HARVEY, Ill., Dec. 14, 2012 /PRNewswire/ -- Atkore International Holdings Inc. ("Atkore International" or the "Company"), a global manufacturer of fabricated steel tubes and pipes, pre-wired armored cables, cable management systems and metal framing systems, today reported financial results for the fourth quarter of the fiscal year ended September 28, 2012.
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Fiscal Year 2012 Fourth Quarter Financial Highlights[1]
The Company has presented its financial results for the Predecessor Company and the Successor Company in the financial statements, in accordance with generally accepted accounting principles in the United States of America ("GAAP"), for the periods before and after the Transactions on December 22, 2010. Despite the separate presentation, there were no material changes to the actual operations of the Company's business as a result of the acquisition of a majority interest in Atkore International by affiliates of CD&R. As the core operations of the Company have not changed as a result of the Transactions, when evaluating our results of operations for purposes of this discussion, our management treats the fiscal year ended September 30, 2011 as a single measurement period, rather than the two separate periods that are required to be reported under GAAP.
FINANCIAL RESULTS
Consolidated Successor Company |
|||
For the Three Months Ended |
For the Three Months Ended |
Change |
|
($ in millions) |
|||
Net sales |
$ 461 |
$ 449 |
$ 12 |
Operating income |
6 |
(11) |
17 |
Adjusted EBITDA |
31 |
9 |
22 |
Adjusted Economic EBITDA |
45 |
30 |
15 |
Fiscal Year 2012 |
Fiscal Year 2011 |
||||
Consolidated Successor Company |
Combined Predecessor |
Consolidated Successor Company and Combined Predecessor Company |
|||
For the Year Ended September 28, 2012 |
For the Period from December 23, 2010 to |
For the Period |
Combined Results for the Year Ended September 30, 2011 |
Change |
|
($ in millions) |
|||||
Net sales |
$ 1,687 |
$ 1,258 |
$ 340 |
$ 1,598 |
$ 89 |
Operating income |
36 |
23 |
11 |
34 |
2 |
Adjusted EBITDA |
119 |
106 |
20 |
126 |
(7) |
Adjusted Economic EBITDA |
158 |
77 |
29 |
106 |
52 |
Net Sales
Net sales increased $12 million for the three months ended September 28, 2012, to $461 million from $449 million for the three months ended September 30, 2011. Net sales were favorably impacted by the reclassification of $23 million of freight revenue from cost of goods sold, increased volume from our Global Pipe, Tube & Conduit ("GPTC") products and Global Cable & Cable Management ("GCCM") products on a comparable basis, and $5 million from acquired businesses. The increases were somewhat offset by the fact that the three months ended September 30, 2011 contains 14 weeks as opposed to 13 weeks as a result of fiscal year 2011 being a 53 week year. The increases were also partially offset by lower average pricing from both segments. Changes in foreign currency exchange rates had an unfavorable impact of $10 million, primarily as a result of the appreciation of the U.S. Dollar versus the Brazilian real, Euro, and British Pound.
Operating Income
Operating income increased by $17 million to $6 million for the three months ended September 28, 2012, compared to an operating loss of $11 million for the three months ended September 30, 2011. The increase was due primarily to higher gross margins for GPTC and GCCM products as a result of lower average raw material cost and higher volume on a comparable basis to prior year.
Adjusted EBITDA (Non-GAAP): Consolidated Adjusted EBITDA was $31 million and $119 million for the three months and fiscal year ended September 28, 2012, respectively. Consolidated Adjusted EBITDA was $9 million for the three months ended September 30, 2011, and combined Adjusted EBITDA was $126 million for the fiscal year ended September 30, 2011.
