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Sealy Corporation Reports Third Quarter Fiscal 2009 Results

 

-Income from Operations Grows 21.6%-

-Adjusted EBITDA Grows 14.7%-

-Operating & Adjusted EBITDA Margin Expansion-

TRINITY, N.C., Sept. 29 /PRNewswire-FirstCall/ -- Sealy Corporation (NYSE: ZZ), the bedding industry's largest global manufacturer, today announced results for its third quarter of fiscal 2009.

Income from operations for the third fiscal quarter increased $7.0 million to $39.2 million compared to the same period in the prior year. As a percent of sales, income from operations increased 325 basis points to 11.2% from the same prior year period.

Adjusted EBITDA for the third fiscal quarter increased to $53.7 million from $46.8 million, while Adjusted EBITDA margin increased 380 basis points to 15.4% compared to the same prior year period.

Net sales for the third fiscal quarter were $349.6 million compared to $405.0 million in the same prior year period.

Gross Profit for the third fiscal quarter was $146.1 million compared to $164.1 in the same prior year period, while Gross Margin increased 126 basis points over the same time period, to 41.8%.

Net income for the third fiscal quarter was $12.1 million versus net income of $10.9 million for the comparable prior year period. Third quarter 2009 earnings per diluted share, based on a 279.2 million diluted share count, was $0.05, compared to earnings per diluted share, based on a 93.5 million diluted share count, of $0.12 in the prior year. A reconciliation for the increase in shares outstanding can be found in the attached schedules.

"We were pleased with the results from the continued execution of our 2009 strategic initiatives to grow profitable market share; successfully roll out the new Stearns & Foster line; build stronger partnerships with our retailers and suppliers; improve our gross margins; permanently reduce our operating cost structure; and maximize our financial flexibility. These actions have all contributed to the year-over-year and sequentially improving results that we are reporting today," stated Larry Rogers, Sealy's President and Chief Executive Officer.

"While the global macro economic and retail environments remain challenging, we believe our focus on the aspects of our business that we can control is paying off. One prominent example of this is the success that we are seeing in the luxury bedding market with our new Stearns & Foster line. Efforts like this are enabling us to begin to realize improvements in our operations and positioning us to benefit more when the economy improves," added Mr. Rogers.

Total U.S. net sales were $256.8 million, a decrease of 13.3% from the third quarter of fiscal 2008. Wholesale domestic net sales, which exclude third party sales from Sealy's component plants, were $251.8 million, compared to $289.0 million in the third quarter of 2008. A weak retail environment negatively impacted domestic revenue performance. In the U.S., Wholesale Average Unit Selling Price (AUSP) increased 0.1% while unit volume declined 12.9% on a year-over-year basis.

International net sales decreased $16.0 million, or 14.7%, from the third quarter of 2008 to $92.8 million. Excluding the effects of currency fluctuation, International net sales declined 4.3% from the third quarter of 2008. This decline was primarily due to declines in finished goods sales in Europe and, to a lesser extent, the weak retail environment in our Latin American businesses.

Consolidated gross profit was $146.1 million compared to $164.1 million in the third quarter of fiscal 2008. Gross profit margin was 41.8%, an increase of 126 basis points compared to the prior year third quarter. U.S. gross profit margin increased 109 basis points to 43.9%. The increase in gross profit margin was driven primarily by lower material costs as the related commodity prices remained below prior year levels through the third quarter and continued improvements in manufacturing efficiencies, which were partially offset by less absorption of fixed costs as a result of lower volume.

Selling, general, and administrative (SG&A) expenses were $110.3 million for the third quarter of fiscal 2009, an improvement of $22.6 million, versus the comparable period a year earlier. The reduction in SG&A expenses is primarily due to actions taken by management to reduce the Company's cost structure. Volume driven variable expenses declined $14.9 million. Fixed operating costs, exclusive of compensation expense, decreased $17.0 million primarily due to a $10.1 million reduction in national advertising expenses as well as reductions in other operating expenditures. Compensation expense increased by $9.3 million primarily due to increases for incentive-based payments, defined contribution plan payments, and non-cash compensation expense related to new equity grants.

