Company Reports Growth in Sales of 17% and Income
of 27% for the Year Company Provides 2013 Outlook of $2.15 to $2.25 EPS
TriMas Corporation (NASDAQ: TRS) today announced financial results for
the year and quarter ended December 31, 2012. For the year, the Company
reported record net sales from continuing operations of $1.273 billion,
an increase of 17.4% compared to 2011. The Company reported full year
income from continuing operations attributable to TriMas Corporation of
$33.9 million, or $0.89 per diluted share, compared to income from
continuing operations of $50.8 million, or $1.46 per diluted share, in
2011. Excluding Special Items(1), full year 2012 income from
continuing operations would have been $69.7 million, or $1.84 per
diluted share, an increase of 16.5% as compared to full year 2011.
The Company reported record fourth quarter net sales from continuing
operations of $301.0 million, an increase of 15.9% compared to fourth
quarter 2011. Fourth quarter 2012 diluted loss per share from continuing
operations attributable to TriMas Corporation was $0.35, as compared to
earnings per share of $0.20 during fourth quarter 2011. Excluding
Special Items(1), fourth quarter 2012 diluted earnings per
share from continuing operations would have been $0.33, a 32.0%
improvement from fourth quarter 2011.
TriMas 2012 Highlights
-
Achieved record net sales of $1.273 billion in 2012, an increase of
17.4%, due to the successful execution of numerous growth initiatives
and results from bolt-on acquisitions.
-
Improved 2012 income from continuing operations(1) by
27.1%, compared to 2011. Improved diluted earnings per share(1) by
16.5%, while absorbing incremental costs related to several
acquisitions and 9.1% higher weighted average shares outstanding for
2012 as compared to 2011.
-
Enhanced capital structure by issuing 4 million shares of common stock
for net proceeds of approximately $79.0 million.
-
Retired 9¾% senior notes and amended credit facilities to reduce
borrowing rates, extend maturities and enhance liquidity and capital
structure flexibility.
-
Reduced total indebtedness from $469.9 million as of December 31, 2011
to $422.4 million as of December 31, 2012.
-
Continued to invest in a flexible manufacturing footprint and
productivity projects to optimize manufacturing costs long-term,
increase capacity, respond to customer needs and drive future growth.
-
Expanded geographic reach and related sales into China, Thailand,
Singapore, Brazil, South Africa and New Zealand.
-
Invested approximately $89.9 million in seven bolt-on acquisitions
during 2012, providing opportunities to expand existing product
offerings, gain access to new customers and end markets, expand the
geographic footprint and capitalize on scale and cost efficiencies.
"We are proud of our many accomplishments in 2012," said David Wathen,
TriMas President and Chief Executive Officer. "Our record sales of
approximately $1.3 billion, a 17.4% sales growth as compared to 2011,
demonstrates we are successfully executing on our growth strategies,
including bolt-on acquisitions, product innovation, market share gains
and geographic expansion. In the midst of an uncertain global economic
environment, we continued to identify the bright spots where we can
capture growth for our businesses. We made careful decisions to
accelerate growth programs that are working, as we capitalized on
opportunities to drive long-term stakeholder value."
"Throughout 2012, we invested for the future as we expanded our
footprint into emerging markets and low-cost countries, to better serve
our global customers and secure a flexible manufacturing footprint for
the future," Wathen stated. "While increasing investments in our
businesses and absorbing costs related to several acquisitions, we
generated $69.7 million in income from continuing operations (excluding
Special Items), or $1.84 per diluted share, an increase of 16.5% and at
the high end of our previously provided EPS outlook range even with our
4 million share offering during the year. We also significantly improved
our capital structure. Following our equity offering in May, which
enabled us to accelerate the pace of our initiatives, we refinanced our
debt, significantly lowering our annual cash interest costs, extending
our credit facility maturities and enhancing our liquidity and capital
structure flexibility. TriMas ended 2012 as a stronger company, both
financially and operationally, and is well-prepared to successfully
perform in 2013."
"Our structured management processes keep us focused on continuous
improvement, while empowering our teams to make fast decisions to serve
our customers' needs quickly," Wathen continued. "Our ability to respond
promptly and effectively provides us with opportunities to gain business
and market share in times of rapid change and shifting demand. We also
remain focused on our productivity and Lean projects or activities, and
we will continue to use these savings to fund our growth initiatives."