Adjusted Economic EBITDA (Non-GAAP): In the fourth quarter of fiscal year 2012, the Company began including results in terms of Adjusted Economic EBITDA to evaluate the performance of the Company. Adjusted Economic EBITDA is a metric used internally by management and differs from Adjusted EBITDA results by substituting an estimate of the current period, current market steel materials cost in the Pipe, Tube and Conduit business for the accounting cost, which is done on a FIFO basis. The Company believes Adjusted Economic EBITDA provides a more accurate view of the economic performance of the business by aligning the relationship between pricing and steel cost in the same period. Use of the FIFO costing method, as we do in our GAAP accounting records, results in higher spreads when steel costs are rising and lower spreads when steel costs are falling. The difference may be significant and may result in distorted performance comparisons. The use of Adjusted Economic EBITDA eliminates a significant portion of this volatility. Consolidated Adjusted Economic EBITDA was $45 million and $158 million for the three months and fiscal year ended September 28, 2012, respectively. Consolidated Adjusted Economic EBITDA was $30 million for the three months ended September 30, 2011, and combined Adjusted Economic EBITDA was $106 for the fiscal year ended September 30, 2011.
SEGMENT RESULTS |
|||
For the Three Months Ended |
For the Three Months Ended |
Change |
|
($ in millions) |
|||
Net sales |
$ 301 |
$ 296 |
$ 5 |
Operating income |
1 |
4 |
(3) |
Adjusted EBITDA |
16 |
13 |
3 |
Net Sales
Net sales for the three months ended September 28, 2012, increased $5 million to $301 million from $296 million for the three months ended September 30, 2012. Net sales were favorably impacted by the reclassification of $22 million of freight revenue from cost of sales, increased volume from our Global Pipe, Tube & Conduit ("GPTC") products and Global Cable & Cable Management ("GCCM") products on a comparable basis, and $5 million from acquired businesses. The increases were somewhat offset by the fact that the three months ended September 30, 2011 contains 14 weeks as opposed to 13 weeks as a result of fiscal year 2011 being a 53 week year. These increases were also partially offset by lower average pricing. Changes in foreign currency exchange rates had an unfavorable impact of $9 million, primarily as a result of the appreciation of the U.S. Dollar versus the Brazilian real.
Operating Income
Operating income for the three months ended September 28, 2012, decreased $3 million to $1 million compared to $4 million in the three months ended September 30, 2011. The decrease in operating income was due primarily to an asset impairment charge related to an asset held for sale. Average selling prices were 5% lower but offset by 12% lower average raw material steel costs for the three months ended September 28, 2012, compared to the same period in the prior year.
Global Cable and Cable Management |
|||
For the Three Months Ended |
For the Three Months Ended |
Change |
|
($ in millions) |
|||
Net sales |
$ 171 |
$ 160 |
$ 11 |
Operating income |
16 |
4 |
12 |
Adjusted EBITDA |
22 |
12 |
10 |
Net Sales
Net sales increased $11 million to $171 million for the three months ended September 28, 2012, compared to $160 million for the three months ended September 30, 2011. The increase was attributable to higher volume only partially offset by lower average selling prices for GCCM products. In addition, $1 million of freight revenue was reclassified from cost of sales and was offset by $1 million of unfavorable currency translation, primarily as a result of the appreciation of the U.S. Dollar versus the Euro and British Pound.
Operating Income
Operating income for the three months ended September 30, 2012, increased $12 million to $16 million compared to $4 million for the three months ended September 30, 2011. The increase in operating income was due primarily to the net impact of higher sales volume and lower average raw material copper prices only partly offset by lower average selling prices. Raw material copper costs were 15% lower for the three months ended September 28, 2012, compared to the same period in the prior year.
Conference Call
Atkore International will host a conference call on December 14, 2012 at 10:00 a.m. Eastern Time. The call may be accessed over the telephone at 1-866-803-2143 using the passcode of "Atkore." An audio replay will be available shortly after the call.
About Atkore International
Atkore International is a global manufacturer of galvanized steel tubes and pipes, electrical conduit, armored wire and cable, metal framing systems and building components, serving a wide range of construction, electrical, fire and security, mechanical and automotive applications. With 3,000 employees and 20 manufacturing and 17 distribution facilities worldwide, Atkore supplies global customers with innovative solutions and quality products. To learn more, please visit www.atkore.com.
Cautionary Notice Regarding Forward-Looking Statements
This news release contains statements about future events and expectations that constitute forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor provisions created by statute. Words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "project," "target," "can," "could," "may," "should," "will," "would," or similar expressions are intended to identify such forward-looking statements.
