Kennametal Inc. 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 23, 2007
Kennametal Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Pennsylvania
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1-5318
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25-0900168 |
(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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World Headquarters
1600 Technology Way
P.O. Box 231
Latrobe, Pennsylvania
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15650-0231 |
(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code: (724) 539-5000
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition
On October 24, 2007, Kennametal Inc. (Kennametal or the Company) issued an earnings announcement
for its fiscal first quarter ended September 30, 2007.
The press release contains certain non-generally accepted accounting principles (GAAP) financial
measures. The following GAAP financial measures have been presented excluding special items: gross
profit, operating expense, operating income, effective tax rate, income from continuing operations,
net income and diluted earnings per share. These special items include: (1) impact of a German tax
reform bill for the three months ended September 30, 2007, (2)(a) loss on divestiture of consumer
retail product line, including industrial saw blades (CPG) and transaction-related charges and (b)
adjustment on J&L Industrial Supply (J&L) divestiture and transaction-related charges for the three
months ended September 30, 2006 and (3)(a) Kemmer Praezision Electronics business (Electronics)
impairment and divestiture-related charges, (b) loss on divestiture of CPG and transaction-related
charges and (c) adjustment on J&L divestiture and transaction-related charges for the year ended
June 30, 2007. Management excludes these items in measuring and compensating internal performance
to more easily compare the Companys financial performance period-to-period. The press release
also contains adjusted free operating cash flow and adjusted return on invested capital, which are
also non-GAAP measures and are defined below.
Management believes that presentation of these non-GAAP financial measures provides useful
information about the results of operations of the Company for the current period and past periods.
Management believes that investors should have available the same information that management uses
to assess operating performance, determine compensation and assess the capital structure of the
Company. These non-GAAP measures should not be considered in isolation or as a substitute for the
most comparable GAAP measures. Non-GAAP financial measures utilized by the Company may not be
comparable to non-GAAP financial measures used by other companies.
Adjusted Free Operating Cash Flow
Free operating cash flow is a non-GAAP financial measure and is defined by the Company as cash
provided by operations (which is the most directly comparable GAAP measure) less capital
expenditures plus proceeds from disposals of fixed assets. Management considers free operating cash
flow to be an important indicator of Kennametals cash generating capability because it better
represents cash generated from operations that can be used for strategic initiatives (such as
acquisitions), dividends, debt repayment and other investing and financing activities. Management
may further adjust free operating cash flow for significant unusual cash items. Management
considers adjusted free operating cash flow to be an important indicator of Kennametals cash
generating capability because it excludes significant unusual items.
Adjusted Return on Invested Capital
Adjusted Return on Invested Capital is a non-GAAP financial measure and is defined by the Company
as the previous 12 months net income, adjusted for interest expense, securitization fees, minority
interest expense and special items, divided by the sum of the previous 12 months average balances
of debt, securitized accounts receivable, minority interest and shareowners equity. Management
believes that this financial measure provides additional insight into the underlying capital
structure and performance of the Company. Management utilizes this non-GAAP measure in determining
compensation and assessing the operations of the Company. The most directly comparable GAAP
measure is return on invested capital calculated utilizing GAAP net income.
A copy of the Companys earnings announcement is furnished under Exhibit 99.1 attached hereto.
Reconciliations of the above non-GAAP financial measures are included in the earnings announcement.
Additionally, during our quarterly teleconference we may use various non-GAAP financial measures to
describe the underlying operating results. Accordingly, we have compiled below certain
reconciliations as required by Regulation G. These non-GAAP measures should not be considered in
isolation or as a substitute for the most comparable GAAP measures. Non-GAAP financial measures
utilized by the Company may not be comparable to non-GAAP financial measures used by other
companies.
Adjusted EBIT
EBIT is an acronym for Earnings Before Interest and Taxes and is a non-GAAP financial measure. The
most directly comparable GAAP measure is net income. However, we believe that EBIT is widely used
as a measure of operating performance and we believe EBIT to be an important indicator of the
Companys operational strength and performance. Nevertheless, the measure should not be considered
in isolation or as a substitute for operating income, cash flows from operating activities or any
other measure for determining liquidity that is calculated in accordance with GAAP. Additionally,
Kennametal will adjust EBIT for minority interest expense, interest income, securitization fees,
pre-tax income from discontinued operations and special items. Management uses this information in
reviewing operating performance and in determining compensation.
Primary Working Capital
Primary working capital is a non-GAAP financial measure and is defined as accounts receivable, net
plus inventories, net minus accounts payable. The most directly comparable GAAP measure is working
capital, which is defined as current assets less current liabilities. We believe primary working
capital better represents Kennametals performance in managing certain assets and liabilities
controllable at the business unit level and it is used as such for internal performance
measurement.