"Looking forward, we remain committed to TriMas' ability to outperform
the economy, and 2013 will be a year in which we continue to focus on
growth, while intensifying our efforts to increase earnings, margins and
cash flow. In 2013, we expect to deliver continued strong results in
line with our strategic aspirations. We are estimating 2013 top-line
growth of 6% to 8%, with potential acquisitions as upside, as compared
to 2012. We expect full-year 2013 diluted earnings per share from
continuing operations to range between $2.15 and $2.25 per share, with
the midpoint representing more than 19% EPS growth compared to 2012. We
continue to be confident in our ability to grow the top-line faster than
the economy, grow earnings at a higher rate than revenue growth, and
generate strong cash flow,” Wathen concluded.
Full Year 2012 Financial Results - From
Continuing Operations
-
TriMas reported 2012 record net sales from continuing operations of
$1.273 billion, an increase of 17.4% as compared to $1.084 billion in
2011. During 2012, net sales increased in five of the six reportable
segments, primarily as a result of additional sales from bolt-on
acquisitions, market share gains, new product introductions and
geographic expansion as compared to 2011. These sales increases were
partially offset by approximately $5.3 million of unfavorable currency
exchange, primarily in our Packaging, Energy and Cequent Asia Pacific
segments.
-
The Company reported 2012 operating profit of $127.9 million, compared
to an operating profit of $131.3 million for 2011. Excluding the
impact of Special Items, operating profit would have been $138.6
million in 2012. In 2012, operating profit margin (excluding Special
Items) was 10.9%, as the favorable impact of ongoing productivity
initiatives and operating leverage gained on higher sales levels was
offset by a less favorable product sales mix, costs related to recent
acquisitions including purchase accounting-related adjustments and
higher costs associated with our global growth initiatives.
-
Excluding noncontrolling interests related to Arminak & Associates,
2012 income from continuing operations was $33.9 million, or $0.89 per
diluted share, compared to income from continuing operations of $50.8
million, or $1.46 per diluted share, during 2011. Excluding the impact
of Special Items, primarily related to debt extinguishment costs
incurred in connection with the debt refinancing in fourth quarter
2012, and business and tax restructuring items, 2012 income from
continuing operations would have been $69.7 million or $1.84 per
share, an increase of 16.5% as compared to 2011, and at the high end
of the Company's previously provided 2012 diluted earnings per share
range of $1.75 to $1.85.
-
The Company reported Free Cash Flow (defined as Cash Flow from
Operating Activities less Capital Expenditures) for 2012 of $27.1
million, as compared to $63.2 million in 2011, as the Company
increased its investment in growth initiatives.
-
During 2012, the Company invested $46.1 million in capital
expenditures (included in Free Cash Flow above) primarily in support
of future growth and productivity opportunities and $89.9 million on
bolt-on acquisitions.
Fourth Quarter 2012 Financial Results - From
Continuing Operations
-
TriMas reported record fourth quarter net sales of $301.0 million, an
increase of 15.9% as compared to $259.7 million in fourth quarter
2011. During fourth quarter, net sales increased in five of the six
reportable segments, primarily as a result of additional sales from
bolt-on acquisitions, market share gains, new product introductions
and geographic expansion as compared to fourth quarter 2011. The
effects of currency exchange did not have a material impact during the
quarter.
-
The Company reported operating profit of $19.3 million in fourth
quarter 2012 as compared to operating profit of $26.4 million during
fourth quarter 2011. Excluding Special Items(1) related to
facility consolidation and relocation projects within the Cequent
segments, fourth quarter 2012 operating profit would have been $23.3
million. Fourth quarter 2012 operating profit margin was impacted by a
less favorable product sales mix, costs related to recent acquisitions
including purchase accounting related adjustments, and higher costs
associated with our global growth initiatives. The Company continued
to generate significant savings from capital investments, productivity
projects and Lean initiatives, which funded growth initiatives and
offset economic cost increases.
-
Excluding noncontrolling interests related to Arminak & Associates,
the Company reported a fourth quarter 2012 loss from continuing
operations of $13.9 million, or $0.35 per diluted share, as compared
to income from continuing operations of $7.1 million, or $0.20 per
diluted share, during fourth quarter 2011. Excluding Special Items(1)
related to business restructuring costs, debt extinguishment costs and
tax restructuring, fourth quarter 2012 income from continuing
operations would have been $13.0 million, or $0.33 per diluted share,
an increase of 32.0% as compared to fourth quarter 2011.
-
The Company generated Free Cash Flow (defined as Cash Flow from
Operating Activities less Capital Expenditures) of $48.1 million for
fourth quarter 2012, as compared to $51.2 million in fourth quarter
2011.
Financial Position
TriMas reported total indebtedness of $422.4 million as of December 31,
2012, as compared to $469.9 million as of December 31, 2011. TriMas
ended 2012 with $251.1 million of cash and aggregate availability under
its revolving credit and accounts receivable facilities.
