CIRCOR INTERNATIONAL, INC. (NYSE:CIR) Files An 8-K Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition.
By press release dated February 16, 2017 CIRCOR International,
Inc. (the Company) announced its financial results for the three
and twelve months ended December 31, 2016. The full text of the
press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
Inc. (the Company) announced its financial results for the three
and twelve months ended December 31, 2016. The full text of the
press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
The information in this Item 2.02 of Form 8-K and the Exhibits
99.1 99.2 attached hereto shall not be deemed filed for purposes
of Section 18 of the Securities and Exchange Act of 1934 (the
Exchange Act) or otherwise subject to the liability of that
section, nor shall it be deemed incorporated by reference into
any registration statement or other document filed under the
Securities Act of 1933 or the Exchange Act, except as expressly
set forth by special reference in such filing.
99.1 99.2 attached hereto shall not be deemed filed for purposes
of Section 18 of the Securities and Exchange Act of 1934 (the
Exchange Act) or otherwise subject to the liability of that
section, nor shall it be deemed incorporated by reference into
any registration statement or other document filed under the
Securities Act of 1933 or the Exchange Act, except as expressly
set forth by special reference in such filing.
The Companys management evaluates segment operating performance
using operating income before certain charges/credits to cost of
revenues and selling, general and administrative expenses,
principally associated with acquisition-related activities;
restructuring and other costs/income including costs arising from
facility consolidations and gains and losses from the sale of
product lines; and amortization of acquisition-related intangible
assets. The Company also refers to this measure as segment
operating income or adjusted operating income. The Company uses
this measure because it helps management understand and evaluate
the segments core operating results and facilitate comparison of
performance for determining incentive compensation achievement.
using operating income before certain charges/credits to cost of
revenues and selling, general and administrative expenses,
principally associated with acquisition-related activities;
restructuring and other costs/income including costs arising from
facility consolidations and gains and losses from the sale of
product lines; and amortization of acquisition-related intangible
assets. The Company also refers to this measure as segment
operating income or adjusted operating income. The Company uses
this measure because it helps management understand and evaluate
the segments core operating results and facilitate comparison of
performance for determining incentive compensation achievement.
In the press release and accompanying supplemental information,
the Company uses the following non-GAAP financial measures:
Adjusted operating income, adjusted operating margin, free cash
flow, adjusted net income, adjusted earnings per share (EPS),
EBITDA, adjusted EBITDA, and net debt, described as follows:
the Company uses the following non-GAAP financial measures:
Adjusted operating income, adjusted operating margin, free cash
flow, adjusted net income, adjusted earnings per share (EPS),
EBITDA, adjusted EBITDA, and net debt, described as follows:
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Adjusted operating income>is defined as GAAP operating
income excluding intangible amortization from acquisitions completed subsequent to December 31, 2011, the impact of the 2015 Brazil restatement, the impact of restructuring related inventory, impairment and special charges or gains. |
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Adjusted operating margin>is defined as adjusted
operating income divided by net revenues. |
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Free cash flow>is defined as net cash flow from
operating activities, less net capital expenditures. Management of this Company believes free cash flow is an important measure of its liquidity as well as its ability to service long-term debt, fund future growth and to provide a return to shareholders. We also believe this free cash flow definition does not have any material limitations. |
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Adjusted net income>is defined as net income, excluding
intangible amortization from acquisitions completed subsequent to December 31, 2014, the impact of the 2015 Brazil restatement, special charges/gains including the impact of restructuring related inventory charges, and impairments, net of tax. |
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Adjusted EPS>is defined as earnings per common share
diluted, excluding the per share impact of intangible amortization from acquisitions completed subsequent to December 31, 2014, the impact of the 2015 Brazil restatement, special charges/gains including the impact of restructuring related inventory charges, and impairments, net of tax. |
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EBITDA>is defined as net income plus net interest
expense, provision for income taxes, depreciation and amortization. |
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Adjusted EBITDA>is defined as EBITDA plus the impact of
the 2015 Brazil restatement, special charges/gains including the impact of restructuring related inventory charges, and impairments, net of tax. |
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Net Debt>- is defined at total debt minus cash cash
equivalents. |
Our management uses these non-GAAP measures to gain an
understanding of our comparative operating performance (when
comparing such results with previous periods or forecasts). These
non-GAAP financial measures are used by management in our
financial and operating decision making because we believe they
better reflect our ongoing business and allow for meaningful
period-to-period comparisons. We believe these non-GAAP financial
measures provide useful information to investors and others in
understanding and evaluating the Companys current operating
performance and future prospects in the same manner as management
does, if they so choose. These non-GAAP financial measures also
