Exhibit 99.1
|
News Release |
|
Zep Inc.
1310 Seaboard Industrial Blvd., NW Atlanta, GA 30318
www.zepinc.com |
Zep Inc. Reports Fiscal Third Quarter 2014 Results
Fiscal Third Quarter 2014 Highlights:
· Net sales increased 0.6% to $187.0 million, representing 2.1% organic growth in average daily sales
· Adjusted EBITDA increased 13.6% to $19.3 million
· Adjusted EBITDA margin increased 110 basis points to 10.3%
· Adjusted diluted earnings per share increased 20.0% to $0.30
· Adjusted diluted cash earnings per share increased 14.7% to $0.39
Impact of Marietta Fire:
· Impressive response from associates and first responders with no serious injuries
· Excellent progress on implementation of previously developed business continuity plan
· Expect some uncertainty while re-establishing aerosol manufacturing capacity
· Expect sales pipeline success to partially offset near-term fire-related sales losses
(ATLANTA — July 10, 2014) — Zep Inc. (NYSE: ZEP), a leading consumable chemical packaged goods company that manufactures a wide variety of high-performance maintenance and cleaning chemicals, today reported financial results for the three and nine-month periods ended May 31, 2014.
“I am proud of what the team has accomplished in terms of bringing in new business. Revenue growth was 0.6% in total, 2.1% on a same number of selling days basis and 4.7% when excluding 2.6% of revenue eliminated as a result of complexity reduction activities implemented late in fiscal 2013,” said John K. Morgan, Chairman, President and Chief Executive Officer of Zep Inc.
Morgan continued, “We are making excellent progress on our business continuity plan execution as we recover from the incident at our aerosol production facility, but realize this will create some uncertainty with respect to our future operational and financial results. We are communicating with our customers and working to minimize disruptions in the supply of aerosol products. We continue to believe our insurance will cover the majority of the costs associated with this incident, including business interruption; however we expect the timing of expenditures and insurance recovery to be misaligned.”
Net sales in the quarter were $187.0 million. The 0.6% increase was the net result of growth in most of our targeted strategic end-markets offset by the expected impact of our complexity reduction initiative, decreases in other institutional and industrial end-markets and one less selling day.
Gross profit margin in the second quarter of fiscal 2014 was 46.5% or 20 basis points lower than the comparable quarter of fiscal 2013 due to increased raw material input costs and channel mix, partially offset by pricing actions. Selling, distribution and administrative expenses were $0.4 million lower than last year on a reported basis and would have been $2.2 million, or 2.9% lower, if not for the addition of $0.5 million of incremental California legal costs in the current period and a favorable $1.4 million legal recovery in the third fiscal quarter of last year. Additionally, unexpected increases in freight impacted selling, distribution and administrative expense in the current quarter.
“While we are encouraged by recent sales results, we believe that continuing sales pipeline success may only partially offset the fire-related sales losses potentially resulting in revenue declines in some or all of the next four quarters,” continued Morgan. “We invested in a number of initiatives over the past year that started to deliver results in the most recent quarter. Had it not been for the incident, we expected these initiatives to continue to gain traction in the fourth quarter and beyond. However, we are now focused on implementing our business continuity plan with an eye on mitigating the impact of disruption, and believe that the returns on recent investments may be delayed as we manage through the recovery period.”
During the third quarter of fiscal 2014, management recorded a non-cash impairment of $5.7 million for the loan to Zep Inc.’s innovation partner as a result of their failure to make a scheduled principal payment and future uncertainty over recoverability of the loan.
A more detailed discussion of the Company’s long-term objectives and financial goals may be found in our Forms 10-K and 10-Q filed with the Securities and Exchange Commission (“SEC”). The Forms 10-K and 10-Q are available via the Company’s website at www.zepinc.com.
Conference Call
The Company will host a conference call to discuss third quarter 2014 operating results on Thursday, July 10, 2014 at 4:15 p.m. ET. The call and accompanying presentation will be webcast and may be accessed through the Company’s website at www.zepinc.com or by dialing in at (412) 317-0797. A replay of the call will be posted to the website within two hours of completion of the conference call.
About Zep Inc.