Business Segment Results - From Continuing
Operations(2)
Packaging - (Consists of Rieke Corporation including Arminak &
Associates, Innovative Molding and the foreign subsidiaries of Englass,
Rieke Germany, Rieke Italia and Rieke China)
Fourth quarter net sales increased 54.0% as compared to the year ago
period primarily as a result of the Arminak acquisition in February
2012. Specialty systems product sales unrelated to the acquisition also
increased due to additional demand from North American dispensing
customers, while sales of industrial closures, rings and levers were
down slightly. Full year 2012 net sales increased 48.5% primarily as a
result of the acquisitions of Arminak in 2012 and Innovative Molding in
August 2011, as well as an increase in specialty systems product sales
unrelated to the acquisitions. These sales increases were partially
offset by a decline in industrial closure product sales, resulting from
continued weak demand throughout Europe and lower demand in North
America as customers responded to uncertain economic conditions, as well
as the impact of unfavorable currency exchange. Operating profit for the
quarter and full year increased primarily due to higher sales levels,
while the related margin percentage for both periods declined primarily
due to the impact of the acquisitions related to a less favorable
product sales mix and incremental acquisition-related costs, and higher
selling, general and administrative costs in support of growth
initiatives, partially offset by savings from ongoing productivity
initiatives. The Company continues to develop specialty dispensing and
closure applications for growing end markets, including personal care,
cosmetic, pharmaceutical, nutrition and food/beverage, and expand into
complementary products.
Energy - (Consists of Lamons including South Texas Bolt &
Fitting and CIFAL)
Fourth quarter and full year 2012 net sales increased 14.7% and 14.0%,
respectively, compared to the year ago periods, due to continued market
share gains within the highly-engineered bolt product line, additional
sales generated by newer branches, the acquisition of CIFAL in Brazil in
July 2012 and increased levels of turnaround activity at refineries and
petrochemical plants. Operating profit and the related margin percentage
for the quarter and year both decreased primarily due to incremental
costs related to the acquisitions, a less favorable product sales mix
and higher selling, general and administrative costs in support of
branch expansion. The Company continues to grow its sales and service
branch network in support of its global customers. In addition, in
January 2013, the Company continued to expand its global footprint and
product portfolio in the rapidly growing energy market of Brazil, with
the acquisition of Gasket Vedações Técnicas Ltda.
Aerospace & Defense - (Consists of Monogram Aerospace
Fasteners and NI Industries)
Net sales for the fourth quarter increased 11.7% as compared to the year
ago period, primarily due to improved demand for blind bolts and
temporary fasteners from aerospace distribution customers resulting from
new programs with airplane frame manufacturers, the recent introduction
of new products and sales growth in China. This sales increase was
partially offset by lower sales in the defense business related to
decreased activity associated with managing the relocation to and
establishment of the U.S. Army's new defense facility, which is now in
the final stages of completion. Fourth quarter 2012 operating profit
improved, primarily due to higher sales levels, while the related margin
percentage declined slightly due to higher selling, general and
administrative expenses related to due diligence costs and growth
investments, as well as labor inefficiencies and startup costs related
to a new facility. Full year 2012 net sales remained flat as improved
demand for blind bolts and temporary fasteners from aerospace
distribution customers was offset by lower sales in the defense
business. Full year 2012 operating profit and the related margin
percentage increased primarily as a result of the increase in aerospace
product sales and a more favorable product sales mix. The Company
continues to invest in this segment by developing and marketing
highly-engineered products for aerospace applications, as well as
bidding on new projects for defense customers. In addition, in January
2013, the Company acquired Martinic Engineering, a manufacturer of
highly-engineered, precision-machined parts for commercial and military
aerospace applications, including auxiliary power units, as well as
electrical, hydraulic and pneumatic systems.
Engineered Components - (Consists of Arrow Engine and Norris
Cylinder)
Fourth quarter net sales declined 5.5% as compared to the year ago
period, due to decreased demand for industrial cylinders and lower sales
of engines, gas compression products and other well-site content
resulting from a reduced number of natural gas well completions as
compared to fourth quarter 2011. Fourth quarter 2012 operating profit
and the related margin percentage declined compared to the prior year
period due to lower sales levels, decreased absorption of fixed costs
and a less favorable product sales mix. Full year 2012 net sales
increased 14.1% due to improved demand for engines, gas compression
products and other well site content related to increased levels of oil
drilling activity as compared to 2011, and the successful introduction
of additional products for the well-site. Sales of industrial cylinders
also increased primarily due to continued market share gains. Full year
2012 operating profit increased slightly, while the related margin
percentage declined compared to the prior year period primarily due to
higher sales levels and continued productivity efforts, negatively
impacted by a less favorable product sales mix and lower fixed cost
absorption in the engine business and higher selling, general and
administrative expenses in support of increased sales levels and growth
projects. The Company continues to develop new products and expand its
international sales efforts.
