Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) November 1, 2012 (November 1, 2012)
GIBRALTAR INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-22462 | 16-1445150 | ||
| (State or other jurisdiction of incorporation ) |
(Commission File Number) | (IRS Employer Identification No.) |
3556 Lake Shore Road
P.O. Box 2028
Buffalo, New York 14219-0228
(Address of principal executive offices) (Zip Code)
(716) 826-6500
(Registrant’s telephone number, including area code)
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:
| ¨ | 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)) |
Table of Contents
| Item 2.02 Results of Operations and Financial Condition | ||
| Item 7.01 Regulation FD Disclosure | ||
| Item 9.01 Financial Statements and Exhibits. | ||
| SIGNATURE | ||
| EX-99.1 | ||
Table of Contents
| Item 2.02 | Results of Operations and Financial Condition. |
| and |
| Item 7.01 | Regulation FD Disclosure |
The following information is furnished pursuant to both Item 2.02 and Item 7.01:
On November 1, 2012, Gibraltar Industries, Inc. (the “Company”) issued a news release and held a conference call regarding results for the three and nine months ended September 30, 2012. A copy of the news release (the “Release”) is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The Company references non-GAAP Financial information in both the Release and the conference call. A reconciliation of these non-GAAP Financial measures is contained in the Release. The information in this Form 8-K under the captions Items 2.02 and 7.01 and Item 9.01, including the Release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, unless the Company specifically incorporates it by reference in a document filed under the Securities Act or the Exchange Act.
| Item 9.01 | Financial Statements and Exhibits |
(a)-(c) Not Applicable
(d) Exhibits:
| Exhibit No. |
Description | |
| 99.1 | News Release issued by Gibraltar Industries, Inc. on November 1, 2012 | |
Table of Contents
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.
| GIBRALTAR INDUSTRIES, INC. | ||||||
| Date: November 1, 2012 | ||||||
| By: | /s/ Kenneth W. Smith | |||||
| Kenneth W. Smith | ||||||
| Senior Vice President and Chief Financial Officer | ||||||
Contact:
Kenneth Smith
Chief Financial Officer
716.826.6500 ext. 3217
kwsmith@gibraltar1.com
Gibraltar Reports Third-Quarter Financial Results
Buffalo, New York, November 1, 2012 – Gibraltar Industries, Inc. (Nasdaq: ROCK), a leading manufacturer and distributor of products for building and industrial markets, today reported its financial results for the three and nine month periods ended September 30, 2012. All financial metrics in this release reflect only the Company’s continuing operations unless otherwise noted.
Third Quarter Financial Results
Gibraltar’s net sales for the third quarter of 2012 were $205.5 million compared to $220.1 million for the third quarter of 2011. Net income was $7.0 million, or $0.23 per diluted share, compared with $7.4 million, or $0.24 per diluted share, in the third quarter of 2011. The third-quarter 2012 results include after-tax special charges of $0.4 million, or $0.01 per diluted share, resulting primarily from exit activity costs related to business restructuring. Net income for the third quarter of 2011 included after-tax special charges totaling $0.4 million, or $0.02 per diluted share, primarily consisting of exit activity costs and acquisition costs. Excluding these items, third-quarter 2012 adjusted net income was $7.4 million, or $0.24 per diluted share, compared with $7.8 million, or $0.26 per diluted share, in the third quarter of 2011.
Management Comments
“We continued to experience sluggish economic conditions and an uneven, regional recovery across North America, while Euro-zone economies showed continuing weakness in the third quarter,” said Chairman and Chief Executive Officer Brian Lipke. “While these conditions are expected to improve, they did weigh on our third quarter results. Nonetheless, we continued to improve the operating efficiencies across the Company, including those associated with the consolidation of our West Coast operations.
1
“Our top-line results this quarter reflected mixed conditions in the markets we serve,” said Henning Kornbrekke, President and Chief Operating Officer. “Slow residential repair and remodeling activity coupled with unusual weather patterns had a negative effect on the building industry, including roofing activity, which impacted our business in the third quarter. Growth in non-residential construction also moderated and weak economic conditions in Europe lowered demand for our filtration and other industrial products. While housing starts are rebounding and forecasts suggest a continued pickup in the new housing market, many of our residential products are ordered at later stages of a home’s completion. And while residential repair and remodeling activity remains relatively unchanged, consumers are expected to become more active in the market as economic uncertainty is lifted.”