Zep Inc., with fiscal year 2013 net sales of approximately $690 million, is a leading consumable chemical packaged goods company selling a wide variety of high-performance chemicals that help professionals and prosumers clean, maintain and protect their assets. We are focused on the attractive industry dynamics of the transportation market and the industrial maintenance and repair operation (“MRO”) market, which together now comprise approximately 60% of our revenue with the balance derived from sales into the facilities maintenance vertical. We market these products and services under well recognized and established brand names, such as Zep®, Zep Commercial®, Zep Professional®, Enforcer®, Misty®, TimeMist®, TimeWick™, Country Vet®, Original Bike Spirits®, Blue Coral®, Black Magic®, Rain-X®, Niagara National™, FC Forward Chemicals®, Rexodan®, Mykal™, and a number of private label brands. Founded in 1937, some of Zep Inc.’s brands have been in existence since 1896. Zep Inc. is headquartered in Atlanta, Georgia. Visit our website at www.zepinc.com.
Forward Looking Statements and use of Non-GAAP Information
This release contains, and other written or oral statements made by or on behalf of Zep Inc. may include, forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, we or our executive officers on our behalf, may from time to time make forward-looking statements in reports and other documents that are filed with the SEC or in connection with oral statements made to the press, potential investors or others. Specifically, forward-looking statements may include, but are not limited to, statements relating to our future economic performance, business prospects, revenue, income, and financial condition; and statements preceded by, followed by, or that include the words “expects,” “believes,” “intends,” “will,” “anticipates,” and similar terms that relate to future events, performance, or our results. Examples of forward-looking statements in this press release include, but are not limited to, statements about our ability to implement our business continuity plan to minimize the disruption in the supply of aerosol products to our customers, statements regarding the sufficiency of insurance proceeds to cover our losses from the incident at our aerosol manufacturing facility, including business interruption, statements regarding the timing of our receipt of insurance payments and their misalignment with our expenditures and statements regarding future revenue declines and the delay of returns from sales pipeline activity attributable to the incident.
Our forward-looking statements are subject to certain risks and uncertainties that could cause actual results, expectations, or outcomes to differ materially from our historical experience as well as management’s present expectations or projections. These risks and uncertainties include, but are not limited to:
· impact of the fire on financial results;
· economic conditions in general;
· the cost or availability of raw materials;
· pricing;
· competition;
· our ability to realize anticipated benefits from strategic planning and restructuring initiatives and the timing of the benefits of such actions;
· our ability to maintain our customer relationships;
· market demand; and
· litigation and other contingent liabilities, such as environmental matters.
A variety of other risks and uncertainties could cause our actual results to differ materially from the anticipated results or other expectations expressed in our forward-looking statements. A number of those risks are discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended August 31, 2013 and in Part II “Item 1A, Risk Factors” of our Quarterly Report on Form 10-Q for the quarter ended May 31, 2014. Management believes these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and management undertakes no obligation to update publicly any of them in light of new information or future events.
The unaudited consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (“GAAP”) are supplemented by a table that reconciles EBITDA, adjusted EBITDA, adjusted earnings per diluted share and adjusted cash earnings per diluted share, which are non-GAAP financial information that are referenced in this press release, to the nearest GAAP measure. This non-GAAP financial information is provided to enhance the user’s overall understanding of our financial performance. Specifically, management believes that EBITDA, adjusted EBITDA, adjusted earnings per diluted share and adjusted cash earnings per diluted share may provide additional information with respect to our performance or ability to meet our future debt service obligations, capital expenditures and working capital requirements. This non-GAAP financial information should be considered in addition to, and not as a substitute for, or superior to, results prepared in accordance with GAAP. Moreover, this non-GAAP information may not be comparable to EBITDA, adjusted EBITDA, adjusted earnings per diluted share or adjusted cash earnings per diluted share reported by other companies because the items that affect net earnings that we exclude when calculating EBITDA, adjusted EBITDA, adjusted earnings per diluted share and adjusted cash earnings per diluted share may differ from the items taken into consideration by other companies.
