Atkore International Group Inc. (NYSE:ATKR) Files An 8-K Results of Operations and Financial Condition

Atkore International Group Inc. (NYSE:ATKR) Files An 8-K Results of Operations and Financial ConditionItem 2.02 Results of Operations and Financial Condition

The information presented under Item 8.01 is incorporated herein by reference.

Item 8.01Other Events

Atkore International Group Inc. (the "Company") has implemented a realignment (the "Realignment") of its segment financial reporting structure. The Company has two operating segments which are also its reportable segments, Electrical Raceway and Mechanical Products and Solutions ("MP&S"). All of the Company's international businesses which are within the Europe, Middle East and Africa ("EMEA") and Asia Pacific ("APAC") regions have historically been reported in the MP&S segment despite having some Electrical Raceway content. Due to the cumulative effect of the organic growth of these Electrical Raceway products and the Company's recent acquisitions in these areas (Marco Cable Management and Flexicon Industries), these international businesses will now be reported in the Electrical Raceway segment.

The Realignment reflects how the Company's Chief Operating Decision Maker now assesses the operating performance and allocates resources regarding the Electrical Raceway segment, and was effective in the fourth quarter of fiscal 2017.

The Realignment had no impact on the Company’s previously reported consolidated net sales, operating income, net income or earnings per share. The Realignment resulted in a transfer of net sales and Adjusted EBITDA from the MP&S segment to the Electrical Raceway segment. The Company will apply the impact of these changes to all periods presented in its annual report on Form 10-K for the year ended September 30, 2017.

As a convenience to investors who may want to consider the effects of this change, the Company has voluntarily provided unaudited recasted Adjusted net sales and segment Adjusted EBITDA for the nine months ended June 30, 2017 and fiscal years 2016 and 2015. Also included are the Company's quarterly Adjusted net sales and segment Adjusted EBITDA results for fiscal 2016 and the first three quarters of fiscal 2017.

The Company uses Adjusted net sales to facilitate comparisons of reported net sales from period to period within its MP&S segment. Such measurements are not prepared in accordance with U.S. GAAP and should not be considered in isolation or as an alternative to reported results determined in accordance with U.S. GAAP. The Company believes the non-GAAP disclosure of Adjusted net sales provides investors with useful supplemental information regarding the performance of the Company’s ongoing business operations. In August 2015, the Company announced plans to exit the Fence and Sprinkler product lines in order to re-align the Company's long-term strategic focus (the "F&S Exit"). These product lines were exited during the first quarter of fiscal 2016. Adjustments to net sales resulting from the F&S Exit were not impacted by the Realignment.

Both of the Company's segments use Adjusted EBITDA as the primary measure of profit and loss. Segment Adjusted EBITDA is the sum of income (loss) from operations before income taxes, adjusted to exclude unallocated expenses, depreciation and amortization, gain (loss) on extinguishment of debt, interest expense, net, restructuring and impairments, stock-based compensation, legal matters, consulting fees, transaction costs, gain on sale of joint venture and other items, such as lower of cost or market inventory adjustments, release of indemnified uncertain tax positions, the impact of foreign exchange gains or losses and the impact from the Fence and Sprinkler exit. Prior to fiscal 2017, income (loss) before income taxes was also adjusted to exclude net periodic pension benefit cost and anti-microbial coated steel sprinkler pipe ("ABF") product liability. Beginning in fiscal 2017, these costs are no longer excluded. Prior fiscal years were not restated for this change due to the relative insignificance and nature of these amounts.

ATKORE INTERNATIONAL GROUP INC.

(Unaudited)

The table below presents net sales for the nine months ended June 30, 2017 and the fiscal years ended September 30, 2016 and September 25, 2015. Reconciliations of net sales to Adjusted net sales are also presented for periods prior to the F&S Exit.

The following table presents net sales for the first three quarters of fiscal 2017 and the quarterly periods of fiscal 2016. A reconciliation of net sales to Adjusted net sales is also presented for the quarter ended December 25, 2015.

The table below presents Adjusted EBITDA for the nine months ended June 30, 2017 and the fiscal years ended September 30, 2016 and September 25, 2015, respectively.

The following table presents Adjusted EBITDA for the quarterly periods of fiscal 2016 and the nine months ended June 30, 2017:

About Atkore International Group Inc.

Atkore International Group Inc. delivers a unique portfolio of integrated electrical raceway solutions that deploy, isolate and protect a structure’s electrical circuitry from source to outlet. With 3,500 employees and 61 manufacturing and distribution facilities worldwide, we meet our customers’ needs by providing unmatched quality, delivery and value across a robust product line that includes steel, PVC and aluminum conduit, armored cable and flexible conduits, metal framing, wire baskets, cable trays and other complementary products including fittings and mechanical tube. To learn more, please visit at www.atkore.com.

About Atkore International Group Inc. (NYSE:ATKR)
Atkore International Group Inc. is a manufacturer of electrical raceway products. The Company’s products are primarily offered for non-residential construction and renovation markets, and mechanical products and solutions (MP&S) for the construction and industrial markets. The Company operates in two segments: Electrical Raceway and MP&S. Through the electrical raceway segment, it manufactures products that deploy, isolate and protect a structure’s electrical circuitry from the original power source to the final outlet. The Company’s electrical raceway segment products include electrical conduit, armored cable, cable trays, mounting systems and fittings. Through the MP&S segment, it provides products and services that frame, support and secure component parts in a range of structures, equipment and systems in electrical, industrial and construction applications. The Company’s MP&S segment products include metal framing products and in-line galvanized mechanical tube.