UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported:) May 3, 2005
General Cable Corporation
(Exact name of registrant as specified in its charter)
Delaware 001-12983 06-1398235
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
4 Tesseneer Drive
Highland Heights, Kentucky 41076
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(Address of principal executive offices/Zip Code)
Registrant's telephone number, including area code: (859) 572-8000
Not Applicable
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Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
Item 2.02 Results of Operations and Financial Condition.
On May 3, 2005, the registrant issued a press release, a copy of
which is filed as Exhibit 99.1 hereto and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
List below the financial statements, pro forma financial information
and exhibits, if any, filed as a part of this report.
(c) The Exhibit accompanying this Report is listed in the
Index to Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
GENERAL CABLE CORPORATION
(Registrant)
Date: May 4, 2005
(Signature)* /s/ Robert J. Siverd
--------------------
Robert J. Siverd
Executive Vice President and General Counsel
Exhibit Index
Exhibit No. Description
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99.1 Exhibit 99.1
GENERAL CABLE CORPORATION REPORTS FIRST QUARTER RESULTS AND DECLARES DIVIDEND
ON PREFERRED STOCK
HIGHLAND HEIGHTS, Ky.--(BUSINESS WIRE)--May 3, 2005--General Cable
Corporation (NYSE:BGC) reported net income after preferred stock dividends
for the first quarter ended April 1, 2005 of $7.5 million, which was $0.18 on
a diluted per share basis. These results were up from a net loss of $(3.4)
million in the first quarter of 2004.
HIGHLIGHTS
-- Net sales of $554.2 million were up 7% versus metal-adjusted
sales in the first quarter of 2004. All three reporting
segments reported positive sales growth versus prior year.
-- Gross margin increased by 290 basis points in the first
quarter of 2005 versus the metal-adjusted gross margin,
excluding rationalization charges, in the first quarter of
2004.
-- Completed the acquisition of certain assets of Draka Comteq's
business in North America.
-- Earnings per share forecast for the second quarter of 2005 is
between $0.20 and $0.25 per share on approximately $580 to
$600 million in revenues.
In accordance with the terms of the Company's 5.75% Series A Convertible
Redeemable Preferred Stock, the Board of Directors has declared a preferred
stock dividend of approximately $0.72 per share for the three-month period
ending May 24, 2005. The dividend is payable on May 24, 2005 to preferred
stockholders of record as of April 29, 2005.
"The pricing actions we implemented in the second half of 2004 have been
effective, allowing us to make significant progress towards recovering the
inflation in our raw materials and increasing our operating margin on metal-
adjusted sales by about 260 basis points versus the operating margin,
excluding rationalization charges, in the first quarter of 2004," commented
Gregory B. Kenny, President and Chief Executive Officer of General Cable.
"Additionally, this is the eighth consecutive quarter in which we have
reported positive year-over-year metal-adjusted revenue growth, indicating
the recovery which began in 2003 in the wire and cable industry is continuing
into 2005. We do, however, continue to cautiously monitor the underlying
demand from our traditional RBOC telecom cable customers and the rate of
incursion of fiber into the telecom network."
FIRST QUARTER RESULTS
Net sales for the first quarter of 2005 were $554.2 million, an increase of
7% versus metal-adjusted net sales in the 2004 first quarter. The average
price per pound of copper and aluminum increased $0.23 and $0.14,
respectively, from the first quarter of 2004 to the first quarter of 2005.
The 2004 net sales have been increased in this comparison to put them on a
consistent metal-adjusted basis with 2005 net sales. Overall net sales for
the quarter were positively affected by about 2% as a result of favorable
year-over-year changes in foreign currency exchange rates for the Company's
international operations and by increased pricing across all segments.
GENERAL CABLE REPORTS FIRST QUARTER RESULTS
PAGE 2
Contributing to the 7% increase in metal-adjusted net sales was a 10%
increase in Energy cables, where North American sales increased due to strong
demand for both transmission and distribution cables. International sales
were also up due to demand for distribution cables and favorable foreign
currency exchange rates. Industrial & Specialty cables revenue was up 3% due
to continuing strong demand for zero halogen cables in Europe and favorable
foreign currency exchange rates. Revenue for Communications cables increased
12% reflecting increased sales in all product segments, including telephone
exchange cables, LAN cables, electronics and OEM assemblies.