Forward-looking statements are based on our beliefs, assumptions and expectations of our future financial and operating performance and growth plans, taking into account the information currently available to us. These statements are not statements of historical fact. Forward-looking statements involve risks and uncertainties that may cause our actual results to differ materially from the expectations of future results we express or imply in any forward-looking statements, and readers are cautioned not to place undue reliance on such statements. Factors that could cause actual events or results to differ materially from the events or results described in any forward-looking statements include, but are not limited to: the sustained downturn in the non-residential construction industry; fluctuations in the price of raw materials; new regulations related to "conflict minerals;" our reliance on the availability and cost of freight and energy; changes in governmental regulation, including the National Electrical Code or other legislation and regulation; risks relating to doing business internationally; claims for damages for defective products; our ability to generate or raise capital in the future; risk of material environmental, health and safety liabilities and obligations; changes in the source and intensity of competition in business; the level of similar product imports into North America; our reliance on a small number of customers; work stoppages, employee strikes and other production disputes; our significant financial obligations relating to pension plans; unplanned outages at our facilities and other unforeseen disruptions; our ability to protect and enforce our intellectual property rights; our ability to attract and retain qualified employees; the reliability of our information systems; cyber security risks and cyber incidents; risks inherent in acquisitions and the financing thereof; our substantial indebtedness and our ability to incur further indebtedness; limitations on our business under the instruments governing our indebtedness; risks relating to us operating as a stand-alone company; and the risk that the benefits from the Transactions (as defined herein) may not be fully realized or may take longer to realize than expected.
You should read carefully the factors described under the section titled, "Risk Factors," in the Company's Form 10-K for the fiscal year ended September 28, 2012 as filed with the SEC. These and other risks, uncertainties and factors could cause our actual results to differ materially from those projected in any forward-looking statements we make. These factors may not constitute all factors that could cause actual results to differ materially. We operate in a continually changing business environment. New factors emerge from time to time, and it is not possible to predict all risks that may affect us. We assume no obligation to update or revise any forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in forward-looking statements, even if new information becomes available in the future. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should be viewed as historical data.
Note Concerning Non-GAAP Measurement Tools
We have provided detailed explanations of our non-GAAP financial measures in our Form 8-K filed this morning, which is available on our website.
Supplemental Schedules |
|
Condensed Statements of Operations |
A |
Condensed Consolidated Balance Sheets |
B |
Condensed Statements of Cash Flows |
C |
Segment Information |
D |
Non-GAAP Financial Measure Reconciliation |
E & F |
ATKORE INTERNATIONAL HOLDINGS INC. |
