WORTHINGTON INDUSTRIES, INC. (NYSE:WOR) Files An 8-K Results of Operations and Financial ConditionItem 2.02.
Management of Worthington Industries, Inc. (the “Registrant”) conducted a conference call on June 29, 2017 beginning at approximately 10:30 a.m., Eastern Daylight Time, to discuss the Registrant’s unaudited financial results for the fourth quarter of fiscal 2017 (the fiscal quarter ended May 31, 2017) and for fiscal 2017 (the fiscal year ended May 31, 2017). Additionally, the Registrant’s management addressed certain issues related to the outlook for the Registrant and its subsidiaries and their markets for the coming months. A copy of the transcript of the conference call is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Item 2.02 and in Exhibit 99.1 furnished with this Current Report on Form 8-K, is being furnished to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, unless the Registrant specifically states that the information is to be considered “filed” under the Exchange Act or incorporates the information by reference into a filing under the Securities Act of 1933, as amended (the “Securities Act”).
In the conference call, management referred to quarterly and annual earnings per share excluding restructuring for each of the Registrant’s fiscal quarter and fiscal year ended May 31, 2017. Each represents a non-GAAP financial measure and is used by management as a measure of operating performance. Earnings per share, excluding restructuring, is calculated by adding restructuring and other expense (after-tax) to net earnings attributable to controlling interest, and dividing the result by the average diluted common shares for the period. The difference between the GAAP-based financial measure of diluted earnings per share attributable to controlling interest and the non-GAAP financial measure of diluted earnings per share, excluding restructuring for the three and twelve months ended May 31, 2017, as mentioned in the conference call, is outlined below:
| Three Months Ended May 31, 2017 | ||||||||||
| (in thousands, except per share amounts) |
Operating Income |
Earnings Before Income Taxes |
Income Tax Expense (Benefit) |
Net Earnings Attributable to Controlling Interest |
Earnings per Diluted Share |
|||||
| GAAP | $ | 70,859 | $ | 91,218 | $ | 30,635 | $ | 56,494 | $ | 0.87 |
| Restructuring and other expense | (140 | ) | – | |||||||
| Non-GAAP | $ | 71,276 | $ | 91,635 | $ | 30,495 | $ | 56,771 | $ | 0.87 |
| Twelve Months Ended May 31, 2017 | ||||||||||
| (in thousands, except per share amounts) |
Operating Income |
Earnings Before Income Taxes |
Income Tax Expense (Benefit) |
Net Earnings Attributable to Controlling Interest |
Earnings per Diluted Share |
|||||
| GAAP | $ | 213,121 | $ | 297,127 | $ | 79,190 | $ | 204,515 | $ | 3.15 |
| Restructuring and other expense | 6,411 | 6,411 | (2,154 | ) | 4,257 | 0.07 | ||||
| Non-GAAP | $ | 219,532 | $ | 303,538 | $ | 77,036 | $ | 208,772 | $ | 3.22 |
In the conference call, management referred to operating income, excluding restructuring, for each of the Registrant’s Pressure Cylinders, Steel Processing and Engineered Cabs operating segments for the fiscal quarter ended May 31, 2017. These represent non-GAAP financial measures and are used by management as a measure of operating performance. Operating income, excluding restructuring, is calculated by adding restructuring and other expense to operating income. The difference between the GAAP-based measure of operating income and the non-GAAP financial measure of operating income, excluding restructuring, for the fiscal quarter ended May 31, 2017, as mentioned in the conference call, is outlined below for the Registrant’s Pressure Cylinders, Steel Processing and Engineered Cabs operating segments.
| Three Months Ended May 31, 2017 | ||||||||||||
| (in thousands) |
Steel Processing |
Pressure Cylinders |
Engineered Cabs |
Other | Consolidated | |||||||
| GAAP | $ | 54,225 | $ | 18,618 | $ | (460 | ) | $ | (1,524 | ) | $ | 70,859 |
| Restructuring and other expense | (159 | ) | (2 | ) | ||||||||
| Non-GAAP | $ | 54,557 | $ | 18,864 | $ | (619 | ) | $ | (1,526 | ) | $ | 71,276 |
In the conference call, management referred to adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”) for the Registrant’s fiscal year ended May 31, 2017. This represents a non-GAAP financial measure and is used by management as a measure of operating performance. Adjusted EBITDA is calculated by adding restructuring and other expense, interest expense, tax expense and depreciation and amortization to net earnings attributable to controlling interest. The difference between the GAAP-based measure of net earnings attributable to controlling interest and the non-GAAP financial measure of adjusted EBITDA for the fiscal year ended May 31, 2017, as mentioned in the conference call, is outlined below.
| May 31, | ||
| FISCAL YEAR ENDED (In thousands) | ||
| Net earnings attributable to controlling interest | $ | 204,515 |
| Restructuring and other expense (pre-tax) | 6,411 | |
| Interest expense | 29,796 | |
| Income tax expense | 79,190 | |
| Adjusted earnings before interest and taxes (Adjusted EBIT) | $ | 319,912 |
| Depreciation and amortization | 86,793 | |
| Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) | $ | 406,705 |
| 1 Excludes the impact of the noncontrolling interest. |
| Item 9.01. |
Financial Statements and Exhibits.
|
(a)-(c) Not applicable.
(d) Exhibits:
The following exhibit is furnished with this Current Report on Form8-K:
| Exhibit No. | Description |
| 99.1 | Transcript of Worthington Industries, Inc. Earnings Conference Call for Fourth Quarter of Fiscal 2017 (Fiscal Quarter ended May 31, 2017) and Fiscal 2017 (Fiscal year ended May 31, 2017), held on June 29, 2017. |
WORTHINGTON INDUSTRIES INC Exhibit…To view the full exhibit click here
About WORTHINGTON INDUSTRIES, INC. (NYSE:WOR)
Worthington Industries, Inc. is a metals manufacturing company, focused on value-added steel processing and manufactured metal products. The Company’s segments include Steel Processing, Pressure Cylinders, Engineered Cabs and Other. The Steel Processing segment buys coils of steel from integrated steel mills and mini-mills, and also toll processes steel for steel mills, end users, service centers and other processors. The Pressure Cylinders segment manufactures and sells filled and unfilled pressure cylinders, tanks, hand torches, and oil and gas equipment along with various accessories and related products for end use market applications. The Engineered Cabs is a non-captive designer and manufacturer of custom-engineered open and enclosed cabs and operator stations and custom fabrications for heavy mobile equipment used in the agricultural, construction, forestry, mining and military industries. The Other segment includes Construction Services and Worthington Energy Innovations.
