Exhibit 99.1

 

For immediate release

 

For further information contact:

Douglas Dynamics, Inc.

Bob McCormick

414-362-3868

investorrelations@douglasdynamics.com

 

DOUGLAS DYNAMICS ANNOUNCES THIRD QUARTER

2011 RESULTS

 

Solid Pre-Season Order Period; Company Reaffirms 2011 Guidance and Board Approves Fourth Quarter 2011 Dividend Increase to $0.205

 

Third Quarter Highlights:

·                  Net sales increased 12.7% from Q3 FY’10 to $53.5 million

·                  Adjusted EBITDA of $12.1 million, an increase of 4.6% from the prior year period

·                  Adjusted earnings per diluted share increased 50.0% to $0.21 from $0.14 in the prior year period

·                  Pre season order period (Q2 & Q3 combined) net sales up 10.0% from the prior year period

·                  Company begins roll out of new plow pre-assembly and packaging system to distributors

 

November 7, 2011 — Milwaukee, Wisconsin Douglas Dynamics, Inc. (NYSE: PLOW), the North American leader in the design, manufacture and sale of snow and ice control equipment for light trucks, today announced financial results for the third quarter ended September 30, 2011.

 

Third Quarter Results

 

The Company’s pre-season sales period is comprised of the second and third quarters combined. To encourage distributors to receive shipments prior to the peak fourth quarter retail selling season, the Company offers promotional financial and freight terms to distributors that place orders during the second quarter. These orders are then shipped during the second and third quarters. The timing of these shipments between the second and third quarters can vary year to year based upon a number of factors, including distributor inventory levels and space availability.

 

Net sales were $53.5 million in the third quarter of 2011, representing a 12.7% increase from the corresponding period in 2010. This increase in net sales reflects stronger total pre-season orders compared to the same period last year, tempered by the timing of pre-season shipments shifting slightly toward the second quarter versus the third quarter, similar to last year.

 

- MORE -

 



 

PRIVILEGED AND CONFIDENTIAL

 

James L. Janik, President and Chief Executive Officer of the Company, commented, “Our solid financial results for the third quarter were based on a general improvement in business conditions when compared to the same period last year. During the quarter, we began the roll-out of a new pre-assembly and packaging system designed to help our distributors improve the storage and installation of our products. So far, the reaction to the new system has been very positive. As expected, the launch has caused a short-term decrease in productivity impact, which we expect will be far outweighed by the long-term benefits to our business.”

 

Third quarter gross margin as a percent of sales was impacted by increases in target market programming and raw material costs. Despite these cost increases, total gross margin dollars in the third quarter grew versus the same period in the prior year as a result of the incremental profit generated by the 2011 third quarter revenue increase.

 

Adjusted net income was $4.5 million, or $0.21 per diluted share, in the third quarter of 2011 compared to adjusted net income of $3.0 million, or $0.14 per diluted share, in the third quarter of 2010. The estimated effective tax rate for 2011 is 39.0%. The Company reported adjusted EBITDA of $12.1 million in the third quarter of 2011, a slight increase compared to adjusted EBITDA of $11.6 million in the third quarter of 2010.

 

Balance Sheet and Liquidity

 

During the first nine months of 2011, the Company recorded net cash used in operating activities of $18.2 million compared to net cash used in operating activities of $38.4 million in the same period last year. This improvement was driven by working capital changes and non-recurring cash costs incurred at the time of the Company’s initial public offering in the second quarter of 2010, namely the buyout of the management services agreement totaling $5.8 million and liquidity bonus payment of $1.0 million. The remainder of the decrease in cash used was driven by changes in working capital, namely accrued interest payable and prepaid income taxes.

 

Additionally, the Company made $6.3 million in interest payments for the nine months ended September 30, 2011 compared to $14.4 million in the corresponding period in 2010, a decrease of $8.1 million. The Company completed the redemption of its senior notes with the proceeds from the initial public offering in 2010, which in turn resulted in lower interest expense in the quarter.

 

Inventory was $27.1 million at the end of the third quarter of 2011, an increase of $2.6 million compared to the third quarter of 2010. Inventory levels were lower in 2010 as the Company reduced second quarter production levels during the Johnson City plant closure process.

 

Accounts receivable at the end of third quarter of 2011 were $83.0 million, compared to $82.4 million at the end of the third quarter of 2010.