Selling, general and administrative expenses were $43.2 million in the first
quarter of 2005, up from $38.7 million in the first quarter of 2004. The
increase was in large measure due to the Company's Sarbanes-Oxley compliance
activities and changes in foreign currency exchange rates. Reported SG&A was
7.8% of net sales in the first quarter of 2005, up from the 7.5% of metal-
adjusted net sales reported in the first quarter of 2004.
The first quarter 2005 operating income of $24.2 million was up from $6.7
million in the first quarter of 2004. The 2004 results included a $2.7
million charge related to the rationalization of certain industrial cable
manufacturing facilities. Operating income for the first quarter of 2005
included approximately $0.8 million of strike related costs and benefited
from the price increases implemented in the second half of 2004 to recover
rapidly increasing raw material costs.
Net interest expense was $9.9 million for the first quarter of 2005, up from
$9.3 million in the same period in 2004 as a result of a higher level of
debt. The Company's debt level has increased over the prior year due to
higher working capital requirements as a result of increased sales volumes
and pricing as the Company passed through significantly higher raw material
costs to its customers. During the first quarter of 2005, the Company accrued
approximately $1.5 million in dividends on its preferred stock.
SECOND QUARTER 2005 OUTLOOK
"For the second quarter of 2005, we are estimating that revenue should be in
the $580 to $600 million range, up approximately 5% from metal-adjusted
revenues in the second quarter of 2004," said Kenny. "With the expectation
that copper will average between $1.45 and $1.50 per pound, diluted earnings
per share should be in the $0.20 to $0.25 range."
General Cable (NYSE:BGC), headquartered in Highland Heights, Kentucky, is a
leader in the development, design, manufacture, marketing and distribution of
copper, aluminum and fiber optic wire and cable products for the energy,
industrial, specialty and communications markets. Visit our website at
www.generalcable.com.
- more -
Certain statements in this press release, including without limitation,
statements regarding future financial results and performance, plans and
objectives, capital expenditures and the Company's or management's beliefs,
expectations or opinions, are forward-looking statements. Actual results may
differ materially from those statements as a result of factors, risks and
uncertainties over which the Company has no control. Such factors include
economic and political consequences resulting from the September 2001
terrorist attack and the war with Iraq, domestic and local country price
competition, particularly in certain segments of the power cable market and
other competitive pressures; general economic conditions, particularly in
construction; changes in customer or distributor purchasing patterns in our
business segments; the Company's ability to increase manufacturing capacity
and productivity; the financial impact of any future plant closures; the
Company's ability to successfully complete and integrate acquisitions and
divestitures; the Company's ability to negotiate extensions of labor
agreements on acceptable terms; the Company's ability to service debt
requirements and maintain adequate domestic and international credit
facilities and credit lines; the Company's ability to pay dividends on its
preferred stock; the impact of unexpected future judgments or settlements of
claims and litigation; the Company's ability to achieve target returns on
investments in its defined benefit plans; the Company's ability to avoid
limitations on utilization of net losses for income tax purposes; the cost of
raw materials, including copper and aluminum; the Company's ability to
increase its selling prices during periods of increasing raw material costs;
the impact of foreign currency fluctuations; the impact of technological
changes; and other factors which are discussed in the Company's Report on
Form 10-K filed with the Securities and Exchange Commission on March 30,
2005, as well as periodic reports filed with the Commission.