“We continued to capitalize on pockets of growth in the third quarter,” Kornbrekke said. “Our public infrastructure business continues to perform well. Funding remains positive for the road and highway construction industry, providing the basis for higher levels of activity. We have already seen an increase in quoting activity and we anticipate an increase in the size of projects in our sales pipeline as we move into 2013. At the same time, our businesses that serve the North American oil and gas and industrial markets continue to see solid customer demand.”
Nine Month Financial Results
For the nine months ended September 30, 2012, total net sales were $617.4 million, compared to $592.5 million in the comparable 2011 period. Net income was $16.4 million, or $0.53 per diluted share, compared with $16.1 million, or $0.52 per diluted share, in the comparable period of 2011. The results for the first nine months of 2012 include after-tax special charges of $2.4 million, or $0.08 per diluted share, for acquisition-related costs and exit activity costs related to business restructuring. Net income for the first nine months of 2011 included after-tax special charges of $4.3 million, or $0.15 per diluted share, for acquisition-related costs, exit activity costs related to business restructuring, and equity compensation declined by Mr. Lipke. Excluding these items, adjusted net income in the first nine months of 2012 was $18.7 million, or $0.61 per diluted share, compared with $20.4 million, or $0.67 per diluted share, in the comparable period of 2011.
Liquidity and Capital Resources
| • | Gibraltar’s liquidity increased again to $211 million as of September 30, 2012, a combination of cash on hand of $71 million and availability under the Company’s undrawn revolving credit facility. |
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| • | Working capital management continued to be effective, as days of net working capital, which consists of accounts receivable, inventory and accounts payable, were 65 for the third quarter of 2012, compared with 62 days for the third quarter last year. |
Outlook
“Gibraltar is well-positioned to resume its top-line growth when more of our end markets begin to experience meaningful recovery,” said Kornbrekke. “Our focus on providing our customers with new products, innovative marketing programs and outstanding customer service has enabled us to maintain or grow our market share in major product categories. In addition, over the past 18 months we have acquired new product lines that should enable us to penetrate a broader range of markets and channels, adding value to national customers.”
“With the costs of our West Coast business integration increasingly behind us, we are also well-positioned to deliver stronger profitability,” said Lipke. “We are continuing to execute on the strategy we put in place at the beginning of the housing downturn. This strategy is focused on improving our underlying operations, tightly controlling costs, and increasing the margin leverage in our business so that we can continue to deliver solid margins even at low demand levels in our major end markets.”
“Since late 2007 we have essentially reconfigured the business, reduced our annual operating expenses, managed commodity costs more effectively, and lowered our working capital by nearly half,” Lipke said. “At the same time, our positive cash flow has allowed us to reduce our borrowings by nearly half as well. Our strong balance sheet and liquidity have enabled us to rationalize and refocus Gibraltar’s business portfolio and product lines through strategic divestitures and acquisitions, and we are well-positioned to continue pursuing acquisition-driven growth. Despite the challenging conditions in our end markets, we continue to expect to deliver stronger financial results in 2012 than we did in 2011.”
Third-quarter Conference Call Details
Gibraltar has scheduled a conference call today to review its results for the third quarter of 2012, starting at 9:00 a.m. ET. Interested parties may access the call by dialing (877) 407-5790 or (201) 689-8328. The presentation slides that will be discussed in the conference call are expected to be available this morning, prior to the start of the call. The slides may be downloaded from the Gibraltar website: http://www.gibraltar1.com. A webcast replay of the conference call and a copy of the transcript will be available on the website following the call.
3
About Gibraltar
Gibraltar Industries is a leading manufacturer and distributor of building products, focused on residential and nonresidential repair and remodeling, as well as construction of industrial facilities and public infrastructure. The Company generates more than 80% of its sales from products that hold the #1 or #2 positions in their markets, and serves customers across North America and Europe. Gibraltar’s strategy is to grow organically by expanding its product portfolio and penetration of existing customer accounts, while broadening its market and geographic coverage through the acquisition of companies with leadership positions in adjacent product categories. Comprehensive information about Gibraltar can be found on its website at http://www.gibraltar1.com.