 

Dividend Policy

 

As previously reported on September 9, 2011, the Company declared a quarterly cash dividend of $0.20 per share on its common stock. The declared $0.20 per share cash dividend was paid on September 30, 2011 to stockholders of record as of the close of business on September 20, 2011.

 

The Company also announced that its board of directors has approved a 2.5% increase in the Company’s quarterly cash dividend to $0.205 effective for the fourth quarter 2011 dividend.

 

2



 

Mr. Janik noted, “Based on our results so far this year, we are comfortable increasing the dividend again. The board’s decision reflects our confidence in the Company’s financial strength and future cash flows.”

 

In accordance with its dividend policy, The Company intends to pay a regular quarterly cash dividend on its common stock in equal quarterly installments to be made in March, June, September, and December. The declaration and payment of any future dividends, however, will be at the discretion of the Company’s board of directors and will depend upon many factors, including the Company’s financial condition or earnings, legal requirements, taxes and other factors the Company’s board of directors may deem to be relevant.

 

Outlook

 

Based on year-to-date results and current trends, the Company continues to expect net sales for the full year 2011 to range from $185.0 million to $215.0 million, adjusted EBITDA to range from $48.0 million to $58.0 million and adjusted earnings per share to range from $0.76 per share to $1.04 per share.

 

It is important to note that the Company’s outlook assumes that the economy will remain stable and that the snowbelt regions in North America will experience average snowfall in the Company’s core markets.   If economic conditions worsen and/or snowfall is below average, then Company’s net sales, adjusted EBITDA, and adjusted earnings per share for the full year could fall below the projected ranges.

 

Mr. Janik added, “Based on preliminary results for October and the mindset of our dealers, we expect our results for 2011 will be in line with our guidance. As we’ve said in the past, the biggest variable factor in determining our fourth quarter results is the timing and location of snowfall. The earlier and larger the amounts of snowfall in our core markets are good indicators that we will see increased fourth quarter sales.”

 

Webcast Information

 

The Company will host an investor conference call on Tuesday, November 8, 2011 at 10:00 a.m. Central Time. The conference call will be available on the Internet through the Investor Relations section of the Company’s website at www.douglasdynamics.com.  To listen to the live call, please go to the website at least fifteen minutes early to register, download and install any necessary audio software.  For those who cannot listen to the live broadcast, an Internet replay will be available shortly after the call.

 

About Douglas Dynamics

 

Douglas Dynamics is the North American leader in the design, manufacture and sale of snow and ice control equipment for light trucks, which consists of snowplows and sand and salt spreaders, and related parts and accessories. The Company sells its products under the WESTERN®, FISHER® and BLIZZARD® brands which are among the most established and recognized in the industry. Additional press releases and investor relations information is available at www.douglasdynamics.com.

 

3



 

Use of Non-GAAP Financial Measures

 

This press release contains financial information calculated other than in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).  These non-GAAP measures include:

 

·                  Adjusted net income;

·                  Adjusted earnings per diluted share; and

·                  Adjusted EBITDA.

 

These non-GAAP disclosures should not be construed as an alternative to the reported results determined in accordance with GAAP.

 

Adjusted net income and adjusted earnings per diluted share represent net income and earnings per diluted share as determined under GAAP, excluding certain expenses incurred at the time of the Company’s initial public offering in 2010, namely the buyout of its management services agreement, loss on extinguishment of debt, stock based compensation expense associated with the net exercise of stock options and the payment of cash bonuses under its liquidity bonus plan; certain expenses incurred at the time of the Company’s secondary offering in 2011; costs incurred to pursue acquisitions; and a loss on extinguishment of debt incurred in 2011.  Adjusted EBITDA represents net income before interest, taxes, depreciation and amortization, as further adjusted for certain non-recurring charges related to the closure of the Company’s Johnson City, Tennessee manufacturing facility and certain non-recurring legal and consulting fees, as well as management fees paid by the Company to affiliates of the Company’s principal stockholders, stock based compensation, payment of cash bonuses under the Company’s liquidity bonus plan, loss on extinguishment of debt and offering costs.