Income from operations for the third fiscal quarter increased $7.0 million to $39.2 million compared to the same period in the prior year. As a percent of sales, income from operations increased 325 basis points to 11.2% from the same prior year period. This improvement was based on improved gross profit margin performance and continued cost improvements.

Total Adjusted EBITDA was $53.7 million for the third quarter of fiscal 2009, or 15.4% of net sales, which represents an increase of 380 basis points on a year-over-year basis.

For the nine months ended August 30, 2009, Net Sales decreased 18.3% to $958.0 million from $1,172.3 million for the comparable prior year period. Gross profit was $386.5 million, or 40.3% of net sales, versus $465.7 million, or 39.7% of net sales, for the comparable prior year period a year earlier. Income from operations was $92.2 million or 9.6% of net sales compared to $108.0 million or 9.2% of net sales for the comparable prior year period. Net income was $11.6 million versus $39.1 million and net income per diluted share was $0.09 compared to $0.42 for the comparable prior year period. Results for the period included charges of $16.2 million net of tax or $0.11 per diluted share, related to the Company's refinancing of its senior credit facility on May 29, 2009 and rights for convertible notes. Total Adjusted EBITDA was $130.8 million, or 13.7% of net sales, versus $147.8 million, or 12.6% of net sales, compared for the nine months ended August 31, 2008.

As of August 30, 2009, the Company's debt net of cash was $749.6 million, a decrease of $7.2 million compared to $756.8 million as of November 30, 2008 and a decrease of $11.3 million compared to the Company's debt net of cash of $760.9 million as of May 31, 2009. The Net Debt to EBITDA ratio excluding the convertible notes was 3.76x as compared to 4.03x as of May 31, 2009.

"The completion of our comprehensive refinancing plan in July, coupled with our strong cash flow generation and our negotiated ability to pre-pay a portion of this debt, has created a stable long-term financial position with greater financial flexibility for the Company. The Company has no material amortization payments until 2014," stated Mr. Rogers.

"While we expect market conditions to remain challenging, we are starting to see positive signs in the market in terms of volume and pricing, although not with sufficient consistency to definitively conclude we are in a turnaround. We continue to remain vigilant on right sizing our cost structure and rebuilding gross margins in order to maximize our cash flow.

"We believe that our recent operating performance and successful financial restructuring leave our company in a stronger strategic position to gain profitable market share and drive increasing value for our shareholders," concluded Mr. Rogers.

Adjusted EBITDA

Within the information above, Sealy provides information regarding Adjusted EBITDA and Adjusted EBITDA Margin which are not recognized terms under GAAP (Generally Accepted Accounting Principles) and do not purport to be alternatives to operating income or net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. We present Adjusted EBITDA and its derivative, Adjusted EBITDA Margin, because the covenants contained in our senior debt agreements are based upon these measures and Adjusted EBITDA is a material component of those covenants. Additionally, these measures are not intended to be measures of available cash flow for management's discretionary use, as these measures do not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Because not all companies use identical calculations, this presentation may not be comparable to other similarly titled measures of other companies. A reconciliation of Adjusted EBITDA and Adjusted EBITDA Margin to the Company's income from operations is provided in the attached schedule.

Conference Call

The Company will hold a conference call today to discuss its fiscal third quarter 2009 results at 5:00 p.m. (Eastern Time). The conference call can be accessed live over the phone by dialing 1-877-941-2068, or for international callers, 1-480-629-9712. A replay will be available one hour after the call and can be accessed by dialing 1-800-406-7325, or for international callers, 1-303-590-3030. The passcode for the live call and the replay is 4157344. The replay will be available until October 6, 2009.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investors section of the Company's website at www.sealy.com. The on-line replay will be available for a limited time beginning immediately following the call. An updated investor presentation will be posted on Wednesday, September 30th, in the Investors section of the Company's website at www.sealy.com.

About Sealy

Sealy is the bedding industry's largest global manufacturer with sales of $1.5 billion in fiscal 2008. The Company manufactures and markets a broad range of mattresses and foundations under the Sealy(R), Sealy Posturepedic(R), including SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns & Foster(R), and Bassett(R) brands. Sealy operates 25 plants in North America, and has the largest market share and highest consumer awareness of any bedding brand on the continent. In the United States, Sealy sells its products to approximately 3,000 customers with more than 7,000 retail outlets. Sealy is also a leading supplier to the hospitality industry. For more information, please visit www.sealy.com.