Safe Harbor Statement
Information contained in this news release, other than historical information, contains forward-looking statements and is subject to a number of risk factors, uncertainties, and assumptions. Risk factors that could affect these statements include, but are not limited to, the following: the availability of raw materials and the effects of changing raw material prices on the Company’s results of operations; energy prices and usage; changing demand for the Company’s products and services; changes in the liquidity of the capital and credit markets; risks associated with the integration of acquisitions; and changes in interest and tax rates. In addition, such forward-looking statements could also be affected by general industry and market conditions, as well as general economic and political conditions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law or regulation.
Non-GAAP Financial Data
To supplement Gibraltar’s consolidated financial statements presented on a GAAP basis, Gibraltar also presented certain adjusted financial data in this news release. Adjusted financial data excluded special charges consisting of restructuring primarily associated with the closing and consolidation of our facilities, acquisition-related costs, and surrendered equity compensation. These adjustments are shown in the Non-GAAP reconciliation of adjusted operating results excluding special charges provided in the financial statements that accompany this news release. We believe that the presentation of results excluding special charges provides meaningful supplemental data to investors, as well as management, that are indicative of the Company’s core operating results and facilitates comparison of operating results across reporting periods as well as comparison with other companies. Special charges are excluded since they may not be considered directly related to our ongoing business operations. These adjusted measures should not be viewed as a substitute for our GAAP results, and may be different than adjusted measures used by other companies.
Next Earnings Announcement
Gibraltar expects to release its financial results for the three- and twelve-month periods ending December 31, 2012, on Friday, February 22, 2013, and hold its earnings conference call later that morning, starting at 9:00 a.m. ET.
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GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share data)
(unaudited)
| Three Months Ended September 30, |
Nine months Ended September 30, |
|||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Net sales |
$ | 205,514 | $ | 220,096 | $ | 617,419 | $ | 592,466 | ||||||||
| Cost of sales |
165,286 | 177,133 | 499,984 | 474,030 | ||||||||||||
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| Gross profit |
40,228 | 42,963 | 117,435 | 118,436 | ||||||||||||
| Selling, general, and administrative expense |
24,479 | 24,602 | 78,370 | 75,463 | ||||||||||||
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| Income from operations |
15,749 | 18,361 | 39,065 | 42,973 | ||||||||||||
| Interest expense |
4,688 | 4,869 | 13,989 | 14,321 | ||||||||||||
| Other (income) expense |
(55 | ) | 15 | (401 | ) | (46 | ) | |||||||||
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| Income before taxes |
11,116 | 13,477 | 25,477 | 28,698 | ||||||||||||
| Provision for income taxes |
4,094 | 6,094 | 9,091 | 12,628 | ||||||||||||
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| Income from continuing operations |
7,022 | 7,383 | 16,386 | 16,070 | ||||||||||||
| Discontinued operations: |
||||||||||||||||
| Income (loss) before taxes |
162 | (276 | ) | 9 | 13,621 | |||||||||||
| (Benefit of) provision for income taxes |
(117 | ) | 193 | (174 | ) | 6,563 | ||||||||||
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| Income (loss) from discontinued operations |
279 | (469 | ) | 183 | 7,058 | |||||||||||
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| Net income |
$ | 7,301 | $ | 6,914 | $ | 16,569 | $ | 23,128 | ||||||||
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| Net income per share – Basic: |
||||||||||||||||
| Income from continuing operations |
$ | 0.23 | $ | 0.24 | $ | 0.53 | $ | 0.53 | ||||||||
| Income (loss) from discontinued operations |
0.01 | (0.01 | ) | 0.01 | 0.23 | |||||||||||
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| Net income |
$ | 0.24 | $ | 0.23 | $ | 0.54 | $ | 0.76 | ||||||||
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| Weighted average shares outstanding – Basic |
30,765 | 30,554 | 30,739 | 30,474 | ||||||||||||
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| Net income per share – Diluted: |
