EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

LOGO

AGY Holding Corp. Announces 2011 Second Quarter Consolidated Results and

Earnings Conference Call

AIKEN, SOUTH CAROLINA - (August 12, 2011) – AGY Holding Corp. (“AGY” or the “Company”) reports the highlights of its consolidated 2011 second quarter results:

 

   

Revenue in second quarter 2011 of $50.0 million shows a 11.3% increase over revenues in the first quarter of 2011, shared by both the AGY US business segment (“AGY US”) and the AGY Asia business segment (“AGY Asia”). This growth reflects continued success in shifting mix to higher value solutions, the improvement of our Continuous Filament Mat (“CFM”) product lines and stable market demand. Sales growth was constrained by certain product availability shortages and lower shipments primarily to the construction market. Compared to the 2010 second quarter revenues of $49.3 million, revenue for the second quarter of 2011 increased slightly by 1.4%. Continued sales gains generated primarily from pricing momentum by AGY Asia were offset by a 1.7% decrease of our AGY US revenues. AGY US reported favorable mix and improved pricing conditions in the second quarter of 2011, but sales volume potential was not fully attained due to certain product unavailability.

 

   

Loss from operations decreased $1.1 million to $0.3 million for the second quarter of 2011, compared to the first quarter of 2011 driven by the margin gain from sales. The net $2.1 million improved margin from AGY US sales was largely offset by increased manufacturing costs resulting from significant manufacturing inefficiencies that have lasted longer than expected and other expansion investment related expenses in our U.S. technical and advanced materials operations. Loss from operations was $3.2 million for the second quarter of 2010, which included $3.4 million of restructuring and accelerated depreciation expenses and a $0.8 million loss recognized on the sale of alloy metals, which were not recurring in 2011.

 

   

The Adjusted EBITDA attributable to the Company was $5.5 million for the second quarter of 2011 (which excludes the portion of Adjusted EBITDA attributable to the 30% noncontrolling interest in AGY Asia), or an 11.1% EBITDA margin. The $1.4 million improvement, or 34% when compared to the first quarter of 2011, for the second quarter of 2011 Adjusted EBITDA performance does not fully reflect the value potential from our commercial actions in both business segments and the positive cost leverage from the optimization of our U.S manufacturing footprint. Costs of the production scale-up continued in the AGY US segment throughout most of the second quarter of 2011. These operational challenges and costs are being resolved through targeted and focused improvement actions plans.

Summary Financial Performance

($ in millions)

 

     Quarter Ended June 30,     Year-to-date June 30,  
     2011     2010     2011     2010  

Net sales

   $ 50.0     $ 49.3     $ 94.9     $ 94.9  

Loss from operations

     (0.3     (3.2     (1.6     (4.8

Net loss

     (6.2     (5.9     (13.2     (10.9

Net income (loss) attributable to AGY Holding Corp.

     (6.1     (5.7     (13.0     (10.5

Non-GAAP measures:

        

EBITDA(1)

     3.8       3.3       6.5       5.8  

Adjusted EBITDA (1)

     6.2       6.6       10.8       14.7  

Adjusted EBITDA attributable to AGY Holding Corp.(2)

     5.5       6.0       9.7       13.7  

Adjusted EBITDA margin attributable to AGY Holding Corp (3)

     11.1     12.2     10.2     14.4

 

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See Appendix D where EBITDA and Adjusted EBITDA are defined and reconciled from net (loss) income determined under GAAP.

 

  (1) Management uses EBITDA and Adjusted EBITDA, which are non-GAAP financial measures, to measure operating performance.

 

  (2) Adjusted EBITDA attributable to AGY Holding Corp. excludes the portion of Adjusted EBITDA attributable to the noncontrolling interest.

 

  (3) Adjusted EBITDA margin attributable to AGY Holding Corp. is calculated by dividing Adjusted EBITDA attributable to AGY Holding Corp. by net sales.

