EXHIBIT 99.1
AMERICAN PACIFIC — News Release
Contact: Dana M. Kelley — (702) 699-4163
E-mail: InvestorRelations@apfc.com
Website: www.apfc.com
AMERICAN PACIFIC REPORTS REVENUE INCREASE OF 30% AND
NET INCOME OF $5.0 MILLION FOR FISCAL 2007
LAS VEGAS, NEVADA, December 12, 2007 — American Pacific Corporation (NASDAQ: APFC) today reported financial results for its fiscal year ended September 30, 2007.
We provide non-GAAP measures as a supplement to financial results based on GAAP. A reconciliation of the non-GAAP measures to the most directly comparable GAAP measures is included in the accompanying supplemental data.
FINANCIAL HIGHLIGHTS
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
| • | | Revenues increased 44% to $61.7 million from $42.8 million. |
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| • | | Operating income increased to $9.6 million compared to $3.5 million, which included environmental remediation charges of $0.8 million. |
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| • | | Adjusted EBITDA improved to $14.9 million compared to $10.5 million. |
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| • | | Diluted earnings per share from continuing operations was $0.48 compared to $0.17. |
Fiscal Year 2007 Compared to Fiscal Year 2006
| • | | Revenues increased 30% to $183.9 million from $141.9 million. |
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| • | | Operating income increased to $23.9 million compared to $3.1 million, which included environmental remediation charges of $3.6 million. |
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| • | | Adjusted EBITDA improved to $44.0 million compared to $28.3 million. |
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| • | | Diluted earnings per share from continuing operations was $0.67 compared to a diluted loss per share from continuing operations of ($0.41). |
Fiscal year 2007 includes a charge of $0.24 per diluted share related to our refinancing activities in February 2007. The prior fiscal year includes an environmental remediation charge of $0.30 per diluted share.
We acquired AMPAC Fine Chemicals (“AFC”), our Fine Chemicals segment, effective November 30, 2005. Financial results for fiscal year 2007 include 12 months of operating results from AFC compared to 10 months from AFC during fiscal year 2006.
CONSOLIDATED RESULTS OF OPERATIONS
Revenues—Revenues for our fourth quarter of fiscal year 2007 increased 44% to $61.7 million reflecting revenue growth from each of our operating segments. Fiscal year 2007 revenues increased 30% to $183.9 million from $141.9 million for fiscal year 2006. On a pro forma basis, assuming AFC had been acquired on October 1, 2005, fiscal year 2007 revenues increased 15% compared to pro forma consolidated revenues of $160.1 million for fiscal year 2006. The year over year pro forma revenue increase is driven primarily by performance from our Specialty Chemicals and Fine Chemicals segments.
See further discussion under our Segment Highlights.
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Cost of Revenues and Gross Margins —For our fiscal year 2007 fourth quarter, cost of revenues was $40.5 million compared to $26.8 million for the prior year quarter. The consolidated gross margin percentage was 34% compared to 37% in the prior year quarter. For fiscal year 2007, cost of revenues increased $23.2 million, or 24%, to $120.2 million from $97.0 million for the prior fiscal year. The gross margin percentage improved to 35% compared to 32% for the prior year.
One of the significant factors that affects, and should continue to affect, the comparison of our consolidated gross margins from period to period is the change in product mix between our two largest segments. Our Specialty Chemicals segment typically has higher gross margins than our Fine Chemicals segment. Measured in terms of revenues, Specialty Chemicals accounted for 31% and 33% of our operations during fiscal years 2007 and 2006, respectively. Fine Chemicals has grown as a percentage of total revenues, comprising 57% and 52% of consolidated revenues in fiscal years 2007 and 2006, respectively.
In addition, the following factors affect our fiscal year 2007 consolidated gross margin comparisons:
| • | | Specialty Chemicals segment fiscal year 2007 gross margin percentage improved approximately four points compared to the prior fiscal year primarily because the higher volumes and average selling price per pound in fiscal year 2007 resulted in improved coverage of fixed manufacturing overhead costs. |
| • | | Fine Chemicals segment fiscal year 2007 gross margin percentage improved approximately two points compared to the prior fiscal year because of a change in product mix and the effect of several continuous improvement projects. |
| • | | Aerospace Equipment segment fiscal year 2007 gross margin percentage improved approximately five points compared to the prior fiscal year largely due to the current year activity including more standard production thruster work compared to the prior year periods which included a greater volume of development activities. |
See further discussion under our Segment Highlights.
