Exhibit 99.1
FOR IMMEDIATE RELEASE
|
| | |
Contact: | William M. Lowe, Jr. | Richard J. Vatinelle |
| Executive Vice President and | Vice President and |
| Chief Financial Officer | Treasurer |
| williamlowe@kemet.com | richardvatinelle@kemet.com |
| 864-963-6484 | 954-766-2800 |
KEMET REPORTS PRELIMINARY FISCAL YEAR AND FOURTH QUARTER 2018 RESULTS
| |
• | Net Sales for the fiscal year of $1.2 billion up 58.3% over prior fiscal year 2017 |
| |
• | Gross Margin for fiscal year 2018 of 28.4% compared to 24.7% for the prior fiscal year 2017 |
| |
• | Net Sales for the quarter up 3.8% to $318.0 million compared to the prior quarter ended December 31, 2017 |
| |
• | Cash Balance at March 31, 2018 of $286.8 million up $177.1 million compared to prior year March 31, 2017 |
Fort Lauderdale, Florida (May 17, 2018) - KEMET Corporation (the “Company”) (NYSE: KEM), a leading global supplier of electronic components, today reported preliminary results for the fourth quarter and fiscal year ended March 31, 2018.
For the fiscal year ended March 31, 2018, net sales were $1.2 billion, up 58.3% compared to $757.8 million for the fiscal year ended March 31, 2017. Net sales of $318.0 million for the quarter ended March 31, 2018 increased 3.8% from net sales of $306.4 million for the prior quarter ended December 31, 2017, and increased 61.0% compared to net sales of $197.5 million for the quarter ended March 31, 2017.
“We finished the fiscal year strong in the March quarter with mix, shipments, and orders staying on pace, and even exceeding the prior quarter in all aspects. We continue to believe that this is a trend and not a bubble with the demand for our products remaining robust and our sales into the distribution channel balanced with distributor inventories,” stated Per Loof, the Company’s Chief Executive Officer. “Looking out to our next fiscal year that began April 1, we believe that we will see another strong year of market demand and performance by the Company with sales growing year over year as additional capacity comes on line over the course of the fiscal year,” continued Loof.
U.S. GAAP net income for the fiscal year ended March 31, 2018 was $254.5 million, or $4.34 per diluted share compared to net income of $48.0 million, or $0.87 per diluted share for the fiscal year ended March 31, 2017. U.S. GAAP net income for the quarter ended March 31, 2018 was $2.4 million, or $0.04 per diluted share, which included a $6.3 million unfavorable purchase accounting adjustment related to the TOKIN acquisition, compared to net income for the quarter ended March 31, 2017 of $52.9 million or $0.93 per diluted share.
For fiscal year 2018, our results include our 34% share of TOKIN's financial results for the period from April 1, 2017 to April 19, 2017 and all of TOKIN's financial results from April 20, 2017 to March 31, 2018. For fiscal year 2017, our results only included our 34% equity investment in TOKIN.
For the fiscal year ended March 31, 2018, non-U.S. GAAP Adjusted net income was $102.7 million, or $1.75 per diluted share compared to non-U.S. GAAP Adjusted net income of $23.9 million, or $0.43 per diluted share for the fiscal year ended March 31, 2017. Non-U.S. GAAP Adjusted net income for the quarter ended March 31, 2018 was $26.4 million or $0.45 per diluted share, compared to a non-U.S. GAAP Adjusted net income of $7.8 million or $0.14 per diluted share for the quarter ended March 31, 2017.
Net income (loss) for the fiscal quarters and years ended March 31, 2018 and 2017 include various items affecting comparability as denoted in the U.S. GAAP to Non-U.S. GAAP reconciliation tables included hereafter.
About KEMET
The Company’s common stock is listed on the NYSE under the ticker symbol “KEM” (NYSE: KEM). At the Investor Relations section of our web site at http://www.kemet.com/IR, users may subscribe to KEMET news releases and find additional information about our Company. KEMET offers our customers the broadest selection of capacitor technologies in the industry, along with an expanding range of electromechanical devices, electromagnetic compatibility solutions and supercapacitors. Our vision is to be the preferred supplier of electronic component solutions demanding the highest standards of quality, delivery and service. Additional information about KEMET can be found at http://www.kemet.com.
