³Ô¹Ï51±¬ÁÏÍø Holdings Reports Fourth Quarter 2012 Results
2012 Highlights
Full Year
- Income per diluted share
$3.75 ; Before Certain Items$2.81 - Free Cash Flow
$345 million - 3.5 billion units of annualized beverage can capacity added in growth markets
- Global beverage can unit volume grows 5%
- 7.0 million shares repurchased
- Income per diluted share
$0.20 ; Before Certain Items$0.51 - Acquisition of
Superior Multi-Packaging completed - Acquisition of Vietnamese beverage can and end plant completed
Net sales in the fourth quarter were
Fourth quarter gross profit was
Fourth quarter selling and administrative expense was
Segment income (a non-GAAP measure defined by the Company as gross profit less selling and administrative expense) was
Commenting on the quarter,
"We look confidently ahead to 2013 and expect higher free cash flow, increasing productivity and contribution from our 2012 beverage can capacity additions, and the realization of benefits from our recent restructuring actions in
Net interest cost (interest expense less interest income) in the fourth quarter was
During the fourth quarter of 2012, the Company recorded charges of
The Company also recorded a charge of
Net income attributable to
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 were
Gross profit for 2012 was
Selling and administrative expense for 2012 was
Segment income in 2012 was
Net interest cost (interest expense less interest income) in 2012 was
Net income attributable to
During 2012, the Company repurchased 7.0 million shares of Company common stock including 1.3 million shares repurchased in the open market during the fourth quarter.
Net debt at
During the fourth quarter of 2012, the Company acquired an aluminum beverage can and end production facility in
As previously announced in
Non-GAAP Measures
Segment income and free cash flow 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 or cash flow 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 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 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 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,
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 the Company's ability to improve its free cash flow, increase productivity and realize benefits from its recent beverage can capacity additions, generate cost savings and other benefits from restructuring actions, the magnitude of future payments for asbestos litigation and the successful redemption of its outstanding
For more information, contact:
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, |
||||||
2012 |
2011 |
2012 |
2011 |
||||
Net sales |
$2,037 |
$2,058 |
$8,470 |
$8,644 |
|||
Cost of products sold |
1,709 |
1,725 |
7,013 |
7,120 |
|||
Depreciation and amortization |
47 |
44 |
180 |
176 |
|||
Gross profit (1) |
281 |
289 |
1,277 |
1,348 |
|||
Selling and administrative expense |
94 |
97 |
382 |
395 |
|||
Provision for asbestos |
35 |
28 |
35 |
28 |
|||
Provision for restructuring |
38 |
50 |
48 |
77 |
|||
Asset impairments and sales |
(18) |
8 |
(42) |
6 |
|||
Loss from early extinguishment of debt |
32 |
||||||
Interest expense |
56 |
58 |
226 |
232 |
|||
Interest income |
(2) |
(3) |
(7) |
(11) |
|||
Translation and foreign exchange adjustments |
3 |
2 |
(1) |
2 |
|||
Income before income taxes |
75 |
49 |
636 |
587 |
|||
Provision for income taxes |
11 |
12 |
(17) |
194 |
|||
Equity earnings |
3 |
2 |
5 |
3 |
|||
Net income |
67 |
39 |
658 |
396 |
|||
Net income attributable to noncontrolling interests |
(38) |
(31) |
(101) |
(114) |
|||
Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings |
$29 |
$8 |
$557 |
$282 |
|||
Earnings per share attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings common shareholders: |
|||||||
Basic |
$0.20 |
$0.05 |
$3.81 |
$1.86 |
|||
Diluted |
$0.20 |
$0.05 |
$3.75 |
$1.83 |
|||
Weighted average common shares outstanding: |
|||||||
Basic |
143,035,092 |
149,799,805 |
146,066,394 |
151,705,706 |
|||
Diluted |
145,322,962 |
152,123,484 |
148,407,801 |
154,273,649 |
|||
