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 | ||||
– | EPS of $0.82; adjusted EPS of $0.90 |
– | Revenues of $356.5 million were up 30 percent, vs. prior-year period. |
– | Operating income of $34.5 million was up 4 percent, vs. prior-year period. |
◦ | Adjusted operating income of $37.9 million was up 14 percent, vs. prior-year period. |
– | Operating margin was 9.7 percent, or 10.6 percent adjusted, vs. 12.1 percent in the prior-year period. |
– | Earnings per diluted share of $0.82 were up 5 percent, vs. the prior-year period. |
◦ | Adjusted EPS of $0.90 was up 15 percent, vs. the prior-year period. |
– | See Reconciliation of Non-GAAP Financial Measures at the end of this release. |
– | Revenues of $194.2 million were up 114 percent. Revenues were up 17 percent excluding Sotawall, acquired in the fiscal 2017 fourth quarter, and EFCO, acquired in the fiscal 2018 second quarter. |
◦ | Revenues grew in each of our legacy businesses due to share gains and geographic growth in North America. |
– | Operating income grew to $18.5 million, up 56 percent; adjusted operating income of $21.4 million was up 81 percent. |
◦ | Operating margin was 9.5 percent, or 11.0 percent adjusted, compared to 13.0 percent. |
– | Operating margins for legacy businesses increased substantially on volume growth and improved productivity. |
– | Segment margins were impacted by the lower operating margin profile of EFCO. |
– | Segment backlog was $448.8 million, compared to $495.9 million in the fiscal 2018 second quarter and $164.1 million in the prior-year period. This substantial backlog supports growth in fiscal 2019 and beyond. |
– | Revenues of $96.9 million were down 9 percent. The decline was due to delays caused by the Florida hurricane and a lower volume of large projects. |
– | Operating income was $9.1 million, down 22 percent. |
◦ | Operating margin was 9.4 percent, compared to 10.9 percent, due to lower volume, pricing and mix, somewhat offset by improved productivity and costs. |
– | Revenues of $49.1 million were down 24 percent. |
– | Operating income was $2.5 million, down 48 percent. |
◦ | Operating margin was 5.2 percent, compared to 7.6 percent, due to lower volume leverage on project management, engineering and manufacturing capacity. |
– | Sequentially, revenues grew and operating income and operating margin improved substantially. |
– | Segment backlog of $346.3 million grew more than $20 million from the fiscal 2018 second-quarter backlog of $323.0 million, and was up $150 million from the prior-year period backlog of $195.5 million. |
◦ | The longer-term outlook for this segment remains positive, with additions to backlog in the last four quarters anticipated to generate revenue in fiscal years 2019 to 2021. Further backlog growth is expected in the fiscal 2018 fourth quarter. |
– | Revenues of $26.0 million were up 18 percent on strong customer orders for holiday framing. |
– | Operating income of $6.7 million was up 14 percent. |
◦ | Operating margin was 25.9 percent, compared to 26.8 percent. |
– | Revenue growth of approximately 20 percent, which reflects $8 to $10 million of hurricane impacted revenues that will move into fiscal 2019; the previous outlook was for 24 to 26 percent growth. |
– | Operating margin of 8.6 to 8.9 percent, which includes approximately $4.5 million of expected fourth-quarter restructuring charges; the previous outlook was for a 10.0 to 10.5 percent operating margin. |