This document contains forward-looking statements within the meaning of the safe harbor provisions of the Securities Litigation Reform Act of 1995. Terms such as "expect," "believe," "continue," and "grow," as well as similar comments, are forward-looking in nature. Although the Company believes its growth plans are based upon reasonable assumptions, it can give no assurances that such expectations can be attained. Factors that could cause actual results to differ materially from the Company's expectations include: general business and economic conditions, competitive factors, raw materials purchasing, and fluctuations in demand. Please refer to the Company's Securities and Exchange Commission filings for further information.

                            SEALY CORPORATION
                  CONDENSED CONSOLIDATED BALANCE SHEET
                               (In thousands)
                                 (Unaudited)

                            August 30,   November 30,  August 31,
                               2009         2008          2008
                               ----         ----          ----

    ASSETS

    Current assets:
      Cash and
       equivalents           $99,840       $26,596     $30,699
      Accounts
       receivable, net of
       allowances for bad
       debts, cash
       discounts and
       returns               189,446       156,583     225,115
      Inventories             57,619        64,634      73,059
      Prepaid expenses
       and other current
       assets                 23,726        30,969      26,977
      Deferred income
       tax assets             18,724        16,775      17,057
                              ------        ------      ------
    Total current assets     389,355       295,557     372,907
                             -------       -------     -------
    Property, plant and
     equipment - at cost     440,003       449,308     462,890
    Less accumulated
     depreciation           (220,656)     (218,560)   (219,754)
                            --------      --------    --------
                             219,347       230,748     243,136
                             -------       -------     -------
    Other assets:
      Goodwill               360,817       357,149     393,507
      Intangible assets,
       net of accumulated
       amortization            2,774         4,945       6,277
      Deferred income
       tax assets              5,650         3,392       3,909
      Debt issuance
       costs, net, and
       other assets           53,740        29,083      31,400
                              ------        ------      ------
                             422,981       394,569     435,093
    Total assets          $1,031,683      $920,874  $1,051,136
                          ==========      ========  ==========

    LIABILITIES AND STOCKHOLDERS'  DEFICIT

    Current liabilities:
      Current portion -
       long-term
       obligations           $11,591       $21,243     $37,937
      Accounts payable       105,914        97,084     160,654
      Accrued incentives
       and advertising        31,610        34,542      39,861
      Accrued
       compensation           33,730        24,797      26,160
      Accrued interest        14,843        16,432      10,765
      Other accrued
       liabilities            45,178        44,363      48,124
                              ------        ------      ------
    Total current
     liabilities             242,866       238,461     323,501
    Long-term
     obligations, net of
     current portion         837,836       762,162     741,680
    Other liabilities         59,585        71,257      67,955
    Deferred income tax
     liabilities               6,538         4,962       6,990

    Common stock and
     options subject to
     redemption                    -         8,856       9,424

    Stockholders' deficit:
      Common stock               922           917         916
      Additional paid-in
       capital               878,003       668,547     667,480
      Accumulated deficit   (991,572)     (814,298)   (772,318)
      Accumulated other
       comprehensive
       income                 (2,495)      (19,990)      5,508
    Total shareholders'
     deficit                (115,142)     (164,824)    (98,414)
    Total liabilities and
     shareholders'
     deficit              $1,031,683      $920,874  $1,051,136
                          ==========      ========  ==========



                             SEALY  CORPORATION
             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 (In thousands, except per share data)
                                (Unaudited)

                                      Three Months Ended
                                      ------------------
                                    August 30,     August 31,
                                       2009          2008
                                       ----          ----

    Net sales                        $349,573      $404,963
    Cost of goods sold                203,508       240,843
                                      -------       -------

      Gross profit                    146,065       164,120

    Selling, general and
     administrative expenses          110,256       132,892
    Amortization expense                  842           981
    Restructuring expenses and
     asset impairment                       -         2,448
    Royalty income, net of
     royalty expense                   (4,216)       (4,422)
                                       ------        ------