Operating Expenses— For our fiscal year 2007 fourth quarter, operating expenses decreased $0.1 million to $11.6 million from $11.7 million in the fourth quarter of fiscal year 2006. For fiscal year 2007, operating expenses increased $1.6 million to $39.8 million from $38.2 million in the prior fiscal year primarily due to:
| • | | A net increase in Fine Chemicals operating expenses of $1.2 million primarily because fiscal year 2007 included twelve months of operations compared to ten months of operations in the prior fiscal year. |
| • | | A decrease of $3.5 million in amortization expense related to AFC intangible assets. |
| • | | An increase of $2.0 million for incentive compensation for our Specialty Chemicals segment and corporate operations due to improved performance in fiscal year 2007. |
| • | | An increase of $0.8 million due to external Sarbanes-Oxley compliance costs and related additional audit fees. |
| • | | A decease of $0.6 million in corporate severance costs. In fiscal year 2006 we recorded a charge for $0.6 million related to a settlement with the Company’s former chief financial officer. |
SEGMENT HIGHLIGHTS
Specialty Chemicals Segment
Our Specialty Chemicals segment revenues include the operating results from our perchlorate, sodium azide and Halotron product lines, with perchlorates comprising 89% and 86% of Specialty Chemicals revenues in fiscal years 2007 and 2006, respectively.
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Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
| • | | Revenues increased 44% to $20.4 million from $14.2 million. |
| • | | Operating income was $6.4 million, or 31% of revenues compared to $5.8 million, or 41% of revenues. |
| • | | Segment EBITDA was $7.7 million, or 38% of revenues, compared to $7.1 million, or 50% of revenues. |
Fiscal Year 2007 Compared to Fiscal Year 2006
| • | | Revenues increased 23% to $57.1 million from $46.5 million. |
| • | | Operating income was $18.2 million, or 32% of revenues compared to $14.8 million, or 32% of revenues. |
| • | | Segment EBITDA was $23.4 million, or 41% of revenues, compared to $19.9 million, or 43% of revenues. |
The fourth quarter variances in Specialty Chemicals revenues reflect the following factors:
| • | | An 86% increase in Grade I AP volume in the fiscal year 2007 fourth quarter, offset partially by a 15% decrease in the related average price per pound. |
| • | | Sodium azide revenues decreased 60% in the fiscal year 2007 fourth quarter compared to the prior year quarter. |
| • | | Halotron revenues increased 26% in the fiscal year 2007 fourth quarter compared to the prior year quarter. |
The year over year variances in Specialty Chemicals revenues reflect the following factors:
| • | | A 31% increase in Grade I AP volume in fiscal year 2007 and a 2% increase in the related average price per pound. |
| • | | Sodium azide revenues decreased 35% in fiscal year 2007 compared to the prior fiscal year. |
| • | | Halotron revenues increased 11% in fiscal year 2007 compared to the prior fiscal year. |
Grade I AP volume for the fiscal year 2007 fourth quarter is a typical example of the lumpy nature of Specialty Chemicals revenues, with 40% of fiscal year 2007 annual volume occurring in the fourth quarter. This compares to 28% of the fiscal year 2006 annual volume occurring in the fourth quarter of fiscal year 2006. The very high Grade I AP volume for the fourth quarter of fiscal year 2007 was driven largely by our support of the Minuteman program. Also, in support of our customers’ requirements, we produced and shipped some Grade I AP in the fiscal year 2007 fourth quarter that was originally scheduled for production and shipment in the first quarter of fiscal year 2008.
The increase in Grade I AP volume in fiscal year 2007 is generally distributed equally among the various sold rocket motor propulsion programs for which we supply AP. There are numerous variations of Grade I AP that we produce for our customers. The average price per pound of Grade I AP sold in fiscal year 2007 increased compared to fiscal year 2006 because a greater percentage of the volume related to specialized blends of Grade I AP which are sold at higher unit prices than others.
We expect Grade I AP demand in fiscal year 2008 to be consistent with fiscal year 2007. Over the longer term, we expect demand for Grade I AP to be within the ranges of fiscal years 2006 and 2007. In addition, Grade I AP revenues are typically derived from a relatively few large orders. As a result, quarterly revenue amounts can vary significantly depending on the timing of individual orders throughout the year. Average price per pound may continue to fluctuate somewhat in future periods, depending upon product mix and volume.
The decrease in sodium azide revenues in fiscal year 2007 is due to a reduction in volume from fiscal year 2006 of sodium azide used in a pharmaceutical application. Fiscal year 2006 demand for sodium azide in
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this application increased consistent with our customer’s production which ramped up to support stockpiling of the end product. We do not see an increase in demand for sodium azide in the foreseeable future.
Increases in Halotron revenues are driven by volume changes which have been and are expected to be relatively consistent year over year.
Specialty Chemicals operating income was 32% of Specialty Chemicals revenue for both fiscal years 2007 and 2006, reflecting:
| • | | An approximately four point increase in Specialty Chemicals gross margin percentage primarily because the higher volumes and average selling price per pound in fiscal year 2007 resulted in improved coverage of fixed manufacturing overhead costs. |
| • | | An increase in operating expenses, primarily insurance and incentive compensation. |
Fine Chemicals Segment
Our Fine Chemicals segment reflects the operating results of our wholly-owned subsidiary AMPAC Fine Chemicals (“AFC”).
