Gibraltar Industries (ROCK) 8-K Gibraltar Reports Sales and Net Income for 2005

99.1

For Immediate Release

        February 8, 2006

GIBRALTAR REPORTS SALES AND NET INCOME FOR 2005

Record Annual Sales of $1.2 Billion, Up 21 Percent;

EPS Exclusive of Special Charges Amounted to $.41 in the Fourth Quarter & $1.73 for the Full Year;

Four 2005 Acquisitions Set the Stage for Continued Sales and Earnings Growth in 2006

BUFFALO, NEW YORK (February 8, 2006) – Gibraltar Industries, Inc.

(NASDAQ: ROCK) today reported its sales and net income for the quarter and year ended December 31, 2005.

Sales from continuing operations in the fourth quarter of 2005 were $334 million, an increase of approximately 31 percent compared to $255 million in the fourth quarter of 2004. Sales from continuing operations of $1.178 billion in 2005 were up by approximately 21 percent, compared to $976 million in 2004.

Net income from continuing operations exclusive of special charges amounted to $12.4 million, or $.41 per share, compared to $9.4 million, or $.32 per share, in the fourth quarter of 2004.  These results are above the upper end of the range of per-share earnings estimates ($.30 to $.35) provided by the Company on October 26, 2005.  After special charges, actual net income from continuing operations in the fourth quarter of 2005 was $5.4 million, or $.18 per share.  The fourth quarter of 2005’s net income was negatively impacted by a number of special charges, including a $6.8 million charge ($.14 per share) for prepayment and make-whole penalties related to the early redemption of certain senior secured private placement notes, a $4.0 million charge ($.08 per share) to cost of sales representing purchase accounting adjustments required to adjust to fair market value the inventories of companies acquired during the quarter (primarily AMICO), and a $0.6 million expense ($.01 per share) resulting from the write-off of deferred financing costs related to the original issuance of the private placement notes.  

Net income from continuing operations exclusive of special charges amounted to $51.6 million, or $1.73 per share, in 2005, compared to $49.7 million, or $1.68 per share, in 2004.  After the special charges referred to above, 2005 net income from continuing operations was $44.7 million, or $1.50 per share.

“In 2005, we generated record sales and net income exclusive of special charges, made four acquisitions (including AMICO, the largest purchase in Gibraltar’s history), restructured our balance sheet (which included the completion of a subordinated debt offering in December), and continued our strategic growth and diversification, all of which sets the stage for continued strong performance in 2006,” said Brian J. Lipke, Gibraltar’s Chairman and Chief Executive Officer.

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Gibraltar’s Reports Sales and Net Income for 2005

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“Our fourth-quarter and 2005 results, when we overcame material cost volatility, rising energy costs, and competitive pricing pressures, demonstrate that Gibraltar’s market diversification and product mix enable us to deliver consistent results in a variety of operating environments,” said Henning N. Kornbrekke, Gibraltar’s President and Chief Operating Officer.

In 2005, Gibraltar acquired AMICO, the U.S. and Canadian market leader in the manufacturing of metal bar grating, expanded metal, and metal lath, as well as a number of other products; the Gutter Helmet® product line, the nation’s leading gutter protection system; American Wilcon Plastics, a manufacturer of plastic-injection molding products; and a copper powder manufacturing facility in Suzhou, China.

“Our 2005 acquisitions, together with growth at our existing operations, increased our pro forma annualized sales to approximately $1.4 billion, moving us much closer to our goal of $2 billion in annual sales by 2009, or sooner. They also significantly expanded our product offering and distribution channels, broadened and diversified our customer base, extended our geographic reach, and moved a greater share of our business into manufactured end product sales, all of which enhances our ability to improve our operational performance,” said Mr. Lipke.  

“Our focus on continuous improvement has strengthened the operating characteristics of our company,” said Mr. Kornbrekke. “In the year ahead, we will continue to drive improvements in our operations and capitalize on the many synergies that exist throughout our company.”

Looking ahead to the first quarter, Gibraltar said that continued strength in its Building Products and Thermal Processing segments, coupled with an improving climate in its Processed Metal Products segment, is expected to generate first-quarter earnings per share from continuing operations of $.40 to $.45, compared to $.36 in the first quarter of 2005, barring a significant change in business conditions.

As a result of the sale of the Company’s Milcor subsidiary on January 27, 2005, the results of operations for Milcor have been reclassified as discontinued operations in the Company’s income statements for all periods.

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Gibraltar’s Reports Sales and Net Income for 2005

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Gibraltar Industries is a leading manufacturer, processor, and distributor of metals and other engineered materials for the building products, vehicular, and other industrial markets. The Company serves a large number of customers in a variety of industries in all 50 states, Canada, Mexico, Europe, Asia, and Central and South America. It has approximately 4,500 employees and operates 94 facilities in 29 states, Canada, Mexico, and China.

