Minnesota | 0-6365 | 41-0919654 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
4400 West 78th Street, Suite 520, Minneapolis, Minnesota | 55435 | |||
(Address of principal executive offices) | (Zip Code) |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
APOGEE ENTERPRISES, INC. | ||
By: | /s/ James S. Porter | |
James S. Porter Executive Vice President and Chief Financial Officer |
Exhibit Number | Description | |||||
99.1 | Press Release issued by Apogee Enterprises, Inc. dated June 22, 2017. |
– | Revenues of $272.3 million were up 10% |
– | EPS of $0.56; adjusted EPS of $0.62 |
– | FY18 guidance prior to acquisition reaffirmed |
– | Updated FY18 outlook is for 26-28% revenue growth; EPS of $3.31 to $3.51, adjusted EPS of $3.65-$3.85 |
– | Revenues of $272.3 million were up 10 percent, vs. prior-year period. |
– | Operating income of $24.1 million was down 8 percent before adjustments, vs. prior-year period. |
◦ | Adjusted operating income of $26.8 million was up 2 percent, vs. prior-year period. |
– | Operating margin was 8.9 percent, or 9.9 percent adjusted, vs. 10.6 percent in the prior-year period. |
– | Earnings per diluted share of $0.56 were down 8 percent, vs. the prior-year period. |
◦ | Adjusted EPS was $0.62, up 2 percent, vs. the prior-year period. |
– | Completed acquisition of EFCO Corporation on June 12. EFCO has annual revenues of more than $250 million and will be reported in the architectural framing systems segment. |
– | Adjusted fiscal 2018 first-quarter results exclude $0.07 per share of amortization of short-lived intangibles associated with the acquired backlog of Sotawall; and $0.02 per share of acquisition-related charges for Sotawall and EFCO; these costs were offset by $0.03 per share of tax impact. See Reconciliation of Non-GAAP Financial Measures at the end of this release. |
– | Revenues of $97.7 million were up 5 percent, on mid-size project growth in the United States. |
– | Operating income was $9.3 million, down 2 percent. |
◦ | Operating margin was 9.5 percent, compared to 10.2 percent. Planned costs related to the startup of oversize glass production impacted the operating margin by 100 basis points. |
– | Revenues of $110.5 million were up 36 percent, including the addition of Sotawall and 8 percent growth from the other segment businesses. |
– | Operating income grew to $12.0 million, up 17 percent; adjusted operating income of $14.0 million was up 37 percent. |
◦ | Operating margin was 10.8 percent, or 12.7 percent adjusted, compared to 12.6 percent. Both the fiscal 2018 operating margin and adjusted operating margin were negatively impacted by approximately $1.1 million or 100 basis points due to a receivable write off related to a customer bankruptcy. |
– | Segment backlog grew $10 million from the fiscal 2017 fourth quarter to $255.1 million. |
– | Revenues of $50.2 million were down 20 percent, as expected, on the timing of project activity. |
– | Operating income was $0.8 million, down 75 percent. |
◦ | Operating margin was 1.6 percent, compared to 5.1 percent, due to lower volume leverage on project management, engineering and manufacturing capacity. |
– | Segment backlog grew almost $40 million from the fiscal 2017 fourth quarter to $292.9 million. |
◦ | The longer-term outlook for this segment remains positive, with further backlog expansion anticipated in the second quarter. These first-half additions are anticipated to generate revenue in fiscal 2019 and beyond. |
– | Revenues of $18.6 million were down 7 percent on the timing of customer orders. |
– | Operating income of $4.1 million was down 13 percent. |
◦ | Operating margin was 21.8 percent, compared to 23.2 percent due to the lower volume. |
– | Revenue growth of 26 to 28 percent. |
– | Operating margin of 10.5 to 11.0 percent, with addition of EFCO revenues at a mid-single digit operating margin. |
◦ | Adjusted operating margin of 11.5 to 12.0 percent. |
– | Earnings of $3.31 to $3.51 per diluted share. |
◦ | Adjusted EPS of $3.65 to $3.85. |
– | Adjusted earnings guidance excludes the after-tax impact of: |
◦ | Amortization of short-lived acquired intangibles associated with the acquired backlog of Sotawall and EFCO of $7 million ($0.24 per diluted share). |
◦ | Acquisition-related costs for Sotawall and EFCO of $2.9 million ($0.10 per diluted share). |
– | Capital expenditures of approximately $60 million. |
– | Architectural Glass segment consists of Viracon, the leading fabricator of coated, high-performance architectural glass for global markets. |
