LAS VEGAS, Dec. 12, 2013 /PRNewswire/ -- American
Pacific Corporation ("AMPAC") (NASDAQ: APFC) today reported
financial results for its fiscal year and fourth quarter ended
September 30, 2013.
"Fiscal 2013 was a record year for AMPAC in terms of both
revenues and Adjusted EBITDA performance. Our Fine Chemicals
segment continued its steady growth path, while our Specialty
Chemicals segment experienced unique volume in FY13, which resulted
in performance well above its expected stable range. Although our
profit expectation for Fiscal 2014 is lower in the aggregate, the
components provide a robust future for AMPAC. Fine Chemicals
segment opportunities are continuing to expand and our Specialty
Chemicals segment should return to operating at its pre-Fiscal 2013
stable levels," said Joe Carleone,
AMPAC's Chairman of the Board and Chief Executive
Officer.
We provide non-GAAP measures as a supplement to financial
results based on GAAP. A reconciliation of the non-GAAP
measures to the most directly comparable GAAP measures is included
in the accompanying supplemental data. Revenues and expenses
associated with the Aerospace Equipment segment operations are
presented as discontinued operations for all periods presented. See
further discussion below.
FINANCIAL SUMMARY
Fiscal Year Ended September 30,
2013 Compared to Fiscal Year Ended September 30, 2012
- Revenues increased $29.5 million,
or 16%, to $215.1 million from
$185.6 million.
- Adjusted operating income increased to $41.1 million compared to $27.1 million.
- Adjusted EBITDA increased to $55.2
million compared to $43.0
million.
- Adjusted income from continuing operations was $24.9 million compared to $10.1 million.
- Adjusted diluted earnings per share from continuing operations
was $3.08 compared to $1.32.
Quarter Ended September 30,
2013 Compared to Quarter Ended September 30, 2012
- Revenues increased $9.6 million
to $59.2 million from $49.6 million.
- Adjusted operating income increased to $17.5 million compared to $8.6 million.
- Adjusted EBITDA increased to $21.3
million compared to $13.7
million.
- Adjusted income from continuing operations was $10.8 million compared to $4.0 million.
- Adjusted diluted earnings per share from continuing operations
was $1.32 compared to $0.52.
Results for Fiscal 2013, Fiscal 2012 and the Fiscal 2012 fourth
quarter include other charges, gains and deferred tax valuation
adjustments that have been excluded from the computations of
adjusted operating income, adjusted income from continuing
operations and adjusted diluted earnings per share from continuing
operations. The adjusted results have been provided to facilitate
comparisons between Fiscal 2013 and Fiscal 2012. See further
discussion of the adjusting items below.
The following table reconciles each adjusted result to the most
directly comparable GAAP measure (dollars in thousands except per
share amounts).
|
Quarter Ended
September 30,
|
Year Ended
September 30,
|
|
2013
|
2012
|
2013
|
2012
|
Operating
Income:
|
|
|
|
|
As
adjusted
|
$ 17,485
|
$
8,561
|
$ 41,089
|
$ 27,084
|
Remediation
Charge
|
-
|
(700)
|
-
|
(700)
|
Other Operating
Gains
|
-
|
1,700
|
-
|
1,714
|
As
Reported
|
$ 17,485
|
$
9,561
|
$ 41,089
|
$ 28,098
|
|
|
|
|
|
Income From
Continuing Operations:
|
|
|
|
|
As
adjusted
|
$ 10,849
|
$
3,996
|
$ 24,884
|
$ 10,142
|
Remediation
Charge
|
-
|
(420)
|
-
|
(420)
|
Other Operating
Gains
|
-
|
1,020
|
-
|
1,028
|
Loss on Debt
Extinguishment
|
-
|
(838)
|
(1,751)
|
(838)
|
Deferred Tax Asset
Valuation Allowance
|
-
|
10,420
|
-
|
10,420
|
As
Reported
|
$ 10,849
|
$ 14,178
|
$ 23,133
|
$ 20,332
|
|
|
|
|
|
Diluted Earnings per
Share from Continuing Operations:
|
|
|
|
As
adjusted
|
$
1.32
|
$
0.52
|
$
3.08
|
$
1.32
|
Remediation
Charge
|
-
|
(0.05)
|
-
|
(0.05)
|
Other Operating
Gains
|
-
|
0.13
|
-
|
0.13
|
Loss on Debt
Extinguishment
|
-
|
(0.11)
|
(0.22)
|
(0.11)
|
Deferred Tax Asset
Valuation Allowance
|
-
|
1.34
|
-
|
1.36
|
As
Reported
|
$
1.32
|
$
1.83
|
$
2.86
|
$
2.65
|
CONSOLIDATED RESULTS OF OPERATIONS
Revenues – Fiscal 2013 revenues increased 16% to
$215.1 million as compared to
$185.6 million for Fiscal 2012,
reflecting revenue increases from each of our operating
segments. Fiscal 2013 fourth quarter revenues increased 19%
to $59.2 million from $49.6 million for the Fiscal 2012 fourth quarter.
See further discussion below under Segment Highlights.
Cost of Revenues and Gross Profit – Fiscal 2013 cost of
revenues was $128.1 million compared
to $119.5 million for Fiscal 2012.
The Fiscal 2013 consolidated gross margin was 40% compared to 36%
for Fiscal 2012. Fiscal 2013 fourth quarter cost of
revenues was $28.8 million compared
to $30.2 million for the Fiscal 2012
fourth quarter. The Fiscal 2013 fourth quarter consolidated gross
margin was 51% compared to 39% for the Fiscal 2012 fourth quarter.
