Global Brass and Copper Holdings, Inc. Reports Third Quarter 2015 Financial Results
Third Quarter Highlights
-
Volume of 129.8 million pounds, a decrease of 1.5% year-over-year;
-
Adjusted sales of $134.5 million, a decrease of 1.6% year-over-year;
-
Adjusted EBITDA of $30.6 million, an increase of 0.7% year-over-year;
-
Adjusted diluted earnings per common share of $0.54, an increase from
$0.51 in the prior year period;
-
Net sales of $367.7 million, a decrease of 15.8% year-over-year;
-
Net income attributable to GBC of $6.9 million, which includes a $2.3
million lower of cost or market charge and a $2.3 million loss on
extinguishment of debt arising from our $21.1 million principal amount
of senior secured notes purchased in the open market;
-
Diluted earnings per common share of $0.32 versus $0.48 per diluted
share in the prior year period; and
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The Company reaffirms 2015 full-year guidance.
Global Brass and Copper Holdings, Inc. (NYSE:BRSS) (“GBC” or the
“Company”) today announced the results for the third quarter ended
September 30, 2015.
Third Quarter Operating Results
Volume for the third quarter of 2015 decreased by 1.5% to 129.8 million
pounds compared to 131.8 million pounds in the third quarter of 2014.
Volumes declined as a result of lower demand in the munitions and
industrial machinery and equipment markets being partially offset by
higher demand in the coinage market.
“We achieved solid third quarter results and cash flows with operating
improvements at Olin Brass, growth at A.J. Oster, and increased green
portfolio product sales at Chase Brass, and we achieved these results
despite lower volumes in our munitions market and lower brass rod
shipments into the industrial machinery market. We are focused on
driving the productivity improvements and cost reduction initiatives we
implemented last year across all business segments,” said John Wasz,
GBC’s President and Chief Executive Officer.
Mr. Wasz continued, “As we mentioned last quarter, ongoing commodity
price fluctuations, particularly in copper, are having minimal impact on
our Adjusted EBITDA. The commodity price sell off has been significant
with metals such as copper, which reached its lowest level in more than
six and a half years in late September 2015. While we recorded a
non-cash lower of cost or market charge on non-copper inventories, we
believe our strong results amid this declining copper price environment
demonstrate that our balanced book approach is effective in mitigating
the effect of fluctuations in commodity prices on our Adjusted EBITDA.”
Net sales for the third quarter of 2015 decreased to $367.7 million from
$436.8 million in the third quarter of 2014. The decline in net sales
was primarily attributable to lower metal prices. Adjusted sales, our
non-GAAP financial measure that reflects the value added premium over
metal replacement cost recovery, only decreased by 1.6% to $134.5
million from $136.7 million in 2014. A reconciliation of net sales to
adjusted sales is provided later in this press release.
Net income attributable to Global Brass and Copper Holdings, Inc. for
the third quarter of 2015 was $6.9 million, or $0.32 per diluted share,
compared to $10.2 million, or $0.48 per diluted share, for the same
period of 2014. The decrease was primarily due to a loss on
extinguishment of debt and a non-cash lower of cost or market inventory
charge.
Adjusted EBITDA, our non-GAAP measure of consolidated profitability, was
$30.6 million for the third quarter of 2015, an increase of 0.7%
compared to 2014. The slight increase was the result of lower
manufacturing conversion costs, lower shrinkage costs due to a decline
in metal costs and increases in average selling prices, largely offset
by changes in product mix, lower volume, and increased selling, general
and administrative expenses. A reconciliation of net income attributable
to GBC to Adjusted EBITDA is provided later in this press release.
Adjusted diluted earnings per common share, another one of our non-GAAP
measures of consolidated profitability, was $0.54 for the third quarter
of 2015 compared to $0.51 in the prior year. A reconciliation of diluted
net income attributable to GBC per common share to adjusted diluted
earnings per common share is provided later in this press release.
Cash Flow and Leverage
During the third quarter of 2015, we generated $24.3 million of cash
from operating activities largely due to our earnings and improvements
in working capital.
After purchasing $21.1 million of our debt in the open market, we ended
the quarter with cash of $73.5 million, $353.9 million senior secured
notes, and $200.0 million available under our asset-based revolving loan
facility.
2015 Guidance
We reaffirm our full-year 2015 guidance and expect:
-
Shipment volumes to range from 505 million pounds to 525 million
pounds;
-
Adjusted sales to range from $520 million to $545 million; and
-
Adjusted EBITDA to range from $113 million to $122 million, which
includes the gain on the sale of the Dowa Joint Venture.