Quiet Period
Beginning July 1, 2018, we will observe a quiet period during which the information provided in this news release and annual report on Form 10-K will no longer constitute our current expectations. During the quiet period, this information should be considered to be historical, applying prior to the quiet period only and not subject to update by management. The quiet period will extend until the day when our next quarterly earnings release is published.
Cautionary Statement on Forward-Looking Statements
Certain statements included herein contain forward-looking statements within the meaning of federal securities laws about the Company’s financial condition and results of operations that are based on management’s current expectations, estimates and projections about the markets, in which the Company operates, as well as management’s beliefs and assumptions. Words such as “expects,” “anticipates,” “believes,” “estimates,” variations of such words and other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in, or implied by, such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s judgment only as of the date hereof. The Company undertakes no obligation to update publicly any of these forward-looking statements to reflect new information, future events or otherwise.
Factors that may cause actual outcomes and results to differ materially from those expressed in, or implied by, these forward-looking statements include, but are not necessarily limited to, the following: (i) adverse economic conditions could impact our ability to realize operating plans if the demand for our products declines, and such conditions could adversely affect our liquidity and ability to continue to operate and could cause a write down of long-lived assets or goodwill; (ii) an increase in the cost or a decrease in the availability of our principal or single-sourced purchased raw materials; (iii) changes in the competitive environment; (iv) uncertainty of the timing of customer product qualifications in heavily regulated industries; (v) economic, political, or regulatory changes in the countries in which we operate; (vi) difficulties, delays, or unexpected costs in completing the restructuring plans; (vii) acquisitions and other strategic transactions expose us to a variety of risks; (viii) acquisition of TOKIN may not achieve all of the anticipated results; (ix) our business could be negatively impacted by increased regulatory scrutiny and litigation; (x) difficulties associated with retaining, attracting, and training effective employees and management; (xi) the need to develop innovative products to maintain customer relationships and offset potential price erosion in older products; (xii) exposure to claims alleging product defects; (xiii) the impact of laws and regulations that apply to our business, including those relating to environmental matters and cyber security; (xiv) the impact of international laws relating to trade, export controls and foreign corrupt practices; (xv) changes impacting international trade and corporate tax provisions related to the global manufacturing and sales of our products may have an adverse effect on our financial condition and results of operations; (xvi) volatility of financial and credit markets affecting our access to capital; (xvii) the need to reduce the total costs of our products to remain competitive; (xviii) potential limitation on the use of net operating losses to offset possible future taxable income; (xix) restrictions in our debt agreements that could limit our flexibility in operating our business; (xx) disruption to our information technology systems to function properly or control unauthorized access to our systems may cause business disruptions; (xxi) economic and demographic experience for pension and other post-retirement benefit plans could be less favorable than our assumptions; (xxii) fluctuation in distributor sales could adversely affect our results of operations, (xxiii) earthquakes and other natural disasters could disrupt our operations and have a material adverse effect on our financial condition and results of operations, (xxiv) volatility in our stock price.
KEMET CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(Amounts in thousands, except per share data)
