Hercules (NYSE:HPC)
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Hercules Incorporated (NYSE:HPC) today reported net income for the
quarter ended September 30, 2008 of $39.5 million, or $0.35 per diluted
share, as compared to $48.8 million, or $0.42 per diluted share, for the
third quarter of 2007.(1) Third quarter 2008 net
income included after tax transaction costs of approximately
$6.8 million, or $0.06 per diluted share, associated with the pending
Ashland transaction. In addition, third quarter 2008 net income included
an after tax gain of $3.9 million, or $0.03 per diluted share, related
to the settlement of the government’s claim
for additional response costs associated with the Vertac litigation.
Net income from ongoing operations(2) for the
third quarter of 2008 was $42.4 million, or $0.38 per diluted share,
compared to $53.4 million, or $0.46 per diluted share, in the third
quarter of 2007. The third quarter 2007 included net income of $7.4
million, or $0.05 per diluted share, related to the sale of technology.
The ongoing tax rate was approximately 23% in the third quarter of 2008
versus approximately 19% in the same period last year, or an impact of
approximately $0.02 per diluted share versus the prior year. Please
refer to Table 2 for a reconciliation of net income from ongoing
operations to reported net income.
Net sales in the third quarter of 2008 were $605.8 million, an increase
of $61.6 million or 11% from the same period last year. Volume and
pricing increased by 1% and 5%, respectively. Rates of exchange
increased sales by 5% during the quarter, while mix was neutral. The
Company’s Logos Química
acquisition in Latin America contributed $2.3 million of the sales
increase; however, gross profit from the acquisition was minimal due to
purchase accounting adjustments.
Net sales in the third quarter of 2008 increased in all major regions of
the world versus the prior year. Sales increased 6% in North America,
39% in Latin America (31% excluding the Logos Química
acquisition), 9% in Europe and 23% in Asia Pacific. Europe was lower by
6% excluding the impact of the Euro.
Reported profit from operations in the third quarter of 2008 was $63.1
million, a decrease of 24% compared with $83.3 million for the same
period in 2007.(1) Profit from ongoing
operations(2) in the third quarter of 2008 was
$77.5 million, a decrease of 8% compared with $84.2 million in the third
quarter of 2007. Excluding the sale of technology in the prior year
period, ongoing operating profit increased 1%. Please refer to Table 2
for a reconciliation of profit from ongoing operations to reported
profit from operations.
Cash flow from operations for the nine months ended September 30, 2008
was $135.2 million, including cash outflows for severance, restructuring
and other exit costs of $16.3 million. Capital spending for the nine
months ended September 30, 2008 was $74.3 million.
Interest and debt expense was $18.6 million in the third quarter of
2008, compared to $17.0 million in the third quarter of 2007, reflecting
increased interest expense from cross currency interest rate swaps and
higher rates on term debt, partially offset by lower outstanding debt
balances.
Total debt was $810.4 million at September 30, 2008, a decrease of
$6.3 million from June 30, 2008. Cash and cash equivalents were $116.7
million at September 30, 2008.
Segment Results – Ongoing Basis(2)
In the Aqualon Group, net sales increased 12% and profit from ongoing
operations increased 8% in the third quarter as compared with the third
quarter of 2007. All business units had increased sales in the third
quarter as compared to the prior year. In the aggregate, the sales
increase was driven by 1% higher volume, 6% higher prices, 1% favorable
mix, and 4% favorable rates of exchange.
Coatings and construction sales increased 10% in the third quarter of
2008 as compared to the same period of last year, due to 2% higher
volume, 5% increased pricing and 6% favorable rates of exchange,
partially offset by 3% negative product and regional mix.
Sales into the coatings markets were up 14% in the third quarter of 2008
as compared to the same period of last year. All major regions of the
world had increased sales, due in part to increased pricing. Rates of
exchange remain favorable in Europe and Asia. Volume growth continued to
be strong in Asia, primarily China. Volumes in North America also
improved, primarily due to increased sales of specialty surfactants.
Both Europe and Latin America sales volumes were essentially flat with
the prior year. Sales of specialty surfactants have continued to improve
versus the prior year every quarter since the specialty surfactant
acquisition was completed in July 2007. In addition, sales of specialty
surfactants continue to grow outside the traditional North American
markets.
Construction market sales increased 7% as compared to the third quarter
of last year. Strong growth was achieved in the Middle East and Africa.
Modest sales growth was achieved in Asia and Europe, whereas sales in
North and Latin America were lower. Pricing improvements were achieved
in most regions and product families.
Regulated industry sales increased 23% in the third quarter of 2008 as
compared to the same period of last year, primarily due to 11% higher
volume, 2% improved product mix, 6% increased pricing and 4% favorable
rates of exchange. Sales were higher in all markets. Sales increased in
the pharmaceutical, personal care and food markets by 41%, 14% and 23%,
respectively, as compared to the third quarter of last year. Growth was
achieved in all major regions of the world, except Latin America which
was modestly lower. Price increases were achieved in all markets and
most product families. Sales of the AquariusTM
film coating product line for the pharmaceutical industry have continued
to improve versus the prior year every quarter since the product launch
in mid 2007.