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| Income from continuing operations |
$ | 0.23 | $ | 0.24 | $ | 0.53 | $ | 0.52 | ||||||||
| Income (loss) from discontinued operations |
0.01 | (0.01 | ) | 0.01 | 0.24 | |||||||||||
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| Net income |
$ | 0.24 | $ | 0.23 | $ | 0.54 | $ | 0.76 | ||||||||
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| Weighted average shares outstanding – Diluted |
30,838 | 30,639 | 30,834 | 30,620 | ||||||||||||
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5
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
| September 30, 2012 |
December 31, 2011 |
|||||||
| (unaudited) | ||||||||
| Assets |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 71,127 | $ | 54,117 | ||||
| Accounts receivable, net of reserve |
110,605 | 90,595 | ||||||
| Inventories |
109,239 | 109,270 | ||||||
| Other current assets |
12,828 | 14,872 | ||||||
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| Total current assets |
303,799 | 268,854 | ||||||
| Property, plant, and equipment, net |
142,875 | 151,974 | ||||||
| Goodwill |
348,943 | 348,326 | ||||||
| Acquired intangibles |
90,680 | 95,265 | ||||||
| Other assets |
6,299 | 7,636 | ||||||
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| Total assets |
$ | 892,596 | $ | 872,055 | ||||
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| Liabilities and Shareholders’ Equity |
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| Current liabilities: |
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| Accounts payable |
$ | 73,217 | $ | 67,320 | ||||
| Accrued expenses |
52,298 | 60,687 | ||||||
| Current maturities of long-term debt |
417 | 417 | ||||||
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| Total current liabilities |
125,932 | 128,424 | ||||||
| Long-term debt |
206,614 | 206,746 | ||||||
| Deferred income taxes |
56,150 | 55,801 | ||||||
| Other non-current liabilities |
23,568 | 21,148 | ||||||
| Shareholders’ equity: |
||||||||
| Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding |
— | — | ||||||
| Common stock, $0.01 par value; authorized 50,000 shares, 30,915 and 30,702 shares issued in 2012 and 2011 |
309 | 307 | ||||||
| Additional paid-in capital |
239,447 | 236,673 | ||||||
| Retained earnings |
246,006 | 229,437 | ||||||
| Accumulated other comprehensive loss |
(1,329 | ) | (3,350 | ) | ||||
| Cost of 350 and 281 common shares held in treasury in 2012 and 2011 |
(4,101 | ) | (3,131 | ) | ||||
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| Total shareholders’ equity |
480,332 | 459,936 | ||||||
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| Total liabilities & shareholders’ equity |
$ | 892,596 | $ | 872,055 | ||||
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GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
| Nine Months Ended September 30, | ||||||||
| 2012 | 2011 | |||||||
| Cash Flows from Operating Activities |
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| Net income |
$ | 16,569 | $ | 23,128 | ||||
| Income from discontinued operations |
183 | 7,058 | ||||||
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| Income from continuing operations |
16,386 | 16,070 | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: |
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| Depreciation and amortization |
19,838 | 19,515 | ||||||
| Stock compensation expense |
2,710 | 3,895 | ||||||
| Non-cash charges to interest expense |
1,186 | 1,689 | ||||||
| Other non-cash adjustments |
3,370 | 1,437 | ||||||
| Increase (decrease) in cash resulting from changes in the following (excluding the effects of acquisitions): |
||||||||
| Accounts receivable |
(19,410 | ) | (35,126 | ) | ||||
| Inventories |
(646 | ) | (11,503 | ) | ||||
| Other current assets and other assets |
2,305 | 9,509 | ||||||
| Accounts payable |
6,134 | 13,898 | ||||||
| Accrued expenses and other non-current liabilities |
(5,257 | ) | 11,826 | |||||
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| Net cash provided by operating activities of continuing operations |
26,616 | 31,210 | ||||||
| Net cash provided by (used in) operating activities of discontinued operations |
119 | (3,491 | ) | |||||
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| Net cash provided by operating activities |
26,735 | 27,719 | ||||||
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| Cash Flows from Investing Activities |
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| Purchases of property, plant, and equipment |
(6,852 | ) | (7,838 | ) | ||||