        Income from operations         39,183        32,221

    Interest expense                   22,127        14,379
    Loss on rights for
     convertible notes                  1,820             -
    Refinancing and
     extinguishment of debt and
     interest rate derivatives             39             -
    Other income, net                     (14)         (117)
                                          ---          ----

    Income before income tax
     provision                         15,211        17,959
    Income tax provision                3,155         7,017
                                        -----         -----
            Net income                $12,056       $10,942
                                      =======       =======

    Earnings per common share---
     Basic                              $0.13         $0.12
                                        =====         =====

    Earnings per common share---
     Diluted                            $0.05         $0.12
                                        =====         =====
    Weighted average number of
     common shares outstanding:
      Basic                            91,884        91,269
      Diluted                         279,156        93,538



                              SEALY CORPORATION
             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                   (In thousands, except per share data)
                               (Unaudited)

                                                   Nine Months Ended
                                                   -----------------
                                                August 30,    August 31,
                                                  2009          2008
                                                  ----          ----

    Net sales                                   $958,004    $1,172,267
    Cost of goods sold                           571,538       706,579
                                                 -------       -------

      Gross profit                               386,466       465,688

    Selling, general and administrative
     expenses                                    302,533       365,536
    Amortization expense                           2,435         2,850
    Restructuring expenses and asset
     impairment                                    1,448         2,907
    Royalty income, net of royalty expense       (12,186)      (13,558)
                                                 -------       -------

        Income from operations                    92,236       107,953

    Interest expense                              56,551        45,124
    Loss on rights for convertible notes           4,549             -
    Refinancing and extinguishment of debt
     and interest rate derivatives                17,461             -
    Gain on sale of subsidiary stock              (1,292)            -
    Other income, net                                (60)         (297)
                                                     ---          ----

        Income before income tax expense          15,027        63,126
    Income tax provision                           3,463        24,013
                                                   -----        ------

            Net income                           $11,564       $39,113
                                                 =======       =======

    Earnings per common share---Basic              $0.13         $0.43
                                                   =====         =====

    Earnings per common share---Diluted            $0.09         $0.42
                                                   =====         =====

    Weighted average number of
     common shares outstanding:
      Basic                                       91,836        91,044
      Diluted                                    153,602        94,066



                               SEALY CORPORATION
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (in thousands)
                                  (Unaudited)

                                                   Nine Months Ended
                                                   -----------------
                                                August 30,     August 31,
                                                   2009          2008
                                                   ----          ----
    Operating activities:
      Net income                                  $11,564       $39,113
      Adjustments to reconcile net income to
       net cash provided by (used in)
        operating activities:
        Depreciation and amortization              23,840        25,763
        Deferred income taxes                      (7,303)        1,847
        Impairment charges                          1,326           873
        Amortization of deferred gain on
         sale-leaseback                              (485)            -
        Paid in kind interest on convertible
         notes                                      1,820             -
        Amortization of discount on new
         senior secured notes                         351             -
        Amortization of debt issuance
         costs and other                            2,925         1,761
        Loss on rights for convertible notes        4,549             -
        Share-based compensation                    7,381         2,550
        Excess tax benefits from share-based
         payment arrangements                           -          (781)
        Loss on sale of assets                        383           348
        Write-off of debt issuance costs
         related to
         debt extinguishments                       2,113             -
        Loss on termination of interest rate
         swaps                                     15,232             -
        Payment to terminate interest rate
         swaps                                    (15,232)            -
        Gain on sale of subsidiary stock           (1,292)            -
        Other, net                                 (2,458)        1,083
      Changes in operating assets and liabilities:
        Accounts receivable                       (27,628)      (16,538)
        Inventories                                 5,684           715
        Prepaid expenses and other current
         assets                                    14,080         2,549
        Other assets                               (1,434)        3,049
        Accounts payable                            5,195        25,731
        Accrued expenses                            6,752       (26,824)
        Other liabilities                          (7,150)        3,539
                                                   ------         -----
            Net cash provided by
             operating activities                  40,213        64,778
                                                   ------        ------
    Investing activities:
      Purchase of property, plant and
       equipment                                   (8,669)      (21,102)
      Proceeds from sale of property, plant
       and equipment                               10,385            34
      Net proceeds from sale of subsidiary          1,237             -
      Investments in and loans to
       unconsolidated affiliate                    (2,322)            -
                                                   ------           ---
            Net cash provided by (used in)
             investing activities                     631       (21,068)
                                                      ---       -------
    Financing activities:
      Cash dividends                                    -        (6,811)
      Proceeds from issuance of long-term
       obligations                                  3,343         8,114
      Repayments of long-term obligations         (15,668)      (23,821)
      Repayment of old senior term loans         (377,181)            -
      Proceeds from issuance of new senior
       secured notes                              335,916             -
      Proceeds from issuance of related party
       notes                                      177,132             -
      Repayment of related party notes            (83,284)            -
      Proceeds from issuance of convertible
       notes, net                                  83,284             -
      Borrowings under revolving credit
       facilities                                 140,904       277,658
      Repayments under revolving credit
       facilities                                (205,304)     (281,085)
      Exercise of employee stock options,
       including
       related excess tax benefits                   (330)          824
      Debt issuance costs                         (27,421)            -
            Net cash provided by (used in)
             financing activities                  31,391       (25,121)
                                                   ------       -------
    Effect of exchange rate
     changes on cash                                1,009        (2,497)
                                                    -----        ------
    Change in cash and
     equivalents                                   73,244        16,092
    Cash and equivalents:
      Beginning of period                          26,596        14,607