Energy and specialties sales increased 7% in the third quarter of 2008
as compared to the same period of last year. The increase was due to 5%
higher prices, 3% favorable rates of exchange and 4% favorable mix,
partially offset by 5% lower volume. Energy sales increased 16% while
specialties increased 1%, as compared to the prior year. Sales of energy
and specialty businesses grew in most major regions of the world, except
Asia which was essentially flat. Price increases were achieved across
most product families. Increased sales of higher priced oilfield
products improved the product mix from the prior year.
Profit from ongoing operations was 8% higher, primarily as a result of
higher volume and the associated contribution margin, increased selling
prices, lower pension expenses, and lower corporate allocated costs,
partially offset by higher raw material, transportation and utility
costs, and higher selling, general and administrative costs. Margins
were adversely impacted as price increases did not fully offset higher
raw material, freight and utility costs. Pricing increased $14.2 million
from the third quarter of last year, whereas raw material, freight and
utility costs increased $15.7 million. The recovery of cost increases
through pricing continues to improve as 90% of cost increases were
recovered in the third quarter versus 62% in the second quarter 2008 and
35% in the first quarter of 2008.
In the Paper Technologies and Ventures Group (PTV), net sales in the
third quarter increased 10% while profit from ongoing operations
decreased 34% compared with the same quarter in 2007. Excluding the sale
of technology in the prior year period, profit from ongoing operations
was down $4.8 million or 17%.
Paper Technologies sales increased 7% due to 1% higher volume, 6%
favorable rates of exchange and 3% increased price, partially offset by
3% unfavorable mix. Volumes were higher in both Latin America and Asia,
while North America was flat and Europe was lower as compared to the
third quarter of last year. The increase in both Latin America and Asia
was primarily due to growth in sales of functional chemicals. Both North
America and European volumes reflected lower sales of strength products.
Price increases were achieved in all regions, with the largest
contribution in the Americas. The favorable rates of exchange primarily
reflect the strong Euro. Sales in fast growing markets, including
Brazil, Chile, Indonesia, Russia and the Middle East, were up 37%
compared to the prior year. Sales of new products recently introduced
into the marketplace were up 36% versus the prior year and continue to
support margins.
Ventures sales increased 24% primarily due to 5% higher volume (4%
excluding the Logos Química acquisition), 8%
higher prices, 7% improved product mix, and 4% favorable rates of
exchange. Sales increased in all Ventures business units except Tolled
products: Lubricants increased 86%; Water Management increased 17%; Pulp
chemicals increased 15%; and Building and converted products increased
6%; Tolled products decreased 11%. Pricing was favorable in most Venture
businesses but especially strong in lubricants.
The decrease in profit from ongoing operations reflected higher raw
material, freight and utility costs, and increased SG&A costs (including
employees acquired in the Logos transaction), partially offset by
favorable rates of exchange, higher volume and associated contribution
margins, improved selling prices, lower corporate allocated costs, and
lower pension costs.
Price increases were $12.2 million as compared to the third quarter of
last year, while raw material, freight and utility costs increased
$19.1 million. The recovery of cost increases through pricing was down
slightly as 64% of cost increases were recovered in the third quarter
versus 69% in the second quarter 2008.
Outlook
As previously announced on July 11, 2008, the Company has entered into a
definitive merger agreement under which Ashland Inc. (Ashland) would
acquire all of the outstanding shares of the Company. The special
shareholders meeting to vote on the merger is scheduled for November 5,
2008.
Hercules manufactures and markets chemical specialties globally for
making a variety of products for home, office and industrial markets.
For more information, visit the Hercules website at www.herc.com.
This news release includes forward-looking statements, as defined in
the Private Securities Litigation Reform Act of 1995, reflecting
management's current analysis and expectations, based on what management
believes to be reasonable assumptions. The words or phrases "will
likely result," "should," "are expected to," "will continue," "is
anticipated," "expect," "estimate," "project" or similar expressions are
among those which identify forward-looking statements. Forward-looking
statements may involve known and unknown risks, uncertainties and other
factors, which may cause the actual results to differ materially from
those projected, stated or implied, depending on such factors as: the
possibility that the transaction with Ashland may not be completed,
including as a result of failure to obtain the approval of the Company’s
stockholders; the possibility that financing may not be available to
Ashland on the terms committed; and other risks that are described in
filings made by Ashland and the Company with the Securities and Exchange
Commission (SEC) in connection with the proposed transaction, the
ability to generate cash, changes resulting from ongoing reviews of tax
liabilities, ability to raise capital, ability to refinance, ability to
execute productivity improvements and reduce costs, ability to improve
margins, the success of outsourcing initiatives, ability to identify,
execute and integrate acquisitions, ability to execute divestitures,
ability to complete transactions, ability to increase prices, business
climate, business performance, changes in tax laws or regulations and
related liabilities, changes in tax rates, economic and competitive
uncertainties, higher raw material, manufacturing, freight and utility
costs, reduced level of customer orders, changes in strategies, risks in
developing new products and technologies, risks in developing new market
opportunities or expanding capacity, environmental and safety
regulations and clean-up costs, the impact of adverse events relating to
the operation of the Company's facilities and to the transportation and
storage of hazardous materials (including equipment malfunction,
explosions, fires, spills, and the effects of severe weather
conditions), foreign exchange rates, asset dispositions, the impact of
changes in the value of pension fund assets and liabilities, changes in
generally accepted accounting principles, adverse legal and regulatory
developments, including increases in the number or financial exposures
of claims, lawsuits, settlements or judgments, the financial capacity of
settling insurers, the impact of increased accruals and reserves for
such exposures, the outcome of litigation and appeals, and adverse
changes in economic and political climates around the world, including
terrorist activities, international hostilities and potential natural
disasters. Accordingly, there can be no assurance that the
Company will meet future results, performance or achievement, expressed
or implied by such forward-looking statements, reactivate stock
repurchases or continue the payment of dividends. As appropriate,
additional factors are contained in reports filed by the Company with
the Securities and Exchange Commission. This paragraph is included to
provide safe harbor for forward-looking statements, which are not
generally required to be publicly revised as circumstances change, and
which the Company does not intend to update.