EBIT RECONCILIATION (Unaudited)
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Three Months Ended |
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September 30, |
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(in thousands, except percents) |
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2007 |
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2006 |
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Net income, as reported |
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$ |
34,879 |
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$ |
30,361 |
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Net income as a percent of sales |
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5.7 |
% |
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5.6 |
% |
Add back: |
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Interest expense |
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7,799 |
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7,427 |
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Tax expense |
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21,667 |
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13,929 |
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Tax expense on discontinued operations |
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254 |
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EBIT |
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64,345 |
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51,971 |
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Additional adjustments: |
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Minority interest expense |
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872 |
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557 |
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Interest income |
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(905 |
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(2,658 |
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Securitization fees |
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8 |
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22 |
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Pre-tax income from discontinued operations |
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(1,731 |
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Special Items: |
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Loss on divestiture of CPG and transaction-related charges |
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570 |
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Adjustment on J&L divestiture and transaction-related charges |
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2,019 |
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Adjusted EBIT |
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$ |
64,320 |
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$ |
50,750 |
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Adjusted EBIT as a percent of sales |
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10.5 |
% |
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9.3 |
% |
PRIMARY WORKING CAPITAL RECONCILIATION (Unaudited)
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September 30, |
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June 30, |
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(in thousands) |
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2007 |
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2007 |
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Current assets |
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$ |
1,050,889 |
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$ |
1,016,502 |
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Current liabilities |
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461,840 |
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487,237 |
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Working capital in accordance with GAAP |
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$ |
589,049 |
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$ |
529,265 |
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Excluding items: |
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Cash and cash equivalents |
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(66,541 |
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(50,433 |
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Other current assets |
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(93,851 |
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(95,766 |
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Total excluded current assets |
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(160,392 |
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(146,199 |
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Adjusted current assets |
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890,497 |
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870,303 |
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Current maturities of long-term debt and capital leases, including notes payable |
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(8,124 |
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(5,430 |
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Other current liabilities |
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(280,318 |
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(292,506 |
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Total excluded current liabilities |
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(288,442 |
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(297,936 |
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Adjusted current liabilities |
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173,398 |
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189,301 |
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Primary working capital |
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$ |
717,099 |
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$ |
681,002 |
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Item 8.01 Other Events
At its meeting on October 23, 2007, the Kennametal Inc. Board of Directors approved a 14 percent
increase to the quarterly dividend rate and also approved a 2-for-1 split of the companys common
stock. The increase in the quarterly dividend rate, from 21 cents to 24 cents per pre-split share,
is payable November 19, 2007 to shareowners of record on November 7. The split will take the form
of a stock dividend; each shareowner of record on December 4, 2007 will receive one additional
share for each share outstanding. The split shares are expected to be distributed on December 18,
2007.
Further details are set forth in the press release furnished herewith as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Fiscal 2008 First Quarter Earnings Announcement
99.2 Kennametal Announces 2-for-1 Stock Split;
Increases Dividend by 14%
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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KENNAMETAL INC.
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Date: October 24, 2007 |
By: |
/s/ Wayne D. Moser
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Wayne D. Moser |
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Vice President Finance and Corporate Controller |
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EX-99.1
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EXHIBIT 99.1 |
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Investor Relations
Contact: Quynh McGuire
724-539-6559 |
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Media Relations
Contact: Joy Chandler
724-539-4618 |
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DATE: October 24, 2007 |
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FOR RELEASE: Immediate |
KENNAMETAL ANNOUNCES RECORD FIRST QUARTER
FISCAL 2008 RESULTS
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Record sales of $615 million, up 13% year-over-year |
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Record reported earnings per diluted share (EPS) of $0.88 |
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Record adjusted EPS of $1.05, up 28% year-over-year |
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Increased full-year adjusted EPS guidance to $5.60 $5.70, up 23% 25% over prior
year adjusted EPS |
LATROBE, Pa., October 24, 2007 Kennametal Inc. (NYSE: KMT) today reported fiscal 2008 first
quarter EPS of $0.88, an increase of 13 percent from the prior year quarter reported EPS of $0.78.
Adjusted EPS was $1.05 compared with prior year adjusted EPS of $0.82, an increase of 28 percent.
The current quarter EPS included a non-cash special charge of $0.17 per share for the impact of a
German tax reform bill enacted in July 2007. Prior year quarter EPS included special charges that
totaled $0.04 per share related to previous divestitures.
Kennametals President and Chief Executive Officer Carlos Cardoso said, During the first quarter,
we met or exceeded our guidance for sales growth and EPS while again generating strong cash flow
and also increasing return on invested capital (ROIC). We are proud of our reputation as a
high-performance enterprise that delivers on its commitments. The track record that we have
established over the past several years continued in the first quarter of fiscal 2008. Our team
made improvements that collectively resulted in a first quarter record for sales and earnings
per share.
Cardoso added, All of these achievements were made in spite of a challenging market environment in
the North American economy. Our global strategies and initiatives as well as our ability to
outperform industrial production provide Kennametal with multiple opportunities to grow sales and
expand our margin. We attribute our success to the dedication of our global team, the strength of
our operations, and our proven customer-focused growth strategy, which we continue to reinforce and
execute in a highly disciplined and effective manner. We will continue to expand on our existing
initiatives to deliver exceptional value to customers and shareowners.
Reconciliations of all non-GAAP financial measures are set forth in the attached tables.
