Margin Expansion In All
BusinessesNet Debt to Adjusted EBITDA
ReducedReaffirms Full Year Guidance
Jason Industries, Inc. (NASDAQ:JASN) (NASDAQ:JASNW) (“Jason” or the
“Company”) today reported results for first quarter 2018.
Key financial results for the first quarter 2018 versus the year
ago period include:
- Net sales of $167.3 million decreased 4.5 percent and included
a negative 5.3 percent impact from the divestiture and planned exit
of non-core businesses and a positive 2.9 percent from foreign
currency translation.
- Operating income of $7.3 million, or 4.4 percent of net sales,
increased from 4.3 percent of net sales on improved operational
results.
- Net loss of $0.8 million, or $0.09 diluted loss per share,
increased $0.3 million and $0.04 per share. Diluted loss per
share was impacted $0.04 per share by the redemption premium on the
conversion of preferred stock into common stock.
- Free cash flow was $0.2 million, an increase of $0.7 million,
due to higher cash flows generated by operations.
On an adjusted basis, first quarter 2018 results versus the year
ago period include:
- Adjusted EBITDA of $19.7 million, or 11.8 percent of net sales,
increased $1.2 million and improved from 10.6 percent of net sales,
driven by margin expansion from pricing and improved operational
efficiencies.
- Adjusted Net Income of $0.7 million, or $0.02 Adjusted Earnings
Per Share, improved $0.01 per share.
“Our industrial segments, Finishing and Components, delivered
organic growth of 1.5 percent and 6.0 percent, respectively, which
was in-line with expectations” said Brian Kobylinski, chief
executive officer of Jason. “Continued focus on profitable
growth and operational improvement initiatives drove margin
expansion for the fifth consecutive quarter, with all four
businesses contributing to our 150 basis point gross margin
improvement. This improvement drove an additional one quarter
turn reduction in our net leverage which is now 5.3 times.”
Highlights during the quarter include:
- Total Cost Reduction and Margin Expansion program savings were
$0.3 million in the first quarter with a total of $20 million since
the inception of the program. Actions taken and announced
to-date are expected to achieve $24 million in annual run-rate cost
savings.
- Completed the exit of a facility in Libertyville, IL,
previously announced as part of the Cost Reduction and Margin
Expansion program.
- Initiated move of Acoustics Richmond, IN facility into other
existing facilities; project expected to be completed by the end of
the second quarter.
- Achieved organic growth of 6.0 percent in Components and 1.5
percent in Finishing. Organic growth was achieved through
strong industrial markets and targeted growth initiatives, while
exiting low margin business and products.
Key financial results within the segments for the first quarter
2018 versus the year ago period include:
- Finishing net sales of $54.0 million increased $4.5 million, or
9.1 percent, including a positive foreign currency translation
impact of 8.9 percent and a negative 1.3 percent impact from the
exit of a non-core market in Brazil. Organic sales increased
1.5 percent and were impacted by pricing and higher volumes in
industrial end markets, partially offset by strategic decisions to
exit low-margin business and products. Adjusted EBITDA was
$7.8 million, or 14.4 percent of net sales, an increase of $0.7
million from 14.3 percent of net sales. Adjusted EBITDA margin
increased on improved pricing and savings resulting from the cost
reduction program.
- Components net sales of $22.4 million increased $1.3 million,
or 6.0 percent due to pricing and higher volumes in the rail
market. Adjusted EBITDA was $3.1 million, or 13.7 percent of
net sales, an increase of $0.4 million from 12.9 percent of net
sales, with margins positively impacted by increased pricing and
higher volumes.
- Seating net sales of $47.0 million decreased $0.3 million, or
0.7 percent, including a positive foreign currency translation
impact of 0.9 percent. Organic sales decreased 1.6 percent on
lower volumes in the motorcycle market and a delayed start to the
spring turf care season, partially offset by volume growth in heavy
industry. Adjusted EBITDA was $5.9 million, or 12.6 percent
of net sales, an increase of $0.4 million from 11.7 percent of net
sales, with margins positively impacted by continuous improvement
initiatives and pricing.
- Acoustics net sales of $43.8 million decreased $13.4 million,
or 23.4 percent, including a negative 15.3 percent impact from the
divestiture of the Acoustics European operations. Organic sales
decreased 8.1 percent due to lower overall North American vehicle
demand and a shift from cars to light truck vehicles. Adjusted
EBITDA was $5.8 million, or 13.2 percent of net sales, an
improvement from 11.7 percent of net sales in the prior year.
Adjusted EBITDA margin increased on improved material efficiencies
and continuous improvement projects, partially offset by higher raw
material costs.
- Corporate expenses of $2.9 million decreased $0.6 million on
lower third-party professional fees and lower health care
costs.
Other Information:
- Net debt to Adjusted EBITDA on a trailing twelve-month basis
was 5.3x as of the end of the first quarter, a decrease from 5.5x
as of the end of 2017. Total liquidity as of the end of the first
quarter was $95.0 million, comprised of $48.0 million of cash
and cash equivalents and $47.0 million of availability on revolving
loan facilities globally.