Cequent Asia Pacific - (Consists of Cequent operations
in Australia, New Zealand, Thailand and South Africa)
Net sales for fourth quarter and full year 2012 increased 27.6% and
36.3%, respectively, compared to the year ago periods, due to new
business awards in Thailand, the July 2012 acquisition of New
Zealand-based Trail Com and the fourth quarter 2011 acquisition in South
Africa, as well as additional demand aided by improved consumer spending
and increased vehicle availability. Fourth quarter operating profit and
the related margin percentage declined, excluding Special Items(1)
related to the manufacturing facility consolidation, as the profit
earned on the higher sales levels was offset by additional manufacturing
inefficiencies associated with the new facility and wind-down of the two
former manufacturing facilities, higher freight costs and increased
selling, general and administrative expenses in support of increased
sales levels and growth projects. Full year operating profit increased,
while the related margin percentage declined, excluding Special Items(1),
as a result of the higher sales volumes and savings generated from
productivity projects, offset by incremental costs incurred related to a
consolidation of manufacturing facilities, acquisition-related costs and
purchase accounting adjustments, a less favorable product sales mix and
higher selling, general and administrative expenses primarily in support
of growth initiatives. The Company continues to reduce fixed costs and
leverage Cequent's strong brand positions to capitalize on growth
opportunities in new markets.
Cequent Americas - (Consists of Cequent Performance
Products and Cequent Consumer Products)
Net sales for fourth quarter and full year 2012 increased 3.7% and 4.3%,
respectively, compared to the year ago periods, resulting primarily from
increased sales within the original equipment, industrial, agricultural
and aftermarket channels. Sales increases were largely the result of new
product introductions and continued market share gains. Fourth quarter
operating profit and related margin percentage improved, excluding
Special Items(1) related to the costs incurred associated
with the relocation of certain production to a lower cost country,
compared to fourth quarter 2011 due to increased sales levels and
improved sourcing and productivity initiatives, partially offset by
higher commodity costs and increased selling, general and administrative
expenses in support of growth initiatives. Full year operating profit
improved and the related margin percentage remained flat, excluding
Special Items(1), due to increased sales levels and improved
sourcing and productivity initiatives, which were partially offset by
higher commodity costs, a less favorable product sales mix and increased
selling, general and administrative expenses in support of growth
initiatives, including acquisitions. The Company continues to reduce
fixed costs and leverage Cequent's strong brand positions and new
products for increased market share in the United States and faster
growing markets.
2013 Outlook
The Company is estimating that 2013 sales will increase 6% to 8%
compared to 2012. The Company expects full-year 2013 diluted earnings
per share from continuing operations to be between $2.15 and $2.25 per
share, excluding any future events that may be considered Special Items.
In addition, the Company expects 2013 Free Cash Flow, defined as Cash
Flow from Operating Activities less Capital Expenditures, to be between
$40 million and $50 million.
Conference Call Information
TriMas Corporation will host its fourth quarter and full year 2012
earnings conference call today, Tuesday, February 26, 2013, at 10:00
a.m. Eastern Standard Time. The call-in number is (888) 430-8705.
Participants should request to be connected to the TriMas Corporation
fourth quarter and full year 2012 earnings conference call (Conference
ID #2416665). The conference call will also be simultaneously webcast
via TriMas' website at www.trimascorp.com,
under the "Investors" section, with an accompanying slide presentation.
A replay of the conference call will be available on the TriMas website
or by dialing (888) 203-1112 (Replay Code #2416665) beginning
February 26, 2013 at 3:00 p.m. Eastern Standard Time through March 5,
2013 at 3:00 p.m. Eastern Standard Time.
Cautionary Notice Regarding Forward-looking
Statements
Any "forward-looking" statements contained herein, including those
relating to market conditions or the Company's financial condition and
results, expense reductions, liquidity expectations, business goals and
sales growth, involve risks and uncertainties, including, but not
limited to, risks and uncertainties with respect to general economic and
currency conditions, various conditions specific to the Company's
business and industry, the Company's leverage, liabilities imposed by
the Company's debt instruments, market demand, competitive factors,
supply constraints, material and energy costs, technology factors,
litigation, government and regulatory actions, the Company's accounting
policies, future trends, and other risks which are detailed in the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2012, and in the Company's Quarterly Reports on Form 10-Q.