Highlights of Fiscal 2008 First Quarter
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Sales for the quarter were $615 million, compared with $543 million in the same quarter
last year. Sales grew 13 percent over the same quarter last year and included 5 percent
growth on an organic basis, 5 percent from acquisitions and 3 percent from foreign currency
effects. |
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Income from continuing operations was $35 million, compared with $29 million in the prior
year quarter, an increase of 18 percent. Excluding special items in both periods, income from
continuing operations grew 35 percent over the prior year quarter. This increase was driven
by organic sales growth, controlled operating expenses, the net impact of acquisitions,
favorable foreign currency effects and a lower effective tax rate. |
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The effective tax rate for the current quarter was 37.7 percent, which was unfavorably
impacted by a $6.6 million non-cash special charge for income taxes related to a German tax
reform bill enacted in July 2007. Excluding the special charge, the effective tax rate for
the current quarter was 26.3 percent compared to 31.7 percent in the prior year quarter and
benefited from increased earnings from the companys pan-European business strategy. |
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Reported EPS increased 13 percent to $0.88, compared with prior year quarter reported EPS
of $0.78. Adjusted EPS increased 28 percent to $1.05, compared with prior year quarter
adjusted EPS of $0.82. A reconciliation follows: |
2
Earnings Per Diluted Share Reconciliation
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First Quarter FY 2008 |
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Reported EPS |
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$ |
0.88 |
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Impact of German
tax reform bill |
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0.17 |
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Adjusted EPS |
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$ |
1.05 |
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First Quarter FY 2007 |
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Reported EPS |
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$ |
0.78 |
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Adjustment on J&L
divestiture and
transaction-related
charges |
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0.03 |
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Loss on divestiture
of CPG and
transaction-related
charges |
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0.01 |
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Adjusted EPS |
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$ |
0.82 |
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Cash flow provided by operating activities was $57 million in the current quarter,
compared with an outflow of $19 million in the prior year quarter. Free operating cash flow
(FOCF) was $16 million in the current quarter, compared with an outflow of $41 million in the
prior year quarter. Included in the current quarter FOCF were income tax payments of $5
million compared to $86 million in the prior year quarter, primarily related to the gain on
the divestiture of J&L and cash repatriated in 2006 under the American Jobs Creation Act.
Adjusted FOCF, excluding the effects of these items, was $21 million compared with
$45 million in the prior year quarter. |
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Adjusted ROIC was 11.6 percent, compared with 11.5 percent in the prior year quarter. |
Business Segment Highlights of Fiscal 2008 First Quarter
Metalworking Solutions & Services Group (MSSG) continued to deliver top-line growth in the
September quarter, led by year-over-year expansion in the aerospace, machine tools and distribution
sectors, as well as the effects of acquisitions. The European and Asia Pacific markets remained
strong. The North American market declined slightly and the Indian market had positive growth
compared to the prior year quarter.
In the September quarter, MSSG sales were higher by 14 percent as a result of 6 percent organic
growth, 4 percent from acquisitions and 4 percent favorable foreign currency effects. Europe and
Asia Pacific organic sales increased 11 percent and 18 percent, respectively. North America
organic sales were at the prior year level. India organic sales increased
2 percent.
MSSG operating income increased by 21 percent, and the operating margin increased from the same
quarter last year. The current quarter results benefited from organic growth, the net impact of
acquisitions and favorable foreign currency effects.
3
Advanced Materials Solutions Group (AMSG) also continued to deliver top-line growth in the
September quarter, driven by sales gains in certain markets, the effects of acquisitions and
favorable foreign currency effects. Strong sales gains were made in the construction market while
more moderate sales gains were achieved in the engineered product and energy markets. Sales of
mining products were somewhat lower due to soft market conditions.
AMSG sales grew 12 percent as a result of 3 percent organic growth, 7 percent impact of
acquisitions and 2 percent favorable foreign currency effects. AMSG again delivered organic growth
in the current quarter on top of the double-digit growth achieved in the prior year quarter.
Mining and construction products organic sales increased by 6 percent driven by strong construction
sales. Engineered products and energy products organic sales increased by 4 percent and 2 percent,
respectively.
AMSG operating income was up 9 percent driven by top-line growth while the operating margin was
lower than the prior year quarter due primarily to higher raw material costs and sales mix in the
current quarter.
Outlook
Worldwide market conditions support Kennametals expectations of continued top-line growth during
the balance of fiscal 2008. Based on global economic indicators, the company believes that the
softness in the North American market will persist. The company also believes that the European
market will remain favorable, and that business conditions will continue to be strong in developing
economies. While there remain some uncertainties and risks related to the macro-economic
environment, fundamental drivers for global demand appear to be stable.
The company anticipates that many of its end markets will continue to operate at favorable levels
for the balance of the fiscal year, with moderating growth rates for some regions and some market
sectors.
Kennametal expects sales growth in the range of 9 to 11 percent for fiscal 2008, including organic
sales growth of 4 to 6 percent, continuing the trend of consistently outpacing worldwide industrial
production rates by two to three times.