- In the first quarter the Company completed a transaction in
which the Company exchanged 1,395,640 shares of common stock for
12,136 shares of 8.0% Series A Convertible Perpetual Preferred
Stock. The shares of Preferred Stock exchanged had an aggregate
liquidation preference of $12.1 million, representing 24.4% of
the Company’s outstanding Preferred Stock. With the completion of
the exchange transaction, the Company has 27,362,021 common shares
issued and outstanding, and 37,529 shares of Preferred Stock
outstanding.
2018 Guidance:
“We met our expectations in the first quarter and remain on
track to deliver our commitments for the full year. Our team
is gaining traction with operational performance improving,
commercial activities increasing and customer relationships
trending positively. We remain focused on EBITDA growth, cash
generation and leverage reduction.”
For the full year 2018, Jason reaffirms guidance of net sales in
the range of $600 to $615 million, Adjusted EBITDA of $66 to $70
million, and free cash flow of $13 to $17 million, resulting in an
implied net debt to Adjusted EBITDA range of 5.3 to 4.9 times.
Conference Call:
The Company will hold a conference call to discuss its first
quarter results today at 10:00 a.m. Eastern time. A live webcast of
the call may be accessed over the Internet from the Company’s
Investor Relations website at investors.jasoninc.com. Participants
should follow the instructions provided on the website to download
and install the necessary audio applications. The conference call
is also available by dialing 877-451-6152 (domestic) or
201-389-0879 (international). Participants should ask for the Jason
Industries First Quarter 2018 Earnings conference call.
A replay of the live conference call will be available beginning
approximately one hour after the call. The replay will be available
on the Company’s website or by dialing 844-512-2921 (domestic) or
412-317-6671 (international) and entering the replay passcode
13642137. The telephonic replay will be available until 11:59 pm
(Eastern Time), May 10, 2018. The online replay will be
available on the website immediately following the call.
About Jason Industries, Inc.The Company is the
parent company to a global family of manufacturing leaders within
the finishing, components, seating, and automotive acoustics
markets, including Osborn (Richmond, Ind. and Burgwald, Germany),
Metalex (Libertyville, Ill.), Milsco (Milwaukee, Wis.), and
Janesville Acoustics (Southfield, Mich.). Headquartered in
Milwaukee, Wis., Jason employs more than 4,300 people in 13
countries.
Forward Looking StatementsThis press release
includes “forward-looking statements” within the meaning of the
“safe harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of words such as “anticipate,” “believe,”
“expect,” “estimate,” “plan,” “guidance,” and “project” and other
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. Such
forward-looking statements include projected financial information.
Such forward-looking statements with respect to revenues, earnings,
performance, strategies, prospects and other aspects of the
Company’s businesses are based on current expectations that are
subject to risks and uncertainties. A number of factors could cause
actual results or outcomes to differ materially from those
indicated by such forward-looking statements. Such factors include,
but are not limited to, the level of demand for the Company’s
products; competition in the Company’s markets; the Company’s
ability to grow and manage growth profitably; the Company’s ability
to access additional capital; changes in applicable laws or
regulations; the Company’s ability to attract and retain qualified
personnel; the possibility that the Company may be adversely
affected by other economic, business and/or competitive factors;
and other risks and uncertainties identified in the Company’s most
recent Annual Report on Form 10-K, as such may be amended or
supplemented by subsequent Quarterly Reports on Form 10-Q or other
reports filed with the Securities and Exchange Commission.
The forward-looking statements contained in this press release
are based on assumptions that we have made in light of our industry
experience and our perceptions of historical trends, current
conditions, expected future developments and other factors we
believe are appropriate under the circumstances. As you review and
consider this press release, you should understand that these
statements are not guarantees of performance or results. They
involve risks, uncertainties (some of which are beyond our control)
and assumptions. Although we believe that these forward-looking
statements are based on reasonable assumptions, you should be aware
that many factors could affect our actual results and cause them to
differ materially from those anticipated in the forward-looking
statements.
Any forward-looking statement made by us in this press release
speaks only as of the date on which we make it. We undertake no
obligation to publicly update any forward-looking statement,
whether as a result of new information, future developments or
otherwise, except as may be required by law.
Non-GAAP and Other Company
InformationIncluded in this press release are certain
non-GAAP financial measures designed to complement the financial
information presented in accordance with generally accepted
accounting principles in the United States of America because
management believes such measures are useful to investors. Because
the Company’s calculations of these measures may differ from
similar measures used by other companies, you should be careful
when comparing the Company’s non-GAAP financial measures to those
of other companies. In this earnings release, we disclose the
following non-GAAP financial measures, and we reconcile these
non-GAAP financial measures to the most directly comparable GAAP
financial measures: EBITDA, Adjusted EBITDA, Adjusted EBITDA
Margin, Adjusted Net Income, Adjusted Earnings Per Share, Net Debt
to Adjusted EBITDA, and Free Cash Flow.
EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin - The
Company defines EBITDA as net income (loss) before interest
expense, provision (benefit) for income taxes, depreciation and
amortization. The Company defines Adjusted EBITDA as EBITDA,
excluding the impact of operational restructuring charges and
non-cash or non-operational losses or gains, including goodwill and
long-lived asset impairment charges, gains or losses on disposal of
property, plant and equipment, integration and other operational
restructuring charges, transactional legal fees, other professional
fees, purchase accounting adjustments, and non-cash share based
compensation expense. The Company defines Adjusted EBITDA Margin as
Adjusted EBITDA as a percentage of net sales.
Management believes that Adjusted EBITDA provides a more clear
picture of the Company’s operating results by eliminating expenses
and income that are not reflective of the underlying business
performance. The Company uses this metric to facilitate a
comparison of operating performance on a consistent basis from
period to period and to analyze the factors and trends affecting
its segments. The Company’s internal plans, budgets and forecasts
use Adjusted EBITDA as a key metric and the Company uses this
measure to evaluate its operating performance and segment operating
performance and to determine the level of incentive compensation
paid to its employees.
Adjusted Net Income and Adjusted Earnings Per Share - The
Company defines Adjusted Net Income and Adjusted Earnings Per Share
(calculated on a diluted basis) as net income and earnings per
share (as defined by GAAP), excluding the impact of operational
restructuring charges and non-cash or non-operational losses or
gains, including goodwill and long-lived asset impairment charges,
gains or losses on disposal of property, plant and equipment,
integration and other operational restructuring charges,
transactional legal fees, other professional fees, purchase
accounting adjustments, and non-cash share based compensation
expense, net of their income tax impact. The tax rates used to
calculate adjusted net income and adjusted earnings per share are
based on a transaction specific basis. Adjusted earnings per share
includes the impact of share based compensation to the extent it is
dilutive in each period. Adjusted earnings per share includes the
impact to Jason Industries common shares upon conversion of JPHI
Holdings Inc. rollover shares and conversion of preferred stock.
Management believes that Adjusted Net Income and Adjusted Earnings
Per Share are useful in assessing the Company’s financial
performance by eliminating expenses and income that are not
reflective of the underlying business performance.
Net Debt to Adjusted EBITDA - The Company defines Net Debt to
Adjusted EBITDA as current and long-term debt plus debt discounts
less cash and cash equivalents, divided by pro forma Adjusted
EBITDA for the trailing twelve months. Pro forma Adjusted
EBITDA is calculated as Adjusted EBITDA as reported plus Adjusted
EBITDA of acquisitions prior to the date of the acquisition during
the trailing twelve months. Management believes that Net Debt to
Adjusted EBITDA is useful in assessing the Company’s financial
leverage.
Free Cash Flow - The Company defines Free Cash Flow as net cash
flows from operating activities (as defined by GAAP) less capital
expenditures and cash dividends on preferred stock.
Management believes that Free Cash Flow is useful in assessing our
ability to generate cash from business operations that is available
for strategic capital decisions.
In addition to these non-GAAP financial measures, we also use
the term “organic sales” to refer to GAAP net sales from existing
operations excluding (i) sales from acquired businesses recorded
prior to the first anniversary of the acquisition, (ii) sales from
divested businesses or exited non-core businesses, and (iii) the