On a consolidated level, one of the most significant factors that
affects, and should continue to affect, the comparison of our
consolidated gross profit and gross margin from period to period is
the change in revenue mix among our segments. The revenue
contribution by each of our segments is indicated in the following
table.
|
Quarter Ended
September 30,
|
Year Ended
September 30,
|
|
2013
|
2012
|
2013
|
2012
|
|
|
|
|
|
Fine
Chemicals
|
37%
|
67%
|
58%
|
60%
|
Specialty
Chemicals
|
60%
|
29%
|
38%
|
37%
|
Other
Businesses
|
3%
|
4%
|
4%
|
3%
|
Total
Revenues
|
100%
|
100%
|
100%
|
100%
|
See further discussion of gross profit and gross margin at the
segment levels under the heading Segment Highlights.
Operating Expenses – Fiscal 2013 operating expenses
increased $6.8 million to
$45.9 million compared to
$39.1 million for Fiscal 2012.
The most significant increases relate to our Fine Chemicals segment
and corporate expenses. See further discussion below
under Segment Highlights.
Environmental Remediation Charges – In September 2012, we commenced initial operation of
the expansion project at our groundwater remediation site in
Henderson, Nevada, with planned
start-up activities completed in Fiscal 2013. In September 2012, we recorded an additional
remediation charge in the amount of $0.7
million, which was substantially attributed to the true-up
of estimates to the expected final cost of the expansion project.
No such charges were recorded in Fiscal 2013.
Other Operating Gains – During Fiscal 2012, our Fine
Chemicals segment reported other operating gains of $1.7 million that resulted from the resolution of
gain contingencies. No such gains were recorded in Fiscal
2013.
Discontinued Operations – In May
2012, our board of directors approved and we committed to a
plan to sell our Aerospace Equipment segment, or AMPAC-ISP.
The divestiture is a strategic shift that allows us to place more
focus on the growth and performance of our pharmaceutical-related
product lines. The transaction resulted in an after-tax gain in our
Fiscal 2012 fourth quarter in the amount of $4.9 million. Revenues and expenses
associated with the operations of AMPAC-ISP are presented as
discontinued operations for all periods presented.
SEGMENT HIGHLIGHTS
Fine Chemicals Segment
Our Fine Chemicals segment reflects the operating results of our
wholly-owned subsidiaries Ampac Fine Chemicals LLC and AMPAC Fine
Chemicals Texas, LLC (collectively, "AFC").
As discussed above under the heading "Other Operating Gains",
our Fine Chemicals segment operating income for Fiscal 2012
includes other operating gains. To facilitate comparison of
the Fiscal 2013 and Fiscal 2012 operating results, the following
table (dollars in thousands) computes adjusted segment operating
income and adjusted segment operating margin which excludes these
gains.
|
Quarter Ended
September 30,
|
Year
Ended September 30,
|
|
2013
|
2012
|
2013
|
2012
|
Segment
Operating Income (Loss), as reported
|
$
463
|
$ 5,639
|
$ 11,295
|
$ 8,678
|
Exclude Other
Operating Gains
|
-
|
(1,700)
|
-
|
(1,714)
|
Segment
Operating Income (Loss), as adjusted
|
$
463
|
$ 3,939
|
$ 11,295
|
$ 6,964
|
Operating
Margin, as adjusted
|
2%
|
12%
|
9%
|
6%
|
Year Ended September 30,
2013 Compared to Year Ended September
30, 2012
- Revenues increased 12% to $124.9
million compared to $111.5
million.
- Adjusted operating income was $11.3
million compared to $7.0
million.
- Segment EBITDA was $23.3 million
compared to $20.6 million.
Quarter Ended September 30,
2013 Compared to Quarter Ended September 30, 2012
- Revenues decreased 33% to $22.1
million compared to $33.1
million.
- Adjusted operating income was $0.5
million compared to $3.9
million.
- Segment EBITDA was $3.6 million
compared to $8.7 million.
Our Fine Chemicals segment generates revenues from its Core
Products and Development Products. "Core Products" include
active pharmaceutical ingredients and registered intermediates
manufactured for use in drugs that are commercially approved and
for which our Fine Chemicals segment has been approved as a
commercial producer. The products categorized as Core
Products are used by our customers primarily for anti-viral,
oncology and central nervous system ("CNS") drugs.
Conversely, "Development Products" are products which are not yet
commercialized (generally in the later stages of clinical trials),
or products which are commercial but for which we are not a current
approved commercial producer. Typically, Development Product
activities are the source of fostering new long-term customer
relationships and often lead to future Core Products. Development
Product activities also result as an outgrowth of existing
long-term customer relationships for Core Products. The
products categorized as Development Products are used by our
customers primarily for anti-viral, CNS, oncology and pain
management drugs. As part of our business development strategy, we
currently target Development Product revenues at approximately 20%
of Fine Chemicals segment revenues over time.
A key characteristic of the Fine Chemicals segment manufacturing
and revenue cycle is that not all Core Products are manufactured in
each reporting period. Our Fine Chemical segment's capacity
employs numerous production lines which vary in terms of
technologies employed and scale. Typically Core Product
customers place orders based on a calendar year. Our Fine
Chemicals segment collaborates closely with each of its customers
to develop a production schedule that meets our customers' quality
and delivery requirements and most efficiently utilizes available
capacity. As a result, when comparing revenues between
reporting periods, revenue variances can occur as a result of
production scheduling, without a substantial change in the
underlying demand for the product.
Fine Chemicals segment revenues increased 12% in Fiscal 2013
compared to Fiscal 2012, led by increases in Development Product
revenues. Revenues for Core Products, in the aggregate, were
consistent between Fiscal 2013 and Fiscal 2012. Oncology Core
Product revenues increased 131% in Fiscal 2013 compared to Fiscal
2012 supported by higher volumes from new oncology Core Products
for drugs that were commercialized in the later part of Fiscal
2012. The increase in oncology Core Product revenues was
offset by a 26% decrease in anti-viral Core Products
revenues. Calendar 2013 and Calendar 2012 customer orders for
our most significant anti-viral Core Product were consistent.
However, production timing and utilization of certain capacity to
support a key Development Product project resulted in a revenue
decline for this product when comparing Fiscal 2013 to Fiscal 2012.
