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Associated Materials and AMH Holdings Report Second Quarter Results
 

CUYAHOGA FALLS, Ohio, Aug. 18 /PRNewswire/ -- Associated Materials (the "Company") today announced results for its second quarter ended July 4, 2009. Financial highlights are as follows:

  • Net sales for the quarter ended July 4, 2009 were $275.0 million, a 12.7% decrease from net sales of $314.8 million for the same period in 2008.

  • Adjusted EBITDA was $32.6 million for the second quarter of 2009 compared to adjusted EBITDA of $34.7 million for the same period in 2008.

Tom Chieffe, President and Chief Executive Officer, commented, "Ongoing weakness in the housing markets impacted our sales negatively for the second quarter. While we are encouraged with our second quarter results, we are keeping our focus on reducing costs and improving operational effectiveness. Despite the recent improvement in key industry indicators, we intend to operate our business with continued lower volume expectations over the near term. Furthermore, our working capital initiatives previously implemented continue to improve our operating cash flows as compared to the prior year."

Earnings Conference Call

Management will host its second quarter earnings conference call on Friday, August 21(st )at 9:30 a.m. Eastern Time. The toll free dial-in number for the call is (866) 712-7678 (passcode 5867450 must be entered to join the call) and the conference call identification number is 25010251. A replay of the call will be available through August 28(th) by dialing (877) 213-9653 and entering the above conference call identification number. The conference call and replay will also be available via webcast, which along with this news release can be accessed via the Company's web site at http://www.associatedmaterials.com.

                            ASSOCIATED MATERIALS, LLC
                                AMH HOLDINGS, LLC
                 Condensed Consolidating Statement of Operations
                                  (Unaudited)
                           Quarter Ended July 4, 2009
                                 (in thousands)

                                  Associated                      AMH
                                  Materials  AMH     Eliminations Consolidated
                                  Quarter    Quarter Quarter      Quarter
                                  Ended      Ended   Ended        Ended
                                  July 4,    July 4, July 4,      July 4,
                                  2009       2009    2009         2009
                                  ---------- ------- ------------ ------------

    Net sales                     $274,969       $ -        $ -   $274,969

    Gross profit                    77,981         -          -     77,981

    Selling, general and
     administrative expense         51,297                          51,297
    Gain on debt extinguishment          -     8,897                 8,897
    Manufacturing restructuring
     costs                           5,255         -          -      5,255
                                 --------- ---------  ---------  ---------
    Income from operations          21,429     8,897          -     30,326

    Interest expense, net            5,244    12,771          -     18,015
    Foreign currency gain              274         -          -        274
                                 --------- ---------  ---------  ---------
    Income (loss) before
     income taxes                   16,459    (3,874)         -     12,585
    Income taxes (benefit)           6,386    (3,137)         -      3,249
                                 --------- ---------  ---------  ---------
    Income (loss) before
     equity income from
     subsidiaries                   10,073      (737)         -      9,336
    Equity income from
     subsidiaries                        -    10,073    (10,073)         -
                                 --------- ---------  ---------  ---------
    Net income                     $10,073    $9,336   $(10,073)    $9,336
                                 ========= =========  =========  =========

    Other Data:
    EBITDA (a)                     $27,207
    Adjusted EBITDA (a)             32,558



                            ASSOCIATED MATERIALS, LLC
                                AMH HOLDINGS, LLC
                   Condensed Consolidating Statement of Operations
                                  (Unaudited)
                          Quarter Ended June 28, 2008
                                 (in thousands)


                                 Associated                       AMH
                                 Materials  AMH      Eliminations Consolidated
                                 Quarter    Quarter  Quarter      Quarter
                                 Ended      Ended    Ended        Ended
                                 June 28,   June 28, June 28,     June 28,
                                 2008       2008     2008         2008
                                 ---------- -------  ------------ ------------

    Net sales                     $314,812        $-         $-   $314,812

    Gross profit                    78,992         -          -     78,992

    Selling, general and
     administrative expense         52,862         -          -     52,862