impact of foreign currency translation. The impact of foreign
currency translation is calculated as the difference between (a)
the period-to-period change in results (excluding acquisitions,
divestitures, and exited non-core businesses) and (b) the
period-to-period change in results (excluding acquisitions,
divestitures, and exited non-core businesses) after applying
current period average foreign exchange rates to the prior year
period. We use the term “organic sales growth” to refer to the
measure of comparing current period organic sales with the
corresponding prior year period organic sales.
Contact InformationInvestor Relations:Rachel
Zabkowiczinvestors@jasoninc.com414.277.2007
Jason Industries,
Inc.Condensed Consolidated Statements of
Operations(In thousands, except per share amounts)
(Unaudited)
|
|
|
Three Months Ended |
|
March 30,2018 |
|
March 31,2017 |
Net sales |
$ |
167,254 |
|
|
$ |
175,193 |
|
Cost of goods sold |
131,582 |
|
|
140,584 |
|
Gross profit |
35,672 |
|
|
34,609 |
|
Selling and
administrative expenses |
27,524 |
|
|
26,656 |
|
Loss (gain) on
disposals of property, plant and equipment - net |
234 |
|
|
(330 |
) |
Restructuring |
602 |
|
|
681 |
|
Operating income |
7,312 |
|
|
7,602 |
|
Interest expense |
(8,027 |
) |
|
(8,366 |
) |
Equity income |
100 |
|
|
143 |
|
Other income - net |
71 |
|
|
113 |
|
Loss before income
taxes |
(544 |
) |
|
(508 |
) |
Tax provision
(benefit) |
275 |
|
|
(15 |
) |
Net loss |
$ |
(819 |
) |
|
$ |
(493 |
) |
Less net gain
attributable to noncontrolling interests |
— |
|
|
5 |
|
Net loss attributable
to Jason Industries |
$ |
(819 |
) |
|
$ |
(498 |
) |
Redemption premium and
accretion of dividends on preferred stock |
1,727 |
|
|
918 |
|
Net loss available to
common shareholders of Jason Industries |
$ |
(2,546 |
) |
|
$ |
(1,416 |
) |
|
|
|
|
Net loss per share
available to common shareholders of Jason Industries: |
|
|
|
Basic and
diluted |
$ |
(0.09 |
) |
|
$ |
(0.05 |
) |
|
|
|
|
Weighted average number
of common shares outstanding: |
|
|
|
Basic and
diluted |
27,329 |
|
|
25,784 |
|
|
|
|
|
|
|
Jason Industries,
Inc.Condensed Consolidated Balance
Sheets(In thousands, except share and per share amounts)
(Unaudited)
|
|
|
March 30, 2018 |
|
December 31, 2017 |
Assets |
|
|
|
Current assets |
|
|
|
Cash and
cash equivalents |
$ |
47,991 |
|
|
$ |
48,887 |
|
Accounts
receivable - net |
83,890 |
|
|
68,626 |
|
Inventories - net |
75,372 |
|
|
70,819 |
|
Other
current assets |
18,093 |
|
|
15,655 |
|
Total
current assets |
225,346 |
|
|
203,987 |
|
Property, plant and
equipment - net |
151,693 |
|
|
154,196 |
|
Goodwill |
45,838 |
|
|
45,142 |
|
Other intangible assets
- net |
128,041 |
|
|
131,499 |
|
Other assets - net |
12,873 |
|
|
11,499 |
|
Total
assets |
$ |
563,791 |
|
|
$ |
546,323 |
|
|
|
|
|
Liabilities and
Shareholders’ Equity |
|
|
|
Current
liabilities |
|
|
|
Current
portion of long-term debt |
$ |
9,430 |
|
|
$ |
9,704 |
|
Accounts
payable |
62,418 |
|
|
53,668 |
|
Accrued
compensation and employee benefits |
21,521 |
|
|
17,433 |
|
Accrued
interest |
215 |
|
|
276 |
|
Other
current liabilities |
21,169 |
|
|
19,806 |
|
Total
current liabilities |
114,753 |
|
|
100,887 |
|
Long-term debt |
391,694 |
|
|
391,768 |
|
Deferred income
taxes |
25,324 |
|
|
25,699 |
|
Other long-term
liabilities |
22,505 |
|
|
22,285 |
|
Total
liabilities |
554,276 |
|
|
540,639 |
|
|
|
|
|
Shareholders’
Equity |
|
|
|
Preferred stock |
38,277 |
|
|
49,665 |
|
Jason Industries common
stock |
3 |
|
|
3 |
|
Additional paid-in
capital |
155,397 |
|
|
143,788 |
|
Retained deficit |
(168,019 |
) |
|
(167,710 |
) |
Accumulated other
comprehensive loss |
(16,143 |
) |
|
(20,062 |
) |
Total
shareholders’ equity |
9,515 |
|
|
5,684 |
|
Total
liabilities and shareholders’ equity |
$ |
563,791 |
|
|
$ |
546,323 |
|
|
Jason Industries,
Inc.Condensed Consolidated Statements of Cash
Flows(In thousands) (Unaudited)
|
|