Zep Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
(In thousands, except share and per-share data)
|
|
May 31, 2014 |
|
August 31, 2013 |
| ||
ASSETS |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
3,278 |
|
$ |
2,402 |
|
Accounts receivable, less reserve for doubtful accounts of $4,727 at May 31, 2014 and $3,941 at August 31, 2013 |
|
110,376 |
|
104,476 |
| ||
Inventories, net |
|
75,375 |
|
68,633 |
| ||
Prepayments and other current assets |
|
13,674 |
|
13,051 |
| ||
Deferred income taxes |
|
6,149 |
|
8,002 |
| ||
Total Current assets |
|
208,852 |
|
196,564 |
| ||
Property, plant and equipment, net of accumulated depreciation of $114,740 at May 31, 2014 and $108,032 at August 31, 2013 |
|
77,130 |
|
82,328 |
| ||
Goodwill |
|
121,118 |
|
121,102 |
| ||
Identifiable intangible assets, net |
|
123,846 |
|
129,929 |
| ||
Other long-term assets |
|
14,457 |
|
17,835 |
| ||
Total Assets |
|
$ |
545,403 |
|
$ |
547,758 |
|
|
|
|
|
|
| ||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
| ||
Current maturities of long-term debt |
|
$ |
10,000 |
|
$ |
25,000 |
|
Accounts payable |
|
59,477 |
|
56,366 |
| ||
Accrued compensation |
|
17,105 |
|
25,226 |
| ||
Other accrued liabilities |
|
33,900 |
|
41,167 |
| ||
Total Current liabilities |
|
120,482 |
|
147,759 |
| ||
Long-term debt, less current maturities |
|
201,812 |
|
184,908 |
| ||
Deferred income taxes |
|
15,314 |
|
12,782 |
| ||
Other long-term liabilities |
|
17,330 |
|
18,340 |
| ||
Total Liabilities |
|
354,938 |
|
363,789 |
| ||
|
|
|
|
|
| ||
Commitments and Contingencies (Note 6) |
|
|
|
|
| ||
Stockholders’ equity: |
|
|
|
|
| ||
Preferred stock, $0.01 par value; 50,000,000 shares authorized; none issued and outstanding |
|
— |
|
— |
| ||
Common stock, $0.01 par value; 500,000,000 shares authorized; 22,378,788 issued and outstanding at May 31, 2014, and 22,065,059 issued and outstanding at August 31, 2013 |
|
224 |
|
221 |
| ||
Paid-in capital |
|
107,516 |
|
102,573 |
| ||
Retained earnings |
|
70,204 |
|
69,023 |
| ||
Accumulated other comprehensive income |
|
12,521 |
|
12,152 |
| ||
Total Stockholders’ equity |
|
190,465 |
|
183,969 |
| ||
Total Liabilities and Stockholders’ equity |
|
$ |
545,403 |
|
$ |
547,758 |
|
Zep Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(In thousands, except per share data)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
May 31, |
|
May 31, |
| ||||||||
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net sales |
|
$ |
187,023 |
|
$ |
185,988 |
|
$ |
509,667 |
|
$ |
507,400 |
|
Cost of products sold |
|
100,144 |
|
99,095 |
|
269,484 |
|
268,105 |
| ||||
Gross profit |
|
86,879 |
|
86,893 |
|
240,183 |
|
239,295 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Selling, distribution and administrative expenses |
|
74,082 |
|
74,479 |
|
216,358 |
|
210,432 |
| ||||
Acquisition and integration costs |
|
60 |
|
60 |
|
1,091 |
|
2,938 |
| ||||
Fire related charges, net |
|
1,067 |
|
— |
|
1,067 |
|
— |
| ||||
Restructuring charges |
|
129 |
|
— |
|
129 |
|
— |
| ||||
Operating profit |
|
11,541 |
|
12,354 |
|
21,538 |
|
25,925 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Other expense (income): |
|
|
|
|
|
|
|
|
| ||||
Interest expense, net |
|
2,455 |
|
2,963 |
|
8,207 |
|
6,483 |
| ||||
Provision for loan loss |
|
5,670 |
|
— |
|
5,670 |
|
— |
| ||||
Loss on foreign currency transactions |