Supplemental Schedule A
|
|
Consolidated Successor Company
|
||
($ in millions) |
For the Three Months |
For the Three Months |
Net sales |
$ 461 |
$ 449 |
Costs and expenses |
||
Cost of sales |
405 |
403 |
Selling, general and administrative |
50 |
57 |
Operating income (loss) |
6 |
(11) |
Interest expense, net |
11 |
13 |
Loss before income taxes |
(5) |
(24) |
Income tax benefit |
4 |
6 |
(Loss) income from continuing operations |
(1) |
(18) |
Loss from discontinued operations and disposal, net of income tax expense of $0 and $1, respectively |
— |
(1) |
Net loss |
$ (1) |
$ (19) |
Consolidated Successor |
Combined Predecessor |
|||
For the Year Ended September 28, 2012 |
For the Period from |
For the Period from |
For the Year Ended September 24, 2010 |
|
Net sales |
$ 1,687 |
$ 1,258 |
$ 340 |
$ 1,400 |
Costs and expenses |
||||
Cost of sales |
1,451 |
1,068 |
290 |
1,160 |
Selling, general and administrative |
200 |
151 |
39 |
171 |
Transaction-related costs |
— |
16 |
— |
— |
Operating income |
36 |
23 |
11 |
69 |
Interest expense, net |
48 |
37 |
11 |
48 |
(Loss) income before income taxes |
(12) |
(14) |
— |
21 |
Income tax (benefit) expense |
(10) |
2 |
1 |
19 |
(Loss) income from continuing operations |
(2) |
(16) |
(1) |
2 |
Loss from discontinued operations and disposal, net of income tax benefit of $0, $1, $1, $0, respectively |
(6) |
(1) |
(2) |
(1) |
Net (loss) income |
$ (8) |
$ (17) |
$ (3) |
$ 1 |
ATKORE INTERNATIONAL HOLDINGS INC. |
Supplemental Schedule B |
||||
($ in millions, except per share data) |
September 28, 2012 |
September 30, 2011 |
|||
Assets |
|||||
Current Assets: |
|||||
Cash and cash equivalents |
$ 52 |
$ 48 |
|||
Accounts receivable, less allowance for doubtful accounts of $3 and $2, |
235 |
221 |
|||
Receivables due from Tyco International Ltd. and its affiliates |
9 |
4 |
|||
Inventories, net |
237 |
258 |
|||
Assets held for sale |
11 |
6 |
|||
Prepaid expenses and other current assets |
35 |
34 |
|||
Deferred income taxes |
22 |
16 |
|||
Total current assets |
601 |
587 |
|||
Property, plant and equipment, net |
283 |
308 |
|||
Intangible assets, net |
266 |
264 |
|||
Goodwill |
132 |
130 |
|||
Deferred income taxes |
3 |
2 |
|||
Receivables due from Tyco International Ltd. and its affiliates |
13 |
14 |
|||
Other assets |
31 |
36 |
|||
Total assets of continuing operations |
1,329 |
1,341 |
|||
Total assets of discontinued operations |
— |
58 |
|||
Total Assets |
$ 1,329 |
$ 1,399 |
|||
Liabilities and Equity |
|||||
Current Liabilities: |
|||||
Short-term debt and current maturities of long-term debt |
$ 7 |
$ 47 |
|||
Accounts payable |
130 |
123 |
|||
Income tax payable |
4 |
4 |
|||
Accrued and other current liabilities |
79 |
79 |
|||
Total current liabilities |
220 |
253 |
|||
Long-term debt |
410 |
411 |
|||
Deferred income taxes |
83 |
101 |
|||
Income tax payable |
13 |
13 |
|||
Pension liabilities |
40 |
35 |
|||
Other long-term liabilities |
11 |
13 |
|||
Total liabilities of continuing operations |
777 |
826 |
|||
Total liabilities of discontinued operations |
— |
3 |
|||
Total Liabilities |
777 |
829 |
|||
Shareholder's Equity: |
|||||
Common shares, $.01 par value, 1,000 shares authorized, 100 shares issued and outstanding |
— |
— |
|||
Additional paid in capital |
605 |
604 |
|||
Accumulated deficit |
(25) |
(17) |
|||
Accumulated other comprehensive loss |
(28) |
(17) |
|||
Total Shareholder's Equity |
552 |
570 |
|||
Total Liabilities and Shareholder's Equity |
$ 1,329 |
$ 1,399 |
|||
ATKORE INTERNATIONAL HOLDINGS INC.
|
Supplemental Schedule C
|
||||
Consolidated Successor Company |
Combined Predecessor Company |