Conference Call
The Company will host a teleconference and webcast at 8:30 a.m. (Central
Time) on Tuesday, November 3, 2015 to review the results. To listen to
the live call, individuals can access the webcast at the investor
relations portion of the Company's website at http://ir.gbcholdings.com,
or by dialing 855-878-0250, passcode #56272563 approximately 10 minutes
before the scheduled start time. For those who cannot listen to the live
broadcast, replays will be available shortly after the call on the
Company’s website.
About Global Brass and Copper
Global Brass and Copper Holdings, Inc. through its wholly-owned
principal operating subsidiary, Global Brass and Copper, Inc., is a
leading, value-added converter, fabricator, processor and distributor of
specialized copper and brass products in North America. We engage in
metal melting and casting, rolling, drawing, extruding and stamping to
fabricate finished and semi-finished alloy products from processed
scrap, copper cathode and other refined metals. Our products include a
wide range of sheet, strip, foil, rod, tube and fabricated metal
component products that we sell under the Olin Brass, Chase Brass and
A.J. Oster brand names. Our products are used in a variety of
applications across diversified markets, including the building and
housing, munitions, automotive, transportation, coinage,
electronics/electrical components, industrial machinery and equipment
and general consumer markets.
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Global Brass and Copper Holdings, Inc.
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Consolidated Statements of Operations (Unaudited)
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|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
|
September 30,
|
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September 30,
|
(In millions, except per share data)
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
367.7
|
|
|
$
|
436.8
|
|
|
$
|
1,182.8
|
|
|
$
|
1,321.1
|
|
Cost of sales
|
|
325.1
|
|
|
392.2
|
|
|
1,046.0
|
|
|
1,188.7
|
|
Gross profit
|
|
42.6
|
|
|
44.6
|
|
|
136.8
|
|
|
132.4
|
|
Selling, general and administrative expenses
|
|
20.2
|
|
|
18.8
|
|
|
63.5
|
|
|
57.5
|
|
Operating income
|
|
22.4
|
|
|
25.8
|
|
|
73.3
|
|
|
74.9
|
|
Interest expense
|
|
9.9
|
|
|
10.0
|
|
|
29.8
|
|
|
29.7
|
|
Loss on extinguishment of debt
|
|
2.3
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|
|
—
|
|
|
2.3
|
|
|
—
|
|
Gain on the sale of investment in joint venture
|
|
—
|
|
|
—
|
|
|
(6.3
|
)
|
|
—
|
|
Other (income) expense, net
|
|
(0.1
|
)
|
|
0.1
|
|
|
(0.2
|
)
|
|
0.3
|
|
Income before provision for income taxes and equity income
|
|
10.3
|
|
|
15.7
|
|
|
47.7
|
|
|
44.9
|
|
Provision for income taxes
|
|
3.3
|
|
|
5.7
|
|
|
15.7
|
|
|
16.5
|
|
Income before equity income
|
|
7.0
|
|
|
10.0
|
|
|
32.0
|
|
|
28.4
|
|
Equity income, net of tax
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
|
0.8
|
|
Net income
|
|
7.0
|
|
|
10.3
|
|
|
32.3
|
|
|
29.2
|
|
Less: Net income attributable to noncontrolling interest
|
|
0.1
|
|
|
0.1
|
|
|
0.2
|
|
|
0.3
|
|
Net income attributable to Global Brass and Copper
Holdings, Inc.
|
|
$
|
6.9
|
|
|
$
|
10.2
|
|
|
$
|
32.1
|
|
|
$
|
28.9
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Global Brass and
Copper Holdings, Inc. per common share:
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Basic
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$
|
0.32
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|
|
$
|
0.48
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|
|
$
|
1.51
|
|
|
$
|
1.36
|
|
Diluted
|
|
$
|
0.32
|
|
|
$
|
0.48
|
|
|
$
|
1.50
|
|
|
$
|
1.36
|
|
Weighted average common shares outstanding:
|
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|
|
|
|
|
|
|
Basic
|
|
21.3
|
|
|
21.2
|
|
|
21.3
|
|
|
21.2
|
|
Diluted
|
|
21.4
|
|
|
21.3
|
|
|
21.4
|
|
|
21.3
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|
|
|
|
|
|
|
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|
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Supplemental Non-GAAP Reconciliation
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|
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|
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|
Net sales
|
|
$
|
367.7
|
|
|
$
|
436.8
|
|
|
$
|
1,182.8
|
|
|
$
|
1,321.1
|
|
Metal component of net sales
|
|
233.2
|
|
|
300.1
|
|
|
772.9
|
|
|
905.6
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|
Adjusted sales
|
|
$
|
134.5
|
|
|
$
|
136.7
|
|
|
$
|
409.9
|
|
|
$
|
415.5
|
|
|
|
|
|
|
|
|
|
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Diluted net income attributable to Global Brass and
Copper Holdings, Inc. per common share, as reported
|
|
$
|
0.32
|
|
|
$
|
0.48
|
|
|
$
|
1.50
|
|
|
$
|
1.36
|
|
Unrealized loss (gain) on derivative contracts
|
|
0.02
|
|
|
(0.01
|
)
|
|
—
|
|
|
0.01
|
|
Loss on extinguishment of debt
|
|
0.07
|
|
|
—
|
|
|
0.07
|
|
|
—
|
|
Non-cash accretion of income of Dowa Joint Venture
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.01
|
)
|
Specified legal/professional expenses
|
|
0.02
|
|
|
0.04
|
|
|
0.07
|
|
|
0.09
|
|
Lower of cost or market adjustment to inventory
|
|
0.07
|
|
|
—
|
|
|
0.15
|
|
|
0.01
|
|
Share-based compensation expense
|
|
0.04
|
|
|
(0.01
|
)
|
|
0.10
|
|
|
0.03
|
|
Restructuring and other business transformation charges
|
|
—
|
|
|
0.01
|
|
|
0.02
|
|
|
0.01
|
|
Adjusted diluted earnings per common share (1)
|
|
$
|
0.54
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|
|
$
|
0.51
|
|
|
$
|
1.91
|
|
|
$
|
1.50
|
|
|
|
|
|
|
|
|
|
|
(1) All adjustments include a tax effect.