4
The company has increased adjusted EPS guidance for fiscal 2008 to a range of
$5.60 to $5.70 (from $5.30 to $5.50) due to stronger international-based sales and higher benefits
expected from its pan-European business strategy. This represents 23 percent to 25 percent growth
in adjusted EPS, compared with fiscal 2007 adjusted EPS of $4.56. In the second quarter of fiscal
2008, Kennametal expects sales growth to be in the range of
11 to 12 percent, including organic sales growth of 4 to 5 percent, and EPS to be in the range of
$1.10 to $1.15.
Kennametal anticipates cash flow from operating activities of approximately $280 million to $290
million for fiscal 2008. Based on anticipated capital expenditures of $140 million to
$145 million, the company expects to generate between $140 million to $145 million of FOCF for
fiscal 2008.
Kennametal advises shareowners to note monthly order trends, for which the company makes a
disclosure ten business days after the conclusion of each month. This information is available on
the Investor Relations section of Kennametals corporate web site at www.kennametal.com.
First quarter results for fiscal 2008 will be discussed in a live Internet broadcast at 10:00 a.m.
Eastern time today. This event will be broadcast live on the companys website,
www.kennametal.com. Once on the homepage, click Corporate, and then Investor Relations. The
replay of this event will also be available on the companys website through November 23, 2007.
5
This release contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking
statements are statements that do not relate strictly to historical or current facts. You can
identify forward-looking statements by the fact they use words such as should, anticipate,
estimate, approximate, expect, may, will, project, intend, plan, believe and
other words of similar meaning and expression in connection with any discussion of future operating
or financial performance or event. Forward looking statements in this release concern, among other
things, Kennametals expectations regarding future growth, end markets, and financial performance
for future periods, all of which are based on current expectations that involve inherent risks and
uncertainties. Among the factors that could cause the actual results to differ materially from
those indicated in the forward-looking statements are risks and uncertainties related to: global
and regional economic conditions; availability and cost of the raw materials we use to manufacture
our products; our ability to protect our intellectual property in foreign jurisdictions; our
foreign operations and international markets, such as currency exchange rates, different regulatory
environments, trade barriers, exchange controls, and social and political instability; energy
costs; commodity prices; competition; integrating recent acquisitions, as well as any future
acquisitions, and achieving the expected savings and synergies; business divestitures; demands on
management resources; future terrorist attacks or acts of war; labor relations; demand for and
market acceptance of new and existing products; and implementation of restructuring plans and
environmental remediation matters. Should one or more of these risks or uncertainties materialize,
or should the assumptions underlying the forward-looking statements prove incorrect, actual
outcomes could vary materially from those indicated. These and other risks are more fully described
in Kennametals latest annual report on Form 10-K and its other periodic filings with the
Securities and Exchange Commission.
Kennametal Inc. (NYSE:KMT) is a leading global supplier of tooling, engineered components and
advanced materials consumed in production processes. The company improves customers
competitiveness by providing superior economic returns through the delivery of application
knowledge and advanced technology to master the toughest of materials application demands.
Companies producing everything from airframes to coal, from medical implants to oil wells and from
turbochargers to motorcycle parts recognize Kennametal for extraordinary contributions to their
value chains. Customers buy approximately $2.4 billion annually of Kennametal products and services delivered by our 14,000 talented
employees in over 60 countries with approximately 50 percent of these revenues coming from
outside the United States. Visit us at www.kennametal.com [KMT-E]
-more-
6
FINANCIAL HIGHLIGHTS
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
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Three Months Ended |
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September 30, |
(in thousands, except per share amounts) |
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2007 |
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2006 |
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Sales |
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$ |
615,076 |
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$ |
542,811 |
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Cost of goods sold |
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402,985 |
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355,780 |
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Gross profit |
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212,091 |
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|
187,031 |
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Operating expense |
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145,032 |
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135,044 |
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Loss on divestiture |
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1,686 |
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Amortization of intangibles |
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2,945 |
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1,940 |
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Operating income |
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64,114 |
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48,361 |
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Interest expense |
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7,799 |
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|
