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 | ||||
– | Revenues of $343.9 million were up 24% |
– | EPS of $0.60; adjusted EPS of $0.75 |
– | Reaffirming FY18 outlook for 24-26% revenue growth; |
– | Revenues of $343.9 million were up 24 percent, vs. prior-year period. |
– | Operating income of $27.8 million was down 16 percent before adjustments, vs. prior-year period. |
◦ | Adjusted operating income of $34.1 million was up 3 percent, vs. prior-year period. |
– | Operating margin was 8.1 percent, or 9.9 percent adjusted, vs. 11.9 percent in the prior-year period. |
– | Net interest expense increased $1.6 million vs. the prior-year period, as debt was incurred for acquisitions. |
– | Earnings per diluted share of $0.60 were down 22 percent, vs. the prior-year period. |
◦ | Adjusted EPS was $0.75, down 3 percent, vs. the prior-year period. |
– | Completed acquisition of EFCO Corporation on June 12. It is reported in the architectural framing systems segment. |
– | See Reconciliation of Non-GAAP Financial Measures at the end of this release. |
– | Revenues of $189.0 million were up 105 percent; excluding the addition of Sotawall and EFCO, revenues were up 17 percent. |
– | Operating income grew to $16.5 million, up 27 percent; adjusted operating income of $19.2 million was up 47 percent. |
◦ | Operating margin was 8.7 percent, or 10.1 percent adjusted, compared to 14.1 percent. Operating margins for existing businesses were up substantially, offset by a lower operating margin at EFCO, as expected, and a significant foreign exchange loss at the Canadian curtainwall business. |
– | Segment backlog grew $240 million to $495.9 million from the fiscal 2018 first quarter backlog level, including $216 million from the acquisition of EFCO. This substantial backlog supports growth in the second half of fiscal 2018 and in fiscal 2019. |
– | Revenues of $97.4 million were down 2 percent, as double-digit mid-size project growth was somewhat offset by the timing of larger projects. |
– | Operating income was $10.3 million, up 7 percent. |
◦ | Operating margin was 10.5 percent, compared to 9.7 percent due to improved productivity and cost management, somewhat offset by mix and price. |
– | Revenues of $46.8 million were down 40 percent, compared to the strong prior-year period. |
– | Operating income was $0.8 million, down 88 percent. |
◦ | Operating margin was 1.7 percent, compared to 8.0 percent, due to lower volume leverage on project management, engineering and manufacturing capacity. |
– | Segment backlog grew $30 million to $323.0 million from the fiscal 2018 first-quarter backlog level. |
◦ | The longer-term outlook for this segment remains positive, with additions to backlog in the last three quarters anticipated to generate strong revenue growth in fiscal 2019. |
– | Revenues of $20.3 million were down 5 percent on the timing of customer orders. |
– | Operating income of $4.2 million was down 16 percent. |
◦ | Operating margin was 20.9 percent, compared to 23.7 percent, due to lower volume. |
– | Revenue growth of 24 to 26 percent. |
– | Operating margin of 10.0 to 10.5 percent, with the addition of EFCO revenues at a mid-single digit operating margin. |
◦ | Adjusted operating margin of 11.0 to 11.5 percent. |
– | Earnings of $3.05 to $3.25 per diluted share. |
◦ | Adjusted EPS of $3.40 to $3.60. |
– | 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 $7.0 million ($0.24 per diluted share). |
◦ | Acquisition-related costs for EFCO of $3.1 million ($0.11 per diluted share). |