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
| • | | Revenues were $33.7 million compared to revenuesof $24.0 million. |
| • | | Operating income was $6.0 million compared to $2.8 million. |
| • | | Segment EBITDA was $9.5 million, or 28% of revenue, compared to Segment EBITDA of $7.4 million, or 31% of revenue. |
Fiscal Year 2007 Compared to Fiscal Year 2006
| • | | Revenues were $104.4 million compared to revenues (a)of $74.0 million and pro forma (b) revenues of $92.3 million. |
| • | | Operating income was $16.8 million compared to operating income(a) of $7.2 million. |
| • | | Segment EBITDA was $30.4 million, or 29% of revenue, compared to Segment EBITDA(a) of $21.6 million, or 29% of revenue. |
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| | | (a) Revenues, operating profit and Segment EBITDA for the prior fiscal year reflect 10 months of AFC operations from November 30, 2005. |
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| | | (b) Pro forma revenues assume that AFC was acquired effective October 1, 2005. |
The fiscal year 2007 fourth quarter revenue increase reflects revenue from a number of products with long production cycles which were in process during fiscal year 2007, but did not result in recognized revenues until the fourth quarter.
On a pro forma basis, assuming the AFC acquisition was effective October 1, 2005, Fine Chemicals segment revenues increased from pro forma revenues of $92.3 million in fiscal year 2006 to $104.4 million in fiscal year 2007, representing 13% organic growth. Overall, the pro forma Fine Chemicals segment revenue growth is driven primarily by additional volumes for our anti-viral products. As is typical with the segment, the overall net growth reflects increases during the year for several products and decreases for other products. This occurs as a function of our customers’ ordering cycles and our timing of the production cycle. Production cycles are determined based on customer delivery requirements and the most effective use of AFC’s facilities.
The improvement in operating income margins for the fiscal year 2007 fourth quarter reflects higher gross margin contribution due to the increase in revenues, and lower operating expenses primarily due to a reduction in amortization expense. The increase in operating income for fiscal year 2007 reflects:
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| • | | The fiscal year 2007 period including twelve months of AFC operations compared to ten months of operations in the prior year period. |
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| • | | An approximately two point improvement in the gross margin percentage due to a change in product mix and the effect of several continuous improvement projects. |
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| • | | A net increase in Fine Chemicals operating expenses of $1.2 million primarily because fiscal year 2007 includes twelve months of operations compared to ten months of operations in the prior year. |
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| • | | A decrease of $3.5 million in amortization expense related to AFC intangible assets. |
Aerospace Equipment Segment
Our Aerospace Equipment segment reflects the operating results of our wholly-owned subsidiary AMPAC In-Space Propulsion (“ISP”).
Quarter Ended September 30, 2007 Compared to Quarter Ended September 30, 2006
| • | | Revenues increased 19% to $4.8 million from $4.0 million. |
| • | | Operating income was $0.9 million compared to $38 thousand. |
Fiscal Year 2007 Compared to Fiscal Year 2006
| • | | Revenues were $17.3 million compared to $17.4 million. |
| • | | Operating income was $1.5 million compared to $0.8 million. |
Aerospace Equipment revenues for fiscal year 2007 were consistent with the prior fiscal year. The fiscal year 2007 revenues reflect several months of lower volume related to the timing of orders from ISP’s largest customer. With respect to this customer, ISP completed production under a multi-year contract in May 2007. Production on the follow-on order began in August 2007. As a result, revenues in fiscal year 2007 were reduced by the lag time between the orders. Conversely, revenues for the fourth quarter of fiscal year 2007 increased compared to the prior year quarter reflecting production associated with the aforementioned order.
For fiscal year 2007, Aerospace Equipment segment gross margin percentage has improved approximately five points largely due to the fiscal year 2007 activity including more standard production thruster work compared to the prior fiscal year which included a greater volume of development activities. The higher gross margin contribution was offset somewhat by higher general and administrative costs, particularly bid and proposal costs. The bid and proposal costs were tied to efforts conducted for the NASA CLV program and to continue our push into propulsion systems. Our efforts bidding propulsion systems are anticipated not only to affect future commercial programs but also military programs one of which we are under contract for the first phase and under consideration with respect to the second phase.
CAPITAL AND LIQUIDITY HIGHLIGHTS
Liquidity— As of September 30, 2007, we had cash balances of $21.4 million and no amounts drawn against our $20.0 million revolving credit line. In addition, we were in compliance with the various covenants contained in our credit facilities.
Operating Cash Flows—Cash flows from operating activities during the fiscal year 2007 improved by $14.6 million compared to the prior fiscal year. Operating activities provided cash of $24.1 million for the fiscal year 2007 compared to $9.5 million for the prior fiscal year.
Significant components of the change in cash flow from operating activities include:
| • | | An increase in cash provided by Adjusted EBITDA of $15.8 million. |
| • | | An increase in cash used to fund working capital increases of $0.1 million, excluding the effects in interest and income taxes. |
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| • | | An increase in cash taxes paid of $1.6 million. |
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| • | | An increase in cash used for interest payments of $1.4 million, including a payment of $0.6 million for the early payment of our second lien term loan in February 2007. |
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| • | | A reduction in cash used for environmental remediation of $4.6 million. |
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| • | | Other increases in cash used for operating activities of $2.7 million. |
Cash used to fund working capital increases was consistent between fiscal year 2007 and fiscal year 2006. During fiscal years 2007, an increase in cash used to fund inventory increases of $4.2 million was offset by cash provided by decreases in accounts receivable balances. We expect that our working capital may vary normally by as much as $10.0 million from quarter to quarter.