7,427 |
|
Other income, net |
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(1,103 |
) |
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(3,006 |
) |
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Income from continuing operations before income taxes and minority interest |
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57,418 |
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|
43,940 |
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Provision for income taxes |
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21,667 |
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13,929 |
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Minority interest expense |
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|
872 |
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|
557 |
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Income from continuing operations |
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34,879 |
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|
29,454 |
|
Income from discontinued operations a |
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|
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907 |
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Net income |
|
$ |
34,879 |
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|
$ |
30,361 |
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Basic earnings per share: |
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|
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Continuing operations |
|
$ |
0.90 |
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$ |
0.77 |
|
Discontinued operations a |
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0.02 |
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$ |
0.90 |
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$ |
0.79 |
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|
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|
Diluted earnings per share: |
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|
|
|
Continuing operations |
|
$ |
0.88 |
|
|
$ |
0.76 |
|
Discontinued operations a |
|
|
|
|
|
|
0.02 |
|
|
|
|
|
|
$ |
0.88 |
|
|
$ |
0.78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends per share |
|
$ |
0.21 |
|
|
$ |
0.19 |
|
Basic weighted average shares outstanding |
|
|
38,699 |
|
|
|
38,226 |
|
Diluted weighted average shares outstanding |
|
|
39,534 |
|
|
|
39,058 |
|
|
|
|
a |
|
Income from discontinued operations reflects divested results of the Kemmer Praezision
Electronics business (Electronics) AMSG and the consumer retail product line, including
industrial saw blades (CPG) MSSG. |
-more-
7
FINANCIAL HIGHLIGHTS (Continued)
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
June 30, |
(in thousands) |
|
2007 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
66,541 |
|
|
$ |
50,433 |
|
Accounts receivable, net |
|
|
447,192 |
|
|
|
466,690 |
|
Inventories |
|
|
443,305 |
|
|
|
403,613 |
|
Other current assets |
|
|
93,851 |
|
|
|
95,766 |
|
|
|
|
Total current assets |
|
|
1,050,889 |
|
|
|
1,016,502 |
|
Property, plant and equipment, net |
|
|
648,888 |
|
|
|
614,019 |
|
Goodwill and intangible assets, net |
|
|
831,446 |
|
|
|
834,290 |
|
Other assets |
|
|
122,701 |
|
|
|
141,416 |
|
|
|
|
Total |
|
$ |
2,653,924 |
|
|
$ |
2,606,227 |
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
Current maturities of long-term debt and capital leases, including notes payable |
|
$ |
8,124 |
|
|
$ |
5,430 |
|
Accounts payable |
|
|
173,398 |
|
|
|
189,301 |
|
Other current liabilities |
|
|
280,318 |
|
|
|
292,506 |
|
|
|
|
Total current liabilities |
|
|
461,840 |
|
|
|
487,237 |
|
Long-term debt and capital leases |
|
|
368,927 |
|
|
|
361,399 |
|
Other liabilities |
|
|
272,984 |
|
|
|
255,500 |
|
|
|
|
Total liabilities |
|
|
1,103,751 |
|
|
|
1,104,136 |
|
MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES |
|
|
19,122 |
|
|
|
17,624 |
|
SHAREOWNERS EQUITY |
|
|
1,531,051 |
|
|
|
1,484,467 |
|
|
|
|
Total |
|
$ |
2,653,924 |
|
|
$ |
2,606,227 |
|
|
|
|
SEGMENT DATA (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
September 30, |
|
(in thousands) |
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
Outside Sales: |
|
|
|
|
|
|
|
|
Metalworking Solutions and Services Group |
|
$ |
407,697 |
|
|
$ |
357,084 |
|
Advanced Materials Solutions Group |
|
|
207,379 |
|
|
|
185,727 |
|
|
|
|
Total outside sales |
|
$ |
615,076 |
|
|
$ |
542,811 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales By Geographic Region: |
|
|
|
|
|
|
|
|
United States |
|
$ |
283,080 |
|
|
$ |
266,863 |
|
International |
|
|
331,996 |
|
|
|
275,948 |
|
|
|
|
Total sales by geographic region |
|
$ |
615,076 |
|
|
$ |
542,811 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss): |
|
|
|
|
|
|
|
|
Metalworking Solutions and Services Group |
|
$ |
55,352 |
|
|
$ |
45,666 |
|
Advanced Materials Solutions Group |
|
|
29,980 |
|
|
|
27,386 |
|
Corporate and eliminations b |
|
|
(21,218 |
) |
|
|
(24,691 |
) |
|
|
|
Total operating income |
|
$ |
64,114 |
|
|
$ |
48,361 |
|
|
|
|
|
|
|
b |
|
Includes corporate functional shared services and intercompany eliminations. |
-more-
8
FINANCIAL HIGHLIGHTS (Continued)
In addition to reported results under generally accepted accounting principles in the United States
of America (GAAP), the following financial highlight tables also include, where appropriate, a
reconciliation of gross profit, operating expense, operating income, effective tax rate, income
from continuing operations, net income and diluted earnings per share (which are GAAP financial
measures), in each case excluding special items, as well as adjusted free operating cash flow and
adjusted return on invested capital (which are non-GAAP financial measures), to the most directly
comparable GAAP measures. Management believes that the investor should have available the same
information that management uses to assess operating performance, determine compensation, and
assess the capital structure of the Company. These non-GAAP measures should not be considered in
isolation or as a substitute for the most comparable GAAP measures. Investors are cautioned that
non-GAAP financial measures utilized by the Company may not be comparable to non-GAAP financial
measures used by other companies.