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Global Brass and Copper Holdings, Inc.
|
Adjusted EBITDA Reconciliation
|
|
|
|
|
|
Three Months Ended
|
|
|
September 30,
|
(in millions)
|
|
2015
|
|
2014
|
Net income attributable to Global Brass and Copper Holdings, Inc.
|
|
$
|
6.9
|
|
|
$
|
10.2
|
|
Interest expense
|
|
9.9
|
|
|
10.0
|
|
Provision for income taxes
|
|
3.3
|
|
|
5.7
|
|
Depreciation expense
|
|
3.4
|
|
|
3.5
|
|
Amortization expense
|
|
0.1
|
|
|
0.1
|
|
Unrealized loss (gain) on derivative contracts (a)
|
|
0.8
|
|
|
(0.1
|
)
|
Loss on extinguishment of debt (b)
|
|
2.3
|
|
|
—
|
|
Non-cash accretion of income of Dowa Joint Venture (c)
|
|
—
|
|
|
(0.1
|
)
|
Specified legal/professional expenses (d)
|
|
0.4
|
|
|
1.1
|
|
Lower of cost or market adjustment to inventory (e)
|
|
2.3
|
|
|
—
|
|
Share-based compensation expense (f)
|
|
1.2
|
|
|
(0.3
|
)
|
Restructuring and other business transformation charges (g)
|
|
—
|
|
|
0.3
|
|
Adjusted EBITDA
|
|
$
|
30.6
|
|
|
$
|
30.4
|
|
(a)
|
|
Represents unrealized gains and losses on derivative contracts.
|
(b)
|
|
Represents the loss on extinguishment of debt recognized in
connection with the open market purchase of senior secured notes.
|
(c)
|
|
As a result of the application of purchase accounting in connection
with the November 2007 acquisition, no carrying value was initially
assigned to our equity investment in our Dowa Joint Venture. This
adjustment represents the accretion of equity in our Dowa Joint
Venture at the date of the acquisition over a 13-year period (which
represents the estimated useful life of the technology and patents
of the joint venture).
|
(d)
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|
Represents selected professional fees for accounting, tax, legal
and consulting services incurred as a public company that exceed
our expected long-term requirements.
|
(e)
|
|
Represents non-cash lower of cost or market charges for the write
down of domestic, non-copper metal inventory.
|
(f)
|
|
Represents share-based compensation expense resulting from the grant
of non-qualified stock options, restricted stock and
performance-based shares to certain employees, members of our
management and our Board of Directors.
|
(g)
|
|
Restructuring and other business transformation charges for the
three months ended September 30, 2014 represent severance charges at
Olin Brass.
|
|
|
|
Global Brass and Copper Holdings, Inc.
|
Adjusted EBITDA Reconciliation
|
|
|
|
|
|
Nine Months Ended
|
|
|
September 30,
|
(in millions)
|
|
2015
|
|
2014
|
Net income attributable to Global Brass and Copper Holdings, Inc.