These risks and uncertainties may cause actual results to differ
materially from those indicated by the forward-looking statements. All
forward-looking statements made herein are based on information
currently available, and the Company assumes no obligation to update any
forward-looking statements.
About TriMas
Headquartered in Bloomfield Hills, Michigan, TriMas Corporation (NASDAQ:
TRS) provides engineered and applied products for growing markets
worldwide. TriMas is organized into six reportable segments:
Packaging, Energy, Aerospace & Defense, Engineered Components, Cequent
Asia Pacific and Cequent Americas. TriMas has approximately 5,500
employees at more than 60 different facilities in 17 countries. For more
information, visit www.trimascorp.com.
(1)
|
|
Appendix I details certain costs, expenses and other charges,
collectively described as “Special Items,” that are included in
the determination of net income (loss) under GAAP, but that
management would consider important in evaluating the quality of
the Company's operating results
|
.
|
(2)
|
|
Business Segment Results include Operating Profit that excludes
the impact of Special Items. For a complete schedule of Special
Items by segment, see “Company and Business Segment Financial
Information - Continuing Operations.”
|
|
|
|
|
|
|
TriMas Corporation
|
Condensed Consolidated Balance Sheet
|
(dollars in thousands)
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
Assets
|
|
|
|
|
Current assets:
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
20,580
|
|
|
$
|
88,920
|
Receivables, net
|
|
150,390
|
|
|
135,610
|
Inventories
|
|
238,020
|
|
|
178,030
|
Deferred income taxes
|
|
18,270
|
|
|
18,510
|
Prepaid expenses and other current assets
|
|
10,530
|
|
|
12,600
|
Total current assets
|
|
437,790
|
|
|
433,670
|
Property and equipment, net
|
|
185,030
|
|
|
159,210
|
Goodwill
|
|
270,940
|
|
|
215,360
|
Other intangibles, net
|
|
206,160
|
|
|
155,670
|
Other assets
|
|
31,040
|
|
|
27,990
|
Total assets
|
|
$
|
1,130,960
|
|
|
$
|
991,900
|
Liabilities and Shareholders' Equity
|
|
|
|
|
Current liabilities:
|
|
|
|
|
Current maturities, long-term debt
|
|
$
|
14,370
|
|
|
$
|
7,290
|
Accounts payable
|
|
158,410
|
|
|
146,930
|
Accrued liabilities
|
|
74,420
|
|
|
72,120
|
Total current liabilities
|
|
247,200
|
|
|
226,340
|
Long-term debt
|
|
408,070
|
|
|
462,610
|
Deferred income taxes
|
|
60,370
|
|
|
64,780
|
Other long-term liabilities
|
|
84,960
|
|
|
64,380
|
Total liabilities
|
|
800,600
|
|
|
818,110
|
Redeemable noncontrolling interests
|
|
26,780
|
|
|
—
|
Total shareholders' equity
|
|
303,580
|
|
|
173,790
|
Total liabilities and shareholders' equity
|
|
$
|
1,130,960
|
|
|
$
|
991,900
|
|
|
|
|
|
TriMas Corporation
|
Consolidated Statement of Operations
|
(dollars in thousands, except per share amounts)
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
(unaudited)
|
|
|
|
|
Net sales
|
|
$
|
301,040
|
|
|
$
|
259,650
|
|
|
$
|
1,272,910
|
|
|
$
|
1,083,960
|
|
Cost of sales
|
|
(222,220
|
)
|
|
(184,000
|
)
|
|
(929,150
|
)
|
|
(766,260
|
)
|
Gross profit
|
|
78,820
|
|
|
75,650
|
|
|
343,760
|
|
|
317,700
|
|
Selling, general and administrative expenses
|
|
(59,440
|
)
|
|
(49,340
|
)
|
|
(216,170
|
)
|
|
(186,520
|
)
|
Net gain (loss) on dispositions of property and equipment
|
|
(50
|
)
|
|
90
|
|
|
280
|
|
|
140
|
|
Operating profit
|
|
19,330
|
|
|
26,400
|
|
|
127,870
|
|
|
131,320
|
|
Other expense, net:
|
|
|
|
|
|
|
|
|