Net sales in the second quarter of 2011 were $50.0 million, which consists of $7.8 million of sales reported by the AGY Asia business segment and $42.2 million of sales reported by AGY US.

AGY US - Revenues in the second quarter of 2011 decreased $0.7 million, or 1.7%, compared to the second quarter of 2010, due to lower sales volumes, partly offset by a favorable mix shift towards our advanced materials and price increases executed and retained across most markets since the beginning of 2011. Compared to the second quarter of 2010, the favorable mix was primarily driven by the electronics market revenues, which increased by 32% in 2011 with growing demand for specialty electronics, pricing actions and the benefit of providing additional volumes at a price premium to fill short-term product shortages in the Asian market associated with the recent natural disaster in Japan. Also, our aerospace and defense (“A&D”) markets revenues were up 9%, reflecting a record sales level for aerospace with continued robust demand for both new and legacy commercial programs. Our construction, CFM and industrial markets (“G&I”) revenues decreased by $4.2 million, or 18% compared to the second quarter of 2010. This decrease was largely caused by our CFM business, which decreased by 37% as a result of market share loss at key accounts following 2010 fourth quarter pricing actions. In addition, G&I revenues were negatively impacted by lower construction market revenues, which decreased 45%, reflecting some continued capacity-constrained sales, partially offset by 2011 pricing actions when compared to the second quarter of 2010. However, G&I revenues improved by 8% when compared to the first quarter of 2011 as AGY’s CFM market share has now stabilized at a higher level, resulting in a 31% increase in CFM revenues.

AGY Asia - Revenues in the second quarter of 2011 increased $1.4 million, or 22.2%, compared to the second quarter of 2010 (after accounting for the elimination of $0.4 and $1.0 million of intercompany sales in 2011 and 2010, respectively) due primarily to continued pricing momentum in the Asian electronics market until May 2011.

The Company reported consolidated losses from operations for the second quarter of 2011 of $0.3 million, driven primarily by operational inefficiencies and capacity expansion investment related expenses, which negatively affected our AGY US segment, as reported in our highlights section.

AGY reported consolidated net losses attributable to the Company of $6.1 million for the second quarter of 2011 compared to a loss of $5.7 million for the second quarter of 2010 as a result of losses on domestic and foreign subsidiaries with no tax benefit in 2011. The second quarter of 2010 included tax benefits of $3.2 million. In 2011, no benefits were recorded as their realization was not considered more likely than not. This changed tax status more than offset the improvement in operating profitability year-over-year.

The Company’s consolidated cash balance as of June 30, 2011 was $2.6 million. As of June 30, 2011, total debt, net of cash, was $241.8 million, or an $11.7 million increase compared to December 31, 2010. An increase of $12.8 million was attributable to AGY US due to the capacity scale up investments, and related production start up expenses and operational inefficiencies, as well as working capital increases related to increased sales during the first half of 2011.

 

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“Clearly our second quarter continued to be a major challenge operationally and our financial performance did not meet our expectations as a result of the inefficiencies resulting from our transition to higher level of capacity utilization”, commented Doug Mattscheck, AGY’s Chief Executive Officer. “We have continued our focus on major areas of operations improvement throughout the second quarter. I am encouraged by the focus, effort and positive results we have achieved in meeting our efficiency and cost objectives in the current quarter, and I am confident that the actions we are taking along with the value we are recovering from our commercial actions will generate improved operating results in the second half of 2011.”

AGY is a leading global producer of fiberglass yarns and high-strength fiberglass reinforcements used in a variety of composites applications. AGY serves a diverse range of markets including the following: aerospace and defense, (our “A&D” business); electronics; and construction, CFM and industrial markets (our “G&I” business). Headquartered in Aiken, South Carolina, AGY has a sales office in Lyon, France and Hong Kong, China and two manufacturing facilities in the US, located in Aiken, South Carolina and Huntingdon, Pennsylvania and a controlling interest in a manufacturing facility in Shanghai, China. Additional information and a copy of this press release may be found at the Investor Relations section of the Company’s website, www.agy.com or by email at info@agy.com.