– | Architectural Framing Systems segment businesses design, engineer, fabricate and finish the aluminum frames for window, curtainwall and storefront systems that comprise the outside skin of buildings. Businesses in this segment are: Wausau, a manufacturer of custom aluminum window systems and |
– | Architectural Services segment consists of Harmon, one of the largest U.S. full-service building glass installation companies. |
– | Large-Scale Optical segment consists of Tru Vue, a value-added glass and acrylic manufacturer primarily for framing and display applications. |
– | Adjusted operating income, adjusted operating margin, adjusted net earnings and adjusted earnings per diluted share (“adjusted earnings per share or adjusted EPS”) are included in the Reconciliation of Non-GAAP Financial Measures tables that appear after the accompanying financial tables. The company uses these measures to provide meaningful supplemental information about its operating performance because they exclude amounts that are not considered part of core operating results when assessing performance, and they improve comparability of results from period to period. Examples of items excluded to arrive at these adjusted measures include the impact of acquisition-related costs and amortization of short-lived acquired intangibles associated with backlog. |
– | Backlog represents the dollar amount of revenues Apogee expects to recognize in the near-term from firm contracts or orders. The company uses backlog as one of the metrics to evaluate near-term sales trends in its business. |
– | Free cash flow is defined as net cash provided by operating activities, minus capital expenditures. The company considers this measure an indication of the financial strength of the company. |
– | Days working capital is defined as average working capital (current assets less current liabilities) multiplied by the number of days in the period and then divided by net sales in the period. The company considers this a useful metric in monitoring its performance in managing working capital. |
– | Constant currency revenue excludes the impact of fluctuations in foreign currency on Apogee’s international operations. The company believes providing constant currency information provides valuable supplemental information regarding its results of operations, consistent with how it evaluates its performance. Constant currency percentages are calculated by converting prior-period local currency results using the current period exchange rates and comparing these converted amounts to current period reported results. |
Apogee Enterprises, Inc. | |||||||||||
Consolidated Condensed Statements of Income | |||||||||||
(Unaudited) | |||||||||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | % | |||||||||
In thousands, except per share amounts | June 3, 2017 | May 28, 2016 | Change | ||||||||
Net sales | $ | 272,307 | $ | 247,880 | 10 | % | |||||
Cost of sales | 202,013 | 183,452 | 10 | % | |||||||
Gross profit | 70,294 | 64,428 | 9 | % | |||||||
Selling, general and administrative expenses | 46,188 | 38,179 | 21 | % | |||||||
Operating income | 24,106 | 26,249 | (8 | )% | |||||||
Interest income | 167 | 275 | (39 | )% | |||||||
Interest expense | 444 | 157 | 183 | % | |||||||
Other income, net | 179 | 256 | (30 | )% | |||||||
Earnings before income taxes | 24,008 | 26,623 | (10 | )% | |||||||
Income tax expense | 7,904 | 8,901 | (11 | )% | |||||||
Net earnings | $ | 16,104 | $ | 17,722 | (9 | )% | |||||
Earnings per share - basic | $ | 0.56 | $ | 0.62 | (10 | )% | |||||
Average common shares outstanding | 28,851 | 28,702 | 1 | % | |||||||
Earnings per share - diluted | $ | 0.56 | $ | 0.61 | (8 | )% | |||||
Average common and common equivalent shares outstanding | 28,861 | 28,895 | — | % | |||||||
Cash dividends per common share | $ | 0.1400 | $ | 0.1250 | 12 | % | |||||
Business Segment Information | |||||||||||
(Unaudited) | |||||||||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | % | |||||||||
In thousands | June 3, 2017 | May 28, 2016 | Change | ||||||||
Sales | |||||||||||
Architectural Glass | $ | 97,735 | $ | 93,360 | 5 | % | |||||
Architectural Framing Systems | 110,492 | 81,132 | 36 | % | |||||||
Architectural Services | 50,150 | 62,820 | (20 | )% | |||||||
Large-Scale Optical | 18,603 | 20,028 | (7 | )% | |||||||
Eliminations | (4,673 | ) | (9,460 | ) | (51 | )% | |||||
Total | $ | 272,307 | $ | 247,880 | 10 | % | |||||
Operating income (loss) | |||||||||||
Architectural Glass | $ | 9,322 | $ | 9,531 | (2 | )% | |||||
Architectural Framing Systems | 11,964 | 10,232 | 17 | % | |||||||