◦ | Adjusted operating margin of 10.1 to 10.4 percent, which excludes the planned restructuring charges in addition to the acquisition-related items; the previous outlook was for an 11.0 to 11.5 percent adjusted operating margin. |
– | Earnings of $2.58 to $2.68 per diluted share, which include approximately $0.11 per share of expected fourth-quarter restructuring charges; the previous EPS outlook was for $3.05 to $3.25. |
◦ | Adjusted EPS of $3.04 to $3.14; the previous adjusted EPS outlook was for $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). |
◦ | Planned fourth-quarter restructuring charges of $3.0 million ($0.11 per diluted share). |
– | Capital expenditures of $55 to $60 million; the previous outlook was for $60 million in capital expenditures. |
– | 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, a 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 |
– | 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 | Thirty-nine | Thirty-nine | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
In thousands, except per share amounts | December 2, 2017 | November 26, 2016 | Change | December 2, 2017 | November 26, 2016 | Change | |||||||||||||||
Net sales | $ | 356,506 | $ | 274,072 | 30 | % | $ | 972,721 | $ | 800,407 | 22 | % | |||||||||
Cost of sales | 264,947 | 201,204 | 32 | % | 724,868 | 590,581 | 23 | % | |||||||||||||
Gross profit | 91,559 | 72,868 | 26 | % | 247,853 | 209,826 | 18 | % | |||||||||||||
Selling, general and administrative expenses | 57,024 | 39,609 | 44 | % | 161,438 | 117,269 | 38 | % | |||||||||||||
Operating income | 34,535 | 33,259 | 4 | % | 86,415 | 92,557 | (7 | )% | |||||||||||||
Interest income | 106 | 271 | (61 | )% | 390 | 799 | (51 | )% | |||||||||||||
Interest expense | 1,594 | 150 | 963 | % | 3,689 | 495 | 645 | % | |||||||||||||
Other income (expense), net | 303 | (158 | ) | N/M | 560 | 350 | 60 | % | |||||||||||||
Earnings before income taxes | 33,350 | 33,222 | — | % | 83,676 | 93,211 | (10 | )% | |||||||||||||
Income tax expense | 9,704 | 10,670 | (9 | )% | 26,517 | 30,540 | (13 | )% | |||||||||||||
Net earnings | $ | 23,646 | $ | 22,552 | 5 | % | $ | 57,159 | $ | 62,671 | (9 | )% | |||||||||
Earnings per share - basic | $ | 0.82 | $ | 0.78 | 5 | % | $ | 1.98 | $ | 2.18 | (9 | )% | |||||||||
Average common shares outstanding | 28,736 | 28,828 | — | % | 28,812 | 28,807 | — | % | |||||||||||||
Earnings per share - diluted | $ | 0.82 | $ | 0.78 | 5 | % | $ | 1.98 | $ | 2.17 | (9 | )% | |||||||||
Average common and common equivalent shares outstanding | 28,818 | 28,892 | — | % | 28,862 | 28,916 | — | % | |||||||||||||
Cash dividends per common share | $ | 0.1400 | $ | 0.1250 | 12 | % | $ | 0.4200 | $ | 0.3750 | 12 | % | |||||||||
Business Segment Information | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
Thirteen | Thirteen | Thirty-nine | Thirty-nine | ||||||||||||||||||
Weeks Ended | Weeks Ended | % | Weeks Ended | Weeks Ended | % | ||||||||||||||||
In thousands | December 2, 2017 | November 26, 2016 | Change | December 2, 2017 | November 26, 2016 | Change | |||||||||||||||
Sales | |||||||||||||||||||||
Architectural Framing Systems | $ | 194,157 | $ | 90,850 | 114 | % | $ | 493,672 | $ | 264,212 | 87 | % | |||||||||
Architectural Glass | 96,940 | 107,002 | (9 | )% | 292,026 | 299,567 | (3 | )% | |||||||||||||
Architectural Services | 49,077 | 64,380 | (24 | )% | 146,056 | 204,934 | (29 | )% | |||||||||||||
Large-Scale Optical | 26,003 | 22,084 | 18 | % | 64,897 | 63,382 | 2 | % | |||||||||||||
