Colfax Corporation (NYSE: CFX), a leading diversified
technology company, today announced its financial results for the
fourth quarter and fiscal year 2021 and provided additional
updates.
The Company reported fourth quarter net income
from continuing operations of $10 million, or $0.06 per share,
compared to $41 million, or $0.29 per share, in the prior year
period. Adjusted earnings of $0.59 per share rose 16% from $0.51 in
the prior year period. The Company also reported full year net
income from continuing operations of $94 million, or $0.60 per
share, and adjusted earnings of $2.14. Adjustments to US GAAP
results are included in this release.
In the fourth quarter, sales of $1,023 million
increased 24%, or 16% on an organic sales-per-day basis versus the
prior year period. The Company earned operating income of $55
million, compared to $58 million in the prior year quarter. Fourth
quarter adjusted EBITA of $136 million increased 21% compared to
$113 million in the prior year quarter, and adjusted EBITA margins
decreased 30 basis points to 13.3%. Excluding recent acquisitions,
adjusted EBITA margins were approximately 20 basis points higher.
Colfax generated operating cash flow of $96 million in the quarter
and $356 million for the full year. Full year free cash flow, when
excluding outflows related to the intended separation of Colfax
into two independent public companies, was $277 million.
Medical Technology segment sales of $399 million
in the quarter increased 29% compared to the prior period, and 10%
on an organic sales-per-day basis. Fabrication Technology segment
(ESAB) fourth quarter sales of $624 million increased 20% compared
to the prior year period, and 20% on an organic sales-per-day
basis.
“We delivered a strong quarter and year of
financial results with both businesses continuing to outperform
their respective markets,” said Matt Trerotola, Colfax President
and CEO. “ESAB effectively executed in a period of inflationary and
supply chain pressures to deliver solid growth and operating margin
expansion. Our MedTech business drove double-digit organic growth
versus 2020, and we delivered organic growth versus 2019 despite
on-going pandemic challenges. As we exit this pivotal year and
approach our separation date, I am confident that both businesses
are operationally and strategically well-positioned to accelerate
growth and create long-term shareholder value.”
Separation Update
The Company reported that it has completed most
steps in preparation for the tax-free spin-off of its ESAB business
to Colfax shareholders near the end of the first quarter, subject
to obtaining final approval from the Board of Directors and market,
regulatory and other customary conditions. Colfax intends to
distribute 90% of the outstanding shares in ESAB to Colfax
shareholders on a pro rata basis in a distribution intended to be
tax-free to Colfax. The Company plans to divest its 10% retained
shares in ESAB within 12 months after the spin-off in a
tax-efficient exchange for its outstanding debt. Details on the
transaction are included in ESAB’s Form 10 registration statement,
which will be publicly filed today with the Securities and Exchange
Commission. Colfax also announced that it intends to launch ESAB
with net debt equal to approximately 2.75 times its trailing
twelve-month pro forma EBITDA, or approximately $1.2 billion.
“Upon separation, both of these leading
businesses will have the financial flexibility to achieve their
long-term strategic goals of accelerating growth, expanding margins
and generating cash flow to create long-term shareholder value”,
said Mr. Trerotola.
The determination of the respective boards of
directors is nearly complete for both ESAB and Colfax, which will
be renamed Enovis at the time of separation. The boards will
include existing Colfax directors and new directors with skills and
perspectives that are relevant to each company. Mitch Rales,
current Colfax Chairman, is expected to serve as Chairman of both
business’ boards.
2022
Financial Outlook
Colfax reported that it expects strong sales and
profit growth in 2022 for both of its businesses with typical
seasonal patterns and improving business conditions as the year
progresses. Enovis is projecting sales to grow 10-14% in 2022,
including 6-9% from organic growth, and to generate segment-level
adjusted EBITDA of $280-$300 million. ESAB is expecting 7-10%
organic sales growth in 2022 with segment-level adjusted EBITDA of
$455-$475 million. Segment-level adjusted EBITDA excludes future
corporate costs.