|
|
$
|
32.1
|
|
|
$
|
28.9
|
|
Interest expense
|
|
29.8
|
|
|
29.7
|
|
Provision for income taxes
|
|
15.7
|
|
|
16.5
|
|
Depreciation expense
|
|
10.0
|
|
|
8.8
|
|
Amortization expense
|
|
0.1
|
|
|
0.1
|
|
Unrealized loss on derivative contracts (a)
|
|
0.1
|
|
|
0.3
|
|
Loss on extinguishment of debt (b)
|
|
2.3
|
|
|
—
|
|
Non-cash accretion of income of Dowa Joint Venture (c)
|
|
(0.2
|
)
|
|
(0.5
|
)
|
Specified legal/professional expenses (d)
|
|
2.2
|
|
|
3.1
|
|
Lower of cost or market adjustment to inventory (e)
|
|
4.8
|
|
|
0.2
|
|
Share-based compensation expense (f)
|
|
3.1
|
|
|
1.3
|
|
Restructuring and other business transformation charges (g)
|
|
0.9
|
|
|
0.3
|
|
Adjusted EBITDA
|
|
$
|
100.9
|
|
|
$
|
88.7
|
|
(a)
|
|
Represents unrealized gains and losses on derivative contracts.
|
(b)
|
|
Represents the loss on extinguishment of debt recognized in
connection with the open market purchase of senior secured notes.
|
(c)
|
|
As a result of the application of purchase accounting in connection
with the November 2007 acquisition, no carrying value was initially
assigned to our equity investment in our Dowa Joint Venture. This
adjustment represents the accretion of equity in our Dowa Joint
Venture at the date of the acquisition over a 13-year period (which
represents the estimated useful life of the technology and patents
of the joint venture).
|
(d)
|
|
Represents selected professional fees for accounting, tax, legal and
consulting services incurred as a public company that exceed our
expected long-term requirements.
|
(e)
|
|
Represents non-cash lower of cost or market charges for the write
down of domestic, non-copper metal inventory.
|
(f)
|
|
Represents share-based compensation expense resulting from the grant
of non-qualified stock options, restricted stock and
performance-based shares to certain employees, members of our
management and our Board of Directors.
|
(g)
|
|
Restructuring and other business transformation charges for the nine
months ended September 30, 2015 and 2014 represent severance charges
at Olin Brass.
|
|
|
|
|
|
Segment Results of Operations
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Change
|
(in millions)
|
|
September 30,
|
|
2015 vs. 2014
|
|
|
2015
|
|
2014
|
|
Amount
|
|
Percent
|
Pounds shipped (a)
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
66.8
|
|
|
68.8
|
|
|
(2.0
|
)
|
|
(2.9
|
)%
|
Chase Brass
|
|
53.5
|
|
|
55.7
|
|
|
(2.2
|
)
|
|
(3.9
|
)%
|
A.J. Oster
|
|
19.0
|
|
|
18.0
|
|
|
1.0
|
|
|
5.6
|
%
|
Corporate and other (b)
|
|
(9.5
|
)
|
|
(10.7
|
)
|
|
1.2
|
|
|
11.2
|
%
|
Total
|
|
129.8
|
|
|
131.8
|
|
|
(2.0
|
)
|
|
(1.5
|
)%
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
$
|
174.8
|
|
|
$
|
217.1
|
|
|
$
|
(42.3
|
)
|
|
(19.5
|
)%
|
Chase Brass
|
|
129.9
|
|
|
154.7
|
|
|
(24.8
|
)
|
|
(16.0
|
)%
|
A.J. Oster
|
|
74.9
|
|
|
81.9
|
|
|
(7.0
|
)
|
|
(8.5
|
)%
|
Corporate and other (b)
|
|
(11.9
|
)
|
|
(16.9
|
)
|
|
5.0
|
|
|
29.6
|
%
|
Total
|
|
$
|
367.7
|
|
|
$
|
436.8
|
|
|
$
|
(69.1
|
)
|
|
(15.8
|
)%
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
$
|
15.0
|
|
|
$
|
11.0
|
|
|
$
|
4.0
|
|
|
36.4
|
%
|
Chase Brass
|
|
15.5
|
|
|
18.1
|
|
|
(2.6
|
)
|
|
(14.4
|
)%
|
A.J. Oster
|
|
4.6
|
|
|
4.5
|
|
|
0.1
|
|
|
2.2
|
%
|
Total Adjusted EBITDA of operating segments
|
|
$
|
35.1
|
|
|
$
|
33.6
|
|
|
$
|
1.5
|
|
|
4.5
|
%
|
|
|
|
|
|
|
|
|
|
(a) Amounts exclude quantity of unprocessed metal sold.
|
(b) Amounts represent intercompany eliminations.
