Exhibit 99.1

 

For immediate release

 

For further information contact:

Douglas Dynamics, Inc.

Bob McCormick

414-362-3868

investorrelations@douglasdynamics.com

 

DOUGLAS DYNAMICS ANNOUNCES SECOND QUARTER

2012 RESULTS

 

Solid Pre-Season Sales Period Despite Record-Low Snowfall

 

Second Quarter Highlights:

·                  Q2 2012 Net Sales of $65.5 million

·                  Earnings per diluted share of $0.40

·                  Q2 Adjusted EBITDA of $19.6 million

·                  Declared $0.205 per share cash dividend paid on June 29, 2012

·                  Company narrows 2012 guidance ranges

 

August 6, 2012 — 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 second quarter ended June 30, 2012.

 

Second Quarter Results

 

Douglas Dynamics’ pre-season sales incentive 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. Based on trends over the past several years, the Company believes the 2012 pre-season order period will be more heavily weighted towards the second quarter than the third quarter.

 

Net sales were $65.5 million in the second quarter of 2012, compared to second quarter 2011 net sales of $71.6 million, a decrease of 8.5%. The Company attributes the decrease in sales to the historic below average snowfall across most of the Company’s core markets, which means equipment was not heavily used during the 2011/2012 snow season.  As a result, equipment was not replaced as often or repairs were delayed.

 

Net income was $9.0 million, or $0.40 per diluted share based on weighted average shares of 22.0 million shares, in the second quarter of 2012 compared to net income of $9.7 million, or $0.44 per diluted share based on weighted average shares of 21.8 million shares, in the second quarter of 2011. The effective tax rate for the second quarter of 2012 was 34.6%. The estimated effective tax rate for full year 2012 is expected to be 37.0%.

 

- MORE -

 



 

PRIVILEGED AND CONFIDENTIAL

 

The Company reported Adjusted EBITDA of $19.6 million in the second quarter of 2012 compared to Adjusted EBITDA of $21.9 million in the second quarter of 2011.

 

James L. Janik, President and Chief Executive Officer of the Company, commented, “Our results for the second quarter were in line with our internal expectations given the record-low snowfall last winter. We remain focused on the factors within our control and believe our results demonstrate our ability to successfully navigate uncertain demand environments and unprecedented low snowfall seasons. Despite the challenges we face, our efficient operations, flexible business model and focus on continuous improvement mean we are well prepared to manage through 2012.”

 

Balance Sheet and Liquidity

 

During the first six months of 2012, the Company recorded net cash used in operating activities of $17.0 million compared to net cash used in operating activities of $2.9 million in the same period last year. This increase was driven primarily by working capital changes, namely an $8.5 million increase in cash used by accrued expenses and other current liabilities, and a $4.2 million reduction in net income.

 

Inventory was $32.8 million at the end of the second quarter of 2012, an increase of $1.9 million compared to the second quarter of 2011.

 

Accounts receivable at the end of the second quarter of 2012 were $50.6 million, a decrease of $5.8 million compared to second quarter 2011.  The decrease in accounts receivable was driven by more customers paying cash in the second quarter of 2012 compared to second quarter 2011.

 

Dividend

 

As previously reported on June 8, 2012, Douglas Dynamics declared a quarterly cash dividend of $0.205 per share on the Company’s common stock. The declared $0.205 per share cash dividend was paid on June 29, 2012 to stockholders of record as of the close of business on June 19, 2012.

 

Outlook

 

Based on second quarter results and visibility into current business trends, the Company expects Adjusted EBITDA for fiscal 2012 to be in the range of $35.0 million to $45.0 million and net sales to range from $160 million to $190 million.  Earnings per share are expected to range from $0.55 per share to $0.79 per share. It is important to note that the Company’s outlook assumes that the economy will remain stable and that the average snowfall in the Company’s core markets will return to historical levels.   If economic conditions worsen and/or snowfall reaches new historic lows, the Company’s Adjusted EBITDA, net sales, and earnings per share for the full year could fall below the projected ranges.

 

Mr. Janik noted, “Second quarter results were definitely a positive start to the pre-season sales period and, assuming we have a more normal snowfall in the fourth quarter, we expect our results for 2012 will be in line with our narrowed guidance. We remain cautious regarding retail demand as we anticipate the negative effects of weather could impact end user demand this year. However, distributor sentiment appears to remain positive and truck sales continue to improve year-over-year. We believe that these positive indicators, coupled with the long-term pent up demand for our products, should offset some of the negative impact from the low snowfall levels over the past nine months.

 

2



 

Webcast Information

 

The Company will host an investor conference call on Tuesday, August 7, 2012 at 10:00 a.m. Central Daylight 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.