Information contained in this release, other than historical information, should be considered forward-looking, and may be subject to a number of risk factors, including: general economic conditions; the impact of the availability and the effects of changing raw material prices on the Company’s results of operations; natural gas and electricity prices and usage; the ability to pass through cost increases to customers; changing demand for the Company’s products and services; risks associated with the integration of acquisitions; and changes in interest or tax rates.  

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Gibraltar will review its fourth-quarter and 2005 results and discuss its outlook for the first quarter during its quarterly conference call, which will be held at 2 p.m. Eastern Time on

February 9. Details of the call can be found on Gibraltar’s Web site, atwww.gibraltar1.com.

CONTACT: Kenneth P. Houseknecht, Vice President of Communications and Investor Relations, at 716/826-6500, khouseknecht@gibraltar1.com.

Gibraltar’s news releases, along with comprehensive information about the Company, are available on the Internet, atwww.gibraltar1.com.

Gibraltar’s Reports Sales and Net Income for 2005

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GIBRALTAR INDUSTRIES, INC. Financial Highlights (in thousands, except per share data)
	Three Months Ended
		December 31, 2005			December 31, 2004
Net Sales	$	334,128		$	255,210
Income from continuing operations	$	5,396		$	9,385
Net Income Per Share-Basic
Income from continuing operations	$	0.18		$	0.32
Weighted Average Shares Outstanding-Basic		29,634	��		29,542
Net Income Per Share-Diluted
Income from continuing operations	$	0.18		$	0.32
Weighted Average Shares Outstanding-Diluted		29,866			29,763

	Twelve Months Ended
		December 31, 2005		December 31, 2004
Net Sales	$	1,178,236	$	976,255
Income from continuing operations	$	44,681	$	49,711
Net Income Per Share-Basic
Income from continuing operations	$	1.51	$	1.69
Weighted Average Shares Outstanding-Basic		29,608		29,362
Net Income Per Share-Diluted
Income from continuing operations	$	1.50	$	1.68
Weighted Average Shares Outstanding-Diluted		29,810		29,596