Investor Calls
Scheduled for Monday, March 14,
2022
In anticipation of the separation of Colfax
being completed near the end of the first quarter of 2022, Enovis
and ESAB each announced investor calls scheduled for Monday, March
14, 2022 to discuss their respective strategies for value creation
including 2022 forecasted performance. ESAB CEO Shyam Kambeyanda
and his team will present from 9:00 a.m. to 10:30 a.m. Eastern
time, followed by a thirty-minute break and then a presentation by
Enovis CEO Matt Trerotola and his team from 11:00 a.m. to
approximately 1:00 p.m. Eastern time. For more information,
please visit the Investor Relations section of our website
https://ir.colfaxcorp.com/events-presentations.
Conference Call and Webcast
The Company will hold a conference call to
discuss its fourth quarter and fiscal year 2021 results beginning
at 8:00 a.m. Eastern on Tuesday, February 22, which will be open to
the public by calling +1-877-303-7908 (U.S. callers) and
+1-678-373-0875 (International callers) and referencing the
conference ID number 7466839 and through webcast via Colfax’s
website www.colfaxcorp.com under the “Investors” section. Access to
a supplemental slide presentation can also be found at the Colfax
website under the same heading. Both the audio of this call and the
slide presentation will be archived on the website later today and
will be available until the next quarterly call.
About Colfax Corporation
Colfax Corporation (NYSE: CFX) is a leading
diversified technology company that provides orthopedic and
fabrication technology products and services to customers around
the world, principally under the DJO and ESAB brands. The Company
uses its Colfax Business System, a comprehensive set of tools and
processes, to create superior value for customers, stockholders and
associates. In March of 2021, Colfax announced its intention to
separate into two independent and public companies, which is
targeted to be completed near the end of the first quarter of 2022,
to accelerate strategic momentum and unlock additional value
creation potential. Enovis Corporation will focus on medical
technologies and ESAB Corporation will focus on fabrication
technologies. For more information about Colfax and our separation
activities, please visit www.colfaxcorp.com.
Non-GAAP Financial Measures and Other
AdjustmentsColfax has provided in this press release
financial information that has not been prepared in accordance with
accounting principles generally accepted in the United States of
America (“non-GAAP”). These non-GAAP financial measures may include
one or more of the following: adjusted net income from continuing
operations, adjusted net income margin from continuing operations,
adjusted net income per diluted share from continuing operations,
adjusted EBITA (earnings before interest, taxes and amortization),
adjusted EBITDA (adjusted EBITA plus depreciation and other
amortization), adjusted EBITA margin, organic sales growth, and
free cash flow. Colfax also provides adjusted EBITA and adjusted
EBITA margin on a segment basis.
Adjusted net income from continuing operations
represents net income (loss) from continuing operations excluding
restructuring and other related charges, European Union Medical
Device Regulation (“MDR”) and other costs, pension settlement gain,
debt extinguishment charges, acquisition-related amortization and
other non-cash charges, and strategic transaction costs. Adjusted
net income includes the tax effect of adjusted pre-tax income at
applicable tax rates and other tax adjustments. Colfax also
presents adjusted net income margin from continuing operations,
which is subject to the same adjustments as adjusted net income
from continuing operations.
Adjusted net income per diluted share from
continuing operations represents adjusted net income from
continuing operations divided by the number of adjusted diluted
weighted average shares. Both GAAP and non-GAAP diluted net income
per share data are computed based on weighted average shares
outstanding and, if there is net income from continuing operations
(rather than net loss) during the period, the dilutive impact of
share equivalents outstanding during the period. Diluted weighted
average shares outstanding and adjusted diluted weighted average
shares outstanding are calculated on the same basis except for the
net income or loss figure used in determining whether to include
such dilutive impact.
Adjusted EBITA represents net income (loss) from
continuing operations excluding restructuring and other related
charges, MDR and other costs, acquisition-related amortization and
other non-cash charges, and strategic transaction costs, as well as
income tax expense (benefit) and interest expense, net. Colfax
presents adjusted EBITA margin, which is subject to the same
adjustments as adjusted EBITA. Further, Colfax presents adjusted
EBITA (and adjusted EBITA margin) on a segment basis, which
excludes the impact of strategic transaction costs and
acquisition-related amortization and other non-cash charges from
segment operating income.
Organic sales growth (decline) excludes the
impact of acquisitions and foreign exchange rate fluctuations.
Organic sales-per-day growth (decline)
represents Organic sales growth (decline) adjusted for additional
or fewer selling days calculated based on the global average
selling days particular to each segment.