RECONCILIATION TO GAAP THREE MONTHS ENDED SEPTEMBER 30, 2007 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from |
|
|
|
|
(in thousands, except percents |
|
|
|
|
|
Continuing |
|
Net |
|
Diluted |
and per share amounts) |
|
Effective Tax Rate |
|
Operations |
|
Income |
|
EPS |
|
2008 Reported Results |
|
|
37.7 |
% |
|
$ |
34,879 |
|
|
$ |
34,879 |
|
|
$ |
0.88 |
|
Impact of German tax reform bill |
|
|
(11.4 |
) |
|
|
6,594 |
|
|
|
6,594 |
|
|
|
0.17 |
|
|
2008 Adjusted Results |
|
|
26.3 |
% |
|
$ |
41,473 |
|
|
$ |
41,473 |
|
|
$ |
1.05 |
|
|
RECONCILIATION TO GAAP THREE MONTHS ENDED SEPTEMBER 30, 2006 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from |
|
|
|
|
(in thousands, except per share |
|
Gross |
|
Operating |
|
Operating |
|
Continuing |
|
Net |
|
Diluted |
amounts) |
|
Profit |
|
Expense |
|
Income |
|
Operations |
|
Income |
|
EPS |
|
2007 Reported Results |
|
$ |
187,031 |
|
|
$ |
135,044 |
|
|
$ |
48,361 |
|
|
$ |
29,454 |
|
|
$ |
30,361 |
|
|
$ |
0.78 |
|
Loss on divestiture of CPG and
transaction-related charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
368 |
|
|
|
0.01 |
|
Adjustment on J&L divestiture
and transaction-related charges |
|
|
|
|
|
|
(333 |
) |
|
|
2,019 |
|
|
|
1,252 |
|
|
|
1,252 |
|
|
|
0.03 |
|
|
2007 Adjusted Results |
|
$ |
187,031 |
|
|
$ |
134,711 |
|
|
$ |
50,380 |
|
|
$ |
30,706 |
|
|
$ |
31,981 |
|
|
$ |
0.82 |
|
|
RECONCILIATION TO GAAP YEAR ENDED JUNE 30, 2007 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from |
|
|
|
|
(in thousands, except per share |
|
Gross |
|
Operating |
|
Operating |
|
Continuing |
|
Net |
|
Diluted |
amounts) |
|
Profit |
|
Expense |
|
Income |
|
Operations |
|
Income |
|
EPS |
|
2007 Reported Results |
|
$ |
841,562 |
|
|
$ |
554,634 |
|
|
$ |
269,420 |
|
|
$ |
176,842 |
|
|
$ |
174,243 |
|
|
$ |
4.44 |
|
Electronics impairment
and divestiture-related charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,213 |
|
|
|
0.08 |
|
Loss on sale of CPG and
transaction-related charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
368 |
|
|
|
0.01 |
|
Adjustment on J&L divestiture
and transaction-related charges |
|
|
|
|
|
|
(333 |
) |
|
|
2,019 |
|
|
|
1,252 |
|
|
|
1,252 |
|
|
|
0.03 |
|
|
2007 Adjusted Results |
|
$ |
841,562 |
|
|
$ |
554,301 |
|
|
$ |
271,439 |
|
|
$ |
178,094 |
|
|
$ |
179,076 |
|
|
$ |
4.56 |
|
|
-more-
9
FINANCIAL HIGHLIGHTS (Continued)
RECONCILIATION OF ADJUSTED FREE OPERATING CASH FLOW (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
September 30, |
(in thousands) |
|
2007 |
|
2006 |
|
|
|
|
|
|
|
|
|
|
Net cash flow provided by (used for) operating activities |
|
$ |
56,905 |
|
|
$ |
(18,800 |
) |
Purchases of property, plant and equipment |
|
|
(42,686 |
) |
|
|
(22,661 |
) |
Proceeds from disposals of property, plant and equipment |
|
|
2,200 |
|
|
|
483 |
|
|
|
|
Free operating cash flow |
|
|
16,419 |
|
|
|
(40,978 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
Income taxes paid during first quarter |
|
|
4,659 |
|
|
|
86,236 |
|
|
|
|
Adjusted free operating cash flow |
|
$ |
21,078 |
|
|
$ |
45,258 |
|
|
|
|
-more-
10
FINANCIAL HIGHLIGHTS (Continued)
RETURN ON INVESTED CAPITAL (Unaudited)
September 30, 2007 (in thousands, except percents)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invested Capital |
|
|
9/30/2007 |
|
|
|
6/30/2007 |
|
|
|
3/31/2007 |
|
|
|
12/31/2006 |
|
|
|
9/30/2006 |
|
|
Average |
|
|
|
Debt |
|
$ |
377,051 |
|
|
$ |
366,829 |
|
|
$ |
371,521 |
|
|
$ |
376,472 |
|
|
$ |
409,592 |
|
|
$ |
380,293 |
|
Minority interest |
|
|
19,122 |
|
|
|
17,624 |
|
|
|
16,896 |
|
|
|
15,807 |
|
|
|
15,177 |
|
|
|
16,925 |
|
Shareowners equity |
|
|
1,531,051 |
|
|
|
1,484,467 |
|
|
|
1,431,235 |
|
|
|
1,369,748 |
|
|
|
1,319,599 |
|
|
|
1,427,220 |
|
|
|
|
Total |
|
$ |
1,927,224 |
|
|
$ |
1,868,920 |
|
|
$ |
1,819,652 |
|
|
$ |
1,762,027 |
|
|
$ |
1,744,368 |
|
|
$ |
1,824,438 |
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
|
Interest Expense |
|
|
9/30/2007 |
|
|
|
6/30/2007 |
|
|
|
3/31/2007 |
|
|
|
12/31/2006 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
$ |
7,799 |
|
|
$ |
7,513 |
|
|
$ |
6,915 |
|
|
$ |
7,286 |
|
|
$ |
29,513 |
|
|
|
|
|
Securitization fees |
|
|
8 |
|
|
|
5 |
|
|
|
5 |
|
|
|
6 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense |
|
$ |
7,807 |
|
|
$ |
7,518 |
|
|
$ |
6,920 |
|
|
$ |
7,292 |
|
|
$ |
29,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,772 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
20,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income |
|
|
9/30/2007 |
|
|
|
6/30/2007 |
|
|
|
3/31/2007 |
|
|
|
12/31/2006 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Net Income, as reported |
|
$ |
34,879 |
|
|
$ |
62,093 |
|
|
$ |
51,738 |
|
|
$ |
30,051 |
|
|
$ |
178,761 |
|
|
|
|
|
Impact of German tax reform bill |
|
|