###

Certain statements contained in this release are forward-looking and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Among these risks and uncertainties are general economic and business conditions; the Company’s substantial debt and ability to generate cash flows to service its debt; the Company’s compliance with the restrictive covenants contained in its various debt agreements; adverse changes in market conditions or product demand; the level of cost reduction achieved through restructuring and capital expenditure programs; changes in energy, alloy metals and raw material costs and availability; downward selling price movements; disruption in the Asian electronics markets dynamics associated with the recent natural disaster in Japan and its aftermath; the success of new technology; labor disputes or increased labor costs; currency and interest rate fluctuations; increases in the Company’s leverage; the Company’s ability to effectively integrate acquisitions; the Company’s ability to finance the consideration to be paid pursuant to the put/call agreement for the 30% noncontrolling interest in AGY Asia; changes in the Company’s business strategy or development plans; the timing and cost of plant closures; and increases in the cost of compliance with laws and regulations. Factors that could cause actual results to differ materially from these forward-looking statements include but are not limited to those risk factors listed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. AGY does not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Contact:   

C. Steven Smoot

AGY Holding Corp.

PH: 803-643-1257

steve.smoot@agy.com

The Company will hold a conference call to discuss the second quarter 2011 results and respond to questions. The details for the call are as follows:

Date: August 16, 2011

Time: 2:00 p.m. EDT

Dial-in number: 866-939-3921 or 678-302-3550

Conference ID: N/A (Operator Assisted)

 

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Please dial in 10-15 minutes prior to the start time. An operator will request your name and organization and ask you to wait until the call begins.

Rebroadcast of this conference will be available two hours after it is complete. Parties who are interested in listening to the rebroadcast may dial 866-939-0581 or 678-302-3540 and when prompted enter pin – 4804300#. At system prompt dial ‘4’ to listen to a previously recorded conference. When prompted, enter confirmation number – 20110803434479#. The rebroadcast will be available through September 16, 2011.

 

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Appendix A.

AGY Holding Corp. and Subsidiaries

Consolidated Balance Sheets

(In thousands except share and per share data)

 

Assets

  

June 30,

2011

(Unaudited)

   

December 31,

2010

 

Current assets:

    

Cash

   $ 2,605     $ 3,132  

Trade accounts receivable, less allowances of $2,208 and $3,123 at June 30, 2011 and December 31, 2010, respectively

     24,265       17,965  

Inventories, net

     31,303       31,260  

Deferred tax assets

     4,319       4,984  

Other current assets

     2,443       1,997  
  

 

 

   

 

 

 

Total current assets

     64,935       59,338  

Property, plant and equipment, and alloy metals, net

     214,756       220,338  

Intangible assets, net

     18,055       17,953  

Other assets

     830       1,058  
  

 

 

   

 

 

 

TOTAL

   $ 298,576     $ 298,687  
  

 

 

   

 

 

 

Liabilities, Obligation Under Put/Call for

Noncontrolling Interest and Shareholder’s Equity

            

Current liabilities:

    

Accounts payable

   $ 13,692     $ 11,730  

Accrued liabilities

     11,062       11,320  

Short-term borrowings

     11,040       9,890  

Current portion of long-term debt

     9,889       8,342  
  

 

 

   

 

 

 

Total current liabilities

     45,683       41,282  

Long-term debt

     223,496       214,973  

Pension and other employee benefit plans

     9,658       10,123  

Deferred tax liabilities

     6,328       6,992  
  

 

 

   

 

 

 

Total liabilities

     285,165       273,370  
  

 

 

   

 

 

 

Commitments and contingencies

    

Obligation under put/call for noncontrolling interest

     6,138       3,401  
  

 