Interest expense
|
|
(5,380
|
)
|
|
(10,110
|
)
|
|
(35,800
|
)
|
|
(44,480
|
)
|
Debt extinguishment costs
|
|
(40,250
|
)
|
|
—
|
|
|
(46,810
|
)
|
|
(3,970
|
)
|
Other expense, net
|
|
(590
|
)
|
|
(1,960
|
)
|
|
(3,000
|
)
|
|
(3,130
|
)
|
Other expense, net
|
|
(46,220
|
)
|
|
(12,070
|
)
|
|
(85,610
|
)
|
|
(51,580
|
)
|
Income (loss) from continuing operations before income tax expense
|
|
(26,890
|
)
|
|
14,330
|
|
|
42,260
|
|
|
79,740
|
|
Income tax benefit (expense)
|
|
13,800
|
|
|
(7,200
|
)
|
|
(5,970
|
)
|
|
(28,930
|
)
|
Income (loss) from continuing operations
|
|
(13,090
|
)
|
|
7,130
|
|
|
36,290
|
|
|
50,810
|
|
Income from discontinued operations, net of income taxes
|
|
—
|
|
|
6,120
|
|
|
—
|
|
|
9,550
|
|
Net income (loss)
|
|
$
|
(13,090
|
)
|
|
$
|
13,250
|
|
|
$
|
36,290
|
|
|
$
|
60,360
|
|
Less: Net income attributable to noncontrolling interests
|
|
850
|
|
|
—
|
|
|
2,410
|
|
|
—
|
|
Net income (loss) attributable to TriMas Corporation
|
|
(13,940
|
)
|
|
13,250
|
|
|
33,880
|
|
|
60,360
|
|
Basic earnings (loss) per share attributable to TriMas
Corporation:
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(0.36
|
)
|
|
$
|
0.21
|
|
|
$
|
0.90
|
|
|
$
|
1.48
|
|
Discontinued operations
|
|
—
|
|
|
0.18
|
|
|
—
|
|
|
0.28
|
|
Net income (loss) per share
|
|
$
|
(0.36
|
)
|
|
$
|
0.39
|
|
|
$
|
0.90
|
|
|
$
|
1.76
|
|
Weighted average common shares - basic
|
|
39,101,163
|
|
|
34,437,097
|
|
|
37,520,935
|
|
|
34,246,289
|
|
Diluted earnings (loss) per share attributable to TriMas
Corporation:
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(0.35
|
)
|
|
$
|
0.20
|
|
|
$
|
0.89
|
|
|
$
|
1.46
|
|
Discontinued operations
|
|
—
|
|
|
0.18
|
|
|
—
|
|
|
0.27
|
|
Net income (loss) per share
|
|
$
|
(0.35
|
)
|
|
$
|
0.38
|
|
|
$
|
0.89
|
|
|
$
|
1.73
|
|
Weighted average common shares - diluted
|
|
39,680,565
|
|
|
34,961,772
|
|
|
37,949,021
|
|
|
34,779,693
|
|
|
|
|
TriMas Corporation
|
Consolidated Statement of Cash Flow
|
(dollars in thousands)
|
|
|
|
|
|
Twelve months ended
|
|
|
December 31,
|
|
|
2012
|
|
2011
|
Cash Flows from Operating Activities:
|
|
|
|
|
Net income
|
|
$
|
36,290
|
|
|
$
|
60,360
|
|
Adjustments to reconcile net income to net cash provided by
operating activities, net of acquisition impact:
|
|
|
|
|
Gain on dispositions of businesses and other assets
|
|
(280
|
)
|
|
(10,380
|
)
|
Depreciation
|
|
25,050
|
|
|
25,940
|
|
Amortization of intangible assets
|
|
19,820
|
|
|
14,530
|
|
Amortization of debt issue costs
|
|
2,490
|
|
|
2,910
|
|
Deferred income taxes
|
|
(8,330
|
)
|
|
12,680
|
|
Non-cash compensation expense
|
|
9,280
|
|
|
3,510
|
|
Excess tax benefits from stock based compensation
|
|
(2,730
|
)
|
|
(3,980
|
)
|
Debt extinguishment costs
|
|
46,810
|
|
|
3,970
|
|
Increase in receivables
|
|
(3,800
|
)
|
|
(21,420
|
)
|
Increase in inventories
|
|
(48,010
|
)
|
|
(16,840
|
)
|
(Increase) decrease in prepaid expenses and other assets
|
|
620
|
|
|
(890
|
)
|
Increase (decrease) in accounts payable and accrued liabilities
|
|
(3,700
|
)
|
|
25,870
|
|
Other, net
|
|
(290
|
)
|
|
(450
|
)
|
Net cash provided by operating activities, net of acquisition impact
|
|
73,220
|
|
|
95,810
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
Capital expenditures
|
|
(46,120
|
)
|
|
(32,620
|
)
|
Acquisition of businesses, net of cash acquired
|
|
(89,880
|
)
|
|
(31,390
|
)
|
Net proceeds from disposition of businesses and other assets
|
|
3,000
|
