³Ô¹Ï51±¬ÁÏÍø Holdings Reports Fourth Quarter 2011 Results

Wednesday, February 1, 2012

PHILADELPHIA, Feb. 1, 2012 /PRNewswire/ -- ³Ô¹Ï51±¬ÁÏÍø Holdings, Inc. (NYSE: CCK) today announced its financial results for the fourth quarter and year ended December 31, 2011.

Highlights

Fourth Quarter

  • Income Per Diluted Share $0.05; Before Certain Items improves 14% to $0.48 from $0.42
  • Global beverage can sales unit volumes up 9%

Full Year

  • Net sales increased 9% to $8.6 billion
  • Income Per Diluted Share $1.83; Before Certain Items improves 25% to $2.81 from $2.24
  • Six new beverage can lines; two new beverage can plants commercialized in 2011
  • Emerging markets accounted for 41% of global beverage can volume

Net sales in the fourth quarter grew to $2,058 million over the $1,949 million in the fourth quarter of 2010, primarily driven by the pass-through of higher raw material costs and higher sales unit volumes of beverage cans, offset by lower sales unit volumes of food cans and a decrease of $27 million from foreign currency translation. Approximately 74% of net sales were generated outside the U.S. in the fourth quarter compared to 73% in the fourth quarter of 2010.

Fourth quarter gross profit improved to $289 million over the $288 million in the 2010 fourth quarter and included a decrease of $5 million from foreign currency translation.

Selling and administrative expense was $97 million in the fourth quarter compared to $104 million in the prior year and included lower incentive compensation costs and a decrease of $1 million from foreign currency translation.

Segment income (a non-GAAP measure defined by the Company as gross profit less selling and administrative expense) increased to $192 million in the fourth quarter over the $184 million in the fourth quarter of 2010 including a decrease of $4 million from foreign currency translation.

Commenting on the quarter, John W. Conway, Chairman and Chief Executive Officer, stated, "Despite the challenging business conditions in Europe and North America, the Company performed well overall in our seasonally smaller fourth quarter. Globally, beverage can volumes were up 9% on top of the 13% volume growth in the year ago quarter, primarily reflecting our emerging market capacity additions and continued strong demand in Brazil and Asia. More specifically, we enjoyed the contribution of three new beverage can lines in Brazil and one new can line in China that were commercialized earlier in the year and a new beverage can line in Vietnam that came online in the fourth quarter of 2010. In the second and fourth quarters, beverage can lines in Slovakia and Cambodia commenced commercial production and they continue to progress well through start up."

Interest expense in the fourth quarter was $58 million compared to $56 million in the fourth quarter of 2010, primarily reflecting higher average debt outstanding.

During the fourth quarter of 2011, the Company recorded charges of $50 million ($36 million, net of tax, or $0.24 per diluted share) for restructuring and $8 million ($6 million, net of tax, or $0.04 per diluted share) for asset impairments and sales, and a tax charge of $5 million ($0.03 per diluted share) in connection with the relocation of its European division headquarters. The restructuring actions are primarily in the Company's European division operations and also include the closure of a U.S. food can plant. The actions are expected to occur throughout 2012 with the majority of the anticipated benefit accruing to the Company beginning in 2013.

The Company also recorded a charge of $28 million ($18 million, net of tax, or $0.12 per diluted share) to increase its asbestos litigation reserve. Asbestos related payments totaled $28 million in 2011 compared to $27 million in 2010, and the Company expects 2012 payments to be similar to prior years' levels.

Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings in the fourth quarter decreased to $8 million, or $0.05 per diluted share, compared to $45 million, or $0.28 per diluted share, in the fourth quarter last year. Before certain items, net income increased 7.4% to $73 million over the $68 million in the 2010 fourth quarter; and earnings per diluted share attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings improved 14.3% to $0.48 over the $0.42 in the same quarter last year.

A reconciliation from net income and income per diluted share to net income before certain items and income per diluted share before certain items is provided below.