 

   

 

 

 

Shareholder’s equity:

    

Common stock, $.01 par value per share; 1,000 shares authorized; 100 shares issued and outstanding

     —          —     

Additional paid-in capital

     122,200       122,187  

Accumulated deficit

     (125,570     (112,562

Accumulated other comprehensive income

     3,602       2,529  
  

 

 

   

 

 

 

Total AGY Holding Corp. shareholder’s equity

     232       12,154  

Noncontrolling interest

     7,041       9,762  
  

 

 

   

 

 

 

Total shareholder’s equity

     7,273       21,916  
  

 

 

   

 

 

 

TOTAL

   $ 298,576     $ 298,687  
  

 

 

   

 

 

 

 

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Appendix B.

AGY Holding Corp. and Subsidiaries

Consolidated Statements of Operations

(In thousands, unless otherwise noted)

 

     (Unaudited)  
     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2011     2010     2011     2010  

Net sales

   $ 50,006     $ 49,308     $ 94,938     $ 94,881  

Cost of goods sold

     (46,258     (46,724     (88,140     (87,689
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit (loss)

     3,748       2,584       6,798       7,192  

Selling, general and administrative expenses

     (3,769     (4,128     (7,750     (8,024

Restructuring charges

     (33     (702     (50     (1,030

Amortization of intangible assets

     (251     (251     (502     (502

Other operating income (expense)

     28       (694     (126     (2,395
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from operations

     (277     (3,191     (1,630     (4,759

Other non-operating (expense) income:

        

Interest expense

     (5,886     (5,909     (11,645     (11,786

Other income, net

     43       42       86       63  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before income tax (expense) benefit

     (6,120     (9,058     (13,189     (16,482

Income tax (expense) benefit

     (40     3,190       (40     5,549  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

     (6,160     (5,868     (13,229     (10,933

Less: Net loss attributable to the noncontrolling interest

     40       140       221       425  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss attributable to AGY Holding Corp.

   $ (6,120   $ (5,728   $ (13,008   $ (10,508
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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Appendix C.

AGY Holding Corp. and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands, unless otherwise noted)

 

     (Unaudited)  
    

Six Months Ended

June 30,

 
     2011     2010  

Cash flows from operating activities:

    

Net loss

   $ (13,229   $ (10,933

Adjustments to reconcile net loss to net cash used in operating activities:

    

Depreciation

     7,587       9,983  

Alloy metals depletion, net

     3,808       4,842  

Amortization of debt issuance costs

     378       356  

Amortization of intangibles with definite lives

     502       502  

Loss on sale, disposal or exchange of property and equipment and alloy metals

     1       2,696  

Stock compensation

     14       31  

Deferred income tax benefit

     —          (5,586

Changes in assets and liabilities (net of effect of assets acquired and liabilities assumed in acquisition):

    

Trade accounts receivable

     (6,300     (4,767

Inventories

     (43     1,784  

Other assets

     (193     (717

Accounts payable

     2,219       (607

Accrued liabilities

     (181     (521

Pension and other employee benefit plans

     (465     349  
  

 

 

   

 

 

 

Net cash used in operating activities

     (5,902     (2,588
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Purchases of property and equipment and alloy metals

     (3,962     (5,059

Proceeds from the sale of property and equipment and alloy metals

     —          6,479  
  

 

 

   

 

 

 

Net cash (used in) provided by investing activities

     (3,962     1,420  
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Proceeds from Revolving Credit Facility borrowings

     43,984       35,350  

Payments on Revolving Credit Facility borrowings

     (30,934     (37,100

Proceeds from AGY Asia Credit Facility borrowings

     —          5,178  

Payments on AGY Asia Credit Facility borrowings

     (2,655     (1,952

Debt issuance costs and others

     (982     —     
  

 

 

   

 

 

 

Net cash provided by financing activities

     9,413       1,476  
  

 

 