|
Three Months Ended |
|
March 30, 2018 |
|
March 31, 2017 |
Cash flows from
operating activities |
|
|
|
Net loss |
$ |
(819 |
) |
|
$ |
(493 |
) |
Adjustments to
reconcile net loss to net cash provided by operating
activities: |
|
|
|
Depreciation |
6,709 |
|
|
6,943 |
|
Amortization of intangible assets |
4,098 |
|
|
3,060 |
|
Amortization of deferred financing costs and debt discount |
711 |
|
|
752 |
|
Equity
income |
(100 |
) |
|
(143 |
) |
Deferred
income taxes |
(1,073 |
) |
|
(2,672 |
) |
Loss
(gain) on disposals of property, plant and equipment - net |
234 |
|
|
(330 |
) |
Share-based compensation |
231 |
|
|
349 |
|
Net
increase (decrease) in cash, excluding effect of divestitures, due
to changes in: |
|
|
|
Accounts
receivable |
(14,500 |
) |
|
(9,985 |
) |
Inventories |
(4,076 |
) |
|
2,513 |
|
Other
current assets |
(1,150 |
) |
|
318 |
|
Accounts
payable |
8,980 |
|
|
(898 |
) |
Accrued
compensation and employee benefits |
3,985 |
|
|
3,615 |
|
Accrued
interest |
(61 |
) |
|
(54 |
) |
Accrued
income taxes |
17 |
|
|
1,293 |
|
Other -
net |
631 |
|
|
(1,367 |
) |
Total adjustments |
4,636 |
|
|
3,394 |
|
Net cash provided by operating activities |
3,817 |
|
|
2,901 |
|
Cash flows from
investing activities |
|
|
|
Proceeds from disposals
of property, plant and equipment |
49 |
|
|
674 |
|
Payments for property,
plant and equipment |
(3,622 |
) |
|
(3,396 |
) |
Acquisitions of
patents |
(9 |
) |
|
(33 |
) |
Net cash used in investing activities |
(3,582 |
) |
|
(2,755 |
) |
Cash flows from
financing activities |
|
|
|
Payments of First and
Second Lien term loans |
(775 |
) |
|
(775 |
) |
Proceeds from other
long-term debt |
1,247 |
|
|
2,555 |
|
Payments of other
long-term debt |
(1,963 |
) |
|
(1,520 |
) |
Other financing
activities - net |
(13 |
) |
|
(8 |
) |
Net cash (used in) provided by financing
activities |
(1,504 |
) |
|
252 |
|
Effect of exchange rate
changes on cash and cash equivalents |
373 |
|
|
217 |
|
Net (decrease) increase
in cash and cash equivalents |
(896 |
) |
|
615 |
|
Cash and cash
equivalents, beginning of period |
48,887 |
|
|
40,861 |
|
Cash and cash
equivalents, end of period |
$ |
47,991 |
|
|
$ |
41,476 |
|
|
Jason Industries,
Inc.Quarterly Financial Information by
Segment(In thousands) (Unaudited)
|
|
|
|
|
2017 |
|
2018 |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
FY |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
YTD |
Finishing |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
$ |
49,476 |
|
|
$ |
49,757 |
|
|
$ |
51,065 |
|
|
$ |
49,986 |
|
|
$ |
200,284 |
|
|
$ |
53,978 |
|
|
|
|
|
|
|
|
$ |
53,978 |
|
Adjusted EBITDA |
7,067 |
|
|
7,324 |
|
|
7,503 |
|
|
5,767 |
|
|
27,661 |
|
|
7,799 |
|
|
|
|
|
|
|
|
7,799 |
|
Adjusted EBITDA % net
sales |
14.3 |
% |
|
14.7 |
% |
|
14.7 |
% |
|
11.5 |
% |
|
13.8 |
% |
|
14.4 |
% |
|
|
|
|
|
|
|
14.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Components |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
$ |
21,117 |
|
|
$ |
21,713 |
|
|
$ |
19,945 |
|
|
$ |
19,846 |
|
|
$ |
82,621 |
|
|
$ |
22,393 |
|
|
|
|
|
|
|
|
$ |
22,393 |
|
Adjusted EBITDA |
2,720 |
|
|
2,451 |
|
|
2,445 |
|
|
2,272 |
|
|
9,888 |
|
|
3,070 |
|
|
|
|
|
|
|
|
3,070 |
|
Adjusted EBITDA % net
sales |
12.9 |
% |
|
11.3 |
% |
|
12.3 |
% |
|
11.4 |
% |
|
12.0 |
% |
|
13.7 |
% |
|
|
|
|
|
|
|
13.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Seating |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
$ |
47,373 |
|
|
$ |
44,921 |
|
|
$ |
32,963 |
|
|
$ |
33,872 |
|
|
$ |
159,129 |
|
|
$ |
47,034 |
|
|
|
|
|
|
|
|
$ |
47,034 |
|
Adjusted EBITDA |
5,530 |
|
|
5,897 |
|
|
2,621 |
|
|
2,300 |
|
|
16,348 |
|
|
5,933 |
|
|
|
|
|
|
|
|
5,933 |
|
Adjusted EBITDA % net
sales |
11.7 |
% |
|
13.1 |
% |
|
8.0 |
% |
|
6.8 |
% |
|
10.3 |
% |
|
12.6 |
% |
|
|
|
|
|
|
|
12.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acoustics |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