Eliminations | (9,671 | ) | (10,244 | ) | (6 | )% | (23,930 | ) | (31,688 | ) | (24 | )% | |||||||||
Total | $ | 356,506 | $ | 274,072 | 30 | % | $ | 972,721 | $ | 800,407 | 22 | % | |||||||||
Operating income (loss) | |||||||||||||||||||||
Architectural Framing Systems | $ | 18,452 | $ | 11,838 | 56 | % | $ | 46,958 | $ | 35,070 | 34 | % | |||||||||
Architectural Glass | 9,107 | 11,708 | (22 | )% | 28,687 | 30,855 | (7 | )% | |||||||||||||
Architectural Services | 2,547 | 4,918 | (48 | )% | 4,102 | 14,336 | (71 | )% | |||||||||||||
Large-Scale Optical | 6,724 | 5,910 | 14 | % | 15,022 | 15,613 | (4 | )% | |||||||||||||
Corporate and other | (2,295 | ) | (1,115 | ) | 106 | % | (8,354 | ) | (3,317 | ) | 152 | % | |||||||||
Total | $ | 34,535 | $ | 33,259 | 4 | % | $ | 86,415 | $ | 92,557 | (7 | )% | |||||||||
Apogee Enterprises, Inc. | |||||||||||||||||||||
Consolidated Condensed Balance Sheets | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
In thousands | December 2, 2017 | March 4, 2017 | |||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | $ | 374,788 | $ | 297,461 | |||||||||||||||||
Net property, plant and equipment | 302,904 | 246,748 | |||||||||||||||||||
Other assets | 366,076 | 240,449 | |||||||||||||||||||
Total assets | $ | 1,043,768 | $ | 784,658 | |||||||||||||||||
Liabilities and shareholders' equity | |||||||||||||||||||||
Current liabilities | $ | 209,531 | $ | 186,058 | |||||||||||||||||
Long-term debt | 231,276 | 65,400 | |||||||||||||||||||
Other liabilities | 84,266 | 62,623 | |||||||||||||||||||
Shareholders' equity | 518,695 | 470,577 | |||||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,043,768 | $ | 784,658 |
Consolidated Condensed Statement of Cash Flows | ||||||||
(Unaudited) | ||||||||
Thirty-nine | Thirty-nine | |||||||
Weeks Ended | Weeks Ended | |||||||
In thousands | December 2, 2017 | November 26, 2016 | ||||||
Net earnings | $ | 57,159 | $ | 62,671 | ||||
Depreciation and amortization | 39,774 | 24,270 | ||||||
Share-based compensation | 4,645 | 4,403 | ||||||
Proceeds from new markets tax credit transaction, net of deferred costs | — | 5,109 | ||||||
Other, net | (4,703 | ) | (4,903 | ) | ||||
Changes in operating assets and liabilities | (30,636 | ) | (18,735 | ) | ||||
Net cash provided by operating activities | 66,239 | 72,815 | ||||||
Capital expenditures | (38,946 | ) | (44,548 | ) | ||||
Acquisition of businesses and intangibles | (184,826 | ) | — | |||||
Change in restricted cash | 7,834 | (14,884 | ) | |||||
Other, net | 328 | 230 | ||||||
Net cash used in investing activities | (215,610 | ) | (59,202 | ) | ||||
Borrowings on line of credit, net | 164,000 | — | ||||||
Shares withheld for taxes, net of stock issued to employees | (1,561 | ) | — | |||||
Repurchase and retirement of common stock | (10,833 | ) | (10,817 | ) | ||||
Dividends paid | (11,971 | ) | (10,687 | ) | ||||
Other, net | 2,039 | (1,318 | ) | |||||
Net cash provided by (used in) financing activities | 141,674 | (22,822 | ) | |||||
Decrease in cash and cash equivalents | (7,697 | ) | (9,209 | ) | ||||
Effect of exchange rates on cash | 1,079 | 338 | ||||||
Cash and cash equivalents at beginning of year | 19,463 | 60,470 | ||||||
Cash and cash equivalents at end of period | $ | 12,845 | $ | 51,599 |
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 | December 2, 2017 | November 26, 2016 | % Change | ||||||||
Net earnings | $ | 23,646 | $ | 22,552 | 4.9 | % | |||||
Amortization of short-lived acquired intangibles | 2,924 | — | N/M | ||||||||