Revenues from CNS Core Products declined 16% in Fiscal 2013 also
due to manufacturing timing. Development Product revenues increased
64% in Fiscal 2013 to approximately $32.5
million, or 26% of Fine Chemicals segment revenues.
The increase is associated with an atypically large validation
campaign for an anti-viral product that is in its very late stage
clinical trials.
The Fine Chemicals segment reported operating profit of
$11.3 million in Fiscal 2013 compared
to adjusted operating profit of $7.0
million in Fiscal 2012, an increase of 62%. The
increase in operating profit reflects additional gross margin from
the higher revenue level in Fiscal 2013, offset partially by
increased operating expenses. In addition, Fine Chemicals
segment gross margin improved 3 points in Fiscal 2013 compared to
Fiscal 2012, primarily due to an ordinary course change in product
mix and manufacturing efficiencies between Fiscal 2013 and Fiscal
2012. Improvements in gross profit for Fiscal 2013 were offset by
increases in operating expenses of approximately $2.7 million. The most significant components of
the increase in operating expenses relate to incremental
investments in product research and business development in the
amount of approximately $1.1 million
and retirement benefits related costs in the amount of
approximately $0.6
million.
For the Fiscal 2013 fourth quarter, Fine Chemicals segment
revenues declined compared to the Fiscal 2012 fourth quarter due to
inter-quarter timing of production, shipments and the corresponding
revenue recognition. Fine Chemicals segment Adjusted
Operating Profit declined in the Fiscal 2013 fourth quarter when
compared to the Fiscal 2012 fourth quarter. The Fine
Chemicals segment has achieved stable manufacturing performance in
Fiscal 2013, with the gross margin percentage in the Fiscal 2013
fourth quarter being comparable with the three preceding quarters
in Fiscal 2013. However, the lower revenue volume in the
Fiscal 2013 fourth quarter provided less gross profit in the
period. Accordingly, because general and administrative
expenses are relatively fixed from quarter to quarter, the lower
gross profit contribution resulted in the reduction in Fine
Chemicals segment operating profit.
Specialty Chemicals Segment
Our Specialty Chemicals segment revenues include the operating
results from our perchlorate, sodium azide and Halotron product
lines, with our perchlorate product lines comprising 89% and 88% of
Specialty Chemicals segment revenues in Fiscal 2013 and Fiscal
2012, respectively.
Year Ended September 30,
2013 Compared to Year Ended September
30, 2012
- Revenues increased to $82.6
million from $68.5
million.
- Operating income was $48.0
million compared to $34.9
million.
- Segment EBITDA was $49.1 million
compared to $36.3 million.
Quarter Ended September 30,
2013 Compared to Quarter Ended September 30, 2012
- Revenues increased to $35.5
million from $14.3
million.
- Operating income was $22.4
million compared to $8.3
million.
- Segment EBITDA was $23.0 million
compared to $8.6 million.
Specialty Chemicals segment revenues increased 21% in Fiscal
2013 compared to Fiscal 2012 primarily due to atypical volume
increases during Fiscal 2013. Total perchlorate volume
increased 17% largely attributed to additional rocket-grade AP
volume in support of a unique DOD-related procurement and the
occurrence of significant volume for non rocket-grade perchlorate
product. This increase in demand for non rocket-grade perchlorate
product is very infrequent. The aggregate average price per
pound for perchlorate products was consistent between Fiscal 2013
and Fiscal 2012. In addition, revenues from the sodium azide
and Halotron product lines increased 19% and 18%, respectively, in
Fiscal 2013 compared to Fiscal 2012, also due to higher
volumes.
DOD tactical missile, commercial space launch and NASA space
programs each contributed significant demand for rocket-grade AP in
Fiscal 2013. The most significant programs include the Atlas
Solid Rocket Boosters, the Army's Guided Multiple Launch Rocket
System, and the National Aeronautics and Space Administration
("NASA") Heavy Lift Vehicle which is part of the Space Launch
System program ("SLS").
The Specialty Chemicals segment reported operating income of
$48.0 million and operating margin of
58% for Fiscal 2013, which is atypically high for this
segment. The Specialty Chemicals segment cost structure is
comprised largely of fixed manufacturing costs which do not vary
significantly with production volumes. In Fiscal 2013 the Specialty
Chemicals segment experienced higher than expected perchlorate
production volume which provided better coverage of fixed costs and
in turn resulted in an increase in operating margin. Higher
production volumes included both volumes associated with the
revenue increases and additional production volume that will
support Fiscal 2014 revenues. Because a meaningful portion of
our revenue volume for Fiscal 2014 was produced in Fiscal 2013, we
expect that the operating margin benefit reflected by this increase
in production volume in Fiscal 2013 will reverse in the following
year and result in a decline in operating margin for this segment
in Fiscal 2014.
For the Fiscal 2013 fourth quarter, revenues and operating
profit increased compared to the Fiscal 2012 fourth quarter due to
changes in inter-quarter timing. The quarterly timing of
revenues in any particular fiscal year is largely driven by our
customers' delivery requirements. In the Fiscal 2013 fourth
quarter, the Specialty Chemicals segment shipped approximately 47%
of its Fiscal 2013 perchlorate volume compared to 19% of Fiscal
2012 perchlorate volume shipped in the Fiscal 2012 fourth
quarter.
Corporate Expenses
Corporate operating expenses increased $2.8 million in Fiscal 2013 compared to Fiscal
2012. The most significant increase is an approximately
$1.4 million increase (most of which
occurred in the Fiscal 2013 fourth quarter) in accrued estimated
compensation costs for long-term, share-based, incentive
compensation, driven by the rapid rise in the Company's share price
during the Fiscal 2013 fourth quarter. Accounting for the
issuance of restricted stock units requires that we revalue
estimated compensation expense each quarter based on the closing
share price of our common stock for the quarter. The
Company's common stock closed at $54.76 on September 30,
2013, resulting in a significant increase in estimated
compensation expense from prior measurements. Actual compensation
received by the grantees is contingent upon the achievement of a
financial performance measure for the two years ending September 30, 2014 and will be valued based on
the closing share price of our common stock on that date.