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
Change
|
(in millions)
|
|
September 30,
|
|
2015 vs. 2014
|
|
|
2015
|
|
2014
|
|
Amount
|
|
Percent
|
Pounds shipped (a)
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
197.7
|
|
|
208.6
|
|
|
(10.9
|
)
|
|
(5.2
|
)%
|
Chase Brass
|
|
168.7
|
|
|
171.5
|
|
|
(2.8
|
)
|
|
(1.6
|
)%
|
A.J. Oster
|
|
56.3
|
|
|
52.0
|
|
|
4.3
|
|
|
8.3
|
%
|
Corporate and other (b)
|
|
(31.6
|
)
|
|
(31.2
|
)
|
|
(0.4
|
)
|
|
(1.3
|
)%
|
Total
|
|
391.1
|
|
|
400.9
|
|
|
(9.8
|
)
|
|
(2.4
|
)%
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
$
|
567.3
|
|
|
$
|
657.6
|
|
|
$
|
(90.3
|
)
|
|
(13.7
|
)%
|
Chase Brass
|
|
429.0
|
|
|
470.0
|
|
|
(41.0
|
)
|
|
(8.7
|
)%
|
A.J. Oster
|
|
229.9
|
|
|
238.3
|
|
|
(8.4
|
)
|
|
(3.5
|
)%
|
Corporate and other (b)
|
|
(43.4
|
)
|
|
(44.8
|
)
|
|
1.4
|
|
|
3.1
|
%
|
Total
|
|
$
|
1,182.8
|
|
|
$
|
1,321.1
|
|
|
$
|
(138.3
|
)
|
|
(10.5
|
)%
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
|
|
|
|
|
Olin Brass
|
|
$
|
42.0
|
|
|
$
|
31.1
|
|
|
$
|
10.9
|
|
|
35.0
|
%
|
Chase Brass
|
|
54.0
|
|
|
54.2
|
|
|
(0.2
|
)
|
|
(0.4
|
)%
|
A.J. Oster
|
|
12.8
|
|
|
12.6
|
|
|
0.2
|
|
|
1.6
|
%
|
Total Adjusted EBITDA of operating segments
|
|
$
|
108.8
|
|
|
$
|
97.9
|
|
|
$
|
10.9
|
|
|
11.1
|
%
|
|
|
|
|
|
|
|
|
|
(a) Amounts exclude quantity of unprocessed metal sold.
|
(b) Amounts represent intercompany eliminations.
|
|
|
|
Global Brass and Copper Holdings, Inc.
|
Consolidated Balance Sheets (Unaudited)
|
|
|
|
|
|
As of
|
|
|
September 30,
|
|
December 31,
|
|
September 30,
|
(In millions, except share and par value data)
|
|
2015
|
|
2014
|
|
2014
|
Assets
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
Cash
|
|
$
|
73.5
|
|
|
$
|
44.6
|
|
|
$
|
17.4
|
|
Accounts receivable (net of allowance of $1.3, $1.0 and $1.0,
respectively)
|
|
154.5
|
|
|
152.3
|
|
|
194.1
|
|
Inventories
|
|
197.0
|
|
|
189.0
|
|
|
216.2
|
|
Prepaid expenses and other current assets
|
|
16.3
|
|
|
26.2
|
|
|
23.6
|
|
Deferred income taxes
|
|
33.9
|
|
|
30.1
|
|
|
32.0
|
|
Income tax receivable
|
|
—
|
|
|
8.3
|
|
|
4.4
|
|
Total current assets
|
|
475.2
|
|
|
450.5
|
|
|
487.7
|
|
Property, plant and equipment, net
|
|
103.9
|
|
|
103.5
|
|
|
100.5
|
|
Investment in joint venture
|
|
—
|
|
|
2.0
|
|
|
2.5
|
|
Goodwill
|
|
4.4
|
|
|
4.4
|
|
|
4.4
|
|
Intangible assets, net
|
|
0.5
|
|
|
0.6
|
|
|
0.6
|
|
Deferred income taxes
|
|
2.5
|
|
|
0.8
|
|
|
1.2
|
|
Other noncurrent assets
|
|
12.1
|
|
|
14.7
|
|
|
15.6
|
|
Total assets
|
|
$
|
598.6
|
|
|
$
|
576.5
|
|
|
$
|
612.5
|
|
Liabilities and equity
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
Current portion of capital lease obligation
|
|
$
|
1.1
|
|
|
$
|
1.0
|
|
|
$
|
1.0
|
|
Accounts payable
|
|
91.8
|
|
|
82.5
|
|
|
106.0
|
|
Accrued liabilities
|
|
53.1
|
|
|
57.3
|
|
|
54.6
|
|
Accrued interest
|
|
11.5
|
|
|
3.2
|
|
|
12.2
|
|
Income tax payable
|
|
0.5
|
|
|
0.5
|
|
|
0.2
|
|
Total current liabilities
|
|
158.0
|
|
|
144.5
|
|
|
174.0
|
|
Non-current portion of debt
|
|
357.9
|
|
|
379.8
|
|
|
388.5
|
|
Deferred income taxes
|
|
—
|
|
|
0.8
|
|
|
—
|
|
Other noncurrent liabilities
|
|
25.4
|
|
|
25.4
|
|
|
25.6
|
|
Total liabilities
|
|
541.3
|
|
|
550.5
|
|
|
588.1
|
|
Commitments and contingencies
|
|
|
|
|
|
|
Global Brass and Copper Holdings, Inc. stockholders' equity:
|
|
|
|
|
|
|
Common stock - $0.01 par value; 80,000,000 shares authorized;
21,553,883, 21,369,407 and 21,369,407 shares issued, respectively
|
|
0.2
|
|
|
0.2
|
|
|
0.2
|
|
Additional paid-in capital
|
|
35.8
|
|
|
32.5
|
|
|
32.1
|
|