(Unaudited)
|
| | | | | | | | | | | | | | | |
| Quarter Ended March 31, | | Fiscal Year Ended |
| 2018 | | 2017 | | 2018 | | 2017 |
Net sales | $ | 318,047 |
| | $ | 197,519 |
| | $ | 1,199,926 |
| | $ | 757,791 |
|
Operating costs and expenses: | | | | | | | |
Cost of sales (1) | 229,628 |
| | 147,338 |
| | 859,533 |
| | 570,864 |
|
Selling, general and administrative expenses (1) | 47,821 |
| | 29,539 |
| | 173,620 |
| | 107,658 |
|
Research and development (1) | 10,562 |
| | 6,442 |
| | 39,619 |
| | 27,398 |
|
Restructuring charges | 8,307 |
| | 1,087 |
| | 14,843 |
| | 5,404 |
|
Gain (loss) on write down and disposal of long-lived assets | (70 | ) | | 4,171 |
| | (992 | ) | | 10,671 |
|
Total operating costs and expenses | 296,248 |
| | 188,577 |
| | 1,086,623 |
| | 721,995 |
|
Operating income (loss) | 21,799 |
| | 8,942 |
| | 113,303 |
| | 35,796 |
|
Non-operating (income) expense: | | | | | |
| | |
|
Interest income | (396 | ) | | (10 | ) | | (809 | ) | | (24 | ) |
Interest expense | 7,150 |
| | 10,004 |
| | 32,882 |
| | 39,755 |
|
Acquisition (gain) loss | 6,303 |
| | — |
| | (130,880 | ) | | — |
|
Change in value of TOKIN options | — |
| | (14,200 | ) | | — |
| | (10,700 | ) |
Other (income) expense, net | 3,531 |
| | 1,756 |
| | 24,592 |
| | (3,871 | ) |
Income (loss) before income taxes and equity income (loss) from equity method investments | 5,211 |
| | 11,392 |
| | 187,518 |
| | 10,636 |
|
Income tax expense (benefit) | 3,091 |
| | (150 | ) | | 9,181 |
| | 4,290 |
|
Income (loss) before equity income (loss) from equity method investments | 2,120 |
| | 11,542 |
| | 178,337 |
| | 6,346 |
|
Equity income (loss) from equity method investments | 313 |
| | 41,372 |
| | 76,192 |
| | 41,643 |
|
Net income (loss) | $ | 2,433 |
| | $ | 52,914 |
| | $ | 254,529 |
| | $ | 47,989 |
|
| |
| | |
| | |
| | |
|
Net income (loss) per basic share | $ | 0.04 |
| | $ | 1.13 |
| | $ | 4.82 |
| | $ | 1.03 |
|
| |
| | |
| | |
| | |
|
Net income (loss) per diluted share | $ | 0.04 |
| | $ | 0.93 |
| | $ | 4.34 |
| | $ | 0.87 |
|
| | | | | | | |
Weighted-average shares outstanding: | |
| | |
| | |
| | |
|
Basic | 57,025 |
| | 46,803 |
| | 52,798 |
| | 46,552 |
|
Diluted | 59,063 |
| | 57,130 |
| | 58,640 |
| | 55,389 |
|
_________________
(1) Quarter and fiscal year ended March 31, 2017 adjusted due to the adoption of ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.
KEMET CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(Amounts in thousands, except per share data)
(Unaudited)
|
| | | | | | | |
| March 31, 2018 | | March 31, 2017 |
ASSETS | |
| | |
|
Current assets: | |
| | |
|
Cash and cash equivalents | $ | 286,846 |
| | $ | 109,774 |
|
Accounts receivable, net | 144,076 |
| | 92,526 |
|
Inventories, net | 204,386 |
| | 147,955 |
|
Prepaid and other current assets (1) | 41,160 |
| | 28,782 |
|
Total current assets | 676,468 |
| | 379,037 |
|
Property, plant and equipment, net | 405,316 |
| | 209,311 |
|
Goodwill | 40,294 |
| | 40,294 |
|
Intangible assets, net | 59,907 |
| | 29,781 |
|
Equity method investments | 12,016 |
| | 63,416 |
|
Deferred income taxes (1) | 13,837 |
| | 8,367 |
|
Other assets | 10,431 |
| | 4,119 |
|
Total assets | $ | 1,218,269 |
| | $ | 734,325 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | |
|
Current liabilities: | |
| | |
|
Current portion of long-term debt | $ | 20,540 |
| | $ | 2,000 |
|
Accounts payable | 139,989 |
| | 69,674 |
|
Accrued expenses | 122,377 |
| | 57,752 |
|
Income taxes payable | 2,010 |
| | 715 |
|
Total current liabilities | 284,916 |
| | 130,141 |
|
Long-term debt | 304,083 |
| | 386,211 |
|
Other non-current obligations | 151,736 |
| | 60,131 |
|
Deferred income taxes | 14,571 |
| | 3,370 |
|
Total liabilities | 755,306 |
| | 579,853 |
|
Commitments and contingencies | | | |
Stockholders’ equity: | |
| | |
|
Preferred stock, par value $0.01, authorized 10,000 shares, none issued | — |
| | — |
|
Common stock, par value $0.01, authorized 175,000 shares, issued 56,641 and 46,689 shares at March 31, 2018 and 2017, respectively | 566 |
| | 467 |
|
Additional paid-in capital | 462,737 |
| | 447,671 |
|
Retained earnings (deficit) (1) | 2,675 |
| | (251,854 | ) |