Free cash flow represents cash flow from
operating activities excluding cash outflows related to the planned
separation, less purchases of property, plant and equipment net
proceeds from sale of certain properties.
These non-GAAP financial measures assist Colfax
management in comparing its operating performance over time because
certain items may obscure underlying business trends and make
comparisons of long-term performance difficult, as they are of a
nature and/or size that occur with inconsistent frequency or relate
to discrete restructuring plans that are fundamentally different
from the ongoing productivity improvements of the Company. Colfax
management also believes that presenting these measures allows
investors to view its performance using the same measures that the
Company uses in evaluating its financial and business performance
and trends.
Non-GAAP financial measures should not be
considered in isolation from, or as a substitute for, financial
information calculated in accordance with GAAP. Investors are
encouraged to review the reconciliation of these non-GAAP measures
to their most directly comparable GAAP financial measures. A
reconciliation of non-GAAP financial measures presented above to
GAAP results has been provided in the financial tables included in
this press release.
CAUTIONARY NOTE CONCERNING FORWARD
LOOKING STATEMENTS
This press release includes forward-looking
statements, including forward-looking statements within the meaning
of the U.S. Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include, but are not limited to,
statements concerning Colfax’s plans, objectives, outlook,
expectations and intentions, including the intended separation of
Colfax’s fabrication technology and specialty medical technology
businesses (the “Separation”), and the timing, method and
anticipated benefits of the Separation, and other statements that
are not historical or current fact. Forward-looking statements are
based on Colfax’s current expectations and involve risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied in such forward-looking statements.
Factors that could cause Colfax’s results to differ materially from
current expectations include, but are not limited to, risks related
to the impact of the COVID-19 global pandemic, including the rise,
prevalence and severity of variants of the virus, actions by
governments, businesses and individuals in response to the
situation, such as the scope and duration of the outbreak, the
nature and effectiveness of government actions and restrictive
measures implemented in response, material delays and cancellations
of medical procedures, supply chain disruptions, the impact on
creditworthiness and financial viability of customers; risks
relating to the Separation, including the final approval of the
Separation by Colfax’s board of directors, the uncertainty of
obtaining regulatory approvals, and a favorable tax opinion,
Colfax’s ability to satisfactorily complete steps necessary for the
Separation and related transactions to be generally tax-free for
U.S. federal income tax purposes, the ability to satisfy the
necessary conditions to complete the Separation on a timely basis,
or at all, the ability to realize the anticipated benefits of the
Separation, developments related to the impact of the COVID-19
pandemic on the Separation, and the financial and operating
performance of each company following the Separation; other impacts
on Colfax’s business and ability to execute business continuity
plans; and the other factors detailed in Colfax’s reports filed
with the U.S. Securities and Exchange Commission (the “SEC”),
including its most recent Annual Report on Form 10-K and subsequent
Quarterly Reports on Form 10-Q under the caption “Risk Factors,” as
well as the other risks discussed in Colfax’s filings with the SEC.
In addition, these statements are based on assumptions that are
subject to change. This press release speaks only as of the date
hereof. Colfax disclaims any duty to update the information
herein.
The term “Colfax” in reference to the activities
described in this press release may mean one or more of Colfax’s
global operating subsidiaries and/or their internal business
divisions and does not necessarily indicate activities engaged in
by Colfax Corporation.