Twelve Month Results

For the full year, net sales increased to $8,644 million over the $7,941 million in 2010, reflecting higher global sales unit volumes, the pass-through of higher raw material costs and $197 million of favorable foreign currency translation. Approximately 73% of net sales were generated outside the U.S. in 2011 compared to 72% in 2010.

Gross profit for 2011 improved to $1,348 million over the $1,250 million in 2010 and reflects global sales unit volume growth, ongoing productivity improvements, and $27 million of favorable foreign currency translation.

Selling and administrative expense for 2011 was $395 million compared to $360 million for 2010. The increase in expense reflects $10 million in foreign currency translation and a one-time benefit of $20 million (recorded as a reduction to corporate and other unallocated items) realized in the first quarter of 2010 from the settlement of a legal dispute unrelated to the Company's ongoing operations.

Segment income in 2011 grew 7.1% to $953 million over the $890 million in 2010, including $17 million of improvement due to foreign currency translation. Excluding the $20 million settlement benefit realized in 2010, segment income increased 9.5% and was 11.0% of net sales in both 2011 and 2010.

Interest expense in 2011 was $232 million compared to $203 million in 2010, reflecting higher average debt outstanding and $4 million from foreign currency translation.

During 2011, the Company recorded restructuring charges of $77 million ($62 million, net of tax, or $0.40 per diluted share) primarily related to a restructuring of its European division operations and the relocation of its European headquarters from France to Switzerland, and tax charges of $47 million ($0.30 per diluted share) in connection with the relocation and a tax law change in France that limits the amount of tax loss carryforwards a company can use in any year. Also during 2011, the Company recorded a charge of $28 million ($18 million, net of tax, or $0.12 per diluted share) to increase its asbestos litigation reserve, losses on asset impairments and sales of $6 million ($4 million, net of tax, or $0.03 per diluted share) and losses of $32 million ($20 million, net of tax, or $0.13 per diluted share) in connection with the early extinguishment of its $600 million senior notes due 2015 and its senior secured notes due September 2011.

Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings for 2011 was $282 million, or $1.83 per diluted share, compared to $324 million, or $2.00 per diluted share, in 2010. Before certain items, net income increased 19.3% to $433 million over the $363 million in 2010; and earnings per diluted share before certain items improved 25.4% to $2.81 from $2.24 in 2010.

Net debt (a non-GAAP measure defined by the Company as total debt less cash) was $605 million higher at December 31, 2011 than at December 31, 2010, primarily due to $328 million of North American pension prefunding and the purchase of noncontrolling partners' interests in several operations for $202 million. Additionally, the Company repurchased approximately 8.0 million Company common shares in 2011 for $312 million.

Debt and cash amounts were:

   
 

December 31,

2011

 

September 30,

2011

 

December 31,

2010

 

September 30,

2010

 

Total debt

$3,532

 

$3,757

 

$3,048

 

$3,229

 

Cash

342

 

479

 

463

 

415

 

Net debt

$3,190

 

$3,278

 

$2,585

 

$2,814

 
                 
   
               

 

Outlook

"Our emerging market expansion program remains on schedule and budget. We are in the process of constructing three new beverage can plants in China which are expected to be completed by the end of the third quarter of 2012. We have also announced three additional beverage can lines in China for completion in 2013. Additional beverage can capacity expansion in Vietnam is expected to be completed in the second quarter of 2012 followed by the completion of a new beverage can plant in Osmaniye, Turkey in the third quarter. Importantly, all of these investments are being made to meet local demand. We continue to evaluate many new and exciting opportunities but remain committed to conservative deployment of capital by growing with our customers to meet long term demand in promising emerging markets," Mr. Conway stated.

Non-GAAP Measures

Segment income, free cash flow and net debt are not defined terms under U.S. generally accepted accounting principles (non-GAAP measures). In addition, the information presented regarding net income before certain items and income before certain items per diluted share does not conform to U.S. GAAP and includes non-GAAP measures. Non-GAAP measures should not be considered in isolation or as a substitute for net income, income per diluted share, cash flow or total debt data prepared in accordance with U.S. GAAP and may not be comparable to calculations of similarly titled measures by other companies.