||||
($ in millions) |
For the Year Ended September 28, 2012 |
For the Period from |
For the Period from |
For the Year Ended September 24, 2010 |
|
Operating activities |
|||||
Net (loss) income |
$ (8) |
$ (17) |
$ (3) |
$ 1 |
|
Adjustments to reconcile net (loss) income to net cash provided by (used for) operating activities: |
|||||
Loss from discontinued operations and disposal |
6 |
1 |
2 |
1 |
|
Depreciation and amortization |
50 |
35 |
6 |
34 |
|
Amortization of debt issuance costs |
6 |
5 |
— |
— |
|
Deferred income taxes |
(15) |
(2) |
(6) |
10 |
|
Provision for losses on accounts receivable and inventory |
6 |
5 |
3 |
2 |
|
Impairment of assets and loss from sale of a business asset |
12 |
— |
— |
— |
|
Other items |
2 |
2 |
2 |
(2) |
|
Changes in operating assets and liabilities, net of effects from acquisitions: |
|||||
Accounts receivable |
(21) |
(8) |
(16) |
5 |
|
Receivables due from Tyco International Ltd. and its affiliates |
(4) |
— |
— |
— |
|
Inventories |
20 |
18 |
(16) |
(78) |
|
Prepaid expenses and other current assets |
(4) |
(6) |
(2) |
3 |
|
Accounts payable |
5 |
9 |
(34) |
55 |
|
Income taxes payable |
(1) |
(5) |
2 |
5 |
|
Accrued and other liabilities |
— |
24 |
(8) |
10 |
|
Other |
(6) |
4 |
— |
— |
|
Net cash provided by (used for) continuing operating activities |
48 |
65 |
(70) |
46 |
|
Net cash provided by (used for) discontinued operating activities |
10 |
3 |
3 |
(16) |
|
Net cash provided by (used for) operating activities |
58 |
68 |
(67) |
30 |
|
Investing activities: |
|||||
Capital expenditures |
(22) |
(38) |
(12) |
(45) |
|
Change in due to Tyco International Ltd. and its affiliates |
— |
— |
357 |
136 |
|
Purchase price adjustments |
— |
(12) |
— |
— |
|
Acquisitions of businesses, net of cash acquired |
(40) |
— |
— |
— |
|
Other |
9 |
1 |
— |
3 |
|
Net cash (used for) provided by continuing investing activities |
(53) |
(49) |
345 |
94 |
|
Net cash provided by (used for) discontinued investing activities |
40 |
(1) |
— |
(40) |
|
Net cash (used for) provided by investing activities |
(13) |
(50) |
345 |
54 |
|
Financing activities: |
|||||
Proceeds from long-term debt due to Tyco International Ltd. and its affiliates |
— |
— |
— |
12 |
|
Repayments of long-term debt due to Tyco International Ltd. and its affiliates |
— |
(400) |
(300) |
(22) |
|
Proceeds from issuance of senior secured notes |
— |
410 |
— |
— |
|
Borrowings under Credit Facility |
495 |
471 |
— |
— |
|
Repayments under Credit Facility |
(541) |
(425) |
— |
— |
|
Payment of debt issuance costs |
— |
(38) |
— |
— |
|
Repayments of other long-term debt |
(1) |
(3) |
— |
— |
|
Proceeds from short-term debt |
7 |
1 |
4 |
— |
|
Repayments of short-term debt |
(1) |
— |
— |
— |
|
Change in parent company investment |
— |
3 |
(1) |
(72) |
|
Net cash (used for) provided by continuing financing activities |
(41) |
19 |
(297) |
(82) |
|
Net cash provided by discontinued financing activities |
— |
— |
— |
— |
|
Net cash (used for) provided by financing activities |
(41) |
19 |
(297) |
(82) |
|
Effects of foreign exchange rate changes on cash and cash equivalents |
— |
(3) |
— |
— |
|
Increase (decrease) in cash and cash equivalents |
4 |
34 |
(19) |
2 |
|
Cash and cash equivalents at beginning of period |
48 |
14 |
33 |
31 |
|
Cash and cash equivalents at end of period |
$ 52 |
$ 48 |
$ 14 |
$ 33 |
|
Supplementary Cash Flow information |
|||||
Interest paid |
$ 44 |
$ 23 |
$ 11 |
$ N/A |
|
Income taxes paid, net of refunds |
5 |
9 |
1 |
4 |
|
Capital expenditures, not yet paid |
1 |
3 |
— |
1 |
ATKORE INTERNTATIONAL HOLDINGS INC. |
Supplemental Schedule D