Contact:
Mike MacekVice President, FinanceColfax
Corporation+1-302-252-9129investorrelations@colfaxcorp.com
Colfax
CorporationConsolidated Statements of
OperationsDollars in thousands, except per share
data(Unaudited)
|
Three Months Ended |
|
Year Ended |
|
December 31, 2021 |
|
December 31, 2020 |
|
December 31, 2021 |
|
December 31, 2020 |
|
|
|
|
|
|
|
|
Net sales |
$ |
1,023,273 |
|
|
$ |
828,122 |
|
|
$ |
3,854,303 |
|
|
$ |
3,070,769 |
|
Cost of sales |
|
604,547 |
|
|
|
473,437 |
|
|
|
2,240,645 |
|
|
|
1,782,664 |
|
Gross profit |
|
418,726 |
|
|
|
354,685 |
|
|
|
1,613,658 |
|
|
|
1,288,105 |
|
Selling, general and
administrative expense |
|
351,665 |
|
|
|
281,417 |
|
|
|
1,329,376 |
|
|
|
1,087,401 |
|
Restructuring and other
related charges |
|
11,656 |
|
|
|
14,824 |
|
|
|
27,639 |
|
|
|
38,413 |
|
Operating income |
|
55,405 |
|
|
|
58,444 |
|
|
|
256,643 |
|
|
|
162,291 |
|
Pension settlement gain |
|
— |
|
|
|
— |
|
|
|
(11,208)
|
|
|
|
— |
|
Interest expense, net |
|
15,588 |
|
|
|
25,615 |
|
|
|
72,593 |
|
|
|
104,262 |
|
Debt extinguishment
charges |
|
— |
|
|
|
— |
|
|
|
29,870 |
|
|
|
— |
|
Income from continuing
operations before income taxes |
|
39,817 |
|
|
|
32,829 |
|
|
|
165,388 |
|
|
|
58,029 |
|
Income tax expense
(benefit) |
|
28,274 |
|
|
|
(8,691)
|
|
|
|
66,695 |
|
|
|
(6,053)
|
|
Net income from continuing
operations |
|
11,543 |
|
|
|
41,520 |
|
|
|
98,693 |
|
|
|
64,082 |
|
Loss from discontinued
operations, net of taxes |
|
(12,064)
|
|
|
|
(7,405)
|
|
|
|
(22,415)
|
|
|
|
(18,311)
|
|
Net income |
|
(521)
|
|
|
|
34,115 |
|
|
|
76,278 |
|
|
|
45,771 |
|
Less: income attributable to
noncontrolling interest, net of taxes |
|
1,386 |
|
|
|
903 |
|
|
|
4,621 |
|
|
|
3,146 |
|
Net income (loss) attributable
to Colfax Corporation |
$ |
(1,907)
|
|
|
$ |
33,212 |
|
|
$ |
71,657 |
|
|
$ |
42,625 |
|
Net income (loss) per share –
basic |
|
|
|
|
|
|
|
Continuing operations |
$ |
0.06 |
|
|
$ |
0.30 |
|
|
$ |
0.61 |
|
|
$ |
0.45 |
|
Discontinued operations |
$ |
(0.07)
|
|
|
$ |
(0.05)
|
|
|
$ |
(0.15)
|
|
|
$ |
(0.13)
|
|
Consolidated operations |
$ |
(0.01)
|
|
|
$ |
0.24 |
|
|
$ |
0.47 |
|
|
$ |
0.31 |
|
Net income (loss) per share –
diluted |
|
|
|
|
|
|
|
Continuing operations |
$ |
0.06 |
|
|
$ |
0.29 |
|
|
$ |
0.60 |
|
|
$ |
0.44 |
|
Discontinued operations |
$ |
(0.07)
|
|
|
$ |
(0.05)
|
|
|
$ |
(0.15)
|
|
|
$ |
(0.13)
|
|
Consolidated operations |
$ |
(0.01)
|
|
|
$ |
0.24 |
|
|
$ |
0.46 |
|
|
$ |
0.31 |
|
Colfax
CorporationReconciliation of GAAP to Non-GAAP
Financial MeasuresDollars in millions, except per
share data(Unaudited)
|
Three Months Ended |
|
Year Ended |
|
December 31, 2021 |
|
December 31, 2020 |
|
December 31, 2021 |
|
December 31, 2020 |
Adjusted Net Income
and Adjusted Net Income Per Share |
|
|
|
|
|
Net income from continuing
operations attributable to Colfax Corporation (1) (GAAP) |
$ |
10.2 |
|
|
$ |
40.6 |
|
|
$ |
94.1 |
|
|
$ |
60.9 |
|
Restructuring and other
related charges - pretax (2) |
|
16.9 |
|
|
|
16.5 |
|
|
|
32.9 |
|
|
|
45.0 |
|
MDR and other costs - pretax
(3) |
|
2.4 |
|
|
|
2.4 |
|
|
|
7.9 |
|
|
|
6.9 |
|
Debt extinguishment charges –
pretax |
|
— |
|
|
|
— |
|
|
|
29.9 |
|
|
|
— |
|
Acquisition-related
amortization and other non-cash charges - pretax (4) |
|
44.8 |
|
|
|
35.8 |
|
|
|
163.6 |
|
|
|
143.9 |
|
Strategic transaction costs -
pretax (5) |
|
16.7 |
|
|
|
(0.4)
|
|
|
|
44.0 |
|
|
|
2.8 |
|