    Manufacturing restructuring
     costs                             938         -          -        938
                                 --------- ---------  ---------  ---------


    Income from operations          25,192         -          -     25,192

    Interest expense, net            5,915    11,507          -     17,422
    Foreign currency loss               12         -          -         12
                                 --------- ---------  ---------  ---------
    Income (loss) before income
     taxes                          19,265   (11,507)         -      7,758
    Income taxes (benefit)           7,224   (13,692)         -     (6,468)
                                 --------- ---------  ---------  ---------
    Income before equity income
     from subsidiaries              12,041     2,185          -     14,226
    Equity income from
     subsidiaries                        -    12,041    (12,041)         -
                                 --------- ---------  ---------  ---------
    Net income                     $12,041   $14,226   $(12,041)   $14,226
                                 ========= =========  =========  =========
    Other Data:
    EBITDA (a)                     $30,925
    Adjusted EBITDA (a)             34,651



                             ASSOCIATED MATERIALS, LLC
                                AMH HOLDINGS, LLC
                 Condensed Consolidating Statement of Operations
                                   (Unaudited)
                          Six Months Ended July 4, 2009
                                  (in thousands)

                               Associated                         AMH
                               Materials  AMH        Eliminations Consolidated
                               Six Months Six Months Six Months   Six Months
                               Ended      Ended      Ended        Ended
                               July 4,    July 4,    July 4,      July 4,
                               2009       2009       2009         2009
                               ---------- ---------- ------------ ------------

    Net sales                   $447,301        $-          $-    $447,301

    Gross profit                 108,234         -           -     108,234

    Selling, general and
     administrative expense       99,795                            99,795
    Gain on debt extinguishment        -     8,897                   8,897
    Manufacturing restructuring
     costs                         5,255         -           -       5,255
                               --------- ---------   ---------   ---------
    Income from operations         3,184     8,897           -      12,081

    Interest expense, net         10,582    25,119           -      35,701
    Foreign currency gain            222         -           -         222
                               --------- ---------   ---------   ---------
    Loss before income taxes       7,176    16,222           -      23,398
    Income taxes (benefit)        (2,784)    5,038           -       2,254
                               --------- ---------   ---------   ---------
    Loss before equity loss from
     subsidiaries                  4,392    21,260           -      25,652
    Equity loss from subsidiaries      -     4,392      (4,392)          -
                               --------- ---------   ---------   ---------
    Net loss                      $4,392   $25,652     $(4,392)    $25,652
                               ========= =========   =========   =========
    Other Data:
    EBITDA (a)                   $14,351
    Adjusted EBITDA (a)           19,937



                             ASSOCIATED MATERIALS, LLC
                                AMH HOLDINGS, LLC
                  Condensed Consolidating Statement of Operations
                                   (Unaudited)
                          Six Months Ended June 28, 2008
                                  (in thousands)

                               Associated                         AMH
                               Materials  AMH        Eliminations Consolidated
                               Six Months Six Months Six Months   Six Months
                               Ended      Ended      Ended        Ended
                               June 28,   June 28,   June 28,     June 28,
                               2008       2008       2008         2008
                               ---------- ---------- ------------ ------------


    Net sales                   $515,690        $-           $-   $515,690

    Gross profit                 123,605         -            -    123,605

    Selling, general and
     administrative expense      102,990         -            -    102,990
    Manufacturing restructuring
     costs                         1,783         -            -      1,783
                               --------- ---------    ---------  ---------
    Income from operations        18,832         -            -     18,832

    Interest expense, net         11,782    22,614            -     34,396
    Foreign currency loss             90         -            -         90
                               --------- ---------    ---------  ---------
    Income (loss) before income
     taxes                         6,960   (22,614)           -    (15,654)
    Income taxes (benefit)         2,672   (17,778)           -    (15,106)
                               --------- ---------    ---------  ---------
    Income (loss) before equity
     income from subsidiaries      4,288    (4,836)           -       (548)
    Equity income from
     subsidiaries                      -     4,288       (4,288)         -
                               --------- ---------    ---------  ---------
    Net income (loss)             $4,288     $(548)     $(4,288)     $(548)
                               ========= =========    =========  =========
    Other Data:
    EBITDA (a)                   $30,140
    Adjusted EBITDA (a)           34,836