|
|
Consolidated Successor Company
|
||
For the Three |
For the Three |
|
Net sales: |
||
Global Pipe, Tube & Conduit |
$ 301 |
$ 296 |
Global Cable & Cable Management |
171 |
160 |
Elimination of intersegment revenues |
(11) |
(7) |
$ 461 |
$ 449 |
|
Operating income (loss) : |
||
Global Pipe, Tube & Conduit |
$ 1 |
$ 4 |
Global Cable & Cable Management |
16 |
4 |
Corporate and Other |
(11) |
(19) |
$ 6 |
$ (11) |
|
Consolidated Successor Company
|
Combined Predecessor Company |
|||
For the Year Ended |
For the Period from |
For the Period from |
||
Net sales: |
||||
Global Pipe, Tube & Conduit |
$ 1,092 |
$ 843 |
$ 227 |
|
Global Cable & Cable Management |
634 |
434 |
119 |
|
Elimination of intersegment revenues |
(39) |
(19) |
(6) |
|
$ 1,687 |
$ 1,258 |
$ 340 |
||
Operating income (loss): |
||||
Global Pipe, Tube & Conduit |
$ 24 |
$ 61 |
$ 8 |
|
Global Cable & Cable Management |
63 |
27 |
9 |
|
Corporate and Other |
(51) |
(65) |
(6) |
|
$ 36 |
$ 23 |
$ 11 |
Consolidated Successor Company
|
||
For the Three Months Ended |
For the Three Months Ended |
|
Net sales: |
||
U.S |
$ 389 |
$ 369 |
Other Americas |
47 |
56 |
Europe |
10 |
12 |
Asia-Pacific |
15 |
12 |
$ 461 |
$ 449 |
|
Successor Company |
Combined Predecessor Company |
|||
For the Year Ended |
For the Period from December 23, 2010 to September 30, 2011 |
For the Period from |
||
Net sales: |
||||
United States |
$ 1,406 |
$ 1,024 |
$ 270 |
|
Other Americas |
184 |
163 |
49 |
|
Europe |
44 |
40 |
12 |
|
Asia—Pacific |
53 |
31 |
9 |
|
$ 1,687 |
$ 1,258 |
$ 340 |
ATKORE INTERNTIONAL HOLDINGS INC. Supplemental Schedule E |
|||||||
Consolidated Successor Company
|
|||||||
($ in millions) |
For the Three Months Ended |
For the Three Months Ended March 30, 2012 |
|
For the Three |
For the Year Ended |
||
Net (loss) income |
$ (8) |
$ 4 |
$ (3) |
$ (1) |
$ (8) |
||
Loss (gain) from discontinued operations |
2 |
3 |
1 |
— |
6 |
||
Tax impact on discontinued operations |
(1) |
(1) |
2 |
— |
— |
||
Net income (loss) from continuing operations |
(7) |
6 |
— |
(1) |
(2) |
||
Add: |
|||||||
Depreciation and amortization |
13 |
12 |
13 |
12 |
50 |
||
Interest expense |
12 |
12 |
13 |
11 |
48 |
||
(Benefit) expense for income tax |
(3) |
3 |
(6) |
(4) |
(10) |
||
EBITDA |
15 |
33 |
20 |
18 |
86 |
||
Add: |
|||||||
Restructuring (1) |
— |
— |
(2) |
2 |
— |
||
Non-cash share based compensation (2) |
— |
— |
— |
1 |
1 |
||
Unusual product liability (3) |
1 |
— |
— |
3 |
4 |
||
Non-cash pension expense (4) |
1 |
— |
1 |
1 |
3 |
||
Management fee |
2 |
1 |
2 |
1 |
6 |
||
Asset impairment (6) |
— |
— |
9 |
3 |
12 |
||
Other non-cash items (7) |
— |
3 |
2 |
2 |
7 |
||
Adjusted EBITDA* |
$ 19 |
$ 37 |
$ 32 |
$ 31 |
$ 119 |
||
Economic EBITDA Adjustment (8) |
15 |
(1) |
11 |
14 |
39 |
||
Adjusted Economic EBITDA |
$ 34 |
$ 36 |
$ 43 |
$ 45 |
$ 158 |
Global Pipe, Tube & Conduit |
Global Cable & Cable Management |
Corporate |
Consolidated Successor Company |
|
($ in millions) |
For the Three Months Ended |
For the Three Months Ended |
|
For the Three Months Ended |
Operating income (loss) |
$ 1 |
$ 16 |
$ (11) |
$ 6 |
Add: |
||||
Depreciation and amortization |
8 |
4 |
— |
12 |
EBITDA |
9 |
20 |
(11) |
18 |
Add: |
||||
Restructuring (1) |
1 |
1 |
— |
2 |
Non-cash share based compensation (2) |
— |
— |
1 |
1 |
Unusual product liability (3) |
— |
— |
3 |
3 |
Non-cash pension expense (4) |
1 |
— |
— |
1 |
Management fee |
— |
— |
1 |
1 |
Asset impairment (6) |
3 |
— |
— |
3 |
Other non-cash items (7) |
2 |
1 |
(1) |
2 |
Adjusted EBITDA* |
$ 16 |
$ 22 |
$ (7) |
$ 31 |
* Prior period amounts are restated for discontinued operations.