 

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 represents net income or earnings per share respectively, as determined under GAAP, excluding loss on extinguishment of debt, certain expenses incurred at the time of the Company’s secondary offerings in 2011 and costs incurred to pursue potential acquisitions in 2011 and 2012.  Adjusted EBITDA represents net income before interest, taxes, depreciation and amortization, as further adjusted for certain non-recurring charges consisting of legal and consulting fees, as well as management fees paid by the Company to affiliates of the Company’s former principal stockholders, stock based compensation, loss on extinguishment of debt and offering costs.

 

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

 

3



 

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 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.

 

Management believes that the presentation of Adjusted net income and Adjusted earnings per diluted share for the three and six months ended June 30, 2012 and June 30, 2011 allows investors to make meaningful comparisons of the Company’s operating performance between periods and to view the Company’s business from the same perspective as 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.

 

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 measures, 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 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 or the speed of the economic recovery, 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, inaccuracies in our estimates of future demand for our products, our inability to protect or continue to build our intellectual property

 

4



 

portfolio, the effects of laws and regulations and their interpretations on our business and financial condition, 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 annual report on Form 10-K for the year ended December 31, 2011.  You should not place undue reliance on these forward-looking statements.  The forward-looking statements in this release do not include the potential impact of any acquisitions that may be subsequently announced and/or completed.  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)

 

 

 

June 30,

 

December 31,

 

 

 

2012

 

2011

 

 

 

(unaudited)

 

(audited)

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,790

 

$

39,432

 

Accounts receivable, net

 

50,613

 

34,019

 

Inventories

 

32,825

 

24,005

 

Deferred income taxes

 

4,960

 

4,952

 

Prepaid and other current assets

 

1,194

 

1,054

 

Total current assets

 

93,382

 

103,462

 

 

 

 

 

 

 

Property, plant, and equipment, net

 

20,874

 

21,340

 

Assets held for sale

 

1,732

 

1,732

 

Goodwill

 

107,222

 

107,222

 

Other intangible assets, net

 

119,146

 

121,747

 

Deferred financing costs, net

 

2,926

 

3,402

 

Other long-term assets

 

582

 

112

 

Total assets

 

$

345,864

 

$

359,017

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

4,513

 

$

5,040

 

Accrued expenses and other current liabilities

 

13,034

 

16,105

 

Income taxes payable

 

36

 

395

 

Short term borrowings

 

2,000

 

 

Current portion of long-term debt

 

971

 

11,071

 

Total current liabilities

 

20,554

 

32,611

 

 

 

 

 

 

 

Retiree health benefit obligation

 

8,167

 

8,053

 

Pension obligation

 

13,949

 

14,163

 

Deferred income taxes

 

29,504

 

26,957

 

Deferred compensation

 

756

 

912

 

Long-term debt, less current portion

 

111,480

 

111,866

 

Other long-term liabilities

 

1,553

 

1,066

 

 

 

 

 

 

 

Total stockholders’ equity

 

159,901

 

163,389

 

Total liabilities and stockholders’ equity

 

$

345,864

 

$

359,017

 

 

6



 

Douglas Dynamics, Inc.

Consolidated Statements of Operations and Comprehensive Income

(In thousands, except per share data)

 

 

 

Three Month Period Ended

 

Six Month Period Ended

 

 

 

June 30, 2012

 

June 30, 2011

 

June 30, 2012

 

June 30, 2011

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

65,499

 

$

71,557

 

$

74,059

 

$

95,047

 

Cost of sales

 

42,439

 

45,219

 

49,180

 

59,638

 

Gross profit

 

23,060

 

26,338

 

24,879

 

35,409

 

 

 

 

 

 

 

 

 

 

 

Selling, general, and administrative expense

 

5,707

 

6,760

 

10,337

 

12,687

 

Intangibles amortization

 

1,301

 

1,300

 

2,601

 

2,600

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

16,052

 

18,278

 

11,941

 

20,122

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(2,178

)

(2,142

)

(4,223

)

(4,347

)

Loss on extinguishment of debt

 

 

(673

)

 

(673

)

Other expense, net

 

(155

)

(74

)

(233

)

(187

)

Income before taxes

 

13,719

 

15,389

 

7,485

 

14,915

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

4,747

 

5,666

 

2,780

 

5,992

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

8,972

 

$

9,723

 

$

4,705

 

$

8,923

 

Less: Net income attributable to participating securities

 

94

 

114

 

32

 

110

 

Net income attributable to common shareholders

 

$

8,878

 

$

9,609

 

$

4,673

 

$

8,813

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

21,906,622

 

21,661,662

 

21,866,662

 

21,536,441

 

Diluted

 

21,962,098

 

21,768,385

 

21,985,974

 

21,667,544

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.41

 

$

0.44

 

$

0.21

 

$

0.41

 

Diluted

 

$

0.40

 

$

0.44

 

$

0.21

 

$

0.41

 

Cash dividends declared and paid per share

 

$

0.21

 

$

0.20

 

$

0.41

 