###
TABLES TO FOLLOW
Release No. 0467
05/03/05
General Cable Corporation and Subsidiaries
Consolidated Statements of Operations
(in millions, except per share data)
(unaudited)
--------------------
Three Fiscal
Months Ended
--------------------
April 1, March 31,
2005 2004
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Net sales $ 554.2 $ 478.6
Cost of sales 486.8 433.2
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Gross profit 67.4 45.4
Selling, general and
administrative expenses 43.2 38.7
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Operating income 24.2 6.7
Other expense (0.1) (0.5)
Interest expense:
Interest expense (10.3) (9.5)
Interest income 0.4 0.2
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(9.9) (9.3)
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Income (loss) before income taxes 14.2 (3.1)
Income tax (provision) benefit (5.2) 1.2
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Net income (loss) 9.0 (1.9)
Less: preferred stock dividends (1.5) (1.5)
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Net income (loss) applicable to
common shareholders $ 7.5 $ (3.4)
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Earnings (loss) per share
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Earnings (loss) per common share $ 0.19 $ (0.09)
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Weighted average common shares 39.2 39.2
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Earnings (loss) per common share-
assuming dilution $ 0.18 $ (0.09)
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Weighted average common shares-
assuming dilution 50.7 39.2
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General Cable Corporation and Subsidiaries
Consolidated Statements of Operations
Segment Information
(in millions)
(unaudited)
--------------------------
Three Fiscal Months Ended
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April 1, March 31,
2005 2004
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Revenues (as reported)
- -------------------------------------------
Energy Segment $ 196.5 $ 166.5
Industrial & Specialty Segment 217.6 195.7
Communications Segment 140.1 116.4
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Total $ 554.2 $ 478.6
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Revenues (metal adjusted)
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Energy Segment $ 196.5 $ 178.8
Industrial & Specialty Segment 217.6 212.3
Communications Segment 140.1 124.6
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Total $ 554.2 $ 515.7
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Metal Pounds Sold
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Energy Segment 70.6 71.6
Industrial & Specialty Segment 57.7 66.5
Communications Segment 32.2 33.3
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Total 160.5 171.4
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Operating Profit (Loss)
- -------------------------------------------
Energy Segment $ 12.3 $ 7.5
Industrial & Specialty Segment 7.7 2.8
Communications Segment 4.2 (0.9)
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Subtotal 24.2 9.4
Corporate - (2.7)
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Total $ 24.2 $ 6.7
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Return on Metal Adjusted Sales
- -------------------------------------------
Energy Segment 6.3% 4.2%
Industrial & Specialty Segment 3.5% 1.3%
Communications Segment 3.0% -0.7%
Total Company 4.4% 1.3%
Capital Expenditures
- -------------------------------------------
Energy Segment $ 3.2 $ 2.7
Industrial & Specialty Segment 2.6 2.6
Communications Segment 1.4 1.5
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Total $ 7.2 $ 6.8
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Depreciation & Amortization
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Energy Segment $ 1.9 $ 2.4
Industrial & Specialty Segment 2.8 2.6
Communications Segment 4.3 4.7
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Subtotal 9.0 9.7
Corporate(1) - 1.4
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Total $ 9.0 $ 11.1
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(1) Relates to the rationalization of certain Industrial plant
locations.
GENERAL CABLE CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(in millions, except share data)
ASSETS April 1, December 31,
- ------- 2005 2004
----------- ------------
Current Assets: (unaudited)
Cash $ 34.5 $ 36.4
Receivables, net of allowances of $16.7
million at April 1, 2005
and $16.0 million at December 31, 2004 383.6 350.9
Inventories 338.6 315.5
Deferred income taxes 23.1 23.0
Prepaid expenses and other 28.6 38.8
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Total current assets 808.4 764.6
Property, plant and equipment, net 355.0 356.0
Deferred income taxes 65.0 65.7
Other non-current assets 35.2 34.5
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Total assets $1,263.6 $1,220.8
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LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Current Liabilities:
Accounts payable $ 371.4 $ 357.4
Accrued liabilities 115.5 108.1
Current portion of long-term debt 2.0 1.1
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Total current liabilities 488.9 466.6
Long-term debt 393.9 373.8
Deferred income taxes 13.8 15.3
Other liabilities 65.3 63.7
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Total liabilities 961.9 919.4
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Shareholders' Equity:
Redeemable convertible preferred stock,
2,070,000 shares at redemption value
(liquidation preference of $50.00 per
share) 103.5 103.5
Common stock, $0.01 par value,
issued and outstanding shares:
April 1, 2005 - 39,498,210 (net of
4,885,823 treasury shares)
December 31, 2004 - 39,335,754 (net of
4,885,823 treasury shares) 0.4 0.4
Additional paid-in capital 146.0 144.1
Treasury stock (51.0) (51.0)
Retained earnings 94.4 86.4
Accumulated other comprehensive income 14.2 22.4
Other shareholders' equity (5.8) (4.4)
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Total shareholders' equity 301.7 301.4
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Total liabilities and shareholders'
equity $1,263.6 $1,220.8
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