Actual common shares outstanding |
143,136,473 |
148,449,293 |
143,136,473 |
148,449,293 |
|||
(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
Three Months Ended December 31, |
Twelve Months Ended December 31, |
||||||||||||
2012 |
2011 |
2012 |
2011 |
||||||||||
Gross profit |
$ |
281 |
$ |
289 |
$ |
1,277 |
$ |
1,348 |
|||||
Selling and administrative expense |
94 |
97 |
382 |
395 |
|||||||||
Segment income |
$ |
187 |
$ |
192 |
$ |
895 |
$ |
953 |
|||||
Segment Information |
|||||||||||||||||
Three Months Ended December 31, |
Twelve Months Ended |
||||||||||||||||
Net Sales |
2012 |
2011 |
2012 |
2011 |
|||||||||||||
Americas Beverage |
$ |
573 |
$ |
576 |
$ |
2,274 |
$ |
2,273 |
|||||||||
North America Food |
204 |
213 |
876 |
889 |
|||||||||||||
European Beverage |
368 |
378 |
1,653 |
1,669 |
|||||||||||||
European Food |
410 |
445 |
1,793 |
1,999 |
|||||||||||||
Asia Pacific |
259 |
235 |
979 |
861 |
|||||||||||||
Total reportable segments |
1,814 |
1,847 |
7,575 |
7,691 |
|||||||||||||
Non-reportable segments |
223 |
211 |
895 |
953 |
|||||||||||||
Total net sales |
$ |
2,037 |
$ |
2,058 |
$ |
8,470 |
$ |
8,644 |
|||||||||
Segment Income |
|||||||||||||||||
Americas Beverage |
$ |
82 |
$ |
85 |
$ |
311 |
$ |
302 |
|||||||||
North America Food |
29 |
31 |
146 |
146 |
|||||||||||||
European Beverage |
43 |
34 |
217 |
210 |
|||||||||||||
European Food |
29 |
37 |
180 |
239 |
|||||||||||||
Asia Pacific |
35 |
35 |
137 |
125 |
|||||||||||||
Total reportable segments |
218 |
222 |
991 |
1,022 |
|||||||||||||
Non-reportable segments |
14 |
25 |
98 |
139 |
|||||||||||||
Corporate and other unallocated items |
(45) |
(55) |
(194) |
(208) |
|||||||||||||
Total segment income |
$ |
187 |
$ |
192 |
$ |
895 |
$ |
953 |
|||||||||
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, |
|||||||||||||||||||||||||
2012 |
2011 |
2012 |
2011 |
|||||||||||||||||||||||
Net income attributable to ³Ô¹Ï51±¬ÁÏÍø Holdings, as reported |
$ |
29 |
$ |
8 |
$ |
557 |
$ |
282 |
||||||||||||||||||
Items, net of tax: |
||||||||||||||||||||||||||
Provision for asbestos |
23 |
18 |
23 |
18 |
||||||||||||||||||||||
Provision for restructuring (1) |
29 |
36 |
36 |
62 |
||||||||||||||||||||||
Asset impairments and sales (2) |
(11) |
6 |
(34) |
4 |
||||||||||||||||||||||
Loss from early extinguishment of debt (3) |
20 |
|||||||||||||||||||||||||
Income taxes (4) |
4 |
5 |
(165) |
47 |
||||||||||||||||||||||
Net income before the above items |
$ |
74 |
$ |
73 |
$ |
417 |
$ |
433 |
||||||||||||||||||
Income per diluted common share as reported |
$ |
0.20 |
$ |
0.05 |
$ |
3.75 |
$ |
1.83 |
||||||||||||||||||
Income per diluted common share before the above items |
$ |
0.51 |
$ |
0.48 |
$ |
2.81 |
$ |
2.81 |
||||||||||||||||||
Effective tax rate as reported |
14.7% |
24.5% |
(2.7%) |
33.0% |
||||||||||||||||||||||
Effective tax rate before the above items |
21.5% |
24.4% |
25.0% |
25.5% |
||||||||||||||||||||||
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) |
In the fourth quarter and full year of 2012, the Company recorded restructuring charges of $38 million ($29 million, net of tax, or $0.20 per diluted share) and $48 million ($36 million, net of tax and noncontrolling interest, or $0.24 per diluted share) for various restructuring actions. 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. |
|
(2) |
In the fourth quarter and full year of 2012, the Company recorded gains on asset sales of $18 million ($11 million, net of tax and noncontrolling interest, or $0.07 per diluted share) and $42 million ($34 million, net of tax and noncontrolling interest, or $0.23 per diluted share) primarily related to insurance proceeds received for property damage incurred in the 2011 flooding in Thailand and a gain on the acquisition of Superior Multi-Packaging. 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 per diluted share) and $6 million ($4 million, net of tax, or $0.03 per diluted share) for asset impairments and sales. |
|
(3) |
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. |
|
(4) |