Architectural Services | 782 | 3,181 | (75 | )% | |||||||
Large-Scale Optical | 4,050 | 4,652 | (13 | )% | |||||||
Corporate and other | (2,012 | ) | (1,347 | ) | 49 | % | |||||
Total | $ | 24,106 | $ | 26,249 | (8 | )% | |||||
Apogee Enterprises, Inc. | |||||||||||
Consolidated Condensed Balance Sheets | |||||||||||
(Unaudited) | |||||||||||
In thousands | June 3, 2017 | March 4, 2017 | |||||||||
Assets | |||||||||||
Current assets | $ | 297,272 | $ | 297,461 | |||||||
Net property, plant and equipment | 250,979 | 246,748 | |||||||||
Other assets | 230,247 | 240,449 | |||||||||
Total assets | $ | 778,498 | $ | 784,658 | |||||||
Liabilities and shareholders' equity | |||||||||||
Current liabilities | $ | 173,496 | $ | 186,058 | |||||||
Long-term debt | 71,400 | 65,400 | |||||||||
Other liabilities | 51,773 | 62,623 | |||||||||
Shareholders' equity | 481,829 | 470,577 | |||||||||
Total liabilities and shareholders' equity | $ | 778,498 | $ | 784,658 |
Consolidated Condensed Statement of Cash Flows | ||||||||
(Unaudited) | ||||||||
Thirteen | Thirteen | |||||||
Weeks Ended | Weeks Ended | |||||||
In thousands | June 3, 2017 | May 28, 2016 | ||||||
Net earnings | $ | 16,104 | $ | 17,722 | ||||
Depreciation and amortization | 11,423 | 7,720 | ||||||
Share-based compensation | 1,403 | 1,390 | ||||||
Other, net | 1,317 | 2 | ||||||
Changes in operating assets and liabilities | (24,335 | ) | (27,318 | ) | ||||
Net cash provided by (used in) operating activities | 5,912 | (484 | ) | |||||
Capital expenditures | (11,430 | ) | (17,725 | ) | ||||
Change in restricted cash | 5,151 | — | ||||||
Net sales (purchases) of marketable securities | 1,685 | (751 | ) | |||||
Other, net | 1,742 | (1,842 | ) | |||||
Net cash used in investing activities | (2,852 | ) | (20,318 | ) | ||||
Borrowings on line of credit, net | 6,000 | — | ||||||
Shares withheld for taxes, net of stock issued to employees | (1,596 | ) | (1,198 | ) | ||||
Dividends paid | (4,002 | ) | (3,560 | ) | ||||
Other, net | — | 1,893 | ||||||
Net cash provided by (used in) financing activities | 402 | (2,865 | ) | |||||
Increase (decrease) in cash and cash equivalents | 3,462 | (23,667 | ) | |||||
Effect of exchange rates on cash | 47 | 164 | ||||||
Cash and cash equivalents at beginning of year | 19,463 | 60,470 | ||||||
Cash and cash equivalents at end of period | $ | 22,972 | $ | 36,967 |
Apogee Enterprises, Inc. | |||||||||||
Reconciliation of Non-GAAP Financial Measures | |||||||||||
Adjusted Net Earnings and Adjusted Earnings per Diluted Common Share | |||||||||||
(Unaudited) | |||||||||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
In thousands, except per share amounts | June 3, 2017 | May 28, 2016 | % Change | ||||||||
Net earnings | $ | 16,104 | $ | 17,722 | (9 | )% | |||||
Amortization of short-lived acquired intangibles | 2,054 | — | N/M | ||||||||
Acquisition-related costs | 680 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (899 | ) | — | N/M | |||||||
Adjusted net earnings | $ | 17,938 | $ | 17,722 | 1 | % | |||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
In thousands, except per share amounts | June 3, 2017 | May 28, 2016 | % Change | ||||||||
Earnings per diluted common share | $ | 0.56 | $ | 0.61 | (8 | )% | |||||
Amortization of short-lived acquired intangibles | 0.07 | — | N/M | ||||||||
Acquisition-related costs | 0.02 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (0.03 | ) | — | N/M | |||||||
Adjusted earnings per diluted common share | $ | 0.62 | $ | 0.61 | 2 | % | |||||
(1) Income tax impact on adjustments was calculated using the quarterly effective income tax rate of 32.9%. |
Adjusted Operating Income and Adjusted Operating Margin | ||||||||||||||||||
(Unaudited) | ||||||||||||||||||
Thirteen Weeks Ended June 3, 2017 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) | $ | 11,964 | 10.8 | % | $ | (2,012 | ) | $ | 24,106 | 8.9 | % | |||||||
Amortization of short-lived acquired intangibles | 2,054 | 1.9 | % | — | 2,054 | 0.8 | % | |||||||||||
Acquisition-related costs | — | — | % | 680 | 680 | 0.2 | % | |||||||||||
Adjusted operating income (loss) | $ | 14,018 | 12.7 | % | $ | (1,332 | ) | $ | 26,840 | 9.9 | % | |||||||
Thirteen Weeks Ended May 28, 2016 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) (1) | $ | 10,232 | 12.6 | % | $ | (1,347 | ) | $ | 26,249 | 10.6 | % | |||||||
(1) Expenses related to amortization of short-lived acquired intangibles and acquisition-related costs are not applicable to the period ended May 28, 2016, and therefore no adjustments have been made. | ||||||||||||||||||