Acquisition-related costs | 423 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (974 | ) | — | N/M | |||||||
Adjusted net earnings | $ | 26,019 | $ | 22,552 | 15.4 | % | |||||
Thirteen | Thirteen | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
December 2, 2017 | November 26, 2016 | % Change | |||||||||
Earnings per diluted common share | $ | 0.82 | $ | 0.78 | 5.1 | % | |||||
Amortization of short-lived acquired intangibles | 0.10 | — | N/M | ||||||||
Acquisition-related costs | 0.01 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (0.03 | ) | — | N/M | |||||||
Adjusted earnings per diluted common share | $ | 0.90 | $ | 0.78 | 15.4 | % | |||||
(1) Income tax impact on adjustments was calculated using the estimated quarterly effective income tax rate of 29.1%. | |||||||||||
Thirty-nine | Thirty-nine | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
In thousands | December 2, 2017 | November 26, 2016 | % Change | ||||||||
Net earnings | $ | 57,159 | $ | 62,671 | (8.8 | )% | |||||
Amortization of short-lived acquired intangibles | 7,608 | — | N/M | ||||||||
Acquisition-related costs | 4,840 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (4,120 | ) | — | N/M | |||||||
Adjusted net earnings | $ | 65,487 | $ | 62,671 | 4.5 | % | |||||
Thirty-nine | Thirty-nine | ||||||||||
Weeks Ended | Weeks Ended | ||||||||||
December 2, 2017 | November 26, 2016 | % Change | |||||||||
Earnings per diluted common share | $ | 1.98 | $ | 2.17 | (8.8 | )% | |||||
Amortization of short-lived acquired intangibles | 0.26 | — | N/M | ||||||||
Acquisition-related costs | 0.17 | — | N/M | ||||||||
Income tax impact on above adjustments (1) | (0.14 | ) | — | N/M | |||||||
Adjusted earnings per diluted common share | $ | 2.27 | $ | 2.17 | 4.6 | % | |||||
(1) Income tax impact on adjustments was calculated using the estimated annual effective income tax rate of 33.1%. |
Adjusted Operating Income and Adjusted Operating Margin | ||||||||||||||||||
(Unaudited) | ||||||||||||||||||
Thirteen Weeks Ended December 2, 2017 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) | $ | 18,452 | 9.5 | % | $ | (2,295 | ) | $ | 34,535 | 9.7 | % | |||||||
Amortization of short-lived acquired intangibles | 2,924 | 1.5 | % | — | 2,924 | 0.8 | % | |||||||||||
Acquisition-related costs | — | — | % | 423 | 423 | 0.1 | % | |||||||||||
Adjusted operating income (loss) | $ | 21,376 | 11 | % | $ | (1,872 | ) | $ | 37,882 | 10.6 | % | |||||||
Thirteen Weeks Ended November 26, 2016 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) (1) | $ | 11,838 | 13 | % | $ | (1,115 | ) | $ | 33,259 | 12.1 | % | |||||||
Thirty-Nine Weeks Ended December 2, 2017 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) | $ | 46,958 | 9.5 | % | $ | (8,354 | ) | $ | 86,415 | 8.9 | % | |||||||
Amortization of short-lived acquired intangibles | 7,608 | 1.5 | % | — | 7,608 | 0.8 | % | |||||||||||
Acquisition-related costs | — | — | % | 4,840 | 4,840 | 0.5 | % | |||||||||||
Adjusted operating income (loss) | $ | 54,566 | 11.1 | % | $ | (3,514 | ) | $ | 98,863 | 10.2 | % | |||||||
Thirty-Nine Weeks Ended November 26, 2016 | ||||||||||||||||||
Framing Systems Segment | Corporate | Consolidated | ||||||||||||||||
In thousands | Operating income | Operating margin | Operating income (loss) | Operating income | Operating margin | |||||||||||||
Operating income (loss) (1) | $ | 35,070 | 13.3 | % | $ | (3,317 | ) | $ | 92,557 | 11.5 | % | |||||||
(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. | ||||||||||||||||||