6,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,594 |
|
|
|
|
|
Electronics impairment and transaction-related
charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,213 |
|
|
|
3,213 |
|
|
|
|
|
Minority interest expense |
|
|
872 |
|
|
|
229 |
|
|
|
757 |
|
|
|
642 |
|
|
|
2,500 |
|
|
|
|
|
|
|
|
|
|
|
|
Total Income, adjusted |
|
$ |
42,345 |
|
|
$ |
62,322 |
|
|
$ |
52,495 |
|
|
$ |
33,906 |
|
|
$ |
191,068 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
211,833 |
|
|
|
|
|
Average invested capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,824,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Return on Invested Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on invested capital calculated utilizing net income, as reported is as follows: |
|
|
|
|
|
|
|
|
Net income, as reported |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
178,761 |
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
199,526 |
|
|
|
|
|
Average invested capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,824,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on Invested Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-more-
11
FINANCIAL HIGHLIGHTS (Continued)
RETURN ON INVESTED CAPITAL (Unaudited)
September 30, 2006 (in thousands, except percents)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invested Capital |
|
|
9/30/2006 |
|
|
|
6/30/2006 |
|
|
|
3/31/2006 |
|
|
|
12/31/2005 |
|
|
|
9/30/2005 |
|
|
Average |
|
|
|
Debt |
|
$ |
409,592 |
|
|
$ |
411,722 |
|
|
$ |
365,906 |
|
|
$ |
410,045 |
|
|
$ |
415,250 |
|
|
$ |
402,503 |
|
Accounts receivable securitized |
|
|
|
|
|
|
|
|
|
|
106,106 |
|
|
|
100,295 |
|
|
|
100,445 |
|
|
|
61,369 |
|
Minority interest |
|
|
15,177 |
|
|
|
14,626 |
|
|
|
18,054 |
|
|
|
16,918 |
|
|
|
18,117 |
|
|
|
16,578 |
|
Shareowners equity |
|
|
1,319,599 |
|
|
|
1,295,365 |
|
|
|
1,115,110 |
|
|
|
1,045,974 |
|
|
|
1,009,394 |
|
|
|
1,157,089 |
|
|
|
|
Total |
|
$ |
1,744,368 |
|
|
$ |
1,721,713 |
|
|
$ |
1,605,176 |
|
|
$ |
1,573,232 |
|
|
$ |
1,543,206 |
|
|
$ |
1,637,539 |
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
|
Interest Expense |
|
|
9/30/2006 |
|
|
|
6/30/2006 |
|
|
|
3/31/2006 |
|
|
|
12/31/2005 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
$ |
7,427 |
|
|
$ |
7,478 |
|
|
$ |
7,728 |
|
|
$ |
7,984 |
|
|
$ |
30,617 |
|
|
|
|
|
Securitization fees |
|
|
22 |
|
|
|
1,288 |
|
|
|
1,241 |
|
|
|
1,170 |
|
|
|
3,721 |
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense |
|
$ |
7,449 |
|
|
$ |
8,766 |
|
|
$ |
8,969 |
|
|
$ |
9,154 |
|
|
$ |
34,338 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax benefit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
25,204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income |
|
|
9/30/2006 |
|
|
|
6/30/2006 |
|
|
|
3/31/2006 |
|
|
|
12/31/2005 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Net Income, as reported |
|
$ |
30,361 |
|
|
$ |
164,196 |
|
|
$ |
32,903 |
|
|
$ |
31,087 |
|
|
$ |
258,547 |
|
|
|
|
|
Gain on divestiture of J&L |
|
|
1,045 |
|
|
|
(132,001 |
) |
|
|
|
|
|
|
|
|
|
|
(130,956 |
) |
|
|
|
|
J&L transaction-related charges |
|
|
207 |
|
|
|
2,796 |
|
|
|
1,160 |
|
|
|
|
|
|
|
4,163 |
|
|
|
|
|
Loss on divestiture of Electronics |
|
|
|
|
|
|
15,366 |
|
|
|
|
|
|
|
|
|
|
|
15,366 |
|
|
|
|
|
Tax impact of cash repatriation under AJCA |
|
|
|
|
|
|
11,176 |
|
|
|
|
|
|
|
|
|
|
|
11,176 |
|
|
|
|
|
Loss on divestiture of CPG, goodwill
impairment and transaction-related
charges |
|
|
368 |
|
|
|
(2,192 |
) |
|
|
5,030 |
|
|
|
|
|
|
|
3,206 |
|
|
|
|
|
Loss on divestiture of Presto |
|
|
|
|
|
|
1,410 |
|
|
|
8,047 |
|
|
|
|
|
|
|
9,457 |
|
|
|
|
|
Favorable resolution of tax contingencies |
|
|
|
|
|
|
(10,873 |
) |
|
|
|
|
|
|
|
|
|
|
(10,873 |
) |
|
|
|
|
Minority interest expense |
|
|
557 |
|
|
|
525 |
|
|
|
782 |
|
|
|
511 |
|
|
|
2,375 |
|
|
|
|
|
|
|
|
|
|
|
|
Total Income, adjusted |
|
$ |
32,538 |
|
|
$ |
50,403 |
|
|
$ |
47,922 |
|
|
$ |
31,598 |
|
|
$ |
162,461 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
187,665 |
|
|
|
|
|
Average invested capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,637,539 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Return on Invested Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on invested capital calculated utilizing net income, as reported is as follows: |
|
|
|
|
|
|
|
|
Net income, as reported |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
258,547 |
|
|
|
|
|
Total interest expense, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
283,751 |
|
|
|
|
|
Average invested capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,637,539 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on Invested Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-end-
12
EX-99.2
|
|
|
|
|
|
|
Investor Relations |
|
Contact: Quynh McGuire |
|
724-539-6559 |
|