    (a) EBITDA is calculated as net income plus interest, taxes, depreciation
        and amortization. Adjusted EBITDA excludes certain items. The Company
        considers adjusted EBITDA to be an important indicator of its
        operational strength and performance of its business. The Company has
        included adjusted EBITDA because it is a key financial measure used by
        management to (i) assess the Company's ability to service its debt and
        / or incur debt and meet the Company's capital expenditure
        requirements; (ii) internally measure the Company's operating
        performance; and (iii) determine the Company's incentive compensation
        programs.  In addition, the Company's ABL Facility has certain
        covenants that apply ratios utilizing this measure of adjusted EBITDA.
        EBITDA and adjusted EBITDA have not been prepared in accordance with
        U.S. generally accepted accounting principles ("GAAP").  Adjusted
        EBITDA as presented by the Company may not be comparable to similarly
        titled measures reported by other companies. EBITDA and adjusted
        EBITDA are not measures determined in accordance with GAAP and should
        not be considered as an alternative to, or more meaningful than, net
        income (as determined in accordance with GAAP) as a measure of the
        Company's operating results or cash flows from operations (as
        determined in accordance with GAAP) as a measure of the Company's
        liquidity.

        The reconciliation of the Company's net income (loss) to EBITDA and
        adjusted EBITDA is as follows (in thousands):



                                   Quarter  Quarter   Six Months  Six Months
                                    Ended    Ended      Ended       Ended
                                   July 4,  June 28,   July 4,     June 28,
                                    2009     2008       2009        2008
                                   -------  -------   ----------  ----------
    Net income (loss)             $10,073  $12,041    $(4,392)     $4,288
    Interest expense, net           5,244    5,915     10,582      11,782
    Income taxes                    6,386    7,224     (2,784)      2,672
    Depreciation and
     amortization                   5,504    5,745     10,945      11,398
                                    -----    -----     ------      ------
    EBITDA                         27,207   30,925     14,351      30,140
    Amortization of
     management fee (b)               125      125        250         250
    Manufacturing
     restructuring costs (c)        5,255    1,797      5,255       2,642
    Bank audit fees (d)               (29)       -         81           -
    Loss upon disposal
     of assets other
     than by sale (e)
                                        -    1,804          -       1,804
                                      ---    -----        ---       -----
    Adjusted EBITDA (f)           $32,558  $34,651    $19,937     $34,836
                                  =======  =======    =======     =======


    (b) Represents amortization of a prepaid management fee paid to Investcorp
        International Inc. in connection with the December 2004
        recapitalization transaction.

    (c) During the first quarter of 2008, the Company committed to, and
        subsequently completed, relocating a portion of its vinyl siding
        production from Ennis, Texas to its vinyl manufacturing facilities in
        West Salem, Ohio and Burlington, Ontario.  In addition, during 2008,
        the Company transitioned the majority of distribution of its U.S.
        vinyl siding products to a center located in Ashtabula, Ohio and
        committed to a plan to discontinue use of its warehouse facility
        adjacent to its Ennis, Texas vinyl manufacturing facility.  For the
        quarter and six months ended June 28, 2008, the amounts represent
        asset impairment costs, inventory markdown costs, and costs incurred
        to relocate manufacturing equipment.  Inventory markdown costs of $0.9
        million are included in cost of sales in the statement of operations
        for the quarter and six months ended June 28, 2008.  The Company
        discontinued its use of the warehouse facility adjacent to the Ennis
        manufacturing plant during the second quarter of 2009.  As a result,
        the related lease costs associated with the discontinued use of the
        warehouse facility were recorded as a restructuring charge of
        approximately $5.3 million for the quarter and six months ended July
        4, 2009.