Pension settlement gain –
pretax |
|
— |
|
|
|
— |
|
|
|
(11.2)
|
|
|
|
— |
|
Tax adjustment (6) |
|
5.1 |
|
|
|
(24.4)
|
|
|
|
(28.9)
|
|
|
|
(65.8)
|
|
Adjusted net income from
continuing operations (non-GAAP) |
$ |
96.0 |
|
|
$ |
70.6 |
|
|
$ |
332.3 |
|
|
$ |
193.8 |
|
Adjusted net income margin
from continuing operations |
|
9.4 |
% |
|
|
8.5 |
% |
|
|
8.6 |
% |
|
|
6.3 |
% |
Weighted-average shares
outstanding - diluted (in millions) |
|
163.5 |
|
|
|
138.4 |
|
|
|
155.5 |
|
|
|
138.9 |
|
|
|
|
|
|
|
|
|
Adjusted net income per share
- diluted from continuing operations (non-GAAP) |
$ |
0.59 |
|
|
$ |
0.51 |
|
|
$ |
2.14 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
Net income per share - diluted
from continuing operations (GAAP) |
$ |
0.06 |
|
|
$ |
0.29 |
|
|
$ |
0.60 |
|
|
$ |
0.44 |
|
__________(1) Net income from continuing
operations attributable to Colfax Corporation for the respective
periods is calculated using Net income from continuing operations
less the continuing operations component of the income attributable
to noncontrolling interest, net of taxes, of $1.4 million and $4.6
million for the three months and year ended December 31, 2021,
respectively, and $0.9 million and $3.1 million for the three
months and year ended December 31, 2020, respectively.(2)
Restructuring and other related charges includes $5.2 million of
expense classified as Cost of sales on our Consolidated Statements
of Operations for the three months and year ended December 31,
2021, and $1.7 million and $6.6 million of expense classified as
Cost of sales on our Consolidated Statements of Operations for the
three months and year ended December 31, 2020, respectively.(3)
Primarily related to costs specific to compliance with medical
device reporting regulations and other requirements of the European
Union Medical Device Regulation of 2017. These costs are classified
as Selling, general and administrative expense on our Consolidated
Statements of Operations for all periods presented.(4) Includes
amortization of acquired intangibles and fair value charges on
acquired inventory.(5) For the three months and year ended December
31, 2021, Strategic transaction costs includes costs related to the
proposed separation of our fabrication technology and medical
technology businesses, and certain transaction and integration
costs related to recent acquisitions. For the three months and year
ended December 31, 2020, Strategic transaction costs includes costs
incurred for the acquisition of DJO.(6) The effective tax rates
used to calculate adjusted net income and adjusted net income per
share were 19.2% and 22.1% for the three months and year ended
December 31, 2021 and 18.0% and 23.3% for the three months and year
ended December 31, 2020, respectively.
Colfax
CorporationReconciliation of GAAP to Non-GAAP
Financial MeasuresDollars in
millions(Unaudited)
|
Three Months Ended |
|
Year Ended |
|
December 31, 2021 |
|
December 31, 2020 |
|
December 31, 2021 |
|
December 31, 2020 |
|
(Dollars in millions) |
Net income from continuing
operations (GAAP) |
$ |
11.5 |
|
|
$ |
41.5 |
|
|
$ |
98.7 |
|
|
$ |
64.1 |
|
Income tax expense
(benefit) |
|
28.3 |
|
|
|
(8.7)
|
|
|
|
66.7 |
|
|
|
(6.1)
|
|
Pension settlement gain |
|
— |
|
|
|
— |
|
|
|
(11.2)
|
|
|
|
— |
|
Interest expense, net |
|
15.6 |
|
|
|
25.6 |
|
|
|
72.6 |
|
|
|
104.3 |
|
Debt extinguishment
charges |
|
— |
|
|
|
— |
|
|
|
29.9 |
|
|
|
— |
|