In the third quarter of 2012, the Company recorded net income tax benefits of $169 million ($1.14 per diluted share) primarily related to the recognition of U.S. foreign tax credits. In the fourth quarter of 2012, the Company recorded a tax charge of $4 million ($0.03 per diluted share) related to French tax law changes. In the first and fourth quarters of 2011, the Company recorded aggregate 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. |
Consolidated Balance Sheets (Condensed & Unaudited) (in millions)
|
||||||||
December 31, |
2012 |
2011 |
||||||
Assets |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ |
350 |
$ |
342 |
||||
Receivables, net |
1,057 |
948 |
||||||
Inventories |
1,166 |
1,148 |
||||||
Prepaid expenses and other current assets |
177 |
165 |
||||||
Total current assets |
2,750 |
2,603 |
||||||
Goodwill |
1,998 |
1,952 |
||||||
Property, plant and equipment, net |
1,995 |
1,751 |
||||||
Other non-current assets |
747 |
562 |
||||||
Total |
$ |
7,490 |
$ |
6,868 |
||||
Liabilities and equity |
||||||||
Current liabilities |
||||||||
Short-term debt |
$ |
261 |
$ |
128 |
||||
Current maturities of long-term debt |
115 |
67 |
||||||
Accounts payable and accrued liabilities |
2,142 |
2,090 |
||||||
Total current liabilities |
2,518 |
2,285 |
||||||
Long-term debt, excluding current maturities |
3,289 |
3,337 |
||||||
Other non-current liabilities |
1,560 |
1,485 |
||||||
Noncontrolling interests |
285 |
234 |
||||||
³Ô¹Ï51±¬ÁÏÍø Holdings shareholders' deficit |
(162) |
(473) |
||||||
Total (deficit)/equity |
123 |
(239) |
||||||
Total |
$ |
7,490 |
$ |
6,868 |
||||
Consolidated Statements of Cash Flows (Condensed & Unaudited) (in millions)
|
||||||||||
Twelve months ended December 31, |
2012 |
2011 |
||||||||
Cash flows from operating activities |
||||||||||
Net income |
$ |
658 |
$ |
396 |
||||||
Depreciation and amortization |
180 |
176 |
||||||||
Provision for restructuring |
48 |
77 |
||||||||
Asset impairments and sales |
(42) |
6 |
||||||||
Pension expense |
98 |
97 |
||||||||
Pension contributions |
(103) |
(404) |
||||||||
Stock-based compensation |
18 |
18 |
||||||||
Working capital changes |
(98) |
(55) |
||||||||
Deferred taxes and other |
(138) |
68 |
||||||||
Net cash provided by operating activities (A) |
621 |
379 |
||||||||
Cash flows from investing activities |
||||||||||
Capital expenditures |
(324) |
(401) |
||||||||
Acquisition of businesses, net of cash acquired |
(78) |
|||||||||
Insurance proceeds |
48 |
|||||||||
Proceeds from sale of assets |
3 |
26 |
||||||||
Other |
(11) |
3 |
||||||||
Net cash used for investing activities |
(362) |
(372) |
||||||||
Cash flows from financing activities |
||||||||||
Net change in debt |
72 |
509 |
||||||||
Purchase of noncontrolling interests |
(4) |
(202) |
||||||||
Common stock repurchased |
(257) |
(312) |
||||||||
Dividends paid to noncontrolling interests |
(79) |
(102) |
||||||||
Other, net |
14 |
(22) |
||||||||
Net cash used for financing activities |
(254) |
(129) |
||||||||
Effect of exchange rate changes on cash and cash equivalents |
3 |
1 |
||||||||
Net change in cash and cash equivalents |
8 |
(121) |
||||||||
Cash and cash equivalents at January 1 |
342 |
463 |
||||||||
Cash and cash equivalents at December 31 |
$ |
350 |
$ |
342 |
||||||
(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, 2012 and 2011 follows: |
Three Months Ended December 31, |
Twelve Months Ended December 31, |
||||||
2012 |
2011 |
2012 |
2011 |
||||
Net cash provided by operating activities |
$738 |
$513 |
$621 |
$379 |
|||
Pension plan prefunding (1) |
328 |
328 |
|||||
Premiums paid to retire debt early |
27 |
||||||
Adjusted net cash provided by operating activities |
738 |
841 |
621 |
734 |
|||
Capital expenditures |
(110) |
( 128) |
(324) |
(401) |
|||
Insurance proceeds from Thailand flooding |
15 |
48 |
|||||
Free cash flow |
$643 |
$713 |
$345 |
$333 |
|||
(1) |
The Company made contributions of $328 million to prefund its North American defined benefit pension plans in the fourth quarter of 2011. |
SOURCE