	GIBRALTAR INDUSTRIES, INC. CONSOLIDATED BALANCE SHEET
	(in thousands)
									December 31,
									2005								2004
	Assets
	Current assets:
	Cash and cash equivalents				$				26,706					$			10,892
	Accounts receivable								180,598								146,021
	Inventories								194,653								207,215
	Other current assets								24,992								15,479
	Total current assets								426,949								379,607
	Property, plant and equipment, net								311,147								269,019
	Goodwill								406,767								285,927
	Investments in partnerships								6,151								8,211
	Other assets								53,998								14,937
					$				1,205,012					$			957,701
	Liabilities and Shareholders’ Equity
	Current liabilities:
	Accounts payable				$				85,877					$			70,775
	Accrued expenses								63,007								51,885
	Current maturities of long-term debt								2,501								8,859
	Current maturities of related party debt								5,833								5,833
	Total current liabilities								157,218								137,352
	Long-term debt								454,679								289,514
	Long-term related party debt								-								5,833
	Deferred income taxes								93,052								66,485
	Other non-current liabilities								6,038								4,774
	Shareholders’ equity:
	Preferred stock								-								-
	Common stock								298								297
	Additional paid-in capital								216,897								209,765
	Retained earnings								280,116								242,585
	Unearned compensation								(5,153)								(572)
	Accumulated other comprehensive loss								1,867								1,668
									494,025								453,743
	Less treasury stock								-								-
	Total shareholders’ equity								494,025								453,743
					$				1,205,012					$			957,701
		GIBRALTAR INDUSTRIES,  INC. CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data)
		Three Months Ended December 31,										Twelve Months Ended December 31,
			2005			2004						2005						2004
Net sales		$	334,128	$		255,210					$	1,178,236				$		976,255
Cost of sales			276,251			211,534						959,755						774,970
Gross profit			57,877			43,676						218,481						201,285
Selling, general and administrative expense			35,426			26,814						120,779						111,737
Income from operations			22,451			16,862						97,702						89,548
Other (income) expense
Interest expense			14,340			3,392						25,442						12,915
Equity in partnerships’ income and              other income			(735)			(1,354)						(266)						(4,846)
Total other expense			13,605			2,038						25,176						8,069
Income before taxes			8,846			14,824						72,526						81,479
Provision for income taxes			3,450			5,439						27,845						31,768
Income from continuing operations			5,396			9,385						44,681						49,711
Discontinued operations
Income (loss) from discontinued                operations before taxes			-			641						(1,981)						1,770
Income tax expense (benefit)			-			253						(772)						699
Income (loss) from discontinued              operations			-			388						(1,209)						1,071
Net income		$	5,396	$		9,773					$	43,472				$		50,782
Net income per share – Basic
Income from continuing operations–		$	.18	$		.32					$	1.51				$		1.69
Income (loss) from discontinued              operations			.00			.01						(.04)						.04
Net income		$	.18	$		.33					$	1.47				$		1.73
Weighted average shares outstanding - Basic			29,634			29,542						29,608						29,362
Net income per share – Diluted
Income from continuing operations		$	.18	$		.32					$	1.50				$		1.68
Income (loss) from discontinued              operations			.00			.01						(.04)						.04
Net income		$	.18	$		.33					$	1.46				$		1.72
Weighted average shares outstanding -Diluted			29,866			29,763						29,810						29,596
	GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
							Year Ended December 31,
										2005					2004
	Cash flows from operating activities
	Net income							$		43,472			$		50,782
	(Loss) income from discontinued operations									(1,209)					1,071
	Income from continuing operations									44,681					49,711
	Adjustment to reconcile net income to net cash
	provided by (used in) operating activities:
	Depreciation and amortization									28,680					24,198
	Provision for deferred income taxes									(3,359)					6,773
	Equity in partnerships’ loss (income)									908					(4,846)
	Distributions from partnerships’ income									1,152					1,680
	Tax benefit from exercise of stock options									281					1,249
	Unearned compensation									1,504					153
	Other non-cash adjustments									132					394
	Increase (decrease) in cash resulting
	from changes in (net of acquisitions):
	Accounts receivable									6,506					(26,975)
	Inventories									46,677					(88,145)
	Other current assets									281					(2,442)
	Accounts payable and accrued expenses									4,651					37,896
	Other assets									(12,343)					(1,416)
	Net cash provided by (used in) continuing operations									119,751					(1,770)
	Net cash used in discontinued operations									(1,402)					(214)
	Net cash provided by (used in) operating activities									118,349					(1,984)
	Cash flows from investing activities
	Acquisitions, net of cash acquired									(271,031)					(65,525)
	Net proceeds from sale of business									42,594					-
	Purchases of property, plant and equipment									(22,140)					(24,330)
	Net proceeds from sale of property and equipment									626					1,388
	Net cash used in investing activities from continuing operations									(249,951)					(88,467)
	Net cash used in investing activities for discontinued operations									(331)					(866)
	Net cash used in investing activities									(250,282)					(89,333)
	Cash flows from financing activities
	Long-term debt reduction									(643,698)					(64,992)
	Proceeds from long-term debt									796,568					132,302
	Net proceeds from issuance of common stock									817					9,600
	Payment of dividends									(5,940)					(3,720)
	Net cash provided by financing activities									147,747					73,190
	Net increase (decrease) in cash and cash equivalents									15,814					(18,127)
	Cash and cash equivalents at beginning of year									10,892					29,019
	Cash and cash equivalents at end of year							$		26,706			$		10,892

GIBRALTAR INDUSTRIES, INC. Segment Information (in thousands)
	Three Months Ended December 31,
						Increase (Decrease)
		2005		2004		$	%
Net Sales
Building products	$	204,445	$	116,012	$	88,433	76.2%
Processed metal products		102,689		112,814		(10,125)	(9.0%)
Thermal processing		26,994		26,384		610	2.3%
Net Sales	$	334,128	$	255,210	$	78,918	30.9%
Income (loss) from Operations
Building products	$	25,394	$	7,888	$	17,506	221.9%
Processed metal products		3,515		12,038		(8,523)	(70.8%)
Thermal processing		2,377		2,915		(538)	(18.5%)
Corporate		(8,835)		(5,979)		(2,856)	47.8%
Income from Operations	$	22,451	$	16,862	$	5,589	33.1%
Operating Margin
Building products		12.4%		6.8%
Processed metal products		3.4%		10.7%
Thermal processing		8.8%		11.0%
	Twelve Months Ended December 31,
						Increase (Decrease)
		2005		2004		$	%
Net Sales
Building products	$	615,386	$	477,316	$	138,070	28.9%
Processed metal products		454,822		395,287		59,535	15.1%
Thermal processing		108,028		103,652		4,376	4.2%
Net Sales	$	1,178,236	$	976,255	$	201,981	20.7%
Income (loss) from Operations
Building products	$	81,324	$	59,068	$	22,256	37.7%
Processed metal products		30,740		43,573		(12,833)	(29.5%)
Thermal processing		13,398		13,731		(333)	(2.4%)
Corporate		(27,760)		(26,824)		(936)	3.5%
Income from Operations	$	97,702	$	89,548	$	8,154	9.1%
Operating Margin
Building products		13.2%		12.4%
Processed metal products		6.8%		11.0%
Thermal processing		12.4%		13.2%