|
81 |
|
60 |
|
251 |
|
141 |
| ||||
Miscellaneous expense, net |
|
(237 |
) |
(279 |
) |
(50 |
) |
50 |
| ||||
Total other expense |
|
7,969 |
|
2,744 |
|
14,078 |
|
6,674 |
| ||||
Income before income taxes |
|
3,572 |
|
9,610 |
|
7,460 |
|
19,251 |
| ||||
Income tax provision |
|
1,421 |
|
3,355 |
|
2,894 |
|
6,724 |
| ||||
Net income |
|
$ |
2,151 |
|
$ |
6,255 |
|
$ |
4,566 |
|
$ |
12,527 |
|
|
|
|
|
|
|
|
|
|
| ||||
Earnings per share: |
|
|
|
|
|
|
|
|
| ||||
Basic earnings per share |
|
$ |
0.10 |
|
$ |
0.28 |
|
$ |
0.20 |
|
$ |
0.57 |
|
Diluted earnings per share |
|
$ |
0.09 |
|
$ |
0.28 |
|
$ |
0.20 |
|
$ |
0.56 |
|
|
|
|
|
|
|
|
|
|
| ||||
Shares used for computation: |
|
|
|
|
|
|
|
|
| ||||
Basic |
|
22,373 |
|
22,021 |
|
22,282 |
|
21,943 |
| ||||
Diluted |
|
22,959 |
|
22,512 |
|
22,896 |
|
22,394 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend declared per share |
|
$ |
0.05 |
|
$ |
0.04 |
|
$ |
0.15 |
|
$ |
0.12 |
|
Zep Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
(In thousands)
|
|
Nine Months Ended |
| ||||
|
|
May 31, |
| ||||
|
|
2014 |
|
2013 |
| ||
Operating Activities |
|
|
|
|
| ||
Net income |
|
$ |
4,566 |
|
$ |
12,527 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
16,579 |
|
14,475 |
| ||
Provision for loan loss |
|
5,670 |
|
— |
| ||
Fire related charges, net |
|
1,067 |
|
— |
| ||
Gain on disposal of fixed assets |
|
— |
|
(22 |
) | ||
Excess tax benefits from share-based payments |
|
(201 |
) |
72 |
| ||
Other non-cash charges |
|
2,671 |
|
2,812 |
| ||
Deferred income taxes |
|
4,207 |
|
4,148 |
| ||
Change in assets and liabilities, net of effect of acquisitions and divestitures: |
|
|
|
|
| ||
Accounts receivable |
|
(849 |
) |
(7,347 |
) | ||
Inventories |
|
(8,569 |
) |
(3,238 |
) | ||
Prepayments and other current assets |
|
(1,089 |
) |
(4,798 |
) | ||
Accounts payable |
|
2,055 |
|
3,821 |
| ||
Accrued compensation and other current liabilities |
|
(16,069 |
) |
(2,020 |
) | ||
Self insurance and other long-term liabilities |
|
(1,010 |
) |
(2,998 |
) | ||
Other assets |
|
(1,530 |
) |
582 |
| ||
Net cash provided by operating activities |
|
7,498 |
|
18,014 |
| ||
|
|
|
|
|
| ||
Investing Activities |
|
|
|
|
| ||
Purchases of property, plant, and equipment |
|
(7,384 |
) |
(8,534 |
) | ||
Acquisitions, net of cash acquired |
|
— |
|
(116,827 |
) | ||
Principal payment from innovation partner |
|
300 |
|
— |
| ||
Proceeds from sale of property, plant, and equipment |
|
1,325 |
|
22 |
| ||
Net cash used in investing activities |
|
(5,759 |
) |
(125,339 |
) | ||
|
|
|
|
|
| ||
Financing Activities |
|
|
|
|
| ||
Proceeds from credit facility borrowings |
|
253,000 |
|
338,608 |
| ||
Repayments of borrowings from credit facility |
|
(251,238 |
) |
(238,438 |
) | ||
Secured borrowings |
|
(1,518 |
) |
8,001 |
| ||
Employee stock issuances |
|
2,072 |
|
1,070 |
| ||
Excess tax benefits from share-based payments |
|
201 |
|
(72 |
) | ||
Dividend payments |
|
(3,385 |
) |
(2,652 |
) | ||
Net cash provided by (used in) financing activities |
|
(868 |
) |
106,517 |
| ||
Effect of exchange rate changes on cash |
|
5 |
|
49 |
| ||
Net change in Cash and cash equivalents |
|
876 |
|
(759 |
) | ||
Cash and cash equivalents — beginning of period |
|
2,402 |
|
3,513 |
| ||
Cash and cash equivalents — end of period |
|
$ |
3,278 |
|
$ |
2,754 |
|
Zep Inc.