$ |
57,227 |
|
|
$ |
56,086 |
|
|
$ |
51,457 |
|
|
$ |
41,812 |
|
|
$ |
206,582 |
|
|
$ |
43,849 |
|
|
|
|
|
|
|
|
$ |
43,849 |
|
Adjusted EBITDA |
6,721 |
|
|
7,983 |
|
|
6,640 |
|
|
5,997 |
|
|
27,341 |
|
|
5,778 |
|
|
|
|
|
|
|
|
5,778 |
|
Adjusted EBITDA % net
sales |
11.7 |
% |
|
14.2 |
% |
|
12.9 |
% |
|
14.3 |
% |
|
13.2 |
% |
|
13.2 |
% |
|
|
|
|
|
|
|
13.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
(3,477 |
) |
|
$ |
(3,075 |
) |
|
$ |
(3,073 |
) |
|
$ |
(3,861 |
) |
|
$ |
(13,486 |
) |
|
$ |
(2,867 |
) |
|
|
|
|
|
|
|
$ |
(2,867 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
$ |
175,193 |
|
|
$ |
172,477 |
|
|
$ |
155,430 |
|
|
$ |
145,516 |
|
|
$ |
648,616 |
|
|
$ |
167,254 |
|
|
|
|
|
|
|
|
$ |
167,254 |
|
Adjusted EBITDA |
18,561 |
|
|
20,580 |
|
|
16,136 |
|
|
12,475 |
|
|
67,752 |
|
|
19,713 |
|
|
|
|
|
|
|
|
19,713 |
|
Adjusted EBITDA % net
sales |
10.6 |
% |
|
11.9 |
% |
|
10.4 |
% |
|
8.6 |
% |
|
10.4 |
% |
|
11.8 |
% |
|
|
|
|
|
|
|
11.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Jason Industries,
Inc.Reconciliation of GAAP to Non-GAAP
Measures(In thousands) (Unaudited)
Organic Sales Growth
|
|
|
1Q 2018 |
|
Finishing |
|
Components |
|
Seating |
|
Acoustics |
|
JasonConsolidated |
|
|
|
|
|
|
|
|
|
|
Net sales |
|
|
|
|
|
|
|
|
|
Organic
sales growth |
1.5 |
% |
|
6.0 |
% |
|
(1.6 |
)% |
|
(8.1 |
)% |
|
(2.1 |
)% |
Currency
impact |
8.9 |
% |
|
— |
% |
|
0.9 |
% |
|
— |
% |
|
2.9 |
% |
Divestiture & Non-Core Exit |
(1.3 |
)% |
|
— |
% |
|
— |
% |
|
(15.3 |
)% |
|
(5.3 |
)% |
Growth as
reported |
9.1 |
% |
|
6.0 |
% |
|
(0.7 |
)% |
|
(23.4 |
)% |
|
(4.5 |
)% |
|
Free Cash Flow
|
|
|
1Q |
|
2017 |
|
2018 |
Operating Cash
Flow |
$ |
2,901 |
|
|
$ |
3,817 |
|
Less:
Capital Expenditures |
(3,396 |
) |
|
(3,622 |
) |
Free Cash
Flow |
$ |
(495 |
) |
|
$ |
195 |
|
|
Net Debt to Adjusted EBITDA
|
|
March 30, 2018 |
Current and long-term
debt |
$ |
401,124 |
|
Add: Debt
discounts and deferred financing costs |
8,581 |
|
Less:
Cash and cash equivalents |
(47,991 |
) |
Net
Debt |
$ |
361,714 |
|
|
|
Adjusted EBITDA |
|
2Q17 |
$ |
20,580 |
|
3Q17 |
16,136 |
|
4Q17 |
12,475 |
|
1Q18 |
19,713 |
|
TTM Adjusted
EBITDA |
68,904 |
|
Divestiture TTM
Adjusted EBITDA* |
(1,275 |
) |
Pro Forma TTM
Adjusted EBITDA |
67,629 |
|
|
|
Net Debt to
Adjusted EBITDA** |
5.3x |
|
*Divestiture TTM Adjusted EBITDA excludes Adjusted EBITDA prior
to the date of the divestiture during the trailing twelve
months.
**Note the consolidated first lien net leverage ratio under the
Company’s senior secured credit facilities was 3.78x as of
March 30, 2018. See Form 10-Q for further discussion of
the Company’s senior secured credit facilities.
Jason Industries,
Inc.Reconciliation of GAAP to Non-GAAP
MeasuresAdjusted EBITDA(In thousands)
(Unaudited)
|
|
|
|
|
2017 |
|
2018 |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
FY |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
YTD |
Net (loss)
income |
$ |
(493 |
) |
|
$ |
(4,737 |
) |
|
$ |
(1,601 |
) |
|
$ |
2,358 |
|
|
$ |
(4,473 |
) |
|
$ |
(819 |
) |
|
|
|
|
|
|
|
$ |
(819 |
) |
Interest expense |
8,366 |
|
|
8,395 |
|
|
8,203 |
|
|
8,125 |
|
|
33,089 |
|
|
8,027 |
|
|
|
|
|
|
|
|
8,027 |
|
Tax (benefit)
provision |
(15 |
) |
|
179 |
|
|
(1,602 |
) |
|
(8,946 |
) |
|
(10,384 |
) |
|
275 |
|
|
|
|
|
|
|
|
275 |
|
Depreciation and
amortization |
10,003 |
|
|
9,487 |
|
|
9,749 |
|
|
9,695 |
|
|
38,934 |
|
|
10,807 |
|
|
|
|
|
|
|
|
10,807 |
|
EBITDA |
17,861 |
|
|
13,324 |
|
|
14,749 |
|
|
11,232 |
|
|
57,166 |
|
|
18,290 |
|
|
|
|
|
|
|
|
18,290 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring(1) |
681 |
|
|
543 |
|
|
1,772 |
|
|
1,270 |
|
|
4,266 |
|
|
602 |
|
|
|
|
|
|
|
|
602 |
|
Integration and other restructuring costs(2) |
— |
|
|
— |
|
|
— |
|
|
(569 |
) |
|
(569 |
) |
|
356 |
|
|
|
|
|
|
|
|
356 |
|
Share-based compensation(3) |
349 |
|
|
324 |
|
|
231 |
|
|
215 |
|
|
1,119 |
|
|