|
|
Media Relations |
|
Contact: Joy Chandler |
|
724-539-4618 |
|
|
|
DATE: October 24, 2007 |
|
|
|
FOR RELEASE: Immediate |
Kennametal Announces 2-for-1 Stock Split; Increases Dividend by 14%
LATROBE, Pa., October 24, 2007 Kennametal Inc. (NYSE: KMT) today announced that its Board of
Directors has approved a split of the companys common stock on a two-for-one basis along with a
dividend increase of 14 percent.
The stock split will be effected through a stock dividend entitling each shareowner of record to
receive one additional share of common stock for every one share owned. Additional shares issued
as a result of the stock dividend will be distributed after the close of trading on December 18,
2007, to shareowners of record at the close of business on December 4, 2007. Shareowners do not
need to exchange existing stock certificates and will receive a Direct Registration Statement at
the time of the split, reflecting the newly issued shares.
Todays announcement of a stock split and dividend increase reflect the confidence of our Board of
Directors and management in Kennametals growth strategies combined with the long-term business
opportunities that lie ahead, commented Kennametal President and CEO Carlos M. Cardoso.
Additionally, we believe that the split will make our stock more attractive to a broader investor
base.
Trading of Kennametal shares on a split-adjusted basis will begin on December 19, 2007, and
guidance will be adjusted for the two-for-one stock split.
Dividend Increase
Kennametal also announced that its Board of Directors declared a quarterly cash dividend of $0.24
per share on a pre-split basis, which represents an increase of 14 percent. The dividend is
payable November 19, 2007 to shareowners of record as of the close of business on November 7, 2007.
This release contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking
statements are statements that do not relate strictly to historical or current facts. You can
identify forward-looking statements by the fact they use words such as should, anticipate,
estimate, approximate, expect, may, will, project, intend, plan, believe and
other words of similar meaning and expression in connection with any discussion of future operating
or financial performance or event. Forward looking statements in this release concern, among other
things, Kennametals anticipated date the additional shares of common stock will be distributed,
confidence in its growth opportunities, and belief that the stock split will make our stock more
attractive to a broader investor base, all of which are based on current expectations that involve
inherent risks and uncertainties. Among the factors that could cause the actual results to differ
materially from those indicated in the forward-looking statements are risks and uncertainties
related to: global and regional economic conditions; availability and cost of the raw materials we
use to manufacture our products; our ability to protect our intellectual property in foreign
jurisdictions; our foreign operations and international markets, such as currency exchange rates,
different regulatory environments, trade barriers, exchange controls, and social and political
instability; energy costs; commodity prices; competition; integrating recent acquisitions, as well
as any future acquisitions, and achieving the expected savings and synergies; business
divestitures; demands on management resources; future terrorist attacks or acts of war; labor
relations; demand for and market acceptance of new and existing products; and implementation of
restructuring plans and environmental remediation matters. Should one or more of these risks or
uncertainties materialize, or should the assumptions underlying the forward-looking statements
prove incorrect, actual outcomes could vary materially from those indicated. These and other risks
are more fully described in Kennametals latest annual report on Form 10-K and its other periodic
filings with the Securities and Exchange Commission.
Kennametal Inc. (NYSE:KMT) is a leading global supplier of tooling, engineered components and
advanced materials consumed in production processes. The company improves customers
competitiveness by providing superior economic returns through the delivery of application
knowledge and advanced technology to master the toughest of materials application demands.
Companies producing everything from airframes to coal, from medical implants to oil wells and from
turbochargers to motorcycle parts recognize Kennametal for extraordinary contributions to their
value chains. Customers buy approximately $2.4 billion annually of Kennametal products and
services delivered by our 14,000 talented employees in over 60 countries with some 50 percent of these revenues
coming from outside the United States. Visit us at www.kennametal.com. [KMT-G]