| Cash paid for acquisitions, net of cash received |
(2,705 | ) | (107,605 | ) | ||||
| Purchase of other investment |
— | (250 | ) | |||||
| Net proceeds from sale of businesses |
— | 59,029 | ||||||
| Net proceeds from sale of property and equipment |
417 | 978 | ||||||
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| Net cash used in investing activities of continuing operations |
(9,140 | ) | (55,686 | ) | ||||
| Net cash provided by investing activities of discontinued operations |
— | 2,089 | ||||||
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| Net cash used in investing activities |
(9,140 | ) | (53,597 | ) | ||||
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| Cash Flows from Financing Activities |
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| Proceeds from long-term debt |
— | 73,849 | ||||||
| Long-term debt payments |
(414 | ) | (74,260 | ) | ||||
| Excess tax benefit from stock compensation |
14 | – | ||||||
| Net proceeds from issuance of common stock |
52 | 10 | ||||||
| Payment of deferred financing fees |
(18 | ) | (34 | ) | ||||
| Purchase of treasury stock at market prices |
(970 | ) | (826 | ) | ||||
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| Net cash used in financing activities |
(1,336 | ) | (1,261 | ) | ||||
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| Effect of exchange rate changes on cash |
751 | (672 | ) | |||||
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| Net increase (decrease) in cash and cash equivalents |
17,010 | (27,811 | ) | |||||
| Cash and cash equivalents at beginning of year |
54,117 | 60,866 | ||||||
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| Cash and cash equivalents at end of period |
$ | 71,127 | $ | 33,055 | ||||
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7
GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statement of Operations
(unaudited)
(in thousands, except per share data)
| Three Months Ended September 30, 2012 | ||||||||||||||||
| As Reported In GAAP Statements |
Acquisition Related Costs |
Restructuring Costs |
Adjusted Statement of Operations |
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| Net sales |
$ | 205,514 | $ | — | $ | — | $ | 205,514 | ||||||||
| Cost of sales |
165,286 | (58 | ) | (201 | ) | 165,027 | ||||||||||
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| Gross profit |
40,228 | 58 | 201 | 40,487 | ||||||||||||
| Selling, general, and administrative expense |
24,479 | (81 | ) | (141 | ) | 24,257 | ||||||||||
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| Income from operations |
15,749 | 139 | 342 | 16,230 | ||||||||||||
| Operating margin |
7.7 | % | 0.1 | % | 0.2 | % | 7.9 | % | ||||||||
| Interest expense |
4,688 | — | — | 4,688 | ||||||||||||
| Other income |
(55 | ) | — | — | (55 | ) | ||||||||||
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| Income before income taxes |
11,116 | 139 | 342 | 11,597 | ||||||||||||
| Provision for income taxes |
4,094 | 81 | 17 | 4,192 | ||||||||||||
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| Income from continuing operations |
$ | 7,022 | $ | 58 | $ | 325 | $ | 7,405 | ||||||||
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| Income from continuing operations per share – diluted |
$ | 0.23 | $ | — | $ | 0.01 | $ | 0.24 | ||||||||
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GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statement of Operations
(unaudited)
(in thousands, except per share data)
| Three Months Ended September 30, 2011 | ||||||||||||||||
| As Reported In GAAP Statements |
Acquisition Related Costs |
Restructuring Costs |
Adjusted Statement of Operations |
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| Net sales |
$ | 220,096 | $ | — | $ | — | $ | 220,096 | ||||||||
| Cost of sales |
177,133 | — | (522 | ) | 176,611 | |||||||||||
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| Gross profit |
42,963 | — | 522 | 43,485 | ||||||||||||
| Selling, general, and administrative expense |
24,602 | (156 | ) | 7 | 24,453 | |||||||||||
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| Income from operations |
18,361 | 156 | 515 | 19,032 | ||||||||||||
| Operating margin |
8.3 | % | 0.1 | % | 0.2 | % | 8.6 | % | ||||||||
| Interest expense |
4,869 | — | — | 4,869 | ||||||||||||
| Other expense |
15 | — | — | 15 | ||||||||||||
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| Income before income taxes |
13,477 | 156 | 515 | 14,148 | ||||||||||||
| Provision for income taxes |
6,094 | — | 240 | 6,334 | ||||||||||||
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| Income from continuing operations |