The Company views segment income and free cash flow as the principal measures of performance of its operations and for the allocation of resources. Free cash flow has certain limitations, however, including that it does not represent the residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements, are not deducted from the measure. The amount of mandatory versus discretionary expenditures can vary significantly between periods. The Company believes net debt is a useful measure of the Company's debt levels and that net income before certain items and income before certain items per diluted share can be used to evaluate the Company's operations. Segment income, free cash flow, net debt, net income before certain items and income before certain items per diluted share are derived from the Company's Consolidated Statements of Operations and Cash Flows and Consolidated Balance Sheets, as applicable, and reconciliations to segment income, free cash flow, net debt, net income before certain items and income before certain items per diluted share can be found within this release.

Conference Call

The Company will hold a conference call tomorrow, February 2, 2012 at 9:00 a.m. (EST) to discuss this news release. Forward-looking and other material information may be discussed on the conference call. The dial-in numbers for the conference call are (415) 228-5025 or toll-free (800) 475-0233 and the access password is "packaging." A live webcast of the call will be made available to the public on the internet at the Company's web site, www.crowncork.com. A replay of the conference call will be available for a one-week period ending at midnight on February 9. The telephone numbers for the replay are (203) 369-3591 or toll free (800) 839-4845.

Cautionary Note Regarding Forward-Looking Statements

Except for historical information, all other information in this press release consists of forward-looking statements. These forward-looking statements involve a number of risks, uncertainties and other factors, including future beverage can demand in emerging markets in Asia, South America and Eastern Europe, the magnitude of future payments for asbestos litigation and the Company's ability to generate benefits from restructuring activities and to implement expansion and commercialization plans on schedule that may cause actual results to be materially different from those expressed or implied in the forward-looking statements. Important factors that could cause the statements made in this press release or the actual results of operations or financial condition of the Company to differ are discussed under the caption "Forward-Looking Statements" in the Company's Form 10-K Annual Report for the year ended December 31, 2010 and in subsequent filings made prior to or after the date hereof. The Company does not intend to review or revise any particular forward-looking statement in light of future events.

³Ô¹Ï51±¬ÁÏÍø Holdings, Inc., through its subsidiaries, is a leading supplier of packaging products to consumer marketing companies around the world. World headquarters are located in Philadelphia, Pennsylvania.

For more information, contact:

Thomas A. Kelly, Senior Vice President – Finance, (215) 698-5341, or

Edward Bisno, Bisno Communications, (212) 717-7578.

Unaudited Consolidated Statements of Operations, Balance Sheets, Statements of Cash Flows, Segment Information and Supplemental Data follow.

Consolidated Statements of Operations (Unaudited)

(in millions, except share and per share data)

 
         
 

Three Months Ended

December 31,

 

Twelve Months Ended

December 31,

 
 

2011

 

2010

 

2011

 

2010

 

Net sales

$2,058

 

$1,949

 

$8,644

 

$7,941

 

Cost of products sold

1,725

 

1,617

 

7,120

 

6,519

 

Depreciation and amortization

44

 

44

 

176

 

172

 

Gross profit (1)

289

 

288

 

1,348

 

1,250

 

Selling and administrative expense

97

 

104

 

395

 

360

 

Provision for asbestos

28

 

31

 

28

 

46

 

Provision for restructuring

50

 

1

 

77

 

42

 

Asset impairments and sales

8

     

6

 

( 18)

 

Loss from early extinguishment of debt

       

32

 

16

 

Interest expense

58

 

56

 

232

 

203

 

Interest income

( 3)

 

( 3)

 

( 11)

 

( 9)

 

Translation and foreign exchange adjustments

2

     

2

 

( 4)

 

Income before income taxes

49

 

99

 

587

 

614

 

Provision for income taxes

12

 

22

 

194

 

165

 

Equity earnings

2

 

3

 

3

 

3

 