Accumulated other comprehensive income (loss) | (3,015 | ) | | (41,812 | ) |
Total stockholders’ equity | 462,963 |
| | 154,472 |
|
Total liabilities and stockholders’ equity | $ | 1,218,269 |
| | $ | 734,325 |
|
_________________ (1) March 31, 2017 adjusted due to the adoption of Accounting Standards Update ("ASU") No. 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory
KEMET CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
|
| | | | | | | | |
| | Fiscal Years Ended March 31, |
| | 2018 | | 2017 |
Net income (loss) | | $ | 254,529 |
| | $ | 47,989 |
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | | | | |
Depreciation and amortization | | 49,755 |
| | 37,338 |
|
Equity (income) loss from equity method investments | | (76,192 | ) | | (41,643 | ) |
Acquisition (gain) loss | | (130,880 | ) | | — |
|
Non-cash debt and financing costs | | 2,467 |
| | 761 |
|
(Gain) loss on early extinguishment of debt | | 486 |
| | — |
|
Stock-based compensation expense | | 7,657 |
| | 4,720 |
|
Write down of receivables | | 162 |
| | 64 |
|
Change in value of TOKIN options | | — |
| | (10,700 | ) |
Pension and other post-retirement benefits | | 4,717 |
| | 2,543 |
|
Change in deferred income taxes | | 613 |
| | (19 | ) |
Net (gain) loss on write down and disposal of long-lived assets | | (992 | ) | | 10,671 |
|
Rent receivable | | 2,645 |
| | — |
|
Other, net | | (71 | ) | | (327 | ) |
Changes in assets and liabilities, net of the effect of acquisitions: | | | | |
Accounts receivable | | 30,084 |
| | (12 | ) |
Inventories | | (13,827 | ) | | 16,805 |
|
Prepaid expenses and other assets | | 4,330 |
| | (1,769 | ) |
Accounts payable | | (16,053 | ) | | 6,170 |
|
Accrued income taxes | | 1,317 |
| | 144 |
|
Other operating liabilities | | 113 |
| | (1,068 | ) |
Net cash provided by (used in) operating activities | | 120,860 |
| | 71,667 |
|
Investing activities: | | | | |
Capital expenditures | | (65,004 | ) | | (25,617 | ) |
Investment in Novasentis | | (3,000 | ) | | — |
|
Proceeds from dividend | | 2,745 |
| | — |
|
Acquisitions, net of cash received | | 163,985 |
| | — |
|
Proceeds from sale of assets | | 3,638 |
| | 19 |
|
Net cash provided by (used in) investing activities | | 102,364 |
| | (25,598 | ) |
Consolidated Statements of Cash Flows (Unaudited) (Continued)
|
| | | | | | | | |
| | Fiscal Years Ended March 31, |
| | 2018 | | 2017 |
Financing activities: | | | | |
Proceeds from revolving line of credit | | — |
| | 12,000 |
|
Payments of revolving line of credit | | (33,881 | ) | | (12,000 | ) |
Proceeds from issuance of debt | | 334,978 |
| | 2,314 |
|
Payment of long-term debt | | (365,938 | ) | | (2,428 | ) |
Debt issuance costs | | (5,002 | ) | | — |
|
Proceeds from exercise of stock options | | 5,207 |
| | 1,133 |
|
Proceeds from exercise of stock warrants | | 8,838 |
| | — |
|
Purchase of treasury stock | | — |
| | (1,144 | ) |
Net cash provided by (used in) financing activities | | (55,798 | ) | | (125 | ) |
Net increase (decrease) in cash and cash equivalents | | 167,426 |
| | 45,944 |
|
Effect of foreign currency fluctuations on cash | | 9,646 |
| | (1,174 | ) |
Cash and cash equivalents at beginning of fiscal year | | 109,774 |
| | 65,004 |
|
Cash and cash equivalents at end of fiscal year | | $ | 286,846 |
| | $ | 109,774 |
|
Non-U.S. GAAP Financial Measures
The Company utilizes certain Non-U.S. GAAP financial measures, including "Adjusted gross margin", "Adjusted operating income (loss)", “Adjusted net income (loss)”, “Adjusted net income (loss) per share” and “Adjusted EBITDA”. Management believes that investors may find it useful to review the Company’s financial results as adjusted to exclude items as determined by management as further described below.
Adjusted Gross Margin
Adjusted gross margin represents net sales less cost of sales excluding adjustments which are outlined in the quantitative reconciliation provided below. Management uses Adjusted gross margin to facilitate our analysis and understanding of our business operations by excluding the items outlined in the quantitative reconciliation provided below which might otherwise
make comparisons of our ongoing business with prior periods more difficult and obscure trends in ongoing operations.