– | Capital expenditures of approximately $60 million. |
– | 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 curtainwall; Sotawall, a manufacturer of unitized curtainwall systems; EFCO, a manufacturer of aluminum window, curtainwall, storefront and entrance systems; Tubelite, a manufacturer of aluminum storefront, entrance and curtainwall products; Alumicor, a manufacturer of aluminum storefront, entrance, curtainwall and window products for Canadian markets; and Linetec, a paint and anodizing finisher of window frames and PVC shutters. |
– | Architectural Glass segment consists of Viracon, the leading fabricator of coated, high-performance architectural glass for global markets. |
– | 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 used by the company to provide meaningful supplemental information about its operating performance by excluding amounts that are not considered part of core operating results when assessing performance to 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 | Twenty-six | Twenty-six | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
In thousands, except per share amounts | September 2, 2017 | August 27, 2016 | Change | September 2, 2017 | August 27, 2016 | Change | |||||||||||||||
Net sales | $ | 343,907 | $ | 278,455 | 24 | % | $ | 616,214 | $ | 526,335 | 17 | % | |||||||||
Cost of sales | 257,906 | 205,924 | 25 | % | 459,919 | 389,377 | 18 | % | |||||||||||||
Gross profit | 86,001 | 72,531 | 19 | % | 156,295 | 136,958 | 14 | % | |||||||||||||
Selling, general and administrative expenses | 58,227 | 39,483 | 47 | % | 104,415 | 77,661 | 34 | % | |||||||||||||
Operating income | 27,774 | 33,048 | (16 | )% | 51,880 | 59,297 | (13 | )% | |||||||||||||
Interest income | 117 | 252 | (54 | )% | 284 | 528 | (46 | )% | |||||||||||||
Interest expense | 1,650 | 188 | 778 | % | 2,095 | 345 | 507 | % | |||||||||||||
Other income, net | 77 | 254 | (70 | )% | 256 | 509 | (50 | )% | |||||||||||||
Earnings before income taxes | 26,318 | 33,366 | (21 | )% | 50,325 | 59,989 | (16 | )% | |||||||||||||
Income tax expense | 8,909 | 10,969 | (19 | )% | 16,813 | 19,870 | (15 | )% | |||||||||||||
Net earnings | $ | 17,409 | $ | 22,397 | (22 | )% | $ | 33,512 | $ | 40,119 | (16 | )% | |||||||||
Earnings per share - basic | $ | 0.60 | $ | 0.78 | (23 | )% | $ | 1.16 | $ | 1.39 | (17 | )% | |||||||||
Average common shares outstanding | 28,850 | 28,891 | — | % | 28,850 | 28,797 | — | % | |||||||||||||
Earnings per share - diluted | $ | 0.60 | $ | 0.77 | (22 | )% | $ | 1.16 | $ | 1.39 | (17 | )% | |||||||||
Average common and common equivalent shares outstanding | 28,908 | 28,960 | — | % | 28,885 | 28,927 | — | % | |||||||||||||
Cash dividends per common share | $ | 0.1400 | $ | 0.1250 | 12 | % | $ | 0.2800 | $ | 0.2500 | 12 | % | |||||||||
Business Segment Information | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
Thirteen | Thirteen | Twenty-six | Twenty-six | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
In thousands | September 2, 2017 | August 27, 2016 | Change | September 2, 2017 | August 27, 2016 | Change | |||||||||||||||
Sales | |||||||||||||||||||||
Architectural Framing Systems | $ | 189,023 | $ | 92,229 | 105 | % | $ | 299,515 | $ | 173,362 | 73 | % | |||||||||
Architectural Glass | 97,351 | 99,205 | (2 | )% | 195,086 | 192,565 | 1 | % | |||||||||||||
Architectural Services | 46,829 | 77,734 | (40 | )% | 96,979 | 140,554 | (31 | )% | |||||||||||||