Restructuring and other
related charges(1) |
|
16.9 |
|
|
|
16.5 |
|
|
|
32.9 |
|
|
|
45.0 |
|
MDR and other costs(2) |
|
2.4 |
|
|
|
2.4 |
|
|
|
7.9 |
|
|
|
6.9 |
|
Strategic transaction
costs(3) |
|
16.7 |
|
|
|
(0.4)
|
|
|
|
44.0 |
|
|
|
2.8 |
|
Acquisition-related
amortization and other non-cash charges(4) |
|
44.8 |
|
|
|
35.8 |
|
|
|
163.6 |
|
|
|
143.9 |
|
Adjusted EBITA (non-GAAP) |
$ |
136.1 |
|
|
$ |
112.8 |
|
|
$ |
505.1 |
|
|
$ |
361.0 |
|
Net income margin from
continuing operations (GAAP) |
|
1.1 |
% |
|
|
5.0 |
% |
|
|
2.6 |
% |
|
|
2.1 |
% |
Adjusted EBITA margin
(non-GAAP) |
|
13.3 |
% |
|
|
13.6 |
% |
|
|
13.1 |
% |
|
|
11.8 |
% |
__________(1) Restructuring and other related
charges includes $5.2 million of expense classified as Cost of
sales on our Consolidated Statements of Operations for the three
months and year ended December 31, 2021, and $1.7 million and $6.6
million of expense classified as Cost of sales on our Consolidated
Statements of Operations for the three months and year ended
December 31, 2020, respectively.(2) Primarily related to costs
specific to compliance with medical device reporting regulations
and other requirements of the European Union Medical Device
Regulation of 2017. These costs are classified as Selling, general
and administrative expense on our Consolidated Statements of
Operations for all periods presented.(3) For the three months and
year ended December 31, 2021, Strategic transaction costs includes
costs related to the Separation, and certain transaction and
integration costs related to recent acquisitions. For the three
months and year ended December 31, 2020, Strategic transaction
costs includes costs incurred for the acquisition of DJO.(4)
Includes amortization of acquired intangibles and fair value
charges on acquired inventory.
Colfax
CorporationReconciliation of GAAP to non-GAAP
Financial MeasuresChange in
SalesDollars in
millions(Unaudited)
|
Net Sales |
|
Fabrication Technology |
|
Medical Technology |
|
Total Colfax |
|
$ |
|
Change % |
|
$ |
|
Change % |
|
$ |
|
Change % |
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
December 31, 2020 |
$ |
518.6 |
|
|
|
|
$ |
309.5 |
|
|
|
|
$ |
828.1 |
|
|
|
Components of Change: |
|
|
|
|
|
|
|
|
|
|
|
Existing businesses(1) |
|
114.1 |
|
|
22.0
|
% |
|
|
34.5 |
|
|
11.1 |
% |
|
|
148.6 |
|
|
17.9 |
% |
Acquisitions(2) |
|
0.5 |
|
|
0.1 |
% |
|
|
57.1 |
|
|
18.4 |
% |
|
|
57.6 |
|
|
7.0 |
% |
Foreign currency translation(3) |
|
(9.0)
|
|
|
(1.7 ) % |
|
|
(2.0)
|
|
|
(0.6)
% |
|
|
(11.0)
|
|
|
(1.3)
% |
|
|
105.6 |
|
|
20.4 |
% |
|
|
89.6 |
|
|
28.9 |
% |
|
|
195.2 |
|
|
23.6 |
% |
For the three months ended
December 31, 2021 |
$ |
624.2 |
|
|
|
|
$ |
399.1 |
|
|
|
|
$ |
1,023.3 |
|
|
|
(1) Excludes the impact of foreign exchange rate fluctuations and
acquisitions, thus providing a measure of growth due to factors
such as price and volume. Includes the favorable sales impact of
approximately 2% in both the Fabrication Technology and Medical
Technology segments due to additional selling days, calculated
based on the global average selling days particular to each
segment.(2) Represents the incremental sales in comparison to the
portion of the prior period during which we did not own the
business.(3) Represents the difference between prior year sales
valued at the actual prior year foreign exchange rates and prior
year sales valued at current year foreign exchange rates.