Retained earnings (accumulated deficit)
|
|
19.6
|
|
|
(10.1
|
)
|
|
(12.1
|
)
|
Treasury stock - 46,729, 29,200 and 29,200 shares, respectively
|
|
(0.7
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
Accumulated other comprehensive (loss) income
|
|
(1.9
|
)
|
|
(0.6
|
)
|
|
0.3
|
|
Total Global Brass and Copper Holdings, Inc. stockholders' equity
|
|
53.0
|
|
|
21.6
|
|
|
20.1
|
|
Noncontrolling interest
|
|
4.3
|
|
|
4.4
|
|
|
4.3
|
|
Total equity
|
|
57.3
|
|
|
26.0
|
|
|
24.4
|
|
Total liabilities and equity
|
|
$
|
598.6
|
|
|
$
|
576.5
|
|
|
$
|
612.5
|
|
|
|
|
Global Brass and Copper Holdings, Inc.
|
Consolidated Statements of Cash Flows (Unaudited)
|
|
|
|
|
|
Nine Months Ended
|
|
|
September 30,
|
(In millions)
|
|
2015
|
|
2014
|
Cash flows from operating activities
|
|
|
|
|
Net income
|
|
$
|
32.3
|
|
|
$
|
29.2
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
Lower of cost or market adjustment to inventory
|
|
4.8
|
|
|
0.2
|
|
Unrealized loss on derivatives
|
|
0.1
|
|
|
0.3
|
|
Depreciation
|
|
10.0
|
|
|
8.8
|
|
Amortization of intangible assets
|
|
0.1
|
|
|
0.1
|
|
Amortization of debt issuance costs
|
|
2.1
|
|
|
2.0
|
|
Loss on debt extinguishment
|
|
2.3
|
|
|
—
|
|
Share-based compensation expense
|
|
3.1
|
|
|
1.3
|
|
Excess tax benefit from share-based compensation
|
|
(0.1
|
)
|
|
(0.2
|
)
|
Provision for bad debts, net of reductions
|
|
0.4
|
|
|
(0.1
|
)
|
Deferred income taxes
|
|
(5.8
|
)
|
|
3.1
|
|
Loss on disposal of property, plant and equipment
|
|
0.4
|
|
|
—
|
|
Gain on sale of investment in joint venture
|
|
(6.3
|
)
|
|
—
|
|
Equity earnings, net of distributions
|
|
0.1
|
|
|
(0.4
|
)
|
Change in assets and liabilities:
|
|
|
|
|
Accounts receivable
|
|
(3.5
|
)
|
|
(22.3
|
)
|
Inventories
|
|
(13.9
|
)
|
|
(25.8
|
)
|
Prepaid expenses and other current assets
|
|
9.9
|
|
|
(1.4
|
)
|
Accounts payable
|
|
11.9
|
|
|
23.6
|
|
Accrued liabilities
|
|
(4.6
|
)
|
|
(1.3
|
)
|
Accrued interest
|
|
8.3
|
|
|
8.9
|
|
Income taxes, net
|
|
8.4
|
|
|
(0.2
|
)
|
Other, net
|
|
—
|
|
|
(1.1
|
)
|
Net cash provided by operating activities
|
|
60.0
|
|
|
24.7
|
|
Cash flows from investing activities
|
|
|
|
|
Capital expenditures
|
|
(13.0
|
)
|
|
(19.5
|
)
|
Proceeds from sale of property, plant and equipment
|
|
0.1
|
|
|
0.8
|
|
Proceeds from sale of investment in joint venture
|
|
8.0
|
|
|
—
|
|
Net cash used in investing activities
|
|
(4.9
|
)
|
|
(18.7
|
)
|
Cash flows from financing activities
|
|
|
|
|
Borrowings on ABL Facility
|
|
0.9
|
|
|
245.1
|
|
Payments on ABL Facility
|
|
(0.9
|
)
|
|
(242.1
|
)
|
Purchases of Senior Secured Notes
|
|
(21.1
|
)
|
|
—
|
|
Premium payment on partial debt extinguishment
|
|
(1.8
|
)
|
|
—
|
|
Principal payments under capital lease obligation
|
|
(0.7
|
)
|
|
—
|
|
Dividends paid
|
|
(2.4
|
)
|
|
(2.4
|
)
|
Distribution to noncontrolling interest owner
|
|
(0.2
|
)
|
|
—
|
|
Proceeds from exercise of stock options
|
|
0.1
|
|
|
0.1
|
|
Excess tax benefit from share-based compensation
|
|
0.1
|
|
|
0.2
|
|
Share repurchases
|
|
(0.3
|
)
|
|
(0.4
|
)
|
Net cash (used in) provided by financing activities
|
|
(26.3
|
)
|
|
0.5
|
|
Effect of foreign currency exchange rates
|
|
0.1
|
|
|
0.1
|
|
Net increase in cash
|
|
28.9
|
|
|
6.6
|
|
Cash at beginning of period
|
|
44.6
|
|
|
10.8
|
|
Cash at end of period
|
|
$
|
73.5
|
|
|
$
|
17.4
|
|
Noncash investing and financing activities
|
|
|
|
|
Purchases of property, plant and equipment not yet paid
|
|
$
|
1.8
|
|
|
$
|
1.4
|
|
Acquisition of equipment under capital lease obligation
|
|
$
|
—
|
|
|
$
|
6.0
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Measures