Global Pipe, Tube & Conduit |
Global Cable & Cable Management |
Corporate |
Consolidated Successor Company |
|
($ in millions) |
For the Year Ended |
For the Year Ended |
|
For the Year Ended |
Operating income (loss) |
$ 24 |
$ 63 |
$ (51) |
$ 36 |
Add: |
||||
Depreciation and amortization |
33 |
16 |
1 |
50 |
EBITDA |
57 |
79 |
(50) |
86 |
Add: |
||||
Non-cash share based compensation (2) |
— |
— |
1 |
1 |
Unusual product liability (3) |
— |
— |
4 |
4 |
Non-cash pension expense (4) |
3 |
— |
— |
3 |
Management fee |
— |
— |
6 |
6 |
Asset impairment (6) |
7 |
— |
5 |
12 |
Other non-cash items (7) |
4 |
1 |
2 |
7 |
Adjusted EBITDA* |
$ 71 |
$ 80 |
$ (32) |
$ 119 |
* Prior period amounts are restated for discontinued operations.
|
|
Consolidated Successor Company |
||||
($ in millions) |
|
|
|
|
For the Three Months Ended September 30, 2011 |
|
Net loss |
$ (3) |
$ (15) |
$ 4 |
$ 13 |
$ (19) |
$ (20) |
Loss (gain) from discontinued operations |
2 |
— |
(1) |
1 |
1 |
3 |
Tax impact on discontinued operations |
— |
— |
— |
— |
— |
— |
Net income (loss) from continuing operations |
(1) |
(15) |
3 |
14 |
(18) |
(17) |
Add: |
||||||
Depreciation and amortization |
6 |
— |
11 |
13 |
11 |
41 |
Interest expense |
11 |
— |
13 |
11 |
13 |
48 |
Expense (benefit) for income tax |
1 |
— |
2 |
6 |
(6) |
3 |
EBITDA |
17 |
(15) |
29 |
44 |
— |
75 |
Add: |
||||||
Restructuring (1) |
(1) |
— |
1 |
— |
1 |
1 |
Non-cash share based compensation (2) |
1 |
— |
— |
1 |
— |
2 |
Unusual product liability (3) |
— |
— |
— |
— |
1 |
1 |
Non-cash pension expense (4) |
1 |
— |
— |
— |
2 |
3 |
Full year restructuring cost savings (5) |
— |
— |
— |
— |
1 |
1 |
Management fee |
— |
— |
1 |
2 |
2 |
5 |
Other non-cash items (7) |
2 |
15 |
16 |
3 |
2 |
38 |
Adjusted EBITDA* |
$ 20 |
$ — |
$ 47 |
$ 50 |
$ 9 |
$ 126 |
Economic EBITDA Adjustment (8) |
9 |
— |
(34) |
(16) |
21 |
(20) |
Adjusted Economic EBITDA |
$ 29 |
$ — |
$ 13 |
$ 34 |
$ 30 |
$ 106 |
Global Pipe, Tube & Conduit |
Global Cable & Cable Management |
Corporate |
Consolidated Successor Company |
|
($ in millions) |
For the Three Months Ended |
For the Three Months Ended |
|
For the Three Months Ended |
Operating income (loss) |
$ 4 |
$ 4 |
$ (19) |
$ (11) |
Add: |
||||
Depreciation and amortization |
7 |
4 |
— |
11 |
EBITDA |
11 |
8 |
(19) |
— |
Add: |
||||
Restructuring (1) |
— |
3 |
(2) |
1 |
Unusual product liability (3) |
— |
— |
1 |
1 |
Non-cash pension expense (4) |
2 |
— |
— |
2 |
Full year restructuring cost savings (5) |
— |
1 |
— |
1 |
Management fee |
— |
— |
2 |
2 |
Other non-cash items (7) |
— |
— |
2 |
2 |
Adjusted EBITDA* |
$ 13 |
$ 12 |
$ (16) |
$ 9 |
*Prior period amounts are restated for discontinued operations.