|
Net Sales |
|
Fabrication Technology |
|
Medical Technology |
|
Total Colfax |
|
$ |
|
Change % |
|
$ |
|
Change % |
|
$ |
|
Change % |
|
|
|
|
|
|
|
|
|
|
|
|
For the year ended December
31, 2020 |
$ |
1,950.1 |
|
|
|
$ |
1,120.7 |
|
|
|
$ |
3,070.8 |
|
|
Components of Change: |
|
|
|
|
|
|
|
|
|
|
|
Existing businesses(1) |
|
456.6 |
|
23.4 |
% |
|
|
154.3 |
|
13.8 |
% |
|
|
610.9 |
|
19.9 |
% |
Acquisitions(2) |
|
2.1 |
|
0.1 |
% |
|
|
139.5 |
|
12.4 |
% |
|
|
141.6 |
|
4.6 |
% |
Foreign currency translation(3) |
|
19.3 |
|
1.0 |
% |
|
|
11.7 |
|
1.0 |
% |
|
|
31.0 |
|
1.0 |
% |
|
|
478.0 |
|
24.5 |
% |
|
|
305.5 |
|
27.2 |
% |
|
|
783.5 |
|
25.5 |
% |
For the year ended December
31, 2021 |
$ |
2,428.1 |
|
|
|
$ |
1,426.2 |
|
|
|
$ |
3,854.3 |
|
|
(1) Excludes the impact of foreign exchange rate fluctuations and
acquisitions, thus providing a measure of growth due to factors
such as price and volume.(2) Represents the incremental sales in
comparison to the portion of the prior period during which we did
not own the business.(3) Represents the difference between prior
year sales valued at the actual prior year foreign exchange rates
and prior year sales valued at current year foreign exchange
rates.
Colfax
CorporationReconciliation of GAAP to non-GAAP
Financial MeasuresFree Cash
FlowDollars in
millions(Unaudited)
|
Year Ended |
|
December 31, 2021 |
|
|
Net cash provided by operating
activities (GAAP) |
$ |
356.1 |
|
Purchases of property, plant
and equipment (GAAP) |
|
(104.2)
|
|
Payments related to the
Separation |
|
22.2 |
|
Proceeds from sale of certain
properties(1) |
|
3.2 |
|
Free cash flow (non-GAAP) |
$ |
277.3 |
|
(1) Includes proceeds from the sale of certain properties related
to restructuring efforts for which previous cash outlays were
included in Net cash provided by operating activities.
Colfax Corporation
Consolidated Balance
SheetsDollars in thousands, except share
amounts(Unaudited)
|
December 31, 2021 |
|
December 31, 2020 |
ASSETS |
|
|
|
CURRENT ASSETS: |
|
|
|
Cash and cash equivalents |
$ |
719,370 |
|
|
$ |
97,068 |
|
Trade receivables, less allowance for credit losses of $32,501 and
$37,666 |
|
638,700 |
|
|
|
517,006 |
|
Inventories, net |
|
776,295 |
|
|
|
564,822 |
|
Prepaid expenses |
|
78,186 |
|
|
|
69,515 |
|
Other current assets |
|
90,728 |
|
|
|
113,418 |
|
Total current assets |
|
2,303,279 |
|
|
|
1,361,829 |
|
Property, plant and equipment, net |
|
521,391 |
|
|
|
486,960 |
|
Goodwill |
|
3,467,295 |
|
|
|
3,314,541 |
|
Intangible assets, net |
|
1,675,462 |
|
|
|
1,663,446 |
|
Lease asset - right of use |
|
184,429 |
|
|
|
173,942 |
|
Other assets |
|
363,489 |
|
|
|
350,831 |
|
Total assets |
$ |
8,515,345 |
|
|
$ |
7,351,549 |
|
|
|
|
|
LIABILITIES AND
EQUITY |
|
|
|
CURRENT LIABILITIES: |
|
|
|
Current portion of long-term debt |
$ |
8,314 |
|
|
$ |
27,074 |
|
Accounts payable |
|
504,173 |
|
|
|
330,251 |
|
Accrued liabilities |
|
511,097 |
|
|
|
454,333 |
|
Total current liabilities |
|
1,023,584 |
|
|
|
811,658 |
|
Long-term debt, less current portion |
|
2,078,679 |
|
|
|
2,204,169 |
|
Non-current lease liability |
|
145,326 |
|
|
|
139,230 |
|
Other liabilities |
|
606,323 |
|
|
|
608,618 |
|
Total liabilities |
|
3,853,912 |
|
|
|
3,763,675 |
|
Equity: |
|
|
|