 

The Company believes that the presentation of adjusted net income and adjusted earnings per diluted share allows investors to make meaningful comparisons of its operating performance between periods and to view its business from the same perspective as its management.  Because the excluded items are not predictable or consistent, management does not consider them when evaluating the Company’s performance or when making decisions regarding allocation of resources.

 

The Company uses, and believes its investors benefit from the presentation of, adjusted EBITDA in evaluating the Company’s operating performance because adjusted EBITDA provides the Company and its investors with additional tools to compare its operating performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect the Company’s core operations. In addition, the Company believes that adjusted EBITDA is useful to investors and other external users of its consolidated financial statements in evaluating the Company’s operating performance as compared to that of other companies, because it allows them to measure a company’s operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets and liabilities, capital structure and the method by which assets were acquired. The Company’s management also uses adjusted EBITDA for planning purposes, including the preparation of its annual operating budget and financial projections, and to evaluate the Company’s ability to make

 

4



 

certain payments, including dividends, in compliance with its senior credit facilities, which is determined based on a calculation of “Consolidated Adjusted EBITDA” that is substantially similar to adjusted EBITDA.

 

Consistent with Regulation G under the U.S. federal securities laws, the non-GAAP measures in this press release have been reconciled to the nearest GAAP measure, and this reconciliation is located under the headings “Reconciliation of Net Income to Adjusted Net Income” and “Net Income to Adjusted EBITDA Reconciliation” following the Consolidated Statements of Cash Flows included in this press release.

 

Forward Looking Statements

 

This press release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements include information relating to future events, future financial performance, strategies, expectations, competitive environment, regulation, product demand, the payment of dividends, and availability of financial resources.  These statements are often identified by use of words such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions and include references to assumptions and relate to our future prospects, developments and business strategies.  Such statements involve known and unknown risks, uncertainties and other factors that could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.  Factors that could cause or contribute to such differences include, but are not limited to, weather conditions, particularly lack of or reduced levels of snowfall and the timing of such snowfall, a significant decline in economic conditions, our inability to maintain good relationships with our distributors,  lack of available or favorable financing options for our end-users or distributors, increases in the price of steel or other materials necessary for the production of our products that cannot be passed on to our distributors, increases in the price of fuel, the inability of our suppliers to meet our volume or quality requirements, our inability to protect or continue to build our intellectual property portfolio, our inability to develop new products or improve upon existing products in response to end-user needs, losses due to lawsuits arising out of personal injuries associated with our products, factors that could impact the future declaration and payment of dividends and our inability to compete effectively against competition, as well as those discussed in the section entitled “Risk Factors,” in our quarterly report on Form 10-Q for the quarter ended June 30, 2011. You should not place undue reliance on these forward-looking statements.  In addition, the forward-looking statements in this release speak only as of the date hereof and we undertake no obligation, except as required by law, to update or release any revisions to any forward-looking statement, even if new information becomes available in the future.

 

5



 

Financial Statements

 

Douglas Dynamics, Inc.

Consolidated Balance Sheets

(In thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2011

 

2010

 

 

 

(unaudited)

 

(audited)

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,084

 

$

20,149

 

Accounts receivable, net

 

83,006

 

37,040

 

Inventories

 

27,067

 

23,481

 

Deferred income taxes

 

3,721

 

7,142

 

Prepaid income taxes

 

1,015

 

29

 

Prepaid and other current assets

 

1,164

 

1,131

 

Total current assets

 

119,057

 

88,972

 

 

 

 

 

 

 

Property, plant, and equipment, net

 

21,282

 

21,962

 

Assets held for sale

 

1,732

 

1,779

 

Goodwill

 

107,222

 

107,222

 

Other intangible assets, net

 

123,047

 

126,948

 

Deferred financing costs, net

 

3,545

 

953

 

Other long-term assets

 

9

 

207

 

Total assets

 

$

375,894

 

$

348,043

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

3,832

 

$

2,847

 

Accrued expenses and other current liabilities

 

14,074

 

11,923

 

Accrued interest

 

352

 

23

 

Short-term borrowings

 

24,000

 

 

Current portion of long-term debt

 

1,071

 

1,183

 

Total current liabilities

 

43,329

 

15,976

 

 

 

 

 

 

 

Retiree health benefit obligation

 

7,515

 

7,235

 

Pension obligation

 

10,381

 

10,753

 

Deferred income taxes

 

26,889

 

22,650

 

Deferred compensation

 

947

 

1,067

 

Long-term debt, less current portion

 

122,134

 

119,971

 

Other long-term liabilities

 

1,004

 

898

 

 

 

 

 

 

 

Total stockholders’ equity

 

163,695

 

169,493

 

Total liabilities and stockholders’ equity

 

$

375,894

 

$

348,043

 

 

6



 

Douglas Dynamics, Inc.