Global Pipe, Tube & Conduit |
Global Cable & Cable Management |
Corporate |
Consolidated Successor Company |
|
($ in millions) |
For the Year Ended |
For the Year Ended September 30, 2011 |
|
For the Year Ended |
Operating income (loss) |
$ 69 |
$ 36 |
$ (71) |
$ 34 |
Add: |
||||
Depreciation and amortization |
27 |
13 |
1 |
41 |
EBITDA |
96 |
49 |
(70) |
75 |
Add: |
||||
Restructuring (1) |
— |
3 |
(2) |
1 |
Non-cash share based compensation (2) |
— |
— |
2 |
2 |
Unusual product liability (3) |
— |
— |
1 |
1 |
Non-cash pension expense (4) |
3 |
— |
— |
3 |
Full year restructuring cost savings (5) |
— |
1 |
— |
1 |
Management fee |
— |
— |
5 |
5 |
Other non-cash items (7) |
11 |
4 |
23 |
38 |
Adjusted EBITDA * |
$ 110 |
$ 57 |
$ (41) |
$ 126 |
*Prior period amounts are restated for discontinued operations. |
|
(1) |
Represents facility exit costs and employee severance and benefit costs. |
(2) |
Represents the add-back of non-cash compensation expense for restricted share awards and share options. |
(3) |
Represents the add-back of product liability expense associated with a discontinued type of sprinkler pipe. |
(4) |
Represents the add-back of pension expense. |
(5) |
Represents the estimated annual benefit associated with initiatives undertaken, as if those initiatives had been fully implemented at the beginning of the period, less amounts achieved. The actual annual benefit associated with these initiatives may differ from our estimates and we may not achieve the full benefit from these initiatives in future periods. |
(6) |
Represents asset impairment charges related to an Enterprise Resource Planning system and intangible assets and goodwill associated with a manufacturing facility classified as held for sale. |
(7) |
Other represents the net impact of other non-cash items, including impairment of held for sale assets, transaction-related costs, non-recurring consulting fees, one-time executive severance expense, and a gain on the sale of fixed assets. |
(8) |
Represents an adjustment to cost of sales in the Pipe, Tube and Conduit business to substitute an estimate of the current period, current market steel materials cost for the accounting cost, which is done on a FIFO basis. The Company believes this adjustment represents a more accurate view of the economic performance by aligning the relationship between pricing and steel cost in the same period. Use of the FIFO costing method, as we do in our GAAP accounting records, results in higher spreads when steel costs are rising and lower spreads when steel costs are falling. The difference may be significant and may result in distorted performance comparisons. The use of Adjusted Economic EBITDA eliminates a significant portion of this volatility. |
ATKORE INTERNTIONAL HOLDINGS INC.
Consolidated Total Leverage Ratio as of September 28, 2012 is as follows: |
Supplemental Schedule F
|
|
($ in millions) |
September 28, 2012 |
|
Senior secured notes due January 1, 2018 |
$ 410 |
|
Asset-based credit facility |
— |
|
Other |
7 |
|
Total debt |
417 |
|
Less cash on-hand (limited to $35 million) (1) |
(35) |
|
Total Indebtedness (A) |
$ 382 |
|
Total Consolidated EBITDA (B) (2) |
119 |
|
Total Leverage Ratio (A)/(B) |
3.2 |
(1) As of September 28, 2012, cash and cash equivalents was $52 million.
(2) Total consolidated Adjusted EBITDA for the last 12 months.
[1] On December 22, 2010, Tyco International Ltd. ("Tyco") completed the sale of a majority interest in its Electrical and Metal Products business ("Predecessor Company") to an affiliate of the private equity firm Clayton Dubilier & Rice, LLC ("CD&R"). The sale was effected pursuant to an investment agreement dated as of November 9, 2010 by and among CD&R Allied Holdings, L.P., Tyco, Tyco International Holding S.a.r.l., and Atkore International Group Inc. ("Atkore Group"). Atkore Group owns 100% of Atkore International. The aforementioned transactions are referred to herein as the "Transactions." Subsequent to the Transactions, the Company has operated as an independent, stand-alone entity (the "Successor Company").
SOURCE Atkore International Holdings Inc.
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