    20,476       107,302  
 
   
 
     
 
 
Total current assets
    397,756       384,391  
Property, plant and equipment, less accumulated depreciation
    172,381       189,129  
Goodwill, less accumulated amortization
    79,099       79,480  
Other long-lived assets
    10,705       5,990  
Long-lived assets of discontinued operations
    21,147       14,565  
 
   
 
     
 
 
 
  $ 681,088     $ 673,555  
 
   
 
     
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities
               
Accounts payable and accrued liabilities
  $ 90,133     $ 89,179  
Current maturities of long-term debt
    64,998       65,951  
Current liabilities of discontinued operations
    20,859       28,003  
 
   
 
     
 
 
Total current liabilities
    175,990       183,133  
Long-term debt
    136,000       136,000  
Postretirement benefits other than pensions
    9,580       10,201  
Deferred income taxes
    45,606       43,112  
Other long-term liabilities
    29,641       20,994  
Long-term liabilities of discontinued operations
    5,368       5,705  
Stockholders’ equity
               
Preferred stock
           
Common stock
    262       262  
Additional paid-in capital
    39,845       39,022  
Retained earnings
    238,486       237,087  
Accumulated other comprehensive income
    7,807       7,461  
Unearned deferred compensation
    (2,721 )     (1,700 )
Treasury stock
    (4,776 )     (7,722 )
 
   
 
     
 
 
Total stockholders’ equity
    278,903       274,410  
 
   
 
     
 
 
 
  $ 681,088     $ 673,555