In addition to the results reported in accordance with accounting
principles generally accepted in the United States of America (“U.S.
GAAP”), we also report “Adjusted EBITDA,” “Adjusted diluted earnings per
common share” and “Adjusted sales,” which are non-GAAP financial
measures as defined below.
Adjusted EBITDA is not intended as an alternative to net income (loss),
as an indicator of our operating performance, as an alternative to any
other measure of performance in conformity with U.S. GAAP or as an
alternative to cash flow provided by (used in) operating activities as a
measure of liquidity. Adjusted Diluted Earnings per Common Share may not
be comparable to similarly titled measures presented by other companies
and is not a measure of operating performance or liquidity defined by
U.S. GAAP. Adjusted sales may not be comparable to similarly titled
measures presented by other companies and is not a measure of operating
performance or liquidity defined by U.S. GAAP.
You should therefore not place undue reliance on Adjusted EBITDA,
Adjusted diluted earnings per common share, Adjusted sales, or any
ratios calculated using them. Our U.S. GAAP-based measures can be found
in our consolidated financial statements included elsewhere in this
press release.
Adjusted EBITDA
Adjusted EBITDA is earnings before interest, taxes, depreciation and
amortization (“EBITDA”) adjusted to exclude the following: unrealized
gains and losses on derivative contracts in support of our balanced book
approach, unrealized gains and losses associated with derivative
contracts related to electricity and natural gas costs, non-cash losses
due to lower of cost or market adjustments to inventory, non-cash gains
and losses due to the depletion of a LIFO layer of metal inventory,
share-based compensation expense, loss on extinguishment of debt,
non-cash income accretion related to the Dowa Joint Venture,
restructuring and other business transformation charges, specified legal
and professional expenses, and certain other items.
We believe Adjusted EBITDA represents a meaningful presentation of the
financial performance of our core operations, without the impact of the
various items excluded, in order to provide period-to-period comparisons
that are more consistent and more easily understood. We also believe it
is an important supplemental measure that is frequently used by
securities analysts, investors and other interested parties in the
evaluation of companies in our industry.
Adjusted EBITDA is the key metric used by our Chief Operating Decision
Maker to evaluate the business performance of our segments in comparison
to budgets, forecasts and prior-year financial results, providing a
measure that management believes reflects our core operating
performance. For example, we use Adjusted EBITDA per pound in order to
measure the effectiveness of the balanced book approach in reducing the
financial impact of metal price volatility on earnings and operating
margins, and to measure the effectiveness of our business transformation
initiatives in improving earnings and operating margins. In addition,
measures similar to Adjusted EBITDA are defined and used in the
agreements governing the ABL Facility and the Senior Secured Notes to
determine compliance with various financial covenants and tests.
However, our Adjusted EBITDA may not be comparable to similarly titled
measures presented by other companies. In addition, it has limitations
as an analytical tool, and you should not consider it in isolation or as
a substitute for analysis of our results as reported under U.S. GAAP.