Accrued long-term incentive compensation will continue to increase
or decrease each quarter based on the closing share price of our
common stock on the last business day of such quarter. In
addition, the corporate portion of costs associated with our
defined benefit retirement plans increased by approximately
$0.8 million and the advisory and
professional services costs associated with corporate strategic
activities increased by approximately $0.7
million.
CAPITAL AND LIQUIDITY HIGHLIGHTS
Liquidity – As of September 30,
2013, we had cash of $60.9
million. Available borrowings under the Revolving Facility
are computed as the $25.0 million
committed line less any outstanding revolving loans and outstanding
letters of credits. As of September
30, 2013, we had no borrowings outstanding under the
Revolving Facility, outstanding letters of credit of $4.5 million and availability for revolving loans
of $20.5 million.
Operating Cash Flows – Operating activities
provided cash of $51.9 million for
Fiscal 2013 compared to $11.6 million
for Fiscal 2012.
Significant components of the change in cash flow from operating
activities include:
- An increase in cash provided by Adjusted EBITDA of $12.2 million.
- An improvement in cash provided by working capital accounts of
approximately $27.6 million,
excluding the effects of interest and income taxes.
- An increase in cash paid for income taxes of approximately
$14.9 million.
- A decrease in cash paid for interest expense of approximately
$6.4 million.
- An increase in cash paid for costs associated with the
retirement of long-term debt of approximately $0.7 million.
- A decrease in cash used for environmental remediation
activities of approximately $5.3
million.
- A decrease in cash used to fund pension obligations of
approximately $4.2 million.
- An increase in cash provided by other operating activities of
approximately $0.2 million.
The improvement in working capital cash flow reflects additional
customer deposits received by our Fine Chemicals segment in Fiscal
2013.
Cash paid for income taxes increased because our earnings
increased and our federal operating loss carryforwards were fully
utilized in Fiscal 2012.
Cash paid for interest in Fiscal 2013 decreased as compared to
Fiscal 2012 reflecting both lower outstanding debt balances and
lower interest rates that resulted from our refinancing in October
2012. Also in connection with the retirement of our senior
notes in September 2012 and
October 2012, we incurred cash
redemption costs of approximately $0.9
million and $1.6 million,
respectively, comprised primarily of the call premium.
Environmental remediation spending decreased in Fiscal 2013
because Fiscal 2012 included higher spending associated with the
capital expansion of our remediation facilities than Fiscal
2013.
We make payments to fund defined benefit pension obligations at
a level of at least 80% of the obligation. Our contributions
were reduced in Fiscal 2013, compared to Fiscal 2012, primarily due
to improved plan asset returns in Fiscal 2012. In Fiscal
2012, we made additional contributions to our pension plans because
the return on pension plan assets in the preceding year was not
sufficient to maintain our target funding requirements.
We consider the working capital changes to be routine and within
the normal production cycle of our products. The production
of most fine chemical products requires a length of time that
exceeds one quarter. In any given quarter, accounts receivable,
work-in-progress inventory or deferred revenues and customer
deposits can increase or decrease significantly. We expect
that our working capital may vary normally by as much as
$10.0 million from quarter to
quarter.
Investing Cash Flows – Capital expenditures in Fiscal
2013 were $13.9 million compared to
$8.9 million for Fiscal 2012.
The increase primarily relates to Fiscal 2013 projects that will
provide additional medium scale capacity for our Fine Chemicals
segment. Maintenance capital spending was consistent between
Fiscal 2013 and Fiscal 2012.
Financing Cash Flows – Fiscal 2013 financing activities
used cash of $8.3 million. The
Fiscal 2013 amount includes a reduction in our long-term debt of
$5.0 million and debt issuance costs
of $1.4 million, each incurred in
connection with our October 2012
refinancing activities. Subsequent to our October 2012 refinancing, we also made scheduled
principal payments for our new term loan in the amount of
$4.5 million. Uses of cash for
refinancing and debt reduction were offset partially by the cash
proceeds and tax benefits from stock option exercises which totaled
$2.6 million for Fiscal 2013.
OUTLOOK
For Fiscal 2014, we expect consolidated revenues of at least
$225.0 million, which is an expected
increase of approximately 5% from Fiscal 2013. The expected
increase in Fiscal 2014 revenues reflects the following:
- Fine Chemicals segment revenues are anticipated to increase in
the aggregate during Fiscal 2014 by at least 10% compared to Fiscal
2013, supported by expected growth in revenues from anti-viral Core
Products. Because Fiscal 2013 Development Products revenues
included an atypically large, late-phase validation campaign, we
expect that Development Products revenues will decline somewhat in
Fiscal 2014 compared to Fiscal 2013.
- Specialty Chemicals segment revenues are expected to return to
pre-Fiscal 2013 levels. Because Fiscal 2013 included atypical
volumes, when compared to Fiscal 2013, we expect that Specialty
Chemicals revenues will decline in the range of 5% to 10% in Fiscal
2014.
Our guidance for Fiscal 2014 Adjusted EBITDA is at least
$45.0 million. Fine Chemicals segment
margins for Fiscal 2014 are expected to be comparable to Fiscal
2013. For our Specialty Chemicals segment, Fiscal 2013 was
also unique in that a large volume of perchlorate product was
produced for delivery in Fiscal 2014. When production volume
substantially exceeds sales volume, this has the effect of
improving margins through increased absorption of fixed
manufacturing costs. In Fiscal 2014, we expect that the
opposite condition will occur. Sales volume will
substantially exceed manufacturing volume, therefore reducing
margins. Accordingly, Specialty Chemicals segment margins are
expected to return to pre-Fiscal 2013 levels in Fiscal 2014.
A substantial portion of our anticipated revenues for Fiscal
2014 is currently in our backlog. Based on the timing of our
customer product requirements, it is anticipated that our Fiscal
2014 revenues and profits will be weighted toward the second half
of Fiscal 2014.