Payments of cash taxes increased primarily due to state income taxes in California and New York. We currently do not have federal taxable income due to the effects of accelerated depreciation methods.
Cash used for interest increased primarily due to the change in our debt structure discussed below. In fiscal year 2006, a significant portion of our debt included payment-in-kind or “PIK” interest which effectively increases outstanding principal amounts without making cash payments for interest. Conversely, in fiscal year 2007, our senior notes require cash interest payments semi-annually.
Cash used for environmental remediation decreased because during fiscal year 2006 we were in the construction phase of our remediation project in Henderson, Nevada, compared to the lower cash requirements of the operating and maintenance phase in fiscal year 2007.
Capital Expenditures— During fiscal year 2007, we spent $8.4 million in cash for capital expenditures. This amount of expenditures is lower than the prior fiscal year period because during the prior fiscal year we were actively involved in the construction of the new simulated moving bed (“SMB”) facility at AFC.
Financing Cash Flows— Financing cash flows for the fiscal year 2006 primarily reflect debt issued in connection with our AFC acquisition. Financing cash flows for the fiscal year 2007 relate primarily to the following refinancing transactions.
Senior Notes / Refinancing: In February 2007, we issued and sold $110.0 million aggregate principal amount of 9.0% Senior Notes due February 1, 2015 (the “Senior Notes”). The Senior Notes are guaranteed on a senior unsecured basis by all of our existing and future material U.S. subsidiaries. The indenture under which we issued the Senior Notes contains terms and conditions that include, but are not limited to:
| • | | Restrictions as to our ability to redeem the Senior Notes prior to their stated maturity. |
| • | | Certain limits on our ability to incur additional debt, make restricted payments, create liens on assets or sell assets. |
| • | | Customary events of default. |
Net proceeds from the issuance of the Senior Notes were used to:
| • | | Repay all outstanding principal and interest on our first lien term loan and terminate the related commitment. |
| • | | Repay all outstanding principal and interest, including a pre-payment penalty of approximately $0.4 million, on our second lien term loan and terminate the related commitment. |
| • | | Fund an earnout payment of $6.0 million due to GenCorp Inc. related to our acquisition of AFC. |
| • | | Fund a negotiated early retirement of a subordinated seller note and accrued interest due to GenCorp Inc. at a discount from the stated amount of the note. |
As a result of our refinancing activities, we recorded a non-cash charge of $2.3 million to write-off the unamortized balance of debt issuance costs for our first and second lien term loans. This charge, combined with the cash pre-payment penalty of $0.6 million is reflected as a debt repayment charge. In
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addition, we incurred debt issuance costs of $4.8 million for our Senior Notes which were capitalized and will be amortized over the term of the Senior Notes.
Revolving Credit Facility: Concurrent with the issuance of the Senior Notes, we entered into an Amended and Restated Credit Agreement (the “Revolving Credit Facility”) which provides a secured revolving credit facility in an aggregate principal amount of up to $20.0 million with an initial maturing in 2012. The Revolving Credit Facility contains customary covenants, restrictions and events of default. Financial covenants include quarterly requirements for total leverage ratio of less than or equal to 5.25 to 1.00, and interest coverage ratio of at least 2.50 to 1.00.
OUTLOOK
Looking to fiscal year 2008, we believe we remain on-track with our growth expectations and performance for the Company. We expect consolidated revenue of at least $195.0 million. Increases in fiscal year 2008 revenues are expected to come from double-digit revenue growth rates from our Fine Chemicals and Aerospace Equipment segments. Consistent with our expectation that Specialty Chemicals will remain relatively stable over the coming years, Specialty Chemical segment revenues are expected to be flat or slightly down, in part, due to high volume levels that occurred in the 4th quarter of fiscal year 2007. Organic growth in our Fine Chemicals segment is driven by strong demand for products that use our core technologies. We continue to see a trend toward more outsourcing by the pharmaceutical industry and AFC’s pipeline of new products continues to grow. In addition, we have recently engaged the Chicago office of the investment banking firm Lincoln International to assist us in the targeting and evaluation of fine chemical acquisition opportunities. Our Aerospace Equipment segment should benefit from its bid and proposal efforts in fiscal year 2007. We are anticipating a government award of a multi-year contract to develop a low-cost, producible liquid divert and attitude propulsion system.
Our guidance for fiscal year 2008 net income is approximately $6.0 million, which would be a 20% increase over fiscal year 2007. Our fiscal year 2008 net income guidance includes; expected EBITDA of $40.0 million, reductions in interest, refinancing charges and depreciation and amortization expense, and increases in corporate costs primarily associated with retirement benefits, office rent and Sarbanes-Oxley compliance. We are anticipating our capital expenditures for fiscal year 2008 to be approximately $17.0 million.