Large-Scale Optical | 20,291 | 21,270 | (5 | )% | 38,894 | 41,298 | (6 | )% | |||||||||||||
Eliminations | (9,587 | ) | (11,983 | ) | (20 | )% | (14,260 | ) | (21,444 | ) | (34 | )% | |||||||||
Total | $ | 343,907 | $ | 278,455 | 24 | % | $ | 616,214 | $ | 526,335 | 17 | % | |||||||||
Operating income (loss) | |||||||||||||||||||||
Architectural Framing Systems | $ | 16,542 | $ | 13,001 | 27 | % | $ | 28,506 | $ | 23,232 | 23 | % | |||||||||
Architectural Glass | 10,258 | 9,616 | 7 | % | 19,581 | 19,147 | 2 | % | |||||||||||||
Architectural Services | 774 | 6,236 | (88 | )% | 1,555 | 9,418 | (83 | )% | |||||||||||||
Large-Scale Optical | 4,248 | 5,051 | (16 | )% | 8,298 | 9,703 | (14 | )% | |||||||||||||
Corporate and other | (4,048 | ) | (856 | ) | 373 | % | (6,060 | ) | (2,203 | ) | 175 | % | |||||||||
Total | $ | 27,774 | $ | 33,048 | (16 | )% | $ | 51,880 | $ | 59,297 | (13 | )% | |||||||||
Apogee Enterprises, Inc. | |||||||||||||||||||||
Consolidated Condensed Balance Sheets | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
In thousands | September 2, 2017 | March 4, 2017 | |||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | $ | 368,746 | $ | 297,461 | |||||||||||||||||
Net property, plant and equipment | 299,974 | 246,748 | |||||||||||||||||||
Other assets | 370,656 | 240,449 | |||||||||||||||||||
Total assets | $ | 1,039,376 | $ | 784,658 | |||||||||||||||||
Liabilities and shareholders' equity | |||||||||||||||||||||
Current liabilities | $ | 197,808 | $ | 186,058 | |||||||||||||||||
Long-term debt | 257,806 | 65,400 | |||||||||||||||||||
Other liabilities | 82,388 | 62,623 | |||||||||||||||||||
Shareholders' equity | 501,374 | 470,577 | |||||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,039,376 | $ | 784,658 |
Consolidated Condensed Statement of Cash Flows | ||||||||
(Unaudited) | ||||||||
Twenty-six | Twenty-six | |||||||
Weeks Ended | Weeks Ended | |||||||
In thousands | September 2, 2017 | August 27, 2016 | ||||||
Net earnings | $ | 33,512 | $ | 40,119 | ||||
Depreciation and amortization | 25,062 | 15,955 | ||||||
Share-based compensation | 3,063 | 2,935 | ||||||
Proceeds from new markets tax credit transaction, net of deferred costs | — | 5,109 | ||||||
Other, net | (1,956 | ) | (2,927 | ) | ||||
Changes in operating assets and liabilities | (18,872 | ) | (17,649 | ) | ||||
Net cash provided by operating activities | 40,809 | 43,542 | ||||||
Capital expenditures | (26,825 | ) | (31,474 | ) | ||||
Acquisition of businesses and intangibles | (184,826 | ) | — | |||||
Change in restricted cash | 7,834 | (16,949 | ) | |||||
Other, net | (2 | ) | (882 | ) | ||||
Net cash used in investing activities | (203,819 | ) | (49,305 | ) | ||||
Borrowings on line of credit, net | 191,902 | — | ||||||
Shares withheld for taxes, net of stock issued to employees | (1,612 | ) | — | |||||
Repurchase and retirement of common stock | (10,833 | ) | — | |||||
Dividends paid | (7,994 | ) | (7,133 | ) | ||||
Other, net | 57 | (972 | ) | |||||
Net cash provided by (used in) financing activities | 171,520 | (8,105 | ) | |||||
Increase (decrease) in cash and cash equivalents | 8,510 | (13,868 | ) | |||||
Effect of exchange rates on cash | 1,555 | 374 | ||||||
Cash and cash equivalents at beginning of year | 19,463 | 60,470 | ||||||
Cash and cash equivalents at end of period | $ | 29,528 | $ | 46,976 |
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 | September 2, 2017 | August 27, 2016 | % Change | ||||||||
Net earnings | $ | 17,409 | $ | 22,397 | (22.3 | )% | |||||