$

0.77

 

Comprehensive income

 

$

8,971

 

$

9,659

 

$

4,693

 

$

8,859

 

 

7



 

Douglas Dynamics, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

Six Month Period Ended

 

 

 

June 30, 2012

 

June 30, 2011

 

 

 

(unaudited)

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

Net income

 

$

4,705

 

$

8,923

 

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

 

 

 

 

 

Depreciation and amortization

 

4,003

 

4,102

 

Amortization of deferred financing costs and debt discount

 

565

 

342

 

Loss on extinguishment of debt

 

 

673

 

Stock-based compensation

 

906

 

746

 

Provision for losses on accounts receivable

 

227

 

408

 

Deferred income taxes

 

2,539

 

2,415

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(16,821

)

(19,749

)

Inventories

 

(8,820

)

(7,424

)

Prepaid and other assets and prepaid income taxes

 

(610

)

300

 

Accounts payable

 

(527

)

2,119

 

Accrued expenses and other current liabilities

 

(3,430

)

5,064

 

Deferred compensation

 

(156

)

(120

)

Benefit obligations and other long-term liabilities

 

375

 

(666

)

Net cash used in operating activities

 

(17,044

)

(2,867

)

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Capital expenditures

 

(1,016

)

(840

)

Proceeds from sale of equipment

 

80

 

49

 

Net cash used in investing activities

 

(936

)

(791

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Proceeds from exercise of stock options

 

 

1,277

 

Collection of stockholders’ notes receivable

 

 

482

 

Payments of financing costs

 

 

(3,454

)

Dividends paid

 

(9,087

)

(16,868

)

Borrowing on long-term debt

 

 

123,750

 

Revolver borrowings

 

2,000

 

 

Repayment of long-term debt

 

(10,575

)

(121,513

)

Net cash used in financing activities

 

(17,662

)

(16,326

)

Change in cash and cash equivalents

 

(35,642

)

(19,984

)

Cash and cash equivalents at beginning of year

 

39,432

 

20,149

 

Cash and cash equivalents at end of quarter

 

$

3,790

 

$

165

 

 

8



 

Douglas Dynamics, Inc.

Net Income to Adjusted EBITDA reconciliation (unaudited)

(in thousands)

 

 

 

Three month period ended June 30,

 

Six month period ended June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

8,972

 

$

9,723

 

$

4,705

 

$

8,923

 

 

 

 

 

 

 

 

 

 

 

Interest expense - net

 

2,178

 

2,142

 

4,223

 

4,347

 

Income tax expense

 

4,747

 

5,666

 

2,780

 

5,992

 

Depreciation expense

 

701

 

754

 

1,402

 

1,502

 

Amortization

 

1,301

 

1,300

 

2,601

 

2,600

 

EBITDA

 

17,899

 

19,585

 

15,711

 

23,364

 

 

 

 

 

 

 

 

 

 

 

Management fees

 

 

9

 

 

26

 

Loss on extinguishment of debt

 

 

673

 

 

673

 

Stock based compensation

 

541

 

481

 

906

 

746

 

Offering costs

 

 

1,036

 

 

1,036

 

Other non-recurring charges (1)

 

1,110

 

122

 

1,122

 

124

 

Adjusted EBITDA

 

$

19,550

 

$

21,906

 

$

17,739

 

$

25,969

 

 


(1) - Reflects $1,110 and $122 of legal and consulting fees for the three months ended June 30, 2012 and 2011, respectively, and $1,122 and $124 for the six months ended June 30, 2012 and 2011, respectively.

 

9



 

Douglas Dynamics, Inc.

Reconciliation of Net Income to Adjusted Net Income

$ Millions, except share data

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

June 30,

 

June 30,

 

(in millions)

 

2012

 

2011

 

2012

 

2011

 

Net income - (GAAP)

 

$

9.0

 

$

9.7

 

$

4.7

 

$

8.9

 

Addback expenses, net of tax at 37.0% for 2012 and 2011:

 

 

 

 

 

 

 

 

 

-Loss on extinguishment of debt

 

 

0.4

 

 

0.4

 

- Offering costs

 

 

0.6

 

 

0.6

 

Adjusted net income - (Non-GAAP)

 

$

9.0

 

$

10.7

 

$

4.7

 

$

9.9

 

 

 

 

 

 

 

 

 

 

 

Average basic common shares

 

21,906,622

 

21,661,662

 

21,866,662

 

21,536,441

 

Average common shares assuming dilution

 

21,962,098

 

21,768,385

 

21,985,974

 

21,667,544

 

 

 

 

 

 

 

 

 

 

 

Adjusted earnings per common share - basic

 

$

0.41

 

$

0.49

 

$

0.21

 

$

0.46

 

Adjusted earnings per common share - dilutive

 

$

0.40

 

$

0.49

 

$

0.21

 

$

0.46

 

 

10