INVESTOR TELECONFERENCE
We invite you to participate in a teleconference with our executive management covering our fiscal year 2007 financial results. The investor teleconference will be held Wednesday December 12, 2007 at 1:30 p.m., Pacific Standard Time. The teleconference will include a presentation by management followed by a question and answer session. The teleconference can be accessed by dialing (973) 582-2852 between 1:15 and 1:30 p.m., Pacific Standard Time. Please reference conference ID# 26598610. As is our customary practice, a live webcast of the teleconference is being provided by Thomson Financial’s First Call Events. A link to the webcast and the earnings release is available at our website at www.apfc.com, and will be available for replay until our next quarterly investor teleconference.
RISK FACTORS/FORWARD-LOOKING STATEMENTS
The financial results included in this earnings release are preliminary. Statements contained in this earnings release that are not purely historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including without limitation statements concerning or relating to our future financial results and guidance, all statements regarding our beliefs about future demand for Grade I AP, our Fine Chemicals segment order and operations levels, our working capital changes and future variations, factors that will affect our cost of revenues and gross margins, and all statements in the “Outlook” section of this earnings release. Words such as “believes”, “anticipates”, “plans”, “expects”, “intend”, “will”, “goal” and similar expressions are intended to identify forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by the Company that
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any of its plans will be achieved. Actual results may differ materially from those set forth in the release due to risks and uncertainties inherent in the Company’s business. Factors that might cause such differences include, but are not limited to, the risk of any reduction or changes in NASA or U.S. government military spending, the loss of any one of our limited number of customers, the failure of continued appropriations by Congress for our customers’ existing or future U.S. government contracts, cost over-runs on our fixed price contracts, termination of U.S. government contracts at the convenience of the U.S. Government, failure to comply with our customer’s specification and manufacturing instructions or timing and delivery requirements, schedule delays in our manufacturing processes, complex procurement regulations, environmental concerns, our substantial amount of debt, the restrictive debt covenants and the cost of servicing such debt, the ability to secure and maintain adequate liquidity to manage our operations, the hazardous nature of our product, the disruption of the supply of key raw materials, our inability to adapt to rapid technological changes and the other risks and uncertainties detailed in our filings with the Securities and Exchange Commission. Readers of this earnings release are referred to our Annual Report on Form 10-K for the year ended September 30, 2006 and our Quarterly Reports on Form 10-Q for the quarters ended June 30, 2007, March 31, 2007 and December 31, 2006 for further discussion of these and other factors that could affect future results. The forward-looking statements contained in this earnings release are made as of the date hereof and we assume no obligation to update for actual results or to update the reasons why actual results could differ materially from those projected in the forward-looking statements. In addition, the operating results and cash flows for the three-months and year ended September 30, 2007 are not necessarily indicative of the results that will be achieved for future periods.
ABOUT AMERICAN PACIFIC CORPORATION
American Pacific is a leading manufacturer of specialty and fine chemicals within its focused markets, as well as propulsion products sold to defense, aerospace and pharmaceutical end markets. Our products provide access to, and movement in, space via solid fuel and propulsion thrusters and represent the registered or active pharmaceutical ingredient in drug applications such as HIV, epilepsy and cancer. We also produce specialty chemicals utilized in various applications such as fire extinguishing systems, as well as manufacture water treatment equipment. Our products are designed to meet customer specifications and often must meet certain governmental and regulatory approvals. Additional information about American Pacific can be obtained by visiting the Company’s web site at www.apfc.com.