    (d) Represents bank audit fees incurred under the Company's ABL Facility.

    (e) As part of the Company's ongoing efforts to improve its internal
        controls, the Company enhanced its controls surrounding the physical
        verification of property, plant and equipment during the quarter ended
        June 28, 2008.  The amounts recorded represent the loss upon disposal
        of assets other than by sale as a result of executing these enhanced
        controls.

    (f) Prior year adjusted EBITDA amounts have been reclassified to conform
        to the current year's presentation, which, in conformity with the
        computation of adjusted EBITDA under the Company's current credit
        facility, excludes any adjustment for foreign currency gain or loss.

Results of Operations

Net sales decreased 12.7% to $275.0 million for the second quarter of 2009 compared to $314.8 million for the same period in 2008 primarily due to decreased unit volumes, principally in vinyl siding, vinyl windows and metal products, and the impact of the weaker Canadian dollar. During the second quarter of 2009 compared to the same period in 2008, vinyl siding unit volumes decreased by approximately 18%, while vinyl window unit volumes decreased by approximately 6%. Gross profit in the second quarter of 2009 was $78.0 million, or 28.4% of net sales, compared to gross profit of $79.0 million, or 25.1% of net sales, for the same period in 2008. The increase in gross profit as a percentage of net sales was primarily a result of cost reduction initiatives and procurement savings. Selling, general and administrative expense decreased to $51.3 million, or 18.7% of net sales, for the second quarter of 2009 versus $52.9 million, or 16.8% of net sales, for the same period in 2008. Selling, general and administrative expense for the quarter ended June 28, 2008 included a loss upon the disposal of assets other than by sale of $1.8 million. Excluding this item, selling, general and administrative expense for the second quarter of 2009 increased $0.2 million compared to the same period in 2008. The increase in selling, general and administrative expense was primarily due to increased bad debt expense, partially offset by decreased personnel costs as a result of reduced headcount and decreased product delivery costs in the Company's supply center network.

Net sales decreased 13.3% to $447.3 million for the six months ended July 4, 2009 compared to $515.7 million for the same period in 2008 primarily due to decreased unit volumes across all product categories, principally in vinyl siding and vinyl windows, and the impact of the weaker Canadian dollar. For the six months ended July 4, 2009 compared to the same period in 2008, vinyl siding unit volumes decreased by approximately 19%, while vinyl window unit volumes decreased by approximately 8%. Gross profit for the six months ended July 4, 2009 was $108.2 million, or 24.2% of net sales, compared to gross profit of $123.6 million, or 24.0% of net sales, for the same period in 2008. Selling, general and administrative expense decreased to $99.8 million, or 22.3% of net sales, for the six months ended July 4, 2009 versus $103.0 million, or 20.0% of net sales, for the same period in 2008. Selling, general and administrative expense for the six months ended June 28, 2008 includes a loss upon the disposal of assets other than by sale of $1.8 million. Excluding this item, selling, general and administrative expense for the six months ended July 4, 2009 decreased $1.4 million compared to the same period in 2008. The decrease in selling, general and administrative expense was primarily due to decreased product delivery costs in the Company's supply center network, decreased personnel costs as a result of reduced headcount, and the translation impact on Canadian expenses as a result of the weaker Canadian dollar, partially offset by increased bad debt expense.

During the quarter and six months ended June 28, 2008, the Company incurred costs of $0.9 million and $1.8 million, respectively, related to relocating a portion of its vinyl siding production and distribution. These costs were comprised of asset impairment costs, costs incurred to relocate manufacturing equipment, costs associated with the transition of distribution operations, and inventory markdown costs. The inventory markdown costs of $0.9 million are included in cost of sales in the statement of operations for the quarter and six months ended June 28, 2008. The Company discontinued its use of the warehouse facility adjacent to the Ennis manufacturing plant during the second quarter of 2009. As a result, the related lease costs associated with the discontinued use of the warehouse facility were recorded as a restructuring charge of approximately $5.3 million for the quarter and six months ended July 4, 2009.