Some of these limitations are that Adjusted EBITDA:
-
does not reflect every expenditure, future requirements for capital
expenditures or contractual commitments;
-
does not reflect the significant interest expense or the amounts
necessary to service interest or principal payments on our debt;
-
does not reflect income tax expense and therefore the cost of
complying with applicable laws;
-
is an imperfect substitute for cash flow as it eliminates depreciation
and amortization expense but does not include cash expended for
capital expenditures required to operate our business;
-
does not reflect the impact of earnings or charges resulting from
matters we consider not to be indicative of our ongoing operations; and
-
does not reflect limitations on our costs related to transferring
earnings from our subsidiaries to us.
We compensate for these limitations by using Adjusted EBITDA along with
other comparative tools, together with U.S. GAAP measurements, to assist
in the evaluation of operating performance. Such U.S. GAAP measurements
include operating income (loss), net income (loss), cash flows from
operations and other cash flow data. We have significant uses of cash,
including capital expenditures, interest payments, debt principal
repayments, taxes and other non-recurring charges, which are not
reflected in Adjusted EBITDA.
Adjusted diluted earnings per common share
Adjusted diluted earnings per common share is defined as diluted income
(loss) per common share adjusted to remove the after-tax impact of the
add backs to EBITDA in calculating Adjusted EBITDA. We believe that
adjusted diluted earnings per common share supplements our U.S. GAAP
results to provide a more complete understanding of the results of our
business, and we believe it is useful to our investors and other parties
for these same reasons. Adjusted diluted earnings per common share may
not be comparable to similarly titled measures presented by other
companies and is not a measure of operating performance or liquidity
defined by U.S. GAAP.
Adjusted sales
Adjusted sales is defined as net sales less the metal component of net
sales. Net sales is the most directly comparable U.S. GAAP measure to
adjusted sales. Adjusted sales represents the value-added premium we
earn over our conversion and fabrication costs. We use adjusted sales on
a consolidated basis to monitor the revenues that are generated from our
value-added conversion and fabrication processes excluding the effects
of fluctuations in metal costs. We believe that adjusted sales
supplements our U.S. GAAP results to provide a more complete
understanding of the results of our business, and we believe it is
useful to our investors and other parties for these same reasons.
Cautionary Statement Concerning Forward-Looking
Statements
This press release contains “forward-looking statements” that involve
risks and uncertainties. You can identify forward-looking statements
because they contain words such as “believes,” “expects,” “projects,”
“may,” “would,” “should,” “seeks,” “approximately,” “intends,” “plans,”
“estimates,” “anticipates” or similar expressions that relate to our
strategy, plans or intentions. All statements the Company makes relating
to its estimated and projected earnings, margins, costs, expenditures,
cash flows, growth rates and financial results or to its expectations
regarding future industry trends are forward-looking statements. In
addition, the Company, through its senior management, from time to time
makes or may make forward-looking public statements concerning its
expected future operations and performance and other developments. These
forward-looking statements are subject to known and unknown risks,
uncertainties and other factors that may change at any time, and,
therefore, the Company’s actual results may differ materially from those
that it expected. The Company derives many of its forward-looking
statements from its operating budgets and forecasts, which are based
upon many detailed assumptions. While the Company believes that its
assumptions are reasonable, it is very difficult to predict the impact
of known factors, and, of course, it is impossible to anticipate all
factors that could affect the Company’s actual results. Actual results
may differ materially from these expectations due to various risks and
uncertainties, including: the failure to maintain the Company’s balanced
book approach which could cause increased volatility in the Company’s
profitability and operating results and may result in significant
losses; the loss in order volumes from any of the Company’s largest
customers, which may reduce the Company’s sales volumes, revenues and
cash flows; the disruption to the Company’s business if its customers
shift their manufacturing offshore; the occurrence of any prolonged
disruptions at or failures of the Company’s manufacturing facilities and
equipment which could have a material adverse effect on its business,
financial condition, results of operations and cash flows; disruptions
arising from inclement weather; and the failure to implement the
Company’s business strategy, including its growth initiatives, could
adversely affect its business, financial condition, results of
operations or cash flows. More detailed information about these and
other risks and uncertainties are contained in the Company’s filings
with the Securities and Exchange Commission, including under “Risk
Factors” and elsewhere in our Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 16, 2015 and subsequent
Quarterly Reports on Form 10-Q, copies of which may be obtained by
visiting the Company’s Investor Relations website at http://ir.gbcholdings.com
or the SEC’s website at http://www.sec.gov.
All forward-looking information in this press release is expressly
qualified in its entirety by these cautionary statements. All
forward-looking statements contained in this press release are based
upon information available to the Company on the date of this press
release.
In addition, the matters referred to in the forward-looking statements
contained in this press release may not in fact occur. Accordingly,
investors should not place undue reliance on those statements. The
Company undertakes no obligation to publicly update or revise any
forward-looking statement as a result of new information, future events
or otherwise, except as otherwise required by law.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151102006929/en/
Copyright Business Wire 2015