Net income

39

 

80

 

396

 

452

 

Net income attributable to noncontrolling interests

( 31)

 

( 35)

 

( 114)

 

( 128)

 

Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings

$8

 

$45

 

$282

 

$324

 

Earnings per share attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings

common shareholders:

               

Basic

$0.05

 

$0.29

 

$1.86

 

$2.03

 

Diluted

$0.05

 

$0.28

 

$1.83

 

$2.00

 
                 
                 

Weighted average common shares outstanding:

               

Basic

149,799,805

 

156,782,335

 

151,705,706

 

159,398,667

 

Diluted

152,123,484

 

160,046,880

 

154,273,649

 

162,389,003

 

Actual common shares outstanding

148,449,293

 

155,256,791

 

148,449,293

 

155,256,791

 
   
               

 

(1) A reconciliation from gross profit to segment income is found on the following page.

Consolidated Supplemental Financial Data (Unaudited)

(in millions)

 

Reconciliation from Gross Profit to Segment Income

 

The Company views segment income, as defined below, as a principal measure of performance of its operations and for the allocation of resources. Segment income is defined by the Company as gross profit less selling and administrative expense. A reconciliation from gross profit to segment income for the three and twelve months ended December 31, 2011 and 2010 follows:

 
   
 

Three Months Ended

December 31,

 

Twelve Months Ended

December 31,

 
 

2011

 

2010

 

2011

 

2010

 

Gross profit

$

289

 

$

288

 

$

1,348

 

$

1,250

 

Selling and administrative expense

 

97

   

104

   

395

   

360

 

Segment income

$

192

 

$

184

 

$

953

 

$

890

 
                     
                           
   
                           

 

Segment Information

 
   

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

Net Sales

 

2011

 

2010

 

2011

 

2010

 
                           

Americas Beverage

 

$

576

 

$

521

 

$

2,273

 

$

2,097

   

North America Food

   

213

   

211

   

889

   

897

   

European Beverage

   

378

   

360

   

1,669

   

1,524

   

European Food

   

445

   

458

   

1,999

   

1,841

   

European Specialty Packaging

   

93

   

99

   

434

   

395

   

Total reportable segments

   

1,705

   

1,649

   

7,264

   

6,754

   

Non-reportable segments

   

353

   

300

   

1,380

   

1,187

   

Total net sales

 

$

2,058

 

$

1,949

 

$

8,644

 

$

7,941

   
                             
                             

Segment Income

                           
                             

Americas Beverage

 

$

85

 

$

71

 

$

302

 

$

275

   

North America Food

   

31

   

29

   

146

   

120

   

European Beverage

   

34

   

47

   

210

   

244

   

European Food

   

37

   

42

   

239

   

224

   

European Specialty Packaging

   

-

   

(1)

   

30

   

22

   

Total reportable segments

   

187

   

188

   

927

   

885

   

Non-reportable segments

   

60

   

57

   

234

   

206

   

Corporate and other unallocated items

   

(55)

   

(61)

   

(208)

   

(201)

   

Total segment income

 

$

192

 

$

184

 

$

953

 

$

890

   
                             
                             
   
                           

 

Consolidated Supplemental Data (Unaudited)

(in millions, except per share data)

 
   

Reconciliation from Net Income and Income Per Diluted Common Share to Net Income before Certain Items and Income Per Diluted Common Share before Certain Items

 

The following table reconciles reported net income and diluted earnings per share attributable to the Company to net income before certain items and income per diluted common share before certain items, as used elsewhere in this release:

 
           
 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

   
 

2011

 

2010

 

2011

 

2010

   

Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings, as reported

$

8

 

$

45

 

$

282

 

$

324

   

Items, net of tax:

                         

Settlement of dispute (1)

                   

(20)

   

Provision for asbestos

 

18

   

21

   

18

   

30

   

Provision for restructuring (2)

 

36

   

2

   

62

   

39

   

Asset impairments and sales (3)

 

6

         

4

   

(17)

   

Loss from early extinguishment of debt (4)