RECONCILIATION OF NON-GAAP MEASURES
(Unaudited; In thousands)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
May 31, |
|
May 31, |
| ||||||||
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
2,151 |
|
$ |
6,255 |
|
$ |
4,566 |
|
$ |
12,527 |
|
Interest expense, net |
|
2,455 |
|
2,963 |
|
8,207 |
|
6,483 |
| ||||
Income tax provision |
|
1,421 |
|
3,355 |
|
2,894 |
|
6,724 |
| ||||
Depreciation and amortization |
|
5,537 |
|
5,407 |
|
16,579 |
|
14,475 |
| ||||
EBITDA |
|
$ |
11,564 |
|
$ |
17,980 |
|
$ |
32,246 |
|
$ |
40,209 |
|
|
|
|
|
|
|
|
|
|
| ||||
Acquisition and integration costs |
|
60 |
|
60 |
|
1,091 |
|
2,938 |
| ||||
Provision for loan loss |
|
5,670 |
|
— |
|
5,670 |
|
— |
| ||||
Fire related charges, net |
|
1,067 |
|
— |
|
1,067 |
|
— |
| ||||
Restructuring charges |
|
129 |
|
— |
|
129 |
|
— |
| ||||
California legal matter |
|
849 |
|
391 |
|
5,446 |
|
1,000 |
| ||||
Legal settlement |
|
— |
|
(1,400 |
) |
— |
|
(1,400 |
) | ||||
Contingent consideration adjustment |
|
— |
|
— |
|
— |
|
(1,285 |
) | ||||
Adjusted EBITDA |
|
$ |
19,339 |
|
$ |
17,031 |
|
$ |
45,649 |
|
$ |
41,462 |
|
|
|
|
|
|
|
|
|
|
| ||||
Adjusted EBITDA margin |
|
10.3 |
% |
9.2 |
% |
9.0 |
% |
8.2 |
% |
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
May 31, |
|
May 31, |
| ||||||||
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income |
|
$ |
2,151 |
|
$ |
6,255 |
|
$ |
4,566 |
|
$ |
12,527 |
|
Acquisition and integration costs |
|
60 |
|
60 |
|
1,091 |
|
2,938 |
| ||||
Provision for loan loss |
|
5,670 |
|
— |
|
5,670 |
|
— |
| ||||
Fire related charges, net |
|
1,067 |
|
— |
|
1,067 |
|
— |
| ||||
Restructuring charges |
|
129 |
|
— |
|
129 |
|
— |
| ||||
California legal matter |
|
849 |
|
391 |
|
5,446 |
|
1,000 |
| ||||
Legal settlement |
|
— |
|
(1,400 |
) |
— |
|
(1,400 |
) | ||||
Contingent consideration adjustment |
|
— |
|
— |
|
— |
|
(1,285 |
) | ||||
Net tax effect of above items |
|
(3,093 |
) |
331 |
|
(5,200 |
) |
(438 |
) | ||||
Adjusted net income |
|
$ |
6,833 |
|
$ |
5,637 |
|
$ |
12,769 |
|
$ |
13,342 |
|
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
May 31, |
|
May 31, |
| ||||||||
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Diluted earnings per share |
|
$ |
0.09 |
|
$ |
0.28 |
|
$ |
0.20 |
|
$ |
0.56 |
|
Acquisition and integration costs, net of tax |
|
— |
|
— |
|
0.03 |
|
0.09 |
| ||||
Provision for loan loss, net of tax |
|
0.15 |
|
— |
|
0.15 |
|
— |
| ||||
Fire related charges, net of tax |
|
0.03 |
|
— |
|
0.03 |
|
— |
| ||||
Restructuring charges, net of tax |
|
— |
|
— |
|
— |
|
— |
| ||||
California legal matter, net of tax |
|
0.03 |
|
0.01 |
|
0.15 |
|
0.03 |
| ||||
Legal settlement, net of tax |
|
— |
|
(0.04 |
) |
— |
|
(0.04 |
) | ||||
Contingent consideration adjustment, net of tax |
|
— |
|
— |
|
— |
|
(0.04 |
) | ||||
Adjusted diluted earnings per share |
|
$ |
0.30 |
|
$ |
0.25 |
|
$ |
0.56 |
|
$ |
0.60 |
|
Amortization |
|
0.09 |
|
0.09 |
|
0.27 |
|
0.23 |
| ||||
Adjusted diluted cash earnings per share |
|
$ |
0.39 |
|
$ |
0.34 |
|
$ |
0.83 |
|
$ |
0.83 |
|
Investor Contact:
Don De Laria
VP, Investor Relations & Communications
404-350-6266
don.delaria@zep.com