The Company believes that Adjusted gross margin is useful to investors because it provides a supplemental way to understand the underlying operating performance of the Company. Adjusted gross margin should not be considered as an alternative to gross margin or any other performance measure derived in accordance with U.S. GAAP.
The following table provides a reconciliation from U.S. GAAP gross margin to Non-U.S. GAAP Adjusted gross margin (amounts in thousands, except percentages):
|
| | | | | | | | | | | | | | | | | | | |
| Quarters Ended | | Fiscal Years Ended |
| March 31, 2018 | | December 31, 2017 | | March 31, 2017 | | March 31, 2018 | | March 31, 2017 |
| (Unaudited) |
Net sales | $ | 318,047 |
|
| $ | 306,408 |
|
| $ | 197,519 |
|
| $ | 1,199,926 |
|
| $ | 757,791 |
|
Cost of sales (1) | 229,628 |
| | 213,947 |
| | 147,338 |
| | 859,533 |
| | 570,864 |
|
Gross Margin (U.S. GAAP) (1) | 88,419 |
|
| 92,461 |
|
| 50,181 |
|
| 340,393 |
|
| 186,927 |
|
Gross margin as a % of net sales | 27.8 | % | | 30.2 | % | | 25.4 | % | | 28.4 | % | | 24.7 | % |
Non-U.S. GAAP-adjustments: | | | | | | | | | |
Plant start-up costs | 929 |
|
| — |
|
| — |
|
| 929 |
|
| 427 |
|
Stock-based compensation expense | 465 |
|
| 402 |
|
| 391 |
|
| 1,519 |
|
| 1,384 |
|
Adjusted gross margin (non-GAAP) (1) | $ | 89,813 |
|
| $ | 92,863 |
|
| $ | 50,572 |
|
| $ | 342,841 |
|
| $ | 188,738 |
|
Adjusted gross margin as a % of net sales | 28.2 | % |
| 30.3 | % |
| 25.6 | % |
| 28.6 | % |
| 24.9 | % |
_________________
(1) Quarter and fiscal year ended March 31, 2017 adjusted due to the adoption of ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.
Adjusted Operating Income (Loss)
Adjusted operating income (loss) represents operating income (loss), excluding adjustments which are outlined in the quantitative reconciliation provided below. We use Adjusted operating income (loss) to facilitate our analysis and understanding of our business operations by excluding the items outlined in the quantitative reconciliation provided below which might otherwise make comparisons of our ongoing business with prior periods more difficult and obscure trends in ongoing operations. The Company believes that Adjusted operating income (loss) is useful to investors because it provides a supplemental way to understand our underlying operating performance and allows investors to monitor and understand changes in our ability to generate income from ongoing business operations. Adjusted operating income (loss) should not be considered as an alternative to operating income (loss) or any other performance measure derived in accordance with U.S. GAAP.
Adjusted operating income (loss) is calculated as follows (amounts in thousands):
|
| | | | | | | | | | | | | | | | | | | | |
| | Quarters Ended | | Fiscal Year Ended |
| | March 31, 2018 | | December 31, 2017 | | March 31, 2017 | | March 31, 2018 | | March 31, 2017 |
| | (Unaudited) |
Operating income (loss) (U.S. GAAP) (1) | | $ | 21,799 |
|
| $ | 32,077 |
|
| $ | 8,942 |
| | $ | 113,303 |
| | $ | 35,796 |
|
Adjustments: | | |
| | |
| | |
| | | | |
ERP integration costs/IT transition costs | | 80 |
|
| — |
|
| 1,760 |
| | 80 |
| | 7,045 |
|
Stock-based compensation expense | | 2,820 |
|
| 2,206 |
|
| 1,249 |
| | 7,657 |
| | 4,720 |
|
Restructuring charges | | 8,307 |
|
| 3,530 |
|
| 1,087 |
| | 14,843 |
| | 5,404 |
|
Legal expenses/fines related to antitrust class actions | | 1,738 |
| | 1,482 |
| | 406 |
| | 6,736 |
|
| 2,640 |
|
TOKIN investment-related expenses | | — |
|
| — |
|
| 497 |
| | — |
| | 1,101 |
|
Plant start-up costs | | 929 |
|
| — |
|
| — |
| | 929 |
| | 427 |
|
(Gain) loss on write down and disposal of long-lived assets | | (70 | ) |
| (902 | ) |
| 4,171 |
| | (992 | ) | | 10,671 |
|
Adjusted operating income (loss) (non-GAAP) (1) | | $ | 35,603 |
|
| $ | 38,393 |
|
| $ | 18,112 |
| | $ | 142,556 |
| | $ | 67,804 |
|
_________________
(1) Quarter and fiscal year ended March 31, 2017 adjusted due to the adoption of ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.
Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share
“Adjusted net income (loss)” and “Adjusted net income (loss) per basic and diluted share” represent net income (loss) and net income (loss) per basic and diluted share excluding adjustments which are outlined in the quantitative reconciliation provided below. The Company believes that these non-U.S. GAAP financial measures are useful to investors because they provide a supplemental way to understand the underlying operating performance of the Company and allows investors to monitor and understand changes in our ability to generate income from ongoing business operations. Management uses these non-U.S. GAAP financial measures to evaluate operating performance by excluding the items outlined in the quantitative reconciliation provided earlier in this presentation which might otherwise make comparisons of our ongoing business with prior periods more difficult and obscure trends in ongoing operations. Non-U.S. GAAP financial measures should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP.
The following table provides reconciliation from U.S. GAAP net income (loss) to non-U.S. GAAP adjusted net income (loss):
U.S. GAAP to Non- U.S. GAAP Reconciliation
|
| | | | | | | | | | | | | | | | | | | | |
| | Quarters Ended | | Fiscal Year Ended |
| | March 31, 2018 | | December 31, 2017 | | March 31, 2017 | | March 31, 2018 | | March 31, 2017 |
| | (Unaudited, Amounts in thousands, except per share data) |
U.S. GAAP | | |
| | |
| | |
| | | | |
Net sales | | $ | 318,047 |
|
| $ | 306,408 |
|
| $ | 197,519 |
| | $ | 1,199,926 |
| | $ | 757,791 |
|
Net income (loss) | | $ | 2,433 |
|
| $ | 18,641 |
|
| $ | 52,914 |
| | $ | 254,529 |
| | $ | 47,989 |
|
| | | | | | | | | | |
Net income (loss) per basic share | | $ | 0.04 |
| | $ | 0.33 |
| | $ | 1.13 |
| | $ | 4.82 |
| | $ | 1.03 |
|
Net income (loss) per diluted share | | $ | 0.04 |
| | $ | 0.32 |
| | $ | 0.93 |
| | $ | 4.34 |
| | $ | 0.87 |
|
| | | | | | | | | | |
Non-U.S. GAAP | | |
| | |
| | |
| | |
| | |
Net income (loss) (U.S. GAAP) | | 2,433 |
| | 18,641 |
| | 52,914 |
| | 254,529 |
| | 47,989 |
|
Adjustments: | | | | | | | | | | |
Change in value of TOKIN options | | — |
| | — |
| | (14,200 | ) | | — |
| | (10,700 | ) |
Equity (income) loss from equity method investments | | (313 | ) | | (238 | ) | | (41,372 | ) | | (76,192 | ) | | (41,643 | ) |
Acquisition (gain) loss | | 6,303 |
| | (310 | ) | | — |
| | (130,880 | ) | | — |
|
Restructuring charges | | 8,307 |
| | 3,530 |
| | 1,087 |
| | 14,843 |
| | 5,404 |
|
ERP integration costs/IT transition costs | | 80 |
| | — |
| | 1,760 |
| | 80 |
| | 7,045 |
|
Stock-based compensation | | 2,820 |
| | 2,206 |
| | 1,249 |
| | 7,657 |
| | 4,720 |
|
Legal expenses/fines related to antitrust class actions | | 1,095 |
| | 4,073 |
| | 406 |
| | 16,636 |
| | 2,640 |
|
Net foreign exchange (gain) loss | | 3,972 |
| | 2,239 |
| | 1,507 |
| | 13,145 |
| | (3,758 | ) |
TOKIN investment related expenses | | — |
| | — |
| | 497 |
| | — |
| | 1,101 |
|
Plant start-up costs | | 929 |
| | — |
| | — |
| | 929 |
| | 427 |
|
Amortization included in interest expense | | 647 |
| | 696 |
| | 200 |
| | 2,467 |
| | 761 |
|
(Gain) loss on write down and disposals of long-lived assets | | (70 | ) | | (902 | ) | | 4,171 |
| | (992 | ) | | 10,671 |
|
Income tax effect of non-GAAP adjustments (1) | | 156 |
| | 667 |
| | (374 | ) | | (30 | ) | | (741 | ) |
(Gain) loss on early extinguishment of debt | | — |
| | — |
| | — |
| | 486 |
| | — |
|
Adjusted net income (loss) (non-GAAP) | | $ | 26,359 |
| | $ | 30,602 |
| | $ | 7,845 |
| | $ | 102,678 |
| | $ | 23,916 |
|
Adjusted net income (loss) per basic share (non-GAAP) | | $ | 0.46 |
| | $ | 0.54 |