             

20

   

10

   

Income taxes (5)

 

5

         

47

   

(3)

   
                           

Net income before the above items

$

73

 

$

68

 

$

433

 

$

363

   
                           
                           

Income per diluted common share as reported

$

0.05

 

$

0.28

 

$

1.83

 

$

2.00

   

Income per diluted common share before the above items

$

0.48

 

$

0.42

 

$

2.81

 

$

2.24

   
                           

Effective tax rate as reported

 

24.5%

   

22.2%

   

33.0%

   

26.9%

   

Effective tax rate before the above items

 

24.4%

   

23.7%

   

25.5%

   

28.2%

   
                           

Net income before certain items, income per diluted common share before certain items and the effective tax rate before certain items are non-GAAP measures and are not meant to be considered in isolation or as a substitute for net income, income per diluted common share and effective tax rates determined in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). The Company believes these non-GAAP measures provide useful information to evaluate the performance of the Company's ongoing business.

 

(1) During 2010, the Company recorded a benefit of $20 million ($20 million, net of tax, or $0.12 per diluted share) in selling and administrative expense for a legal settlement unrelated to the Company's ongoing operations.

 

(2) In the fourth quarter and full year of 2011, the Company recorded restructuring charges of $50 million ($36 million, net of tax, or $0.24 per diluted share) and $77 million ($62 million, net of tax, or $0.40 per diluted share), primarily related to a restructuring of its European division operations and the relocation of its European Division headquarters from France to Switzerland. During 2010, the Company recorded restructuring charges of $42 million ($39 million, net of tax, or $0.24 per diluted share) primarily related to a plant closure in Canada and severance costs for administrative headcount reductions.

 

(3) In the fourth quarter and full year of 2011, the Company recorded net charges of $8 million ($6 million, net of tax, or $0.04 pr diluted share) and $6 million ($4 million, net of tax, or $0.03 per diluted share) for asset impairments and sales. During 2010, the Company recorded net gains of $18 million ($17 million, net of tax, or $0.11 per diluted share) for asset impairments and sales.

 

(4) In the first quarter of 2011, the Company recorded a loss of $30 million ($19 million, net of tax, or $0.12 per diluted share) in connection with the early extinguishment of its $600 million notes due 2015. In the second quarter of 2011, the Company recorded a loss of $2 million ($1 million, net of tax, or $0.01 per diluted share) primarily in connection with the redemption of its notes due September 2011. During 2010, the Company recorded losses on extinguishments of debt of $16 million ($10 million, net of tax, or $0.06 per diluted share) related to the repurchase of euro 65 million of its notes due 2011, and the redemption of the remaining $200 million outstanding principal of its notes due 2013.

 

(5) In the first and fourth quarters of 2011, the Company recorded tax charges of $17 million ($0.11 per diluted share) and $5 million ($0.03 per diluted share) in connection with the relocation of its European Division headquarters. In the third quarter of 2011, the Company recorded a tax charge of $25 million ($0.17 per diluted share) in connection with a tax law change in France that limits the amount of tax loss carryforwards a company can use in any year. During 2010, the Company recorded a charge of $7 million ($0.04 per diluted share) to recognize the tax impact of new U.S. health care legislation on the Company's deferred taxes and benefits of $10 million ($0.06 per diluted share) for valuation allowance adjustments in certain foreign jurisdictions.

 
                           
                           
                         

 
   

Consolidated Balance Sheets (Condensed & Unaudited)

(in millions)

 

December 31,

2011

 

2010

 

Assets

                 

Current assets

                 

Cash and cash equivalents

 

$

342

   

$

463

   

Receivables, net

   

948

     

936

   

Inventories

   

1,148

     

1,060

   

Prepaid expenses and other current assets

   

165

     

190

   

Total current assets

   

2,603

     

2,649

   
                   

Goodwill

   

1,952

     

1,984

   

Property, plant and equipment, net

   

1,751

     

1,610

   

Other non-current assets

   

562

     

656

   