Common stock, $0.001 par value; 400,000,000 shares authorized;
156,249,234 and 118,496,687 shares issued and outstanding as of
December 31, 2021 and December 31, 2020,
respectively |
|
156 |
|
|
|
118 |
|
Additional paid-in capital |
|
4,544,211 |
|
|
|
3,478,008 |
|
Retained earnings |
|
589,024 |
|
|
|
517,367 |
|
Accumulated other comprehensive loss |
|
(516,013)
|
|
|
|
(452,106)
|
|
Total Colfax Corporation
equity |
|
4,617,378 |
|
|
|
3,543,387 |
|
Noncontrolling interest |
|
44,055 |
|
|
|
44,487 |
|
Total equity |
|
4,661,433 |
|
|
|
3,587,874 |
|
Total liabilities and
equity |
$ |
8,515,345 |
|
|
$ |
7,351,549 |
|
Colfax
CorporationConsolidated Statements of Cash
FlowsDollars
in thousands(Unaudited)
|
Year Ended |
|
|
2021 |
|
|
|
2020 |
|
Cash flows from
operating activities: |
|
|
|
Net income |
$ |
76,278 |
|
|
$ |
45,771 |
|
Adjustments to reconcile net income to net cash provided by
operating activities: |
|
|
|
Depreciation, amortization and other impairment charges |
|
262,919 |
|
|
|
246,229 |
|
Stock-based compensation expense |
|
35,350 |
|
|
|
28,911 |
|
Non-cash interest expense |
|
4,752 |
|
|
|
5,739 |
|
Debt extinguishment charges |
|
29,870 |
|
|
|
— |
|
Deferred income tax benefit |
|
(22,188)
|
|
|
|
(29,218)
|
|
Gain on sale of property, plant and equipment |
|
(2,573)
|
|
|
|
(491)
|
|
Pension settlement gain |
|
(11,208)
|
|
|
|
— |
|
Changes in operating assets and liabilities: |
|
|
|
Trade receivables, net |
|
(110,985)
|
|
|
|
42,688 |
|
Inventories, net |
|
(129,967)
|
|
|
|
23,787 |
|
Accounts payable |
|
178,467 |
|
|
|
(30,747)
|
|
Other operating assets and liabilities |
|
45,384 |
|
|
|
(30,734)
|
|
Net cash provided by
operating activities |
|
356,099 |
|
|
|
301,935 |
|
Cash flows from
investing activities: |
|
|
|
Purchases of property, plant and equipment |
|
(104,237)
|
|
|
|
(114,785)
|
|
Proceeds from sale of property, plant and equipment |
|
7,033 |
|
|
|
9,552
|
|
Acquisitions, net of cash received, and investments |
|
(223,272)
|
|
|
|
(69,846)
|
|
Net cash used in
investing activities |
|
(320,476)
|
|
|
|
(175,079)
|
|
Cash flows from
financing activities: |
|
|
|
Payments under term credit facility |
|
— |
|
|
|
(40,000)
|
|
Proceeds from borrowings on revolving credit facilities and
other |
|
991,494 |
|
|
|
860,681 |
|
Repayments of borrowings on revolving credit facilities and
other |
|
(417,526)
|
|
|
|
(938,997)
|
|
Repayments of borrowings on senior notes |
|
(700,000)
|
|
|
|
— |
|
Payment of debt issuance costs |
|
— |
|
|
|
(4,560)
|
|
Proceeds from issuance of common stock, net |
|
745,179 |
|
|
|
3,500 |
|
Payment of debt extinguishment costs |
|
(24,375)
|
|
|
|
— |
|
eferred consideration payments and other |
|
(9,866)
|
|
|
|
(12,275)
|
|
Net cash provided by
(used in) financing activities |
|
584,906 |
|
|
|
(131,651)
|
|
Effect of foreign
exchange rates on Cash and cash equivalents and Restricted
Cash |
|
(2,228)
|
|
|
|
(3,768)
|
|
Increase (decrease) in Cash
and cash equivalents and Restricted cash |
|
618,301 |
|
|
|
(8,563)
|
|
Cash and cash equivalents and
Restricted Cash, beginning of period |
|
101,069 |
|
|
|
109,632 |
|
Cash and cash
equivalents and Restricted Cash, end of period |
$ |
719,370 |
|
|
$ |
101,069 |
|
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