We are anticipating our capital expenditures, which do not
include environmental remediation spending, for Fiscal 2014 to be
approximately $22.0 million,
including approximately $12.5 million
for growth capital and additional capacity at our Fine Chemicals
segment's facilities. In particular, our planned growth capital
includes an investment of approximately $8.5
million to further expand our mid-range production
capacity.
Our Fiscal 2014 guidance for Adjusted EBITDA is computed by
adding estimated amounts for depreciation and amortization of
$14.5 million, interest expense of
$2.2 million, share-based
compensation expense and other items of $1.0
million and income taxes of $10.5
million to estimated net income of $16.8 million.
NON-GAAP FINANCIAL INFORMATION AND BASIS OF
PRESENTATION
We have provided non-GAAP measures as a supplement to financial
results based on GAAP. A reconciliation of the non-GAAP
measures to the most directly comparable GAAP measures is included
in the accompanying supplemental data. Segment EBITDA is
defined as segment operating income (loss) plus depreciation and
amortization. Adjusted EBITDA is defined as income (loss) from
continuing operations before income tax expense (benefit), interest
expense, loss on debt extinguishment, depreciation and
amortization, share-based compensation and environmental
remediation charges (if any).
Segment EBITDA and Adjusted EBITDA are not financial measures
calculated in accordance with GAAP and should not be considered as
an alternative to income (loss) from continuing operations as
performance measures. Each EBITDA measure is presented solely
as a supplemental disclosure because management believes that each
is a useful performance measure that is widely used within the
industries in which we operate. In addition, EBITDA measures are
significant measurements for covenant compliance under our credit
facility. Each EBITDA measure is not calculated in the same
manner by all companies and, accordingly, may not be an appropriate
measure for comparison.
Revenues and expenses associated with our former Aerospace
Equipment segment operations, which were divested effective
August 1, 2012, are presented as
discontinued operations for all periods presented.
We report our results based on a fiscal year which ends on
September 30. References to Fiscal years refer to the twelve
months ended or ending September 30
of the Fiscal year referenced.
INVESTOR TELECONFERENCE
We invite you to participate in a teleconference with our
executive management covering our Fiscal 2013 financial results.
The investor teleconference will be held Thursday, December 12, 2013, at 1:30 p.m., Pacific Standard Time. The
teleconference will include a presentation by management followed
by a question and answer session. The teleconference can be
accessed by dialing 888-895-5271 between
1:15 and 1:30 p.m., Pacific Standard Time. Please reference
passcode #36253762. As is our customary practice, a live
webcast of the teleconference is being provided by Thomson
Reuters. Links to the webcast and the earnings release are
available in the Investors section of our website at www.apfc.com,
and will be available for replay until a few days before our next
quarterly investor teleconference.
RISK FACTORS/FORWARD-LOOKING STATEMENTS
The unaudited financial results included in this release are
preliminary. Statements contained in this earnings release that are
not purely historical are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including without limitation the
statement regarding the impact that change in revenue mix among our
segments will have on comparisons of our consolidated gross profit
and gross margin in the future, statements regarding our
expectations for product revenues, including sources of, and trends
in, revenues for various products and product categories, sales
volumes, working capital, interest expense, tax obligations, and
capital expenditures, statements regarding the expected impact of
the timing of orders, sales and production activities on quarterly
revenues, statements regarding our ability to focus on the growth
and performance of our pharmaceutical-related product lines
following the sale of our Aerospace Equipment segment, statements
regarding expected fluctuations in compensation costs related to
restricted stock units and the statements in the "Outlook" section
of this earnings release. Words such as "expect",
"anticipate", "should", "future" and similar expressions are
intended to identify forward-looking statements. The
inclusion of forward-looking statements should not be regarded as a
representation by us that any of our expectations will be
achieved. Actual results may differ materially from future
results or outcomes expressed or implied by forward-looking
statements set forth in the release due to risks, uncertainties and
other important factors inherent in our business. Factors
that might cause actual results to differ include, but are not
limited to, the actual placement, timing and delivery of orders for
new and/or existing products as well as the following:
- We depend on a limited number of customers and products for
most of our sales and the loss of one or more of these customers or
products could have a material adverse effect on our financial
position, results of operations and cash flows.
- The inherent limitations of our fixed-price or similar
contracts on our profitability.
- The numerous and often complex laws and regulations and
regulatory oversight to which our operations and properties are
subject, the cost of compliance, and the effect of any failure to
comply on our profitability and liquidity.
- A significant portion of our business is based on contracts
with contractors or subcontractors to the U.S. government and these
contracts are impacted by governmental priorities and are subject
to potential fluctuations in funding or early termination,
including for convenience, any of which could have a material
adverse effect on our operating results, financial condition or
cash flows.
- We may be subject to potentially material costs and
liabilities in connection with environmental or health
matters.
- Although we have established an environmental reserve for
remediation activities in Henderson,
Nevada, given the many uncertainties involved in assessing
environmental liabilities, our environmental-related risks may from
time to time exceed any related reserves.
- For each of our Specialty Chemicals and Fine Chemicals
segments, production is conducted in a single facility and any
significant disruption or delay at a particular facility could have
a material adverse effect on our business, financial position and
results of operations.
- The release or explosion of dangerous materials used in our
business could disrupt our operations and cause us to incur
additional costs and liabilities.
- Disruptions in the supply of key raw materials and
difficulties in the supplier qualification process, as well as
increases in prices of raw materials, could adversely impact our
operations.
- Each of our Specialty Chemicals and Fine Chemicals segments
may be unable to comply with customer specifications and
manufacturing instructions or may experience delays or other
problems with existing or new products, which could result in
increased costs, losses of sales and potential breach of customer
contracts.
- Successful commercialization of pharmaceutical products and
product line extensions is very difficult and subject to many
uncertainties. If a customer is not able to successfully
commercialize its products for which AFC produces compounds or if a
product is subsequently recalled, then the operating results of AFC
may be negatively impacted.