Total

 

$

6,868

   

$

6,899

   
                   
                   

Liabilities and equity

                 

Current liabilities

                 

Short-term debt

 

$

128

   

$

241

   

Current maturities of long-term debt

   

67

     

158

   

Accounts payable and accrued liabilities

   

2,090

     

1,978

   

Total current liabilities

   

2,285

     

2,377

   
                   

Long-term debt, excluding current maturities

   

3,337

     

2,649

   

Other non-current liabilities

   

1,485

     

1,644

   
                   

Noncontrolling interests

   

234

     

325

   

³Ô¹Ï51±¬ÁÏÍø Holdings shareholders' deficit

   

(473)

     

(96)

   

Total (deficit)/equity

   

(239)

     

229

   

Total

 

$

6,868

   

$

6,899

   
                   
                   
   
                 

 
   

Consolidated Statements of Cash Flows (Condensed & Unaudited)

(in millions)

 

Twelve months ended December 31,

 

2011

   

2010

 
                 

Cash flows from operating activities

               

Net income

 

$

396

   

$

452

   

Depreciation and amortization

   

176

     

172

   

Provision for restructuring

   

77

     

42

   

Asset impairments and sales

   

6

     

(18)

   

Pension expense

   

97

     

112

   

Pension contributions

   

(404)

     

(79)

   

Stock-based compensation

   

18

     

20

   

Working capital changes

   

(55)

     

(215)

   

Deferred taxes and other

   

68

     

104

   
                   

Net cash provided by operating activities (A)

   

379

     

590

   
                   

Cash flows from investing activities

                 

Capital expenditures

   

(401)

     

(320)

   

Proceeds from sale of businesses

           

7

   

Proceeds from sale of assets

   

26

     

32

   

Other

   

3

           
                   

Net cash used for investing activities

   

(372)

     

(281)

   
                   

Cash flows from financing activities

                 

Net change in debt (1)

   

509

     

289

   

Purchase of noncontrolling interests

   

(202)

     

(169)

   

Common stock repurchased

   

(312)

     

(255)

   

Dividends paid to noncontrolling interests

   

(102)

     

(112)

   

Other, net

   

(22)

     

(52)

   
                   

Net cash used for financing activities

   

(129)

     

(299)

   
                   

Effect of exchange rate changes on cash and cash equivalents

   

1

     

(6)

   
                   

Net change in cash and cash equivalents

   

(121)

     

4

   

Cash and cash equivalents at January 1

   

463

     

459

   
                   

Cash and cash equivalents at December 31

 

$

342

   

$

463

   
                   

(A) Free cash flow is defined by the Company as adjusted net cash provided by/used for operating activities less capital expenditures. A reconciliation from net cash provided by operating activities to free cash flow for the three and twelve months ended December 31, 2011 and 2010 follows:

 
                 

 
   
 

Three Months Ended

December 31,

 

Twelve Months Ended December 31,

 
 

2011

 

2010

 

2011

 

2010

 

Net cash provided by operating activities (1)

$513

 

$551

 

$379

 

$590

 

Pension plan prefunding (2)

328

     

328

     

Changes in accounts receivable securitization

   

( 20)

     

226

 

Premiums paid to retire debt early

       

27

 

12

 

Adjusted net cash provided by operating activities

841

 

531

 

734

 

828

 

Capital expenditures

( 128)

 

( 133)

 

( 401)

 

( 320)

 

Free cash flow

$713

 

$398

 

$333

 

$508

 
                 
                 

(1) Amounts are presented in accordance with accounting guidance related to receivables securitizations that was effective as of January 1, 2010. The impact of the guidance for the twelve months ended December 31, 2010, was to decrease net cash provided by operating activities and net cash used for financing activities as compared to the amounts that would have been reported under the previous guidance.

 

(2) The Company made contributions of $328 million to prefund its North American defined benefit pension plans in the fourth quarter of 2011.

 
               

 

SOURCE ³Ô¹Ï51±¬ÁÏÍø Holdings, Inc.