| | $ | 0.17 |
| | $ | 1.94 |
| | $ | 0.51 |
|
Adjusted net income (loss) per diluted share (non-GAAP) | | $ | 0.45 |
| | $ | 0.52 |
| | $ | 0.14 |
| | $ | 1.75 |
| | $ | 0.43 |
|
Weighted average shares outstanding: | |
|
| |
|
| |
|
| | | | |
Basic | | 57,025 |
| | 56,778 |
| | 46,803 |
| | 52,798 |
| | 46,552 |
|
Diluted (2) | | 59,063 |
| | 58,937 |
| | 57,130 |
| | 58,640 |
| | 55,389 |
|
_________________
(1) The income tax effect of the excluded items is calculated by applying the applicable jurisdictional income tax rate, considering the deferred tax valuation for each applicable jurisdiction.
(2) Used to calculate adjusted net income (loss) per diluted share.
Adjusted EBITDA
Adjusted EBITDA represents net income (loss) before net interest expense, income tax expense (benefit), and depreciation and amortization expense, adjusted to exclude certain items which are outlined in the quantitative reconciliation provided herein. We use Adjusted EBITDA to monitor and evaluate our operating performance and to facilitate internal and external comparisons of the historical operating performance of our business. We present Adjusted EBITDA as a supplemental measure of our performance and ability to service debt. We also present Adjusted EBITDA because we believe such measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.
We believe Adjusted EBITDA is an appropriate supplemental measure of debt service capacity because cash expenditures on interest are, by definition, available to pay interest, and tax expense is inversely correlated to interest expense because tax expense goes down as deductible interest expense goes up; depreciation and amortization are non-cash charges. The other adjustments to arrive at Adjusted EBITDA are excluded in order to better reflect our continuing operations.
In evaluating adjusted EBITDA, you should be aware that in the future we may incur expenses similar to the adjustments noted below. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these types of adjustments. Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flow from operating activities as a measure of our liquidity.
Our Adjusted EBITDA measure has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:
| |
• | it does not reflect our cash expenditures, future requirements for capital expenditures or contractual commitments; |
| |
• | it does not reflect changes in, or cash requirements for, our working capital needs; |
| |
• | it does not reflect any income tax expense or benefit, including any potential changes to income taxes resulting from The Tax Cuts and Jobs Act enacted on December 22, 2017; |
| |
• | it does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt; |
| |
• | although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and our Adjusted EBITDA measure does not reflect any cash requirements for such replacements; |
| |
• | it is not adjusted for all non-cash income or expense items that are reflected in our statements of cash flows; |
| |
• | it does not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations; |
| |
• | it does not reflect limitations on or costs related to transferring earnings from our subsidiaries to us; and |
| |
• | other companies in our industry may calculate this measure differently than we do, limiting its usefulness as a comparative measure. |
Because of these limitations, Adjusted EBITDA should not be considered as a measure of discretionary cash available to us to invest in the growth of our business or as a measure of cash that will be available to us to meet our obligations. You should compensate for these limitations by relying primarily on our U.S. GAAP results and using Adjusted EBITDA as supplementary information.