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AMERICAN PACIFIC CORPORATION
Consolidated Statements of Operations
(Unaudited, Dollars in Thousands, Except per Share Amounts)
| | | | | | | | | | | | | | | | | |
| | | Three Months Ended | | Year Ended |
| | | September 30, | | September 30, |
| | | 2007 | | 2006 | | 2007 | | 2006 |
| | | |
| | | | | | | | | | | | | | | | | |
| Revenues | | $ | 61,728 | | | $ | 42,802 | | | $ | 183,928 | | | $ | 141,904 | |
| Cost of Revenues | | | 40,514 | | | | 26,755 | | | | 120,230 | | | | 97,043 | |
| | | |
| Gross Profit | | | 21,214 | | | | 16,047 | | | | 63,698 | | | | 44,861 | |
| Operating Expenses | | | 11,577 | | | | 11,734 | | | | 39,841 | | | | 38,202 | |
| Environmental Remediation Charges | | | — | | | | 800 | | | | — | | | | 3,600 | |
| | | |
| Operating Income | | | 9,637 | | | | 3,513 | | | | 23,857 | | | | 3,059 | |
| Interest and Other Income, Net | | | 279 | | | | 91 | | | | 644 | | | | 1,069 | |
| Interest Expense | | | 2,827 | | | | 4,026 | | | | 11,996 | | | | 11,431 | |
| Debt Repayment Charges | | | 202 | | | | — | | | | 2,916 | | | | — | |
| | | |
| Income (Loss) from Continuing Operations before Income Tax | | | 6,887 | | | | (422 | ) | | | 9,589 | | | | (7,303 | ) |
| Income Tax Expense (Benefit) | | | 3,266 | | | | (1,676 | ) | | | 4,605 | | | | (4,300 | ) |
| | | |
| Income (Loss) from Continuing Operations | | | 3,621 | | | | 1,254 | | | | 4,984 | | | | (3,003 | ) |
| Loss from Discontinued Operations, Net of Tax | | | — | | | | (452 | ) | | | — | | | | (891 | ) |
| | | |
| Net Income (Loss) | | $ | 3,621 | | | $ | 802 | | | $ | 4,984 | | | $ | (3,894 | ) |
| | | |
| | | | | | | | | | | | | | | | | |
| Basic Earnings (Loss) Per Share: | | | | | | | | | | | | | | | | |
| Income (Loss) from Continuing Operations | | $ | 0.49 | | | $ | 0.17 | | | $ | 0.68 | | | $ | (0.41 | ) |
| Discontinued Operations, Net of Tax | | | — | | | | (0.06 | ) | | | — | | | | (0.12 | ) |
| | | |
| Net Income (Loss) | | $ | 0.49 | | | $ | 0.11 | | | $ | 0.68 | | | $ | (0.53 | ) |
| | | |
| | | | | | | | | | | | | | | | | |
| Diluted Earnings (Loss) Per Share: | | | | | | | | | | | | | | | | |
| Income (Loss) from Continuing Operations | | $ | 0.48 | | | $ | 0.17 | | | $ | 0.67 | | | $ | (0.41 | ) |
| Discontinued Operations, Net of Tax | | | — | | | | (0.06 | ) | | | — | | | | (0.12 | ) |
| | | |
| Net Income (Loss) | | $ | 0.48 | | | $ | 0.11 | | | $ | 0.67 | | | $ | (0.53 | ) |
| | | |
| | | | | | | | | | | | | | | | | |
| Weighted Average Shares Outstanding: | | | | | | | | | | | | | | | | |
| Basic | | | 7,423,000 | | | | 7,322,000 | | | | 7,365,000 | | | | 7,305,000 | |
| Diluted | | | 7,565,000 | | | | 7,360,000 | | | | 7,471,000 | | | | 7,305,000 | |
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AMERICAN PACIFIC CORPORATION
Consolidated Balance Sheets
(Unaudited, Dollars in Thousands)
| | | | | | | | | |
| | | September 30, |
| | | 2007 | | 2006 |
ASSETS | | | | | | | | |
| Current Assets: | | | | | | | | |
| Cash and Cash Equivalents | | $ | 21,426 | | | $ | 6,872 | |
| Accounts Receivable, Net | | | 25,236 | | | | 19,474 | |
| Notes Receivable | | | — | | | | 7,510 | |
| Inventories, Net | | | 47,023 | | | | 39,755 | |
| Prepaid Expenses and Other Assets | | | 2,258 | | | | 1,845 | |
| Deferred Income Taxes | | | 2,101 | | | | 1,887 | |
| | | |
| Total Current Assets | | | 98,044 | | | | 77,343 | |
| Property, Plant and Equipment, Net | | | 116,965 | | | | 119,746 | |
| Intangible Assets, Net | | | 5,767 | | | | 14,237 | |
| Deferred Income Taxes | | | 19,385 | | | | 21,701 | |
| Other Assets | | | 9,246 | | | | 6,428 | |
| | | |
| TOTAL ASSETS | | $ | 249,407 | | | $ | 239,455 | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
| Current Liabilities: | | | | | | | | |
| Accounts Payable | | $ | 10,867 | | | $ | 11,158 | |
| Accrued Liabilities | | | 9,515 | | | | 11,257 | |
| Employee Related Liabilities | | | 7,222 | | | | 4,600 | |
| Environmental Remediation Reserves | | | 726 | | | | 1,631 | |
| Deferred Revenues and Customer Deposits | | | 7,755 | | | | 5,683 | |
| Current Portion of Debt | | | 252 | | | | 9,593 | |
| | | |