|
|
38,780
|
|
Net cash used for investing activities
|
|
(133,000
|
)
|
|
(25,230
|
)
|
Cash Flows from Financing Activities:
|
|
|
|
|
Proceeds from sale of common stock in connection with the Company's
equity offering, net of issuance costs
|
|
79,040
|
|
|
—
|
|
Proceeds from borrowings on term loan facilities
|
|
584,670
|
|
|
269,150
|
|
Repayments of borrowings on term loan facilities
|
|
(404,770
|
)
|
|
(294,370
|
)
|
Proceeds from borrowings on revolving credit and accounts receivable
facilities
|
|
724,500
|
|
|
659,300
|
|
Repayments of borrowings on revolving credit and accounts receivable
facilities
|
|
(706,500
|
)
|
|
(659,300
|
)
|
Retirement of 93/4% senior secured notes
|
|
(250,000
|
)
|
|
—
|
|
Senior secured notes redemption premium and debt financing fees
|
|
(42,150
|
)
|
|
(6,890
|
)
|
Distributions to noncontrolling interests
|
|
(1,260
|
)
|
|
—
|
|
Shares surrendered upon vesting of options and restricted stock
awards to cover tax obligations
|
|
(990
|
)
|
|
(900
|
)
|
Proceeds from exercise of stock options
|
|
6,170
|
|
|
1,000
|
|
Excess tax benefits from stock based compensation
|
|
2,730
|
|
|
3,980
|
|
Net cash used for financing activities
|
|
(8,560
|
)
|
|
(28,030
|
)
|
Cash and Cash Equivalents:
|
|
|
|
|
Increase (decrease) for the year
|
|
(68,340
|
)
|
|
42,550
|
|
At beginning of year
|
|
88,920
|
|
|
46,370
|
|
At end of year
|
|
$
|
20,580
|
|
|
$
|
88,920
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
Cash paid for interest
|
|
$
|
31,300
|
|
|
$
|
40,550
|
|
Cash paid for income taxes
|
|
$
|
25,820
|
|
|
$
|
15,710
|
|
|
|
|
|
|
TriMas Corporation
|
Company and Business Segment Financial Information
|
Continuing Operations
|
(Unaudited - dollars in thousands)
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
Packaging
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
72,910
|
|
|
$
|
47,350
|
|
|
$
|
275,160
|
|
|
$
|
185,240
|
|
Operating profit
|
|
$
|
12,850
|
|
|
$
|
10,920
|
|
|
$
|
57,550
|
|
|
$
|
48,060
|
|
|
|
|
|
|
|
|
|
|
Energy
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
46,990
|
|
|
$
|
40,970
|
|
|
$
|
190,210
|
|
|
$
|
166,780
|
|
Operating profit
|
|
$
|
3,290
|
|
|
$
|
4,820
|
|
|
$
|
17,810
|
|
|
$
|
19,740
|
|
|
|
|
|
|
|
|
|
|
Aerospace & Defense
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
20,580
|
|
|
$
|
18,430
|
|
|
$
|
78,580
|
|
|
$
|
78,590
|
|
Operating profit
|
|
$
|
5,110
|
|
|
$
|
4,640
|
|
|
$
|
20,820
|
|
|
$
|
18,640
|
|
|
|
|
|
|
|
|
|
|
Engineered Components
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
45,820
|
|
|
$
|
48,480
|
|
|
$
|
200,000
|
|
|
$
|
175,350
|
|
Operating profit
|
|
$
|
5,370
|
|
|
$
|
8,610
|
|
|
$
|
27,990
|
|
|
$
|
27,620
|
|
|
|
|
|
|
|
|
|
|
Cequent Asia Pacific
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
34,330
|
|
|
$
|
26,900
|
|
|
$
|
128,560
|
|
|
$
|
94,290
|
|
Operating profit
|
|
$
|
3,300
|
|
|
$
|
4,180
|
|
|
$
|
12,300
|
|
|
$
|
13,900
|
|
Special Items to consider in evaluating operating profit:
|
|
|
|
|
|
|
|
|
Severance and business restructuring costs
|
|
$
|
270
|
|
|
$
|
—
|
|
|
$
|
3,150
|
|
|
$
|
—
|
|
Excluding Special Items, operating profit would have been:
|
|
$
|
3,570
|
|
|
$
|
4,180
|
|
|
$
|
15,450
|
|
|
$
|
13,900
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cequent Americas
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
80,410
|
|
|
$
|
77,520
|
|
|
$
|
400,400
|
|
|
$
|
383,710
|
|
Operating profit (loss)
|
|
$