231 |
|
|
|
|
|
|
|
|
231 |
|
(Gain)
loss on disposals of fixed assets—net(4) |
(330 |
) |
|
65 |
|
|
(639 |
) |
|
145 |
|
|
(759 |
) |
|
234 |
|
|
|
|
|
|
|
|
234 |
|
(Gain)
loss on extinguishment of debt(5) |
— |
|
|
(1,564 |
) |
|
(819 |
) |
|
182 |
|
|
(2,201 |
) |
|
— |
|
|
|
|
|
|
|
|
— |
|
Loss on
divestitures(6) |
— |
|
|
7,888 |
|
|
842 |
|
|
— |
|
|
8,730 |
|
|
— |
|
|
|
|
|
|
|
|
— |
|
Total
adjustments |
700 |
|
|
7,256 |
|
|
1,387 |
|
|
1,243 |
|
|
10,586 |
|
|
1,423 |
|
|
|
|
|
|
|
|
1,423 |
|
Adjusted
EBITDA |
$ |
18,561 |
|
|
$ |
20,580 |
|
|
$ |
16,136 |
|
|
$ |
12,475 |
|
|
$ |
67,752 |
|
|
$ |
19,713 |
|
|
|
|
|
|
|
|
$ |
19,713 |
|
|
(1) |
|
|
Restructuring includes
costs associated with exit or disposal activities as defined by
GAAP related to facility consolidation, including one-time employee
termination benefits, costs to close facilities and relocate
employees, and costs to terminate contracts other than capital
leases. |
|
|
|
|
(2) |
|
|
During 2018,
integration and other restructuring costs includes costs associated
with a $0.4 million force majeure incident at a supplier in the
seating segment that resulted in incremental costs to maintain
production and related insurance recoveries in subsequent
periods. During 2017, integration and other restructuring
costs includes a $0.6 million reversal of a liability recorded in
acquisition accounting for the business combination in 2014. |
|
|
|
|
(3) |
|
|
Represents non-cash
share based compensation expense for awards under the Company’s
2014 Omnibus Incentive Plan. |
|
|
|
|
(4) |
|
|
(Gain) loss on
disposals of fixed assets for the third quarter of 2017 includes a
gain of $0.5 million on the sale of a building related to the
closure of the finishing segment’s Richmond, Virginia facility and
for the first quarter of 2017 includes a gain of $0.4 million on
the sale of equipment related to the closure of the components
segment’s Buffalo Grove, Illinois facility. |
|
|
|
|
(5) |
|
|
Represents a (gain)
loss on extinguishment of Second Lien Term Loan debt in both the
second and third quarter of 2017 and a $0.2 million prepayment fee
to retire foreign debt in the fourth quarter of 2017. |
|
|
|
|
(6) |
|
|
Represents the
completed divestiture of the Company’s Acoustics European
operations. A pre-tax loss of $7.9 million was recorded in
the second quarter of 2017 when the business was classified as held
for sale and a pre-tax loss of $0.8 million was recorded in the
third quarter of 2017 upon closing of the divestiture. |
|
|
|
|
Jason Industries,
Inc.Reconciliation of GAAP to Non-GAAP
MeasuresAdjusted Net Income and Adjusted Earnings
per Share(In thousands, except per share amounts)
(Unaudited)
|
|
|
|
|
2017 |
|
2018 |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
FY |
|
1Q |
|
2Q |
|
3Q |
|
4Q |
|
YTD |
GAAP Net (loss)
income |
$ |
(493 |
) |
|
$ |
(4,737 |
) |
|
$ |
(1,601 |
) |
|
$ |
2,358 |
|
|
$ |
(4,473 |
) |
|
$ |
(819 |
) |
|
|
|
|
|
|
|
$ |
(819 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring |
681 |
|
|
543 |
|
|
1,772 |
|
|
1,270 |
|
|
4,266 |
|
|
602 |
|
|
|
|
|
|
|
|
602 |
|
Integration and other restructuring costs |
— |
|
|
— |
|
|
— |
|
|
(569 |
) |
|
(569 |
) |
|
356 |
|
|
|
|
|
|
|
|
356 |
|
Share
based compensation |
349 |
|
|
324 |
|
|
231 |
|
|
215 |
|
|
1,119 |
|
|
231 |
|
|
|
|
|
|
|
|
231 |
|
(Gain)
loss on disposal of fixed assets - net |
(330 |
) |
|
65 |
|
|
(639 |
) |
|
145 |
|
|
(759 |
) |
|
234 |
|
|
|
|
|
|
|
|
234 |
|
(Gain)
loss on extinguishment of debt |
— |
|
|
(1,564 |
) |
|
(819 |
) |
|
182 |
|
|
(2,201 |
) |
|
— |
|
|
|
|
|
|
|
|
— |
|
Loss on
divestitures |
— |
|
|
7,888 |
|
|
842 |
|
|
— |
|
|
8,730 |
|
|
— |
|
|
|
|
|
|
|
|
— |
|
Tax
effect on adjustments(1) |
(55 |
) |
|
(582 |
) |
|
(214 |
) |
|
(122 |
) |
|
(973 |
) |
|
(314 |
) |
|
|
|
|
|
|
|
(314 |
) |
Tax
(benefit) provision(2) |
— |
|
|
— |
|
|
— |
|
|
(3,787 |
) |
|
(3,787 |