| Total Current Liabilities | | | 36,337 | | | | 43,922 | |
| Long-Term Debt | | | 110,373 | | | | 97,771 | |
| Environmental Remediation Reserves | | | 14,697 | | | | 15,880 | |
| Pension Obligations and Other Long-Term Liabilities | | | 12,311 | | | | 9,998 | |
| | | |
| Total Liabilities | | | 173,718 | | | | 167,571 | |
| | | |
| Commitments and Contingencies | | | | | | | | |
| Shareholders’ Equity | | | | | | | | |
| Preferred Stock — No par value; 3,000,000 authorized; none outstanding | | | — | | | | — | |
| Common Stock — $0.10 par value; 20,000,000 shares authorized, 9,463,541 and 9,359,041 issued | | | 946 | | | | 933 | |
| Capital in Excess of Par Value | | | 87,513 | | | | 86,724 | |
| Retained Earnings | | | 7,296 | | | | 2,312 | |
| Treasury Stock — 2,034,870 shares | | | (16,982 | ) | | | (16,982 | ) |
| Accumulated Other Comprehensive Loss | | | (3,084 | ) | | | (1,103 | ) |
| | | |
| Total Shareholders’ Equity | | | 75,689 | | | | 71,884 | |
| | | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | | $ | 249,407 | | | $ | 239,455 | |
| | | |
— more —
Page 10 of Exhibit 99.1
AMERICAN PACIFIC CORPORATION
Consolidated Statements of Cash Flow
(Unaudited, Dollars in Thousands)
| | | | | | | | | |
| | | Year Ended |
| | | September 30, |
| | | 2007 | | 2006 |
| Cash Flows from Operating Activities: | | | | | | | | |
| Net Income (Loss) | | $ | 4,984 | | | $ | (3,894 | ) |
| Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities: | | | | | | | | |
| Depreciation and amortization | | | 19,461 | | | | 20,181 | |
| Non-cash interest expense | | | 2,142 | | | | 3,967 | |
| Share-based compensation | | | 75 | | | | 359 | |
| Deferred income taxes | | | 2,102 | | | | (3,442 | ) |
| Non-cash component of debt repayment charges | | | 2,309 | | | | — | |
| Excess tax benefit from stock option exercises | | | (32 | ) | | | (21 | ) |
| Loss (Gain) on sale of assets | | | 22 | | | | (610 | ) |
| Changes in operating assets and liabilities: | | | | | | | | |
| Accounts receivable, net | | | (5,712 | ) | | | (1,135 | ) |
| Inventories, net | | | (7,622 | ) | | | (11,821 | ) |
| Prepaid expenses | | | (292 | ) | | | (1,110 | ) |
| Accounts payable and accrued liabilities | | | 7,055 | | | | 6,860 | |
| Deferred revenues and customer deposits | | | 2,072 | | | | 975 | |
| Environmental remediation reserves | | | (2,088 | ) | | | (3,076 | ) |
| Pension obligations, net | | | 1,677 | | | | 650 | |
| Discontinued operations, net | | | — | | | | 1,287 | |
| Other | | | (2,015 | ) | | | 299 | |
| | | |
| Net Cash Provided by Operating Activities | | | 24,138 | | | | 9,469 | |
| | | |
| Cash Flows from Investing Activities: | | | | | | | | |
| Acquisition of business and earnout adjustment | | | (6,000 | ) | | | (108,011 | ) |
| Capital expenditures | | | (8,421 | ) | | | (15,018 | ) |
| Proceeds from sale of assets | | | — | | | | 2,395 | |
| Discontinued operations, net | | | 7,510 | | | | (411 | ) |
| | | |
| Net Cash Used by Investing Activities | | | (6,911 | ) | | | (121,045 | ) |
| | | |
| Cash Flows from Financing Activities: | | | | | | | | |
| Proceeds from the issuance of long-term debt | | | 110,000 | | | | 85,000 | |
| Payments of long-term debt | | | (108,586 | ) | | | (678 | ) |
| Debt issuance costs | | | (4,814 | ) | | | (3,119 | ) |
| Issuances of common stock | | | 695 | | | | 158 | |
| Excess tax benefit from stock option exercises | | | 32 | | | | 21 | |
| Discontinued operations, net | | | — | | | | (147 | ) |
| | | |
| Net Cash Provided (Used) by Financing Activities | | | (2,673 | ) | | | 81,235 | |
| | | |
| Net Change in Cash and Cash Equivalents | | | 14,554 | | | | (30,341 | ) |
| Cash and Cash Equivalents, Beginning of Year | | | 6,872 | | | | 37,213 | |
| | | |
| Cash and Cash Equivalents, End of Year | | $ | 21,426 | | | $ | 6,872 | |
| | | |
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Page 11 of Exhibit 99.1
AMERICAN PACIFIC CORPORATION
Supplemental Data
(Unaudited, Dollars in Thousands)
| | | | | | | | | | | | | | | | | |
| | | Three Months Ended | | | Year Ended | |
| | | September 30, | | | September 30, | |
| | | 2007 | | | 2006 | | | 2007 | | | 2006 | |
Operating Segment Data: | | | | | | | | | | | | | | | | |
| Revenues: | | | | | | | | | | | | | | | | |
| Specialty Chemicals | | $ | 20,386 | | | $ | 14,168 | | | $ | 57,088 | | | $ | 46,450 | |
| Fine Chemicals | | | 33,748 | | | | 24,034 | | | | 104,441 | | | | 74,026 | |