- A strike or other work stoppage, or the inability to renew
collective bargaining agreements on favorable terms, could have a
material adverse effect on the cost structure and operational
capabilities of AFC.
- The pharmaceutical fine chemicals industry is a
capital-intensive industry and if AFC does not have sufficient
financial resources to finance the necessary capital expenditures,
its business and results of operations may be harmed.
- We may be subject to potential liability claims for our
products or services that could affect our earnings and financial
condition and harm our reputation.
- Technology innovations in the markets that we serve may
create alternatives to our products and result in reduced
sales.
- We are subject to strong competition in certain industries
in which we participate and therefore may not be able to compete
successfully.
- Due to the nature of our business, our sales levels may
fluctuate causing our quarterly operating results to
fluctuate.
- The inherent volatility of the chemical industry affects our
capacity utilization and causes fluctuations in our results of
operations.
- A loss of key personnel or highly skilled employees, or the
inability to attract and retain such personnel, could disrupt our
operations or impede our growth.
- We may continue to expand our operations through
acquisitions, but the acquisitions could divert management's
attention and expose us to unanticipated liabilities and costs. We
may experience difficulties integrating the acquired operations,
and we may incur costs relating to acquisitions that are never
consummated.
- We have a substantial amount of debt, and the cost of
servicing that debt could adversely affect our ability to take
actions, our liquidity or our financial condition.
- We are obligated to comply with various ongoing covenants in
our debt, which could restrict our operations, and if we should
fail to satisfy any of these covenants, the payment under our debt
could be accelerated, which would negatively impact our
liquidity.
- Significant changes in discount rates, rates of
return on pension assets and other factors could affect our
estimates of pension obligations, which in turn could affect future
funding requirements, related costs and our future financial
condition, results of operations and cash flows.
- Our suspended stockholder rights plan, Restated Certificate
of Incorporation, as amended, and Amended and Restated By-laws
discourage unsolicited takeover proposals and could prevent
stockholders from realizing a premium on their common
stock.
- Our proprietary and intellectual property rights may be
violated, compromised, circumvented or invalidated, which could
damage our operations.
- Our business and operations would be adversely impacted in
the event of a failure of our information technology
infrastructure.
- We are exposed to counterparty risk through our interest
rate swap and a counterparty default could adversely affect our
financial condition.
- Our common stock price may fluctuate substantially, and a
stockholder's investment could decline in value.
Readers of this earnings release are referred to our Annual
Report on Form 10-K for Fiscal 2012, our Quarterly Reports on Form
10-Q, including for the quarter ended June
30, 2013 and our other filings with the Securities and
Exchange Commission for further discussion of these and other
factors that could affect our future results. The forward-looking
statements contained in this earnings release are made as of the
date hereof, and we assume no obligation to update for actual
results or to update the reasons why actual results could differ
materially from those projected in the forward-looking statements,
except as required by law. In addition, the operating results
for the quarter and year ended September 30,
2013 and cash flows for the year ended September 30, 2013 are not necessarily indicative
of the results that will be achieved for future
periods.
ABOUT AMERICAN PACIFIC CORPORATION
American Pacific Corporation (AMPAC) is a leading custom
manufacturer of fine chemicals and specialty chemicals within its
focused markets. We supply active pharmaceutical ingredients
and advanced intermediates to the pharmaceutical industry.
For the aerospace and defense industry we provide specialty
chemicals used in solid rocket motors for space launch and military
missiles. We produce clean agent chemicals for the fire
protection industry, as well as electro-chemical equipment for the
water treatment industry. Our products are designed to meet
customer specifications and often must meet certain governmental
and regulatory approvals. Additional information about us can be