Consolidated Statements of Income

(In thousands, except share data)

 

 

 

Three Month Period Ended

 

Nine Month Period Ended

 

 

 

September 30, 2011

 

September 30, 2010

 

September 30, 2011

 

September 30, 2010

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

53,495

 

$

47,448

 

$

148,541

 

$

128,338

 

Cost of sales

 

37,001

 

32,221

 

96,639

 

86,070

 

Gross profit

 

16,494

 

15,227

 

51,902

 

42,268

 

 

 

 

 

 

 

 

 

 

 

Selling, general, and administrative expense

 

6,535

 

6,819

 

19,195

 

20,527

 

Intangibles amortization

 

1,300

 

1,541

 

3,901

 

4,621

 

Management fees-related party

 

11

 

57

 

37

 

6,370

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

8,648

 

6,810

 

28,769

 

10,750

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(2,332

)

(2,334

)

(6,678

)

(9,038

)

Loss on extinguishment of debt

 

 

 

(673

)

(7,967

)

Other expense, net

 

(25

)

(12

)

(202

)

(7

)

Income (loss) before taxes

 

6,291

 

4,464

 

21,216

 

(6,262

)

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit)

 

2,324

 

2,279

 

8,326

 

(2,803

)

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

3,967

 

$

2,185

 

$

12,890

 

$

(3,459

)

Less: Net income attributable to participating securities

 

51

 

 

271

 

 

Net income (loss) attributable to common shareholders

 

$

3,916

 

$

2,185

 

$

12,619

 

$

(3,459

)

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

21,760,753

 

21,158,573

 

21,609,810

 

17,963,720

 

Diluted

 

21,838,062

 

21,546,767

 

21,755,552

 

17,963,720

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per common share attributable to common shareholders

 

$

0.18

 

$

0.10

 

$

0.59

 

$

(0.19

)

Earnings (loss) per common share assuming dilution attributable to common shareholders

 

$

0.18

 

$

0.10

 

$

0.57

 

$

(0.19

)

Cash dividends declared and paid per share

 

$

0.20

 

$

0.18

 

$

0.97

 

$

0.18

 

 

7



 

Douglas Dynamics, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

Nine Month Period Ended

 

 

 

September 30, 2011

 

September 30, 2010

 

 

 

(unaudited)

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

Net income (loss)

 

$

12,890

 

$

(3,459

)

Adjustments to reconcile net income (loss) to net cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

6,146

 

9,448

 

Amortization of deferred financing costs

 

527

 

741

 

Loss on extinguishment

 

673

 

7,967

 

Amortization of debt discount

 

100

 

 

Stock-based compensation

 

1,210

 

3,158

 

Provision for losses on accounts receivable

 

454

 

281

 

Deferred income taxes

 

7,660

 

3,374

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(46,420

)

(50,446

)

Inventories

 

(3,586

)

2,222

 

Prepaid and other assets and prepaid income taxes

 

(821

)

(6,069

)

Accounts payable

 

985

 

1,375

 

Accrued expenses and other current liabilities

 

2,480

 

(7,268

)

Deferred compensation

 

(120

)

187

 

Benefit obligations and other long-term liabilities

 

(368

)

54

 

Net cash used in operating activities

 

(18,190

)

(38,435

)

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Capital expenditures

 

(1,585

)

(2,414

)

Proceeds from sale of equipment

 

67

 

212

 

Net cash used in investing activities

 

(1,518

)

(2,202

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Stock repurchases

 

 

(2

)

Proceeds from exercise of stock options

 

1,277

 

 

Payment of call premium and post payoff interest on senior notes redemption

 

 

(3,876

)

Collection of stockholders’ notes receivable

 

482

 

535

 

Payments of financing costs

 

(3,454

)

(2,605

)

Dividends paid

 

(21,275

)

(3,867

)

Revolver borrowings

 

24,000

 

37,000

 

Proceeds from public offering, net

 

 

63,938

 

Borrowings on long-term debt

 

123,750

 

40,000

 

Repayment of long-term debt

 

(122,137

)

(150,838

)

Net cash provided by (used in) financing activities

 

2,643

 

(19,715

)

Change in cash and cash equivalents

 

(17,065

)

(60,352

)

Cash and cash equivalents at beginning of year

 

20,149

 

69,073

 

Cash and cash equivalents at end of quarter

 

$

3,084

 

$

8,721

 

 

8



 

Douglas Dynamics, Inc.