The consolidating financial information included herein for the quarter and six months ended July 4, 2009 and June 28, 2008 includes the Company and its indirect parent company, AMH Holdings, LLC ("AMH"), which conducts all of its operating activities through the Company. For the quarter and six months ended July 4, 2009, AMH reported consolidated net income of $9.3 million and a consolidated net loss of $25.7 million, respectively, compared to consolidated net income of $14.2 million and a consolidated net loss of $0.5 million for the same periods in 2008, respectively. AMH's results for the quarter and six months ended July 4, 2009 included a gain on debt extinguishment, interest expense, which included first quarter accretion of AMH's 11 1/4% senior discount notes, and AMH's equity income from its subsidiaries. AMH's results for the same periods in 2008 included interest expense, which primarily consisted of the accretion on AMH's 11 1/4% senior discount notes, and AMH's equity income from its subsidiaries.

In connection with the December 2004 recapitalization transaction, AMH's parent company AMH Holdings II, Inc. ("AMH II") was formed, and AMH II subsequently issued $75 million of 13 5/8% senior notes due 2014. In June 2009, AMH II entered into an exchange agreement pursuant to which it paid $20.0 million in cash and issued $13.066 million original principal amount of its 20% senior notes due 2014 in exchange for all of its outstanding 13 5/8% senior notes due 2014. In conjunction with the AMH II note exchange, Associated Materials entered into a purchase agreement pursuant to which it issued $20.0 million of its 15% senior subordinated notes due 2012 in a private placement to certain institutional investors of AMH II and capitalized the related transaction costs. In addition to the $8.9 million gain on debt extinguishment recorded by AMH for the quarter and six months ended July 4, 2009, AMH II recorded a gain on debt restructuring of $19.2 million for the same periods.

As AMH II is a holding company with no operations, it must receive distributions, payments or loans from its subsidiaries to satisfy its obligations on its debt. As of July 4, 2009, total AMH II debt, including that of its consolidated subsidiaries, was approximately $701.5 million.

Company Description

Associated Materials is a leading manufacturer of exterior residential building products, which are distributed through company-owned distribution centers and independent distributors across North America. The Company produces a broad range of vinyl windows, vinyl siding, aluminum trim coil, aluminum and steel siding and accessories, as well as vinyl fencing and railing. Associated Materials is a privately held, wholly-owned subsidiary of Associated Materials Holdings, which is a wholly-owned subsidiary of AMH, which is a wholly-owned subsidiary of AMH II, which is controlled by affiliates of Investcorp S.A. ("Investcorp") and Harvest Partners, Inc. ("Harvest Partners"). For more information, please visit the Company's website at http://www.associatedmaterials.comhttp://www.associatedmaterials.com.

Investcorp is a leading provider and manager of alternative investment products. It has offices in New York, London and Bahrain and is publicly traded on the London Stock Exchange (IVC) and Bahrain Stock Exchange (INVCORP). Investcorp has five lines of business: private equity, hedge funds, real estate, technology investment and Gulf growth capital. Founded in 1982, Investcorp has grown to become one of the largest and most diverse alternative investment managers in terms of both product offerings and geography. It currently has over $13 billion in invested assets under management. Further information is available at www.investcorp.com.

Harvest Partners is a leading private equity investment firm with a long track record of building value in businesses and generating attractive returns on investment. Founded in 1981, Harvest Partners' investment focus is acquiring profitable manufacturing, distribution, consumer, retail and business services companies. This strategy leverages Harvest Partners' substantial experience in financing organic and acquisition-oriented growth opportunities. Harvest Partners currently has approximately $1.7 billion of committed capital under management. For more information on Harvest Partners, please visit its website at http://www.harvpart.com.

