2014

Mac-Gray Announces Third-Quarter Financial Results

WALTHAM, Mass., Oct. 31, 2013 /PRNewswire/ -- Mac-Gray Corporation (NYSE: TUC), the nation's premier provider of laundry facilities management services to multi-family housing, today announced its financial results for the quarter ended September 30, 2013.

Mac-Gray reported that third quarter of 2013 revenue increased to $79.5 million, compared with $77.9 million in the third quarter of 2012.  Net income for the third quarter of 2013 was $1.5 million, or $0.09 per diluted share, compared with net income of $1.5 million, or $0.10 per diluted share, for the same period in 2012.  Third-quarter 2013 net income includes $420,000 of transaction costs related to the previously announced proposed merger with CSC Fenway, Inc., a wholly-owned subsidiary of Spin Holdco Inc., which is a wholly-owned subsidiary of CSC ServiceWorks, Inc., and a pre-tax unrealized gain of $29,000 related to fuel commodity derivatives. Third-quarter of 2012 net income included non-cash unrealized gains related to interest rate and fuel commodity derivative instruments of $125,000, and $67,000, respectively. Excluding these items from both periods, adjusted net income for the third quarter of 2013 increased to $1.7 million, or $0.11 per diluted share, compared with adjusted net income for the third quarter of 2012 of $1.2 million, or $0.08 per diluted share.

Please refer to Table 1, included at the end of this news release, for a reconciliation of net income, as reported, to net income, as adjusted.

For the third quarter of 2013, Mac-Gray's earnings before interest expense, income tax expense, depreciation and amortization expense (EBITDA) was $14.6 million, compared with $15.6 million in the year-earlier quarter.  Excluding from both periods, unrealized gains/losses related to interest rate and fuel commodity derivative instruments as well as transaction costs in the third quarter of 2013, EBITDA was $15.0 million for the third quarter of 2013, compared with $15.4 million in the year-earlier quarter.

Please refer to Table 2, included at the end of this news release, for a reconciliation of net income to EBITDA and EBITDA, as adjusted.

"Results for the third-quarter improved over last year's same period with revenue growth of two percent and our sixth consecutive quarter of increased profitability," said Chief Executive Officer Stewart G. MacDonald. "Same-location multi-housing revenue grew 1% in the third quarter compared with the third quarter of 2012, primarily reflecting the success of our vend management capabilities.  Commercial equipment sales grew 29 percent over last year's third quarter reflecting strength in this sector, despite a reduced scope to only the New England region."

"Our business through the first nine months of the year is stable, with year-to-date revenue and gross margin on par with the same period in 2012," MacDonald said. "During this year we have completed and successfully integrated the tuck-in acquisitions of three small laundry facilities management businesses that have contributed to our performance."

Net income, as adjusted, and EBITDA, as adjusted, exclude unrealized gains/losses related to interest rate derivative instruments and fuel commodity derivatives, and any one-time charges to income.

In light of the pending merger of Mac-Gray with CSC Fenway, the Company will not be hosting a third-quarter financial results conference call and has discontinued its financial guidance. Further, Mac-Gray's previous guidance for 2013 is withdrawn and should not be relied upon.  Mac-Gray will publish further details regarding its third-quarter results in the Management's Discussion and Analysis and consolidated financial statements of its Quarterly Report on Form 10-Q, which it plans to file next week with the Securities and Exchange Commission.

About Mac-Gray Corporation
Founded in 1927, Mac-Gray derives its revenue principally through the contracting of debit-card- and coin-operated laundry facilities in multi-unit housing facilities such as apartment buildings, college and university residence halls, condominiums and public housing complexes. Mac-Gray manages laundry rooms in 44 states and the District of Columbia. Mac-Gray also sells and services commercial laundry equipment to retail laundromats and other customers through its product sales division. To learn more about Mac-Gray, visit the Company's website at www.macgray.com.



Contacts:




Michael J. Shea

Scott Solomon

Chief Financial Officer  

Vice President

Mac-Gray Corporation  

Sharon Merrill

781-487-7610  

617-542-5300

Email: mshea@macgray.com                                                                           

Email: tuc@investorrelations.com



Safe Harbor Statement

This news release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the proposed merger with CSC Fenway, including the timing of the transaction.  Mac-Gray intends such forward-looking statements to be covered by the Safe Harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and is including this statement for purposes of complying with these Safe Harbor provisions.  Forward-looking statements, which are based on certain assumptions and describe future plans, strategies and expectations of Mac-Gray, may be identified by use of the words "believe," "expect," "intend," "anticipate," "project," or similar expressions.  Investors should not rely on forward-looking statements because they are subject to a variety of risks, uncertainties and other factors that could cause actual results to differ materially from such forward-looking statements.  Certain factors which could cause actual results to differ materially from the forward-looking statements include, but are not limited to, general economic conditions, changes in multi-housing vacancy rates, Mac-Gray's ability to renew long-term customer contracts, the proposed merger with CSC Fenway, the ability to satisfy the closing conditions set forth in the merger agreement, including obtaining stockholder approval and those conditions related to antitrust clearance, the ability of the parties to consummate the proposed transaction and those risks set forth in Mac-Gray's Annual Report on Form 10-K for the year ended December 31, 2012 under "Risk Factors" and in other reports subsequently filed with the SEC. Except as expressly required by law, Mac-Gray undertakes no obligation to update any forward-looking statements, which speak only as of the date of this news release.  All forward-looking statements in this document are qualified in their entirety by this cautionary statement.