   

 

 

 

Effect of exchange rate changes on cash

     (76     20  
  

 

 

   

 

 

 

Net increase (decrease) in cash

     (527     328  
  

 

 

   

 

 

 

Cash, beginning of period

     3,132       3,439  
  

 

 

   

 

 

 

Cash, end of period

   $ 2,605     $ 3,767  
  

 

 

   

 

 

 

Supplemental disclosures of cash flow information:

    

Cash paid for interest

   $ 11,155     $ 10,229  
  

 

 

   

 

 

 

Cash paid for income taxes

   $ 91     $ 45  
  

 

 

   

 

 

 

Supplemental disclosures of non cash financing/investing activities:

    

Increase in minimum pension liability adjustment

   $ —        $ 86  
  

 

 

   

 

 

 

Construction in-progress included in accounts payable

   $ 325     $ 604  
  

 

 

   

 

 

 

 

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Appendix D.

AGY Holding Corp. and Subsidiaries

Reconciliation of Net Income to EBITDA and Adjusted EBITDA

(In thousands, unless otherwise noted)

The Company’s management uses EBITDA and Adjusted EBITDA, which are non-GAAP financial measures, to measure operating performance.

The most directly comparable financial measure determined under GAAP is net income (loss), the calculation of which for the three months and six months ended June 30, 2011 is set forth on Appendix B.

EBITDA and Adjusted EBITDA (which are defined below) are reconciled from net income (loss) determined under GAAP as follows (dollars in thousands):

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2011     2010     2011     2010  

Statement of operations data:

        

Net loss

   $ (6,160   $ (5,868   $ (13,229   $ (10,933

Interest expense

     5,886       5,909       11,645       11,786  

Income tax expense (benefit)

     40       (3,190     40       (5,549

Depreciation and amortization

     3,985       6,484       8,089       10,485  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

   $ 3,751     $ 3,335     $ 6,545     $ 5,789   
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2011     2010     2011     2010  

EBITDA

   $ 3,751     $ 3,335     $ 6,545     $ 5,789   

Adjustments to EBITDA:

        

Alloy depletion charge, net

     2,189       1,562       3,808       4,842  

Non-cash compensation charges

     7       11       14       31  

Management fees

     189       187       377       375  

Restructuring charges

     33       702       50       1,030  

Loss on disposition of assets & others

     —          773       —          2,623  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

     6,169       6,570       10,794       14,690  

Less: Adjusted EBITDA attributable to the noncontrolling interest

     (643     (567     (1,134     (963
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA attributable to AGY Holding Corp.

   $ 5,526     $ 6,003     $ 9,660     $ 13,727  
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2011     2010     2011     2011  

Adjusted EBITDA allocated to AGY Holding Corp. segment breakdown:

        

AGY US and Corporate

   $ 4,026     $ 4,681     $ 7,013     $ 11,480  

AGY Asia

     1,500       1,322       2,647       2,247  
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 5,526     $ 6,003     $ 9,660     $ 13,727  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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EBITDA is defined as earnings before interest, taxes, depreciation and amortization. EBITDA is a non-GAAP financial measure used by management to measure operating performance. EBITDA is not a recognized term under GAAP and does not purport to be an alternative to net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Management believes EBITDA is helpful in highlighting trends because EBITDA excludes the result of decisions that are outside the control of operating management and can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. In addition, management believes EBITDA provides more comparability between AGY’s historical results and results that reflect purchase accounting and changes in AGY’s capital structure. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, these presentations of EBITDA (as well as Adjusted EBITDA) may not be comparable to other similarly titled measures of other companies.

Adjusted EBITDA is a non-GAAP financial measure which is defined as EBITDA further adjusted as permitted and calculated in the manner that consolidated cash flow is calculated under the indenture governing the Company’s senior secured notes, relative to certain provisions, including but not limited to, restricted payments and incurrence of additional indebtedness.

 

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