Forward-Looking Statements

This press release contains certain forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) relating to the Company and AMH that are based on the beliefs of the Company's and AMH's management. When used in this press release, the words "may," "will," "should," "expect," "intend," "estimate," "anticipate," "believe," "predict," "potential" or "continue" or similar expressions identify forward-looking statements. These statements are subject to certain risks and uncertainties. Such statements reflect the current views of the Company's and AMH's management. The following factors, and others which are discussed in the Company's and AMH's filings with the Securities and Exchange Commission, are among those that may cause actual results to differ materially from the forward-looking statements: changes in the home building and remodeling industries, general economic conditions, interest rates, foreign currency exchange rates, changes in the availability of consumer credit, employment trends, levels of consumer confidence and spending, consumer preferences, changes in raw material costs and availability, market acceptance of price increases, changes in national and regional trends in new housing starts, changes in weather conditions, the Company's ability to comply with certain financial covenants in its ABL Facility and indentures governing its 9 3/4% notes, 15% notes and 11 1/4% notes, increases in levels of competition within its market, availability of alternative building products, increases in its level of indebtedness, increases in costs of environmental compliance, unanticipated warranty or product liability claims, increases in capital expenditure requirements, potential conflict between Alside and Gentek distribution channels and shifts in market demand. Should one or more of these risks or uncertainties materialize, or should underlying assumptions or estimates prove incorrect, actual results may vary materially from those described herein as expected, intended, estimated, anticipated, believed or predicted. For further information, refer to the Company's most recent Annual Report on Form 10-K (particularly the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections) and to any subsequent Quarterly Reports on Form 10-Q, all of which are on file with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

    Net Sales by Principal Product Offering (Unaudited) (in thousands)
    ------------------------------------------------------------------

                                     Quarter   Quarter  Six Months Six Months
                                      Ended     Ended     Ended      Ended
                                     July 4,   June 28,  July 4,    June 28,
                                      2009      2008      2009       2008
                                     -------   -------- ---------- ----------

    Vinyl windows                    $99,031  $103,935   $160,087   $173,623
    Vinyl siding products             56,829    70,315     92,418    114,449
    Metal products                    44,421    61,789     73,404    101,133
    Third party manufactured products 57,305    58,187     90,021     91,120
    Other products and services       17,383    20,586     31,371     35,365
                                      ------    ------     ------     ------
                                    $274,969  $314,812   $447,301   $515,690
                                    ========  ========   ========   ========


    Selected Balance Sheet Data (in thousands)
    ------------------------------------------
                                              July 4, 2009
                                 ----------------------------------------
                                 Associated                       AMH
                                 Materials         AMH       Consolidated
                                 ----------------------------------------

    Cash                            $15,741          $-          $15,741
    Accounts receivable, net        143,337           -          143,337
    Inventories                     135,292           -          135,292
    Accounts payable                110,709           -          110,709
    Accrued liabilities              54,082      16,158           70,240
    Total debt                      224,500     431,000          655,500


                                             January 3, 2009
                                 ----------------------------------------
                                 Associated                       AMH
                                 Materials         AMH       Consolidated
                                 ----------------------------------------

    Cash                             $6,709          $-           $6,709
    Accounts receivable,
     net                            116,878           -          116,878
    Inventories                     141,170           -          141,170
    Accounts payable                 54,520           -           54,520
    Accrued liabilities              54,449           -           54,449
    Total debt                      221,000     438,095          659,095



     Selected Cash Flow Data (in thousands)
     --------------------------------------

                                                      Six Months Ended
                                                   ----------------------
                                                    July 4,       June 28,
                                                     2009           2008
                                                   ----------------------
    Net cash provided by (used in) operating
      activities                                   $44,171       $(28,827)
    Capital expenditures                             2,381          8,210
    Dividend paid to fund semi-annual
     interest payment on AMH II's 13 5/8%
     senior notes                                    4,269          4,118
    Issuance of new senior notes                    20,000              -
    Net repayments under the Company's ABL
     Facility                                       16,500              -
    Net borrowings under the Company's
     revolving loan                                      -         28,309
    Cash paid for interest                           9,598         10,547
    Cash paid for income taxes                       3,828         13,157


SOURCE Associated Materials, LLC; AMH Holdings, LLC