$ | 7,383 | $ | 156 | $ | 275 | $ | 7,814 | ||||||||
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| Income from continuing operations per share – diluted |
$ | 0.24 | $ | 0.01 | $ | 0.01 | $ | 0.26 | ||||||||
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8
GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statement of Operations
(unaudited)
(in thousands, except per share data)
| Nine Months Ended September 30, 2012 | ||||||||||||||||
| As Reported In GAAP Statements |
Acquisition Related Costs |
Restructuring Costs |
Adjusted Statement of Operations |
|||||||||||||
| Net sales |
$ | 617,419 | $ | — | $ | — | $ | 617,419 | ||||||||
| Cost of sales |
499,984 | (207 | ) | (3,080 | ) | 496,697 | ||||||||||
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|||||||||
| Gross profit |
117,435 | 207 | 3,080 | 120,722 | ||||||||||||
| Selling, general, and administrative expense |
78,370 | (193 | ) | (159 | ) | 78,018 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from operations |
39,065 | 400 | 3,239 | 42,704 | ||||||||||||
| Operating margin |
6.3 | % | 0.1 | % | 0.5 | % | 6.9 | % | ||||||||
| Interest expense |
13,989 | — | — | 13,989 | ||||||||||||
| Other income |
(401 | ) | — | — | (401 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income before income taxes |
25,477 | 400 | 3,239 | 29,116 | ||||||||||||
| Provision for income taxes |
9,091 | 141 | 1,145 | 10,377 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations |
$ | 16,386 | $ | 259 | $ | 2,094 | $ | 18,739 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations per share – diluted |
$ | 0.53 | $ | 0.01 | $ | 0.07 | $ | 0.61 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statement of Operations
(unaudited)
(in thousands, except per share data)
| Nine Months Ended September 30, 2011 | ||||||||||||||||||||
| As Reported In GAAP Statements |
Acquisition Related Costs |
Surrendered Equity Compensation |
Restructuring Costs |
Adjusted Statement of Operations |
||||||||||||||||
| Net sales |
$ | 592,466 | $ | — | $ | — | $ | — | $ | 592,466 | ||||||||||
| Cost of sales |
474,030 | (2,467 | ) | — | (1,697 | ) | 469,866 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Gross profit |
118,436 | 2,467 | — | 1,697 | 122,600 | |||||||||||||||
| Selling, general, and administrative expense |
75,463 | (770 | ) | (885 | ) | (476 | ) | 73,332 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Income from operations |
42,973 | 3,237 | 885 | 2,173 | 49,268 | |||||||||||||||
| Operating margin |
7.3 | % | 0.5 | % | 0.1 | % | 0.4 | % | 8.3 | % | ||||||||||
| Interest expense |
14,321 | — | — | — | 14,321 | |||||||||||||||
| Other income |
(46 | ) | — | — | — | (46 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Income before income taxes |
28,698 | 3,237 | 885 | 2,173 | 34,993 | |||||||||||||||
| Provision for income taxes |
12,628 | 1,054 | — | 926 | 14,608 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Income from continuing operations |
$ | 16,070 | $ | 2,183 | $ | 885 | $ | 1,247 | $ | 20,385 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Income from continuing operations per share – diluted |
$ | 0.52 | $ | 0.08 | $ | 0.03 | $ | 0.04 | $ | 0.67 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
9
GIBRALTAR INDUSTRIES, INC.
Non-GAAP Reconciliation of Adjusted Statement of Operations
(unaudited)
(in thousands, except per share data)
| Three Months Ended June 30, 2012 | ||||||||||||||||
| As Reported In GAAP Statements |
Acquisition Related Costs |
Restructuring Costs |
Adjusted Statement of Operations |
|||||||||||||
| Net sales |
$ | 219,734 | $ | — | $ | — | $ | 219,734 | ||||||||
| Cost of sales |
178,008 | (89 | ) | (1,113 | ) | 176,806 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Gross profit |
41,726 | 89 | 1,113 | 42,928 | ||||||||||||
| Selling, general, and administrative expense |
25,433 | (32 | ) | (4 | ) | 25,397 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from operations |
16,293 | 121 | 1,117 | 17,531 | ||||||||||||
| Operating margin |
7.4 | % | 0.1 | % | 0.5 | % | 8.0 | % | ||||||||
| Interest expense |
4,627 | — | — | 4,627 | ||||||||||||
| Other income |
(315 | ) | — | — | (315 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income before income taxes |
11,981 | 121 | 1,117 | 13,219 | ||||||||||||
| Provision for income taxes |
4,066 | 45 | 419 | 4,530 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations |
$ | 7,915 | $ | 76 | $ | 698 | $ | 8,689 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations per share – diluted |
$ | 0.26 | $ | — | $ | 0.02 | $ | 0.28 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
10