|
(670
|
)
|
|
$
|
2,100
|
|
|
$
|
27,420
|
|
|
$
|
32,730
|
|
Special Items to consider in evaluating operating profit (loss):
|
|
|
|
|
|
|
|
|
Severance and business restructuring costs
|
|
$
|
3,690
|
|
|
$
|
520
|
|
|
$
|
7,530
|
|
|
$
|
520
|
|
Excluding Special Items, operating profit would have been:
|
|
$
|
3,020
|
|
|
$
|
2,620
|
|
|
$
|
34,950
|
|
|
$
|
33,250
|
|
|
|
|
|
|
|
|
|
|
Corporate Expenses
|
|
|
|
|
|
|
|
|
Operating loss
|
|
$
|
(9,920
|
)
|
|
$
|
(8,870
|
)
|
|
$
|
(36,020
|
)
|
|
$
|
(29,370
|
)
|
|
|
|
|
|
|
|
|
|
Total Company
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
301,040
|
|
|
$
|
259,650
|
|
|
$
|
1,272,910
|
|
|
$
|
1,083,960
|
|
Operating profit
|
|
$
|
19,330
|
|
|
$
|
26,400
|
|
|
$
|
127,870
|
|
|
$
|
131,320
|
|
Total Special Items to consider in evaluating operating profit:
|
|
$
|
3,960
|
|
|
$
|
520
|
|
|
$
|
10,680
|
|
|
$
|
520
|
|
Excluding Special Items, operating profit would have been:
|
|
$
|
23,290
|
|
|
$
|
26,920
|
|
|
$
|
138,550
|
|
|
$
|
131,840
|
|
|
|
|
|
|
Appendix I
|
|
TriMas Corporation
|
Additional Information Regarding Special Items Impacting
|
Reported GAAP Financial Measures
|
(Unaudited - dollars in thousands, except per share amounts)
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, as reported
|
|
$
|
(13,090
|
)
|
|
$
|
7,130
|
|
|
$
|
36,290
|
|
|
$
|
50,810
|
Less: Net income attributable to noncontrolling interests
|
|
850
|
|
|
—
|
|
|
2,410
|
|
|
—
|
Income (loss) from continuing operations attributable to TriMas
Corporation
|
|
$
|
(13,940
|
)
|
|
$
|
7,130
|
|
|
$
|
33,880
|
|
|
$
|
50,810
|
After-tax impact of Special Items to consider in evaluating
quality of income from continuing operations:
|
|
|
|
|
|
|
|
|
Severance and business restructuring costs
|
|
2,630
|
|
|
320
|
|
|
7,150
|
|
|
320
|
Debt extinguishment costs
|
|
26,660
|
|
|
—
|
|
|
31,060
|
|
|
2,460
|
Tax restructuring
|
|
(2,400
|
)
|
|
1,250
|
|
|
(2,400
|
)
|
|
1,250
|
Excluding Special Items, income from continuing operations
attributable to TriMas Corporation would have been
|
|
$
|
12,950
|
|
|
$
|
8,700
|
|
|
$
|
69,690
|
|
|
$
|
54,840
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share from continuing operations
attributable to TriMas Corporation, as reported
|
|
$
|
(0.35
|
)
|
|
$
|
0.20
|
|
|
$
|
0.89
|
|
|
$
|
1.46
|
After-tax impact of Special Items to consider in evaluating
quality of EPS from continuing operations:
|
|
|
|
|
|
|
|
|
Severance and business restructuring costs
|
|
0.07
|
|
|
0.01
|
|
|
0.19
|
|
|
0.01
|
Debt extinguishment costs
|
|
0.67
|
|
|
—
|
|
|
0.82
|
|
|
0.07
|
Tax restructuring
|
|
(0.06
|
)
|
|
0.04
|
|
|
(0.06
|
)
|
|
0.04
|
Excluding Special Items, EPS from continuing operations would
have been
|
|
$
|
0.33
|
|
|
$
|
0.25
|
|
|
$
|
1.84
|
|
|
$
|
1.58
|
Weighted-average shares outstanding for the three and twelve
months ended December 31, 2012 and 2011
|
|
39,680,565
|
|
|
34,961,772
|
|
|
37,949,021
|
|
|
34,779,693
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Operating profit from continuing operations, as reported
|
|
$
|
19,330
|
|
|
$
|
26,400
|
|
|
$
|
127,870
|
|
|
$
|
131,320
|
Special Items to consider in evaluating quality of earnings:
|
|
|
|
|
|
|
|
|
Severance and business restructuring costs
|
|
3,960
|
|
|
520
|
|
|
10,680
|
|
|
520
|
Excluding Special Items, operating profit from continuing
operations would have been
|
|
$
|
23,290
|
|
|
$
|
26,920
|
|
|
$
|
138,550
|
|
|
$
|
131,840
|