Net Income to Adjusted EBITDA reconciliation (unaudited)

(in thousands)

 

 

 

Three month period ended
September 30,

 

Nine month period ended
September 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

3,967

 

$

2,185

 

$

12,890

 

$

(3,459

)

 

 

 

 

 

 

 

 

 

 

Interest expense - net

 

2,332

 

2,334

 

6,678

 

9,038

 

Income tax expense (benefit)

 

2,324

 

2,279

 

8,326

 

(2,803

)

Depreciation expense

 

744

 

1,262

 

2,245

 

4,827

 

Amortization

 

1,300

 

1,541

 

3,901

 

4,621

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

10,667

 

9,601

 

34,040

 

12,224

 

 

 

 

 

 

 

 

 

 

 

Management Fees

 

11

 

57

 

37

 

6,370

 

Stock based compensation

 

464

 

1,337

 

1,210

 

3,158

 

Loss on extinguishment

 

 

 

673

 

7,967

 

Liquidity bonus payment

 

 

 

 

1,003

 

Offering costs

 

78

 

 

1,113

 

 

Other non-recurring charges (1)

 

876

 

565

 

999

 

1,383

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

12,096

 

$

11,560

 

$

38,072

 

$

32,105

 

 


(1) Reflects severance and one-time, non-recurring expenses for costs related to the closure of our Johnson City facility of ($1) and $828 for the three and nine months ended September 30, 2010, respectively, unrelated legal and consulting fees of $566 and $1,222 for the three and nine months ended September 30, 2010  respectively, and $876 and $999 for the three and nine months ended September 30, 2011, respectively, and $667 gain on other post employment benefit plan curtailment related to the Johnson City plant closure for the nine months ended September 30, 2010 .

 

9



 

Douglas Dynamics, Inc.

Reconciliation of Net Income to Adjusted Net Income

$ Millions, except share data

 

 

 

Three month period ended
September 30,

 

Nine month period ended
September 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

Net Income (loss) (GAAP)

 

$

4.0

 

$

2.2

 

$

12.9

 

$

(3.5

)

Addback expenses, net of tax at 39.0% and 38.0% for 2011 and 2010, respectively:

 

 

 

 

 

 

 

 

 

- Buyout of the management services agreement

 

$

0.0

 

$

0.0

 

$

0.0

 

$

3.6

 

- Loss on extinguishment of debt

 

$

0.0

 

$

0.0

 

$

0.4

 

$

4.9

 

- Liquidity bonus payment

 

$

0.0

 

$

0.0

 

$

0.0

 

$

0.6

 

- Non-recurring stock based compensation expense

 

$

0.0

 

$

0.8

 

$

0.0

 

$

1.9

 

- Acquisition costs

 

$

0.5

 

$

0.0

 

$

0.5

 

$

0.0

 

- Offering costs

 

$

0.0

 

$

0.0

 

$

0.7

 

$

0.0

 

 

 

 

 

 

 

 

 

 

 

Adjusted Net Income (non-GAAP)

 

$

4.5

 

$

3.0

 

$

14.5

 

$

7.5

 

 

 

 

 

 

 

 

 

 

 

Average Basic Common Shares

 

21,760,753

 

21,158,573

 

$

21,609,810

 

17,963,720

 

Average Common Shares Assuming Dilution

 

21,838,062

 

21,546,767

 

$

21,755,552

 

17,963,720

 

 

 

 

 

 

 

 

 

 

 

Adjusted earnings per common share - basic

 

$

0.21

 

$

0.14

 

$

0.67

 

$

0.42

 

Adjusted earnings per common share - dilutive

 

$

0.21

 

$

0.14

 

$

0.67

 

$

0.42

 

 

10