) |
|
410 |
|
|
|
|
|
|
|
|
410 |
|
Adjusted net
income (loss) |
$ |
152 |
|
|
$ |
1,937 |
|
|
$ |
(428 |
) |
|
$ |
(308 |
) |
|
$ |
1,353 |
|
|
$ |
700 |
|
|
|
|
|
|
|
|
$ |
700 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effective tax rate on
adjustments(1) |
16 |
% |
|
8 |
% |
|
16 |
% |
|
10 |
% |
|
9 |
% |
|
22 |
% |
|
|
|
|
|
|
|
22 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted
average number of common shares outstanding(GAAP): |
25,784 |
|
|
26,042 |
|
|
26,241 |
|
|
26,255 |
|
|
26,082 |
|
|
27,329 |
|
|
|
|
|
|
|
|
27,329 |
|
Plus: effect of
dilutive share-based compensation (non-GAAP)(3) |
— |
|
|
— |
|
|
— |
|
|
530 |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
— |
|
Plus: effect of
convertible preferred stock and rollover shares (non-GAAP)(3) |
3,967 |
|
|
3,815 |
|
|
3,889 |
|
|
3,982 |
|
|
3,917 |
|
|
3,309 |
|
|
|
|
|
|
|
|
3,309 |
|
Diluted weighted
average number of common shares outstanding (non-GAAP)(3) |
29,751 |
|
|
29,857 |
|
|
30,130 |
|
|
30,767 |
|
|
29,999 |
|
|
30,638 |
|
|
|
|
|
|
|
|
30,638 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
earnings (loss) per share |
$ |
0.01 |
|
|
$ |
0.06 |
|
|
$ |
(0.01 |
) |
|
$ |
(0.01 |
) |
|
$ |
0.05 |
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net (loss)
income per share available to commonshareholders of Jason
Industries |
$ |
(0.05 |
) |
|
$ |
(0.22 |
) |
|
$ |
(0.10 |
) |
|
$ |
0.05 |
|
|
$ |
(0.32 |
) |
|
$ |
(0.09 |
) |
|
|
|
|
|
|
|
$ |
(0.09 |
) |
Adjustments net of
income taxes: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring |
0.02 |
|
|
0.01 |
|
|
0.04 |
|
|
0.04 |
|
|
0.13 |
|
|
0.02 |
|
|
|
|
|
|
|
|
0.02 |
|
Integration and other restructuring costs |
— |
|
|
— |
|
|
— |
|
|
(0.02 |
) |
|
(0.02 |
) |
|
0.01 |
|
|
|
|
|
|
|
|
0.01 |
|
Share
based compensation |
0.02 |
|
|
0.02 |
|
|
0.01 |
|
|
0.01 |
|
|
0.06 |
|
|
0.01 |
|
|
|
|
|
|
|
|
0.01 |
|
(Gain)
loss on disposal of fixed assets - net |
(0.01 |
) |
|
— |
|
|
(0.01 |
) |
|
— |
|
|
(0.02 |
) |
|
0.01 |
|
|
|
|
|
|
|
|
0.01 |
|
(Gain)
loss on extinguishment of debt |
— |
|
|
(0.04 |
) |
|
(0.02 |
) |
|
0.01 |
|
|
(0.06 |
) |
|
— |
|
|
|
|
|
|
|
|
— |
|
Loss on
divestitures |
— |
|
|
0.26 |
|
|
0.03 |
|
|
— |
|
|
0.29 |
|
|
— |
|
|
|
|
|
|
|
|
— |
|
Tax
(benefit) provision(2) |
— |
|
|
— |
|
|
— |
|
|
(0.12 |
) |
|
(0.13 |
) |
|
0.02 |
|
|
|
|
|
|
|
|
0.02 |
|
Redemption premium on preferred stock conversion |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
0.04 |
|
|
|
|
|
|
|
|
0.04 |
|
GAAP to
non-GAAP impact per share(3) |
0.03 |
|
|
0.03 |
|
|
0.04 |
|
|
0.02 |
|
|
0.12 |
|
|
— |
|
|
|
|
|
|
|
|
— |
|
Adjusted
earnings (loss) per share |
$ |
0.01 |
|
|
$ |
0.06 |
|
|
$ |
(0.01 |
) |
|
$ |
(0.01 |
) |
|
$ |
0.05 |
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
$ |
0.02 |
|
|
(1) |
|
|
The effective tax rate
on adjustments is impacted by nondeductible foreign transaction and
restructuring costs, restructuring charges in foreign jurisdictions
at statutory tax rates, and discrete non-cash tax expense related
to the vesting of restricted stock units for which no tax benefit
will be realized. |
|
|
|
|
(2) |
|
|
Represents discrete tax
items associated with The Tax Cuts and Jobs Act enacted in December
2017. |
|
|
|
|
(3) |
|
|
Adjusted earnings
(loss) per share includes the impact of share-based compensation to
the extent it is dilutive in each period. Adjusted earnings per
share includes the impact to Jason Industries common shares upon
conversion of JPHI Holdings Inc. rollover shares, the conversion of
12,136 shares of preferred stock at a conversion rate of 115
preferred shares to common shares and the conversion of all
remaining preferred stock at the voluntary conversion ratio. |
|
|
|
|
Jason Industries, Inc. (NASDAQ:JASNW)
Historical Stock Chart
From Sep 2024 to Oct 2024
Jason Industries, Inc. (NASDAQ:JASNW)
Historical Stock Chart
From Oct 2023 to Oct 2024