Amortization of short-lived acquired intangibles | 2,630 | — | N/M | ||||||||
Acquisition-related costs | 3,737 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (2,158 | ) | — | N/M | |||||||
Adjusted net earnings | $ | 21,618 | $ | 22,397 | (3.5 | )% | |||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
September 2, 2017 | August 27, 2016 | % Change | |||||||||
Earnings per diluted common share | $ | 0.60 | $ | 0.77 | (22.1 | )% | |||||
Amortization of short-lived acquired intangibles | 0.09 | — | N/M | ||||||||
Acquisition-related costs | 0.13 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (0.07 | ) | — | N/M | |||||||
Adjusted earnings per diluted common share | $ | 0.75 | $ | 0.77 | (2.6 | )% | |||||
(1) Income tax impact on adjustments was calculated using the estimated quarterly effective income tax rate of 33.9%. | |||||||||||
Twenty-six | Twenty-six | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
In thousands | September 2, 2017 | August 27, 2016 | % Change | ||||||||
Net earnings | $ | 33,512 | $ | 40,119 | (16.5 | )% | |||||
Amortization of short-lived acquired intangibles | 4,684 | — | N/M | ||||||||
Acquisition-related costs | 4,417 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (3,040 | ) | — | N/M | |||||||
Adjusted net earnings | $ | 39,573 | $ | 40,119 | (1.4 | )% | |||||
Twenty-six | Twenty-six | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
September 2, 2017 | August 27, 2016 | % Change | |||||||||
Earnings per diluted common share | $ | 1.16 | $ | 1.39 | (16.5 | )% | |||||
Amortization of short-lived acquired intangibles | 0.16 | — | N/M | ||||||||
Acquisition-related costs | 0.15 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (0.11 | ) | — | N/M | |||||||
Adjusted earnings per diluted common share | $ | 1.37 | $ | 1.39 | (1.4 | )% | |||||
(1) Income tax impact on adjustments was calculated using the estimated annual effective income tax rate of 33.4%. | |||||||||||
Adjusted Operating Income and Adjusted Operating Margin | ||||||||||||||||||
(Unaudited) | ||||||||||||||||||
Thirteen Weeks Ended September 2, 2017 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) | $ | 16,542 | 8.7 | % | $ | (4,048 | ) | $ | 27,774 | 8.1 | % | |||||||
Amortization of short-lived acquired intangibles | 2,630 | 1.4 | % | — | 2,630 | 0.8 | % | |||||||||||
Acquisition-related costs | — | — | % | 3,737 | 3,737 | 1.1 | % | |||||||||||
Adjusted operating income (loss) | $ | 19,172 | 10.1 | % | $ | (311 | ) | $ | 34,141 | 9.9 | % | |||||||
Thirteen Weeks Ended August 27, 2016 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) (1) | $ | 13,001 | 14.1 | % | $ | (856 | ) | $ | 33,048 | 11.9 | % | |||||||
Twenty-Six Weeks Ended September 2, 2017 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) | $ | 28,506 | 9.5 | % | $ | (6,060 | ) | $ | 51,880 | 8.4 | % | |||||||
Amortization of short-lived acquired intangibles | 4,684 | 1.6 | % | — | 4,684 | 0.8 | % | |||||||||||
Acquisition-related costs | — | — | % | 4,417 | 4,417 | 0.7 | % | |||||||||||
Adjusted operating income (loss) | $ | 33,190 | 11.1 | % | $ | (1,643 | ) | $ | 60,981 | 9.9 | % | |||||||
Twenty-Six Weeks Ended August 27, 2016 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) (1) | $ | 23,232 | 13.4 | % | $ | (2,203 | ) | $ | 59,297 | 11.3 | % | |||||||
(1) Expenses related to amortization of short-lived acquired intangibles and acquisition-related costs are not applicable to the prior year periods, and therefore no adjustments have been made. | ||||||||||||||||||