                                                  -------       -------
      End of period                               $99,840  -    $30,699
                                                  =======       =======



      RECONCILIATION OF ADJUSTED EBITDA TO OPERATING INCOME AND ADJUSTED
              EBITDA MARGIN TO OPERATING MARGIN NON GAAP MEASURES

                                          Three Months Ended:
                             ------------------------------------------------
                                   August 30,                August 31,
                                     2009                      2008
                             ---------------------     ----------------------
                                       (percentage                (percentage
                               (in        of net         (in           of net
                             thousands)    sales)      thousands)      sales)

    Income from operations    $39,183         11.2%     $32,221          8.0%
          Depreciation and
           amortization         8,102          2.3%       8,643          2.1%

    Adjustments for debt
     covenants:

      Non-cash compensation     5,164          1.5%         555          0.1%
      KKR consulting fees         655          0.2%         546          0.1%
      Severance charges           229          0.1%          66          0.0%
      Restructuring related
       costs                        -          0.0%       2,189          0.5%
      Product line
       discontinuance               -          0.0%       1,356          0.3%
      Other (a)                   334          0.1%       1,212          0.3%
                                  ---                     -----

    Adjusted EBITDA           $53,667         15.4%     $46,788         11.6%
                              =======                   =======


                                             Nine Months Ended:
                             ------------------------------------------------
                                     August 30,                August 31,
                                       2009                      2008
                             ------------------------  ----------------------
                                          (percentage             (percentage
                               (in          of net       (in          of net
                             thousands)      sales)    thousands)      sales)

    Income from operations    $92,236          9.6%    $107,953          9.2%
          Depreciation and
           amortization        23,840          2.5%      25,763          2.2%

    Adjustments for debt
     covenants:

      Non-cash compensation     7,387          0.8%       2,530          0.2%
      KKR consulting fees       2,196          0.2%         546          0.0%
      Severance charges         2,171          0.2%       3,271          0.3%
      Restructuring related
       costs                        -          0.0%       2,894          0.2%
      Product line
       discontinuance               -          0.0%       1,356          0.1%
      Other (a)                 2,951          0.3%       3,495          0.3%
                                -----                     -----

    Adjusted EBITDA          $130,781         13.7%    $147,808         12.6%
                             ========                  ========

    (a)  Consists of various immaterial adjustments



                                    Sealy Corporation
                         Fully Diluted Share Count Reconciliation
                                     (in thousands)

                                       Three Months            Nine Months
                                       ------------           -----------
    Fully Diluted Shares 8/31/08          93,538                 94,066
     Change in basic shares                  615                    792
     Convertible Notes                   177,088                 60,549
     Reduction in stock options             (269)                (1,756)
     Reduction in restricted
      shares                                (148)                  (154)
     Restricted share unit grants          8,172                    -
     Other                                   160                    105
                                             ---                    ---
    Fully Diluted Shares 8/30/09         279,156                153,602

SOURCE Sealy Corporation