obtained by visiting our web site at www.apfc.com.
Contact: Dana M. Kelley - (702)
735-2200
E-mail: InvestorRelations@apfc.com
Website: www.apfc.com
AMERICAN PACIFIC
CORPORATION Condensed Consolidated Statements of
Operations (Unaudited, Dollars in Thousands, Except
per Share Amounts)
|
|
|
|
|
Three Months
Ended
|
Year
Ended
|
|
|
September
30,
|
September
30,
|
|
|
2013
|
2012
|
2013
|
2012
|
|
|
|
|
|
|
Revenues
|
$
59,204
|
$
49,601
|
$
215,085
|
$
185,627
|
Cost of
Revenues
|
28,762
|
30,186
|
128,131
|
119,477
|
|
Gross
Profit
|
30,442
|
19,415
|
86,954
|
66,150
|
Operating
Expenses
|
12,957
|
10,854
|
45,865
|
39,066
|
Environmental
Remediation Charge
|
-
|
700
|
-
|
700
|
Other Operating
Gains
|
-
|
1,700
|
-
|
1,714
|
|
Operating
Income
|
17,485
|
9,561
|
41,089
|
28,098
|
Interest and Other
Income
|
13
|
14
|
118
|
38
|
Interest
Expense
|
573
|
2,349
|
2,996
|
10,173
|
Loss on Debt
Extinguishment
|
-
|
1,397
|
2,835
|
1,397
|
|
Income from
Continuing
|
|
|
|
|
|
Operations
before Income Tax
|
16,925
|
5,829
|
35,376
|
16,566
|
Income Tax Expense
(Benefit)
|
6,076
|
(8,349)
|
12,243
|
(3,766)
|
|
Income from
Continuing Operations
|
10,849
|
14,178
|
23,133
|
20,332
|
Income from
Discontinued
|
|
|
|
|
Operations,
Net of Tax
|
108
|
5,230
|
99
|
4,987
|
Net
Income
|
$
10,957
|
$
19,408
|
$
23,232
|
$
25,319
|
|
|
|
|
|
|
Basic Earnings Per
Share:
|
|
|
|
|
|
Income from
Continuing Operations
|
$
1.38
|
$
1.87
|
$
2.98
|
$
2.69
|
|
Income from
Discontinued
|
|
|
|
|
|
Operations,
Net of Tax
|
$
0.01
|
$
0.69
|
$
0.01
|
$
0.66
|
|
Net
Income
|
$
1.39
|
$
2.56
|
$
2.99
|
$
3.35
|
|
|
|
|
|
|
Diluted Earnings Per
Share:
|
|
|
|
|
|
Income from
Continuing Operations
|
$
1.32
|
$
1.83
|
$
2.86
|
$
2.65
|
|
Income from
Discontinued
|
|
|
|
|
|
Operations,
Net of Tax
|
$
0.01
|
$
0.67
|
$
0.01
|
$
0.65
|
|
Net Income
|
$
1.33
|
$
2.50
|
$
2.87
|
$
3.30
|
|
|
|
|
|
|
Weighted Average
Shares Outstanding:
|
|
|
|
|
|
Basic
|
7,872,000
|
7,574,000
|
7,772,000
|
7,554,000
|
|
Diluted
|
8,213,000
|
7,759,000
|
8,101,000
|
7,663,000
|
AMERICAN PACIFIC
CORPORATION Condensed Consolidated Balance
Sheets (Unaudited, Dollars in Thousands, Except per Share
Amounts)
|
|
|
|
|
|
|
|
September
30,
|
|
|
|
2013
|
2012
|
ASSETS
|
Current
Assets:
|
|
|
|
Cash and Cash
Equivalents
|
$
60,864
|
$
31,182
|
|
Accounts Receivable,
Net
|
21,309
|
24,211
|
|
Inventories
|
59,572
|
44,157
|
|
Prepaid Expenses and
Other Assets
|
1,541
|
1,477
|
|
Income Taxes
Receivable
|
1,567
|
2
|
|
Deferred Income
Taxes
|
16,214
|
13,028
|
|
|
Total Current
Assets
|
161,067
|
114,057
|
Property, Plant and
Equipment, Net
|
103,847
|
103,316
|
Deferred Income
Taxes
|
6,446
|
20,796
|
Other
Assets
|
5,947
|
8,295
|
|
|
TOTAL
ASSETS
|
$ 277,307
|
$ 246,464
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
Current
Liabilities:
|
|
|
|
Accounts
Payable
|
$
13,501
|
$
12,006
|
|
Accrued
Liabilities
|
5,453
|
6,359
|
|
Accrued
Interest
|
7
|
988
|
|
Employee Related
Liabilities
|
11,325
|
10,568
|
|
Income Taxes
Payable
|
629
|
2,098
|
|
Customer
Deposits
|
26,936
|
5,078
|
|
Deferred
Revenues
|
8,677
|
2,215
|
|
Current Portion of
Environmental Remediation Reserves
|
2,244
|
5,114
|
|
Current Portion of
Long-Term Debt
|
6,002
|
16
|
|
|
Total Current
Liabilities
|
74,774
|
44,442
|
Long-Term
Debt
|
49,500
|
65,004
|
Environmental
Remediation Reserves
|
9,703
|
11,640
|
Pension
Obligations
|
29,899
|
55,300
|
Other Long-Term
Liabilities
|
2,094
|
1,745
|
|
|
Total
Liabilities
|
165,970
|
178,131
|
Commitments and
Contingencies
|
|
|
Stockholders'
Equity
|
|
|
|
Preferred Stock -
$1.00 par value; 3,000,000 authorized; none outstanding
|
-
|
-
|
|
Common Stock - $0.10
par value; 20,000,000 shares authorized,
|
|
|
|
|
7,949,000 and
7,710,783 issued and outstanding
|
795
|
771
|
|
Capital in Excess of
Par Value
|
77,966
|
74,796
|
|
Retained
Earnings
|
48,035
|
24,803
|
|
Accumulated Other
Comprehensive Loss
|
(15,459)
|
(32,037)
|
|
|
Total Stockholders'
Equity
|
111,337
|
68,333
|
|
|
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY
|
$ 277,307
|
$ 246,464
|
AMERICAN PACIFIC
CORPORATION Condensed Consolidated Statements of Cash
Flows
(Unaudited, Dollars in Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
|
|
|
|
|
|
September
30,
|
|
|
|
|
|
2013
|
2012
|
Cash Flows from
Operating Activities:
|
|
|
|
|
Net Income
|
|
$ 23,232
|
$ 25,319
|
|
Adjustments to
Reconcile Net Income
|
|
|
|
|
|
to Net Cash Provided
by Operating Activities:
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
13,453
|
14,491
|
|
|
|
Non-cash interest
expense
|
|
320
|
747
|
|
|
|
Non-cash component of
loss on debt extinguishment
|
|
1,252