 

MAC-GRAY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME 

(In thousands, except per share amounts)










Three months ended


Nine months ended


September 30,


September 30,


2012


2013


2012


2013









Revenue 

$      77,873


$      79,511


$    239,936


$      240,325

Cost of revenue:








     Cost of facilities management revenue

52,600


53,925


160,840


161,659

     Depreciation and amortization

10,706


10,878


31,536


32,230

     Cost of products sold

2,827


3,665


8,675


8,932

          Total cost of revenue

66,133


68,468


201,051


202,821









Gross margin

11,740


11,043


38,885


37,504









Operating expenses:








     Selling, general and administration expenses

7,291


7,172


24,567


22,951

     Loss (gain) on sale or disposal of assets, net

(57)


(114)


(97)


(269)

     Incremental costs of proxy contests

-


-


377


770

     Transaction costs

-


420


-


597

          Total operating expenses

7,234


7,478


24,847


24,049









Income from operations

4,506


3,565


14,038


13,455









Interest expense, including change in fair value 








   of non-hedged interest rate derivative instruments and 








   amortization of deferred financing costs

1,931


1,147


7,235


4,100

Loss on early extinguishment of debt

-


-


3,762


54

Income before income tax expense

2,575


2,418


3,041


9,301

Income tax expense

1,104


961


1,285


3,714

Net income

$        1,471


$        1,457


$        1,756


$          5,587

Other comprehensive gain, net of tax:








   Unrealized gain on derivative instruments

173


-


493


130

Comprehensive income

$        1,644


$        1,457


$        2,249


$          5,717

Net income per share – basic

$          0.10


$          0.10


$          0.12


$            0.38

Net income per  share – diluted

$          0.10


$          0.09


$          0.12


$            0.37

Weighted average common shares outstanding - basic

14,447


14,715


14,396


14,634

Weighted average common shares outstanding – diluted

15,134


15,405


15,078


15,206

 

MAC-GRAY CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)
















December 31,


September 30,




2012


2013

Assets




Current assets:





Cash and cash equivalents

$           14,328


$           13,537


Trade receivables, net of allowance for doubtful accounts

5,835


6,704


Inventory of finished goods, net

1,284


2,144


Prepaid expenses, facilities management rent and 






other current assets

10,624


12,781



Total current assets

32,071


35,166

Property, plant and equipment, net

129,947


143,699

Goodwill

57,737


58,185

Intangible assets, net

169,640


164,395

Prepaid expenses, facilities management rent and other assets

12,014


14,307



Total assets

$         401,409


$         415,752







Liabilities and Stockholders' Equity




Current liabilities:





Current portion of long-term debt and capital lease obligations

$             1,201


$             1,587


Trade accounts payable and accrued expenses

22,866


29,032


Accrued facilities management rent

20,930


20,390



Total current liabilities

44,997


51,009

Long-term debt and capital lease obligations

190,969


196,141

Deferred income taxes

46,770


45,133

Other liabilities

1,386


1,178



Total liabilities

284,122


293,461

Commitments and contingencies 

-


-

Stockholders' equity:





Preferred stock ($.01 par value, 5 million shares authorized






no shares issued or outstanding)

-


-


Common stock ($.01 par value, 30 million shares authorized,






14,516,074 issued and outstanding at December 31, 2012,






and 14,734,072 issued and outstanding at September 30, 2013)

145


147


Additional paid in capital

89,706


92,918


Accumulated other comprehensive loss

(130)


-


Retained earnings

27,566


29,226



Total stockholders' equity

117,287


122,291

Total liabilities and stockholders' equity

$         401,409


$         415,752

 

MAC-GRAY CORPORATION

TABLE 1

Reconciliation of Reported Net Income to Adjusted Net Income

(In thousands, except  per share amounts)










 Three months ended 


 Nine months ended 


 September 30, 


 September 30, 


2012


2013


2012


2013









Net income, as reported

$       1,471


$      1,457


$       1,756


$       5,587









Income before income tax expense, as reported

$       2,575


$      2,418


$       3,041


$       9,301

Unrealized gain related to change in fair value of non-hedged

interest rate derivative instruments (1)

(125)


-


(360)


(196)

Unrealized gain related to change in fair value of fuel commodity

derivative instruments (2)

(67)


(29)


(43)


(20)

Loss on early extinguishment of debt (3)

-


-


3,762


54

Incremental costs of proxy contests (4)

-


-


377


770

Transaction costs(5)

-


420


-


597

Income before income tax expense, as adjusted

2,383


2,809


6,777


10,506

Income tax expense, as adjusted

1,159


1,122


2,864


4,128









Net income, as adjusted

1,224


1,687


3,913


6,378









Diluted earnings per share, as adjusted

$         0.08


$        0.11


$         0.26


$         0.42





(1)

Represents the unrealized gain on change in fair value of interest rate protection contracts, which do not qualify for hedge accounting treatment.