| Aerospace Equipment | | | 4,788 | | | | 4,028 | | | | 17,348 | | | | 17,394 | |
| Other Businesses | | | 2,806 | | | | 572 | | | | 5,051 | | | | 4,034 | |
| | | |
| Total Revenues | | $ | 61,728 | | | $ | 42,802 | | | $ | 183,928 | | | $ | 141,904 | |
| | | |
| Segment Operating Income: | | | | | | | | | | | | | | | | |
| Specialty Chemicals | | $ | 6,377 | | | $ | 5,821 | | | $ | 18,223 | | | $ | 14,755 | |
| Fine Chemicals | | | 5,995 | | | | 2,810 | | | | 16,790 | | | | 7,245 | |
| Aerospace Equipment | | | 851 | | | | 38 | | | | 1,458 | | | | 802 | |
| Other Businesses | | | 646 | | | | 49 | | | | 1,210 | | | | 264 | |
| | | |
| Total Segment Operating Income | | | 13,869 | | | | 8,718 | | | | 37,681 | | | | 23,066 | |
| Corporate Expenses | | | (4,232 | ) | | | (4,405 | ) | | | (13,824 | ) | | | (16,407 | ) |
| Environmental Remediation Charges | | | — | | | | (800 | ) | | | — | | | | (3,600 | ) |
| | | |
| Operating Income | | $ | 9,637 | | | $ | 3,513 | | | $ | 23,857 | | | $ | 3,059 | |
| | | |
| Depreciation and Amortization: | | | | | | | | | | | | | | | | |
| Specialty Chemicals | | $ | 1,301 | | | | 1,300 | | | $ | 5,159 | | | | 5,149 | |
| Fine Chemicals | | | 3,491 | | | | 4,545 | | | | 13,637 | | | | 14,379 | |
| Aerospace Equipment | | | 38 | | | | 39 | | | | 142 | | | | 93 | |
| Other Businesses | | | 3 | | | | 2 | | | | 12 | | | | 11 | |
| Corporate | | | 126 | | | | 129 | | | | 511 | | | | 549 | |
| | | |
| Total Depreciation and Amortization | | $ | 4,959 | | | $ | 6,015 | | | $ | 19,461 | | | $ | 20,181 | |
| | | |
| Segment EBITDA (a): | | | | | | | | | | | | | | | | |
| Specialty Chemicals | | $ | 7,678 | | | $ | 7,121 | | | $ | 23,382 | | | $ | 19,904 | |
| Fine Chemicals | | | 9,486 | | | | 7,355 | | | | 30,427 | | | | 21,624 | |
| Aerospace Equipment | | | 889 | | | | 77 | | | | 1,600 | | | | 895 | |
| Other Businesses | | | 649 | | | | 51 | | | | 1,222 | | | | 275 | |
| | | |
| Total Segment EBITDA | | | 18,702 | | | | 14,604 | | | | 56,631 | | | | 42,698 | |
| Less: Corporate Expenses, Excluding Depreciation | | | (4,106 | ) | | | (4,276 | ) | | | (13,313 | ) | | | (15,858 | ) |
| Plus: Share-based Compensation | | | 8 | | | | 72 | | | | 75 | | | | 359 | |
| Plus: Interest Income | | | 279 | | | | 91 | | | | 644 | | | | 1,069 | |
| | | |
| Adjusted EBITDA (b) | | $ | 14,883 | | | $ | 10,491 | | | $ | 44,037 | | | $ | 28,268 | |
| | | |
| | | | | | | | | | | | | | | | | |
Reconciliation of Net Income (Loss) to Adjusted EBITDA (b): | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| Net Income (Loss) | | $ | 3,621 | | | $ | 802 | | | $ | 4,984 | | | $ | (3,894 | ) |
| Add Back: | | | | | | | | | | | | | | | | |
| Loss from Discontinued Operations | | | — | | | | 452 | | | | — | | | | 891 | |
| Income Tax Provision (Benefit) | | | 3,266 | | | | (1,676 | ) | | | 4,605 | | | | (4,300 | ) |
| Interest Expense | | | 2,827 | | | | 4,026 | | | | 11,996 | | | | 11,431 | |
| Debt Repayment Charges | | | 202 | | | | — | | | | 2,916 | | | | — | |
| Depreciation and Amortization | | | 4,959 | | | | 6,015 | | | | 19,461 | | | | 20,181 | |
| Environmental Remediation Charges | | | — | | | | 800 | | | | — | | | | 3,600 | |
| Share-based Compensation | | | 8 | | | | 72 | | | | 75 | | | | 359 | |
| | | |
| Adjusted EBITDA | | $ | 14,883 | | | $ | 10,491 | | | $ | 44,037 | | | $ | 28,268 | |
| | | |
| | |
| (a) | | Segment EBITDA is defined as segment operating income plus depreciation and amortization. |
| |
| (b) | | Adjusted EBITDA is defined as net income (loss) before loss from discontinued operations, income taxes, interest expense, debt repayment charges, depreciation and amortization, environmental remediation charges, and share-based compensation. |
Segment EBITDA and Adjusted EBITDA are not financial measures calculated in accordance with GAAP and should not be considered as an alternative to income from operations as performance measures. Each EBITDA measure is presented solely as a supplemental disclosure because management believes that each is a useful performance measure that is widely used within the industry. In addition, EBITDA measures are significant measurements for covenant compliance under our credit facility. Each EBITDA measure is not calculated in the same manner by all companies and, accordingly, may not be an appropriate measure for comparison.
— O —
Page 12 of Exhibit 99.1