allow investors and others to compare the Companys current
financial results with the Companys past financial results in a
consistent manner. For example:
understanding of our comparative operating performance (when
comparing such results with previous periods or forecasts). These
non-GAAP financial measures are used by management in our
financial and operating decision making because we believe they
better reflect our ongoing business and allow for meaningful
period-to-period comparisons. We believe these non-GAAP financial
measures provide useful information to investors and others in
understanding and evaluating the Companys current operating
performance and future prospects in the same manner as management
does, if they so choose. These non-GAAP financial measures also
allow investors and others to compare the Companys current
financial results with the Companys past financial results in a
consistent manner. For example:
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We exclude costs and tax effects associated with
restructuring activities, such as reducing overhead and consolidating facilities. We believe that the costs related to these restructuring activities are not indicative of our normal operating costs. |
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We exclude certain acquisition-related costs, including
significant transaction costs and the related tax effects. We exclude these costs because we do not believe they are indicative of our normal operating costs. |
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We exclude the expense and tax effects associated with the
non-cash amortization of acquisition-related intangible assets because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have lives of 5 to 20 years. Exclusion of the non-cash amortization expense allows comparisons of operating results that are consistent over time for both our newly acquired and long-held businesses and with both acquisitive and non-acquisitive peer companies. |
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We also exclude certain gains/losses and related tax
effects, which are either isolated or cannot be expected to occur again with any predictability, and that we believe are not indicative of our normal operating gains and losses. For example, we exclude gains/losses from items such as the sale of a business, significant litigation-related matters and lump-sum pension plan settlements. |
CIRCORs management uses these non-GAAP measures, in addition to
GAAP financial measures, as the basis for measuring the Companys
operating performance and comparing such performance to that of
prior periods and to the performance of our peers and
competitors. We use such measures when publicly providing our
business outlook, assessing future earnings potential, evaluating
potential acquisitions and dispositions and in our financial and
operating decision-making process including for incentive
compensation purposes.
GAAP financial measures, as the basis for measuring the Companys
operating performance and comparing such performance to that of
prior periods and to the performance of our peers and
competitors. We use such measures when publicly providing our
business outlook, assessing future earnings potential, evaluating
potential acquisitions and dispositions and in our financial and
operating decision-making process including for incentive
compensation purposes.
Investors should recognize that these non-GAAP measures might not
be comparable to similarly titled measures of other companies.
These measures should be considered in addition and not as a
substitute for or superior to, any measure of performance, cash
flow or liquidity prepared in accordance with accounting
principles generally accepted in the United States.
be comparable to similarly titled measures of other companies.
These measures should be considered in addition and not as a
substitute for or superior to, any measure of performance, cash
flow or liquidity prepared in accordance with accounting
principles generally accepted in the United States.
A reconciliation of our non-GAAP financial measures to the most
directly comparable GAAP financial measure is provided in the
supplemental information table titled Reconciliation of Key
Performance
directly comparable GAAP financial measure is provided in the
supplemental information table titled Reconciliation of Key
Performance
Measures to Commonly Used Generally Accepted Accounting Principle
Terms which is included as an attachment to the press release in
Exhibit 99.1.
Terms which is included as an attachment to the press release in
Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit No.
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Description
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99.1
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Press Release regarding Earnings, Dated February 16,
2017 |
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99.2
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Fourth Quarter 2016 Investor Review Presentation
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About CIRCOR INTERNATIONAL, INC. (NYSE:CIR)
CIRCOR International, Inc. (CIRCOR) designs, manufactures and markets engineered products and sub-systems, which are used in the oil and gas, power generation, aerospace, defense and other industrial markets. The Company operates through two segments: CIRCOR Energy (Energy), and CIRCOR Aerospace & Defense (Aerospace & Defense). Its Energy segment provides engineered integrated flow control solutions, valves and services in the oil and gas, and power generation industries. Its Energy segment offers products in the service sector, which includes applications, such as process control, cryogenic, steam power generation systems and process systems. Its Aerospace & Defense segment focuses on areas of actuation systems and fluid control systems and services. Its Aerospace & Defense sub-systems, components and products are used in various commercial and military aircraft, including single and twin-aisle air transport, business and regional jets, and military transports and fighters. CIRCOR INTERNATIONAL, INC. (NYSE:CIR) Recent Trading Information
CIRCOR INTERNATIONAL, INC. (NYSE:CIR) closed its last trading session up +7.95 at 71.34 with 82,064 shares trading hands.