The following table provides a reconciliation from U.S. GAAP net income (loss) to Adjusted EBITDA (amounts in thousands):
|
| | | | | | | | | | | | | | | |
| Fiscal Year 2018 |
| Q1 | Q2 | Q3 | Q4 | Total |
| (Unaudited) |
Net income (loss) (U.S. GAAP) | $ | 220,606 |
| $ | 12,849 |
| $ | 18,641 |
| $ | 2,433 |
| $ | 254,529 |
|
| | | | | |
Adjustments: | | | | | |
Income tax expense (benefit) | 1,150 |
| 2,880 |
| 2,060 |
| 3,091 |
| 9,181 |
|
Interest expense, net | 10,894 |
| 7,270 |
| 7,155 |
| 6,754 |
| 32,073 |
|
Depreciation and amortization | 12,243 |
| 13,326 |
| 11,125 |
| 13,061 |
| 49,755 |
|
EBITDA (non-GAAP) | 244,893 |
| 36,325 |
| 38,981 |
| 25,339 |
| 345,538 |
|
Excluding the following items: | | | | | |
Equity (income) loss from equity method investments | (75,417 | ) | (224 | ) | (238 | ) | (313 | ) | (76,192 | ) |
Acquisition (gain) loss | (135,588 | ) | (1,285 | ) | (310 | ) | 6,303 |
| (130,880 | ) |
ERP integration costs/IT transition costs | — |
| — |
| — |
| 80 |
| 80 |
|
Stock-based compensation | 1,101 |
| 1,530 |
| 2,206 |
| 2,820 |
| 7,657 |
|
Restructuring charges | 1,613 |
| 1,393 |
| 3,530 |
| 8,307 |
| 14,843 |
|
Legal expenses/fines related to antitrust class actions | 1,141 |
| 10,327 |
| 4,073 |
| 1,095 |
| 16,636 |
|
Net foreign exchange (gain) loss | 5,043 |
| 1,891 |
| 2,239 |
| 3,972 |
| 13,145 |
|
Plant start-up costs | — |
| — |
| — |
| 929 |
| 929 |
|
(Gain) loss on write down and disposals of long-lived assets | 19 |
| (39 | ) | (902 | ) | (70 | ) | (992 | ) |
(Gain) loss on early extinguishment of debt | 486 |
| — |
| — |
| — |
| 486 |
|
Adjusted EBITDA (non-GAAP) | $ | 43,291 |
| $ | 49,918 |
| $ | 49,579 |
| $ | 48,462 |
| $ | 191,250 |
|
| | | | | |
| Fiscal Year 2017 |
| Q1 | Q2 | Q3 | Q4 | Total |
| (Unaudited) |
Net income (loss) (U.S. GAAP) | $ | (12,205 | ) | $ | (4,998 | ) | $ | 12,278 |
| $ | 52,914 |
| $ | 47,989 |
|
| | | | | |
Adjustments: | | | | | |
Income tax expense (benefit) | 1,800 |
| 830 |
| 1,810 |
| (150 | ) | 4,290 |
|
Interest expense, net | 9,920 |
| 9,904 |
| 9,913 |
| 9,994 |
| 39,731 |
|
Depreciation and amortization | 9,436 |
| 9,440 |
| 9,095 |
| 9,367 |
| 37,338 |
|
EBITDA (non-GAAP) | 8,951 |
| 15,176 |
| 33,096 |
| 72,125 |
| 129,348 |
|
Excluding the following items: | | | | | |
Change in value of TOKIN options | 12,000 |
| (1,600 | ) | (6,900 | ) | (14,200 | ) | (10,700 | ) |
Equity (income) loss from equity method investments | (223 | ) | (181 | ) | 133 |
| (41,372 | ) | (41,643 | ) |
ERP integration costs/IT transition costs | 1,768 |
| 1,783 |
| 1,734 |
| 1,760 |
| 7,045 |
|
Stock-based compensation | 1,228 |
| 1,104 |
| 1,139 |
| 1,249 |
| 4,720 |
|
Restructuring charges | 688 |
| 3,998 |
| (369 | ) | 1,087 |
| 5,404 |
|
Legal expenses/fines related to antitrust class actions | 1,175 |
| 766 |
| 293 |
| 406 |
| 2,640 |
|
Net foreign exchange (gain) loss | (1,920 | ) | (724 | ) | (2,621 | ) | 1,507 |
| (3,758 | ) |
TOKIN investment-related expenses | 206 |
| 194 |
| 204 |
| 497 |
| 1,101 |
|
Plant start-up costs | 308 |
| 119 |
| — |
| — |
| 427 |
|
(Gain) loss on write down and disposals of long-lived assets | 91 |
| 6,277 |
| 132 |
| 4,171 |
| 10,671 |
|
Adjusted EBITDA (non-GAAP) | $ | 24,272 |
| $ | 26,912 |
| $ | 26,841 |
| $ | 27,230 |
| $ | 105,255 |
|