(2)

Represents the unrealized loss on change in fair value of fuel commodity derivatives which do not qualify for hedge accounting treatment

(3)

Represents the premium paid to redeem $100,000 of senior notes as well as a writeoff of deferred financing costs associated with our senior notes and a partial writeoff of deferred financing costs associated with our 2008 Credit Facility.

(4)

Represents additional costs incurred for legal advice and proxy solicitation in response to proxy contests relating to the Company's 2012 and 2013 annual meetings.

(5)

Represents costs associated with the Company's proposed combination with CSC ServiceWorks, Inc. announced on October 15, 2013 ("the Transaction").



To supplement the Company's unaudited condensed consolidated financial statements presented on a generally accepted accounting principles (GAAP) basis, management has used a non-GAAP measure of net income.  Management believes that the presentation of "Net income as adjusted" is useful to investors to enhance an overall understanding of our historical financial performance and future prospects.  Net income, as adjusted to exclude certain gains and losses from the comparable GAAP net income, is an indication of our baseline performance before gains, losses or other charges that are considered by management to be outside of our core operating results. These non-GAAP results are among the primary indicators management uses as a basis for evaluating the Company's financial performance as well as for forecasting future periods.  Management establishes performance targets, annual budgets and makes critical operating decisions based upon these metrics. Accordingly, disclosure of these non-GAAP measures provides investors with the same information that management uses to understand the Company's true economic performance year over year.  The presentation of this additional information is not meant to be considered in isolation or as a substitute for net income or other measures prepared in accordance with GAAP.

 

MAC-GRAY CORPORATION

TABLE 2

Reconciliation of Reported Net Income to Earnings Before Interest, Taxes,

Depreciation and Amortization ("EBITDA") and EBITDA, as adjusted

(In thousands)










 Three months ended 


 Nine months ended 


 September 30, 


 September 30, 


2012


2013


2012


2013









Net income

$         1,471


$       1,457


$        1,756


$       5,587









Interest expense

1,966


1,063


7,239


4,034

Income tax expense

1,104


961


1,285


3,714

Depreciation and amortization

10,922


11,056


32,162


32,784

Amortization of deferred financing costs

90


84


356


262









EBITDA 

15,553


14,621


42,798


46,381









Unrealized gain related to change in fair value of non-hedged interest

rate derivative instruments (1)

(125)


-


(360)


(196)

Unrealized gain related to change in fair value of fuel commodity

derivative instruments (2)

(67)


(29)


(43)


(20)

Loss on early extinguishment of debt (3)

-


-


3,762


54

Incremental costs of proxy contests (4)

-


-


377


770

Transaction costs (5)

-


420


-


597









EBITDA, as adjusted

$       15,361


$     15,012


$      46,534


$     47,586





(1)

Represents the unrealized gain on change in fair value of interest rate protection contracts which do not qualify for hedge accounting treatment.

(2)

Represents the unrealized loss on change in fair value of fuel commodity derivatives which do not qualify for hedge accounting treatment.

(3)

Represents the partial write off of deferred financing costs associated with our 2008 Credit Facility.

(4)

Represents additional costs incurred for legal advice and proxy solicitation in response to proxy contests relating to the Company's 2012 and 2013 annual meetings.

(5)

Represents costs associated with the Transaction. 



EBITDA is defined as net income before interest expense, provision for income taxes, and depreciation and amortization expense. EBITDA, as adjusted, is EBITDA further adjusted to exclude the items described in the table above. We have excluded these items because we believe they are not reflective of our ongoing operating performance. EBITDA and EBITDA, as adjusted, are not measures of our liquidity or financial performance under GAAP and should not be considered as alternatives to net income or any other performance measure derived in accordance with GAAP, or as an alternative to cash flows from operating activities as a measure of our liquidity.

Our management believes EBITDA and EBITDA, as adjusted, are useful to investors because they help enable investors to evaluate our business in the same manner as our management.  Management uses EBITDA and EBITDA, as adjusted, as follows: (a) to evaluate the Company's historical and prospective financial performance, (b) to set internal revenue targets and spending budgets, (c) to measure operational profitability and the accuracy of forecasting, and (d) as an important factor in determining variable compensation for management.  In addition, these measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies with substantial financial leverage.  Moreover, investors have historically requested and the Company has historically reported these non-GAAP financial measures as a means of providing consistent and comparable information with past reports of financial results.

While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these non-GAAP financial measures.  These measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation.  Further, EBITDA and EBITDA, as adjusted, exclude interest expense and depreciation and amortization expense, which represent significant and unavoidable operating costs given the level of indebtedness and the capital expenditures needed to maintain our business.  In addition, our measures of EBITDA and EBITDA, as adjusted, are different from those used in the covenants contained in our senior credit facilities.  Management compensates for these limitations by relying primarily on our GAAP results and by using EBITDA and EBITDA, as adjusted, only supplementally and by reviewing the reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measures.

Non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles in the United States.  The Company's non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures, and should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP. 

 

SOURCE Mac-Gray Corporation



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