|
482
|
|
|
|
Share-based
compensation
|
|
587
|
508
|
|
|
|
Excess tax benefit on
stock-based compensation
|
|
(826)
|
(138)
|
|
|
|
Deferred income
taxes
|
|
1,722
|
(6,648)
|
|
|
|
Loss on sale of
assets
|
|
3
|
77
|
|
|
|
Gain on sale of
business
|
|
-
|
(5,059)
|
|
|
|
Changes in operating
assets and liabilities:
|
|
|
|
|
|
|
Accounts receivable,
net
|
|
2,863
|
129
|
|
|
|
Inventories
|
|
(15,220)
|
(9,996)
|
|
|
|
Prepaid expenses and
other current assets
|
|
(64)
|
(299)
|
|
|
|
Accounts
payable
|
|
1,306
|
1,109
|
|
|
|
Income
taxes
|
|
(3,034)
|
2,252
|
|
|
|
Accrued
liabilities
|
|
(1,204)
|
1,456
|
|
|
|
Accrued
interest
|
|
(981)
|
(601)
|
|
|
|
Employee related
liabilities
|
|
3,032
|
2,402
|
|
|
|
Customer
deposits
|
|
21,858
|
(1,926)
|
|
|
|
Deferred
revenues
|
|
6,462
|
(1,487)
|
|
|
|
Environmental
remediation reserves
|
|
(4,807)
|
(9,419)
|
|
|
|
Pension obligations,
net
|
|
1,339
|
(2,841)
|
|
|
|
Other
|
|
1,098
|
35
|
|
|
|
Discontinued
operations, net
|
|
(496)
|
1,054
|
|
|
|
Net Cash Provided by
Operating Activities
|
|
51,895
|
11,647
|
Cash Flows from
Investing Activities:
|
|
|
|
|
Capital
expenditures
|
|
(13,916)
|
(8,788)
|
|
Proceeds from sale of
business, net of cash sold and expenses
|
-
|
37,418
|
|
Other investing
activities
|
|
-
|
131
|
|
Discontinued
operations, net
|
|
-
|
(751)
|
|
|
|
Net Cash Provided
(Used) by Investing Activities
|
|
(13,916)
|
28,010
|
Cash Flows from
Financing Activities:
|
|
|
|
|
Issuance of long-term
debt
|
|
60,000
|
-
|
|
Payments of long-term
debt
|
|
(69,518)
|
(40,017)
|
|
Issuances of common
stock
|
|
1,781
|
753
|
|
Excess tax benefit on
stock-based compensation
|
|
826
|
138
|
|
Debt issuance
costs
|
|
(1,386)
|
-
|
|
Discontinued
operations, net
|
|
-
|
(45)
|
|
|
|
Net Cash Used by
Financing Activities
|
|
(8,297)
|
(39,171)
|
Effect of Changes in
Currency Exchange Rates on Cash
|
|
-
|
(7)
|
|
|
|
|
|
|
|
Net Change in Cash
and Cash Equivalents
|
|
29,682
|
479
|
Cash and Cash
Equivalents, Beginning of Period
|
|
31,182
|
30,703
|
Cash and Cash
Equivalents, End of Period
|
|
$ 60,864
|
$ 31,182
|
AMERICAN PACIFIC
CORPORATION Supplemental Data
(Unaudited, Dollars in Thousands)
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
Year
Ended
|
|
|
|
September
30,
|
September
30,
|
|
|
|
2013
|
2012
|
2013
|
2012
|
|
|
|
|
|
|
|
Operating Segment
Data:
|
|
|
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
Fine
Chemicals
|
$ 22,061
|
$ 33,108
|
$ 124,898
|
$ 111,536
|
|
Specialty
Chemicals
|
35,455
|
14,331
|
82,636
|
68,513
|
|
Other
Businesses
|
1,688
|
2,162
|
7,551
|
5,578
|
|
|
Total
Revenues
|
$ 59,204
|
$ 49,601
|
$ 215,085
|
$ 185,627
|
|
|
|
|
|
|
|
Segment Operating
Income (Loss):
|
|
|
|
|
|
Fine
Chemicals
|
$
463
|
$
5,639
|
$
11,295
|
$
8,678
|
|
Specialty
Chemicals
|
22,407
|
8,284
|
47,961
|
34,919
|
|
Other
Businesses
|
(317)
|
296
|
(1,066)
|
(473)
|
|
|
Total Segment
Operating Income
|
22,553
|
14,219
|
58,190
|
43,124
|
Corporate
Expenses
|
(5,068)
|
(3,958)
|
(17,101)
|
(14,326)
|
Environmental
Remediaiton Charge
|
-
|
(700)
|
-
|
(700)
|
Operating
Income
|
$ 17,485
|
$
9,561
|
$
41,089
|
$
28,098
|
|
|
|
|
|
|
|
Depreciation and
Amortization:
|
|
|
|
|
|
Fine
Chemicals
|
$
3,102
|
$
3,017
|
$
12,013
|
$
11,914
|
|
Specialty
Chemicals
|
547
|
269
|
1,144
|
1,401
|
|
Other
Businesses
|
5
|
5
|
21
|
18
|
|
Corporate
|
44
|
86
|
275
|
367
|
|
|
Total Depreciation
and Amortization
|
$
3,698
|
$
3,377
|
$
13,453
|
$
13,700
|
|
|
|
|
|
|
|
Segment
EBITDA:
|
|
|
|
|
|
Fine
Chemicals
|
$
3,565
|
$
8,656
|
$
23,308
|
$
20,592
|
|
Specialty
Chemicals
|
22,954
|
8,553
|
49,105
|
36,320
|
|
Other
Businesses
|
(312)
|
301
|
(1,045)
|
(455)
|
|
|
Total Segment
EBITDA
|
26,207
|
17,510
|
71,368
|
56,457
|
Less: Corporate
Expenses, Excluding Depreciation
|
(5,024)
|
(3,872)
|
(16,826)
|
(13,959)
|
Plus: Share-based
Compensation
|
100
|
87
|
587
|
508
|
Plus: Interest and
Other Income (Expense), Net
|
13
|
14
|
118
|
38
|
Adjusted
EBITDA
|
$ 21,296
|
$ 13,739
|
$
55,247
|
$
43,044
|
|
|
|
|
|
|
|
Reconciliation of
Income from Continuing Operations to Adjusted
EBITDA:
|
|
|
|
|
|
|
|
|
|
Income from
Continuing Operations
|
$ 10,849
|
$ 14,178
|
$
23,133
|
$
20,332
|
Add Back:
|
|
|
|
|
|
Income Tax Expense
(Benefit)
|
6,076
|
(8,349)
|
12,243
|
(3,766)
|
|
Interest Expense and
Loss on Debt Extinguishment
|
573
|
3,746
|
5,831
|
11,570
|
|
Depreciation and
Amortization
|
3,698
|
3,377
|
13,453
|
13,700
|
|
Share-based
Compensation
|
100
|
87
|
587
|
508
|
|
Environmental
Remediation Charge
|
-
|
700
|
-
|
700
|
Adjusted
EBITDA
|
$ 21,296
|
$ 13,739
|
$
55,247
|
$
43,044
|
SOURCE American Pacific Corporation