ADDITIONAL INFORMATION
In connection with the proposed transaction, Ashland and the Company
have filed documents with the SEC, including a registration statement on
Form S-4 filed by Ashland on September 29, 2008, and a related
definitive proxy statement/prospectus filed by the Company on October 3,
2008 and mailed to investors and security holders on or about October 6,
2008. Investors and security holders are urged to read the
registration statement on Form S-4 and the related definitive
proxy/prospectus. Investors and security holders may obtain free
copies of these documents and other documents filed with the SEC by
contacting Ashland Investor Relations at (859) 815-4454 or Hercules
Investor Relations at (302) 594-7151. Investors and security
holders may also obtain free copies of the documents filed with the SEC
on Ashland’s Investor Relations website at www.ashland.com/investors
or the Company’s website at www.herc.com
or the SEC’s website at www.sec.gov.
The Company and its directors and executive officers are deemed
participants in the solicitation of proxies from the stockholders of the
Company in connection with the proposed transaction. Information
regarding the special interests of these directors and executive
officers in the proposed transaction has been included in the proxy
statement/prospectus described above. Additional information
regarding the directors and executive officers of the Company is also
included in the Company’s proxy statement for
its 2008 Annual Meeting of Stockholders, which was filed with the SEC on
March 19, 2008. These documents are available free of charge at
the SEC’s web site at www.sec.gov
and from Investor Relations at Ashland and the Company as described
above.
HERCULES INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in millions, except per share data)
(Unaudited)
Table 1
THREE MONTHSENDED SEPT. 30
NINE MONTHSENDED SEPT. 30
2008
2007(1)
2008
2007(1)
Net sales
$
605.8
$
544.2
$
1,776.7
$
1,595.5
Cost of sales
421.3
358.0
1,215.8
1,040.2
Selling, general and administrative expenses
93.5
84.1
286.7
252.3
Research and development
10.9
11.0
33.4
32.4
Intangible asset amortization
2.7
2.4
8.0
6.1
Other operating expense, net
14.3
5.4
27.1
26.1
Profit from operations
63.1
83.3
205.7
238.4
Interest and debt expense
18.6
17.0
53.6
52.0
Other expense, net
0.1
4.9
15.9
42.9
Income before income taxes and equity income
44.4
61.4
136.2
143.5
Provision (benefit) for income taxes
6.4
14.9
30.5
(26.1
)
Income before minority interests and equity income
38.0
46.5
105.7
169.6
Minority interests in losses (earnings) of consolidated subsidiaries
—
0.3
0.9
(0.7
)
Equity income of affiliated companies, net of tax
1.6
1.0
0.5
0.5
Net income from continuing operations before discontinued operations
39.6
47.8
107.1
169.4
Net income (loss) from discontinued operations, net of tax(4)
(0.1
)
1.0
25.8
1.0
Net income
39.5
48.8
132.9
170.4
Basic earnings per share:
Continuing operations
$
0.35
$
0.42
$
0.96
$
1.48
Discontinued operations
—
0.01
0.23
0.01
Net income
$
0.35
$
0.43
$
1.19
$
1.49
Weighted average # of basic shares (millions)
111.4
114.4
111.6
114.4
Diluted earnings per share:
Continuing operations
$
0.35
$
0.41
$
0.96
$
1.47
Discontinued operations
—
0.01
0.23
0.01
Net income
$
0.35
$
0.42
$
1.19
$
1.48
Weighted average # of diluted shares (millions)
112.1
115.2
112.2
115.1
Dividends declared per share
$
0.05
$
0.05
$
0.15
$
0.05
Income before income taxes and equity income
$
44.4
$
61.4
$
136.2
$
143.5
Interest and debt expense
18.6
17.0
53.6
52.0
EBIT(2)
63.0
78.4
189.8
195.5
Depreciation and amortization, net of amortization of debt
issuance costs
22.6
27.2
75.4
80.3
EBITDA(2)
$
85.6
$
105.6
$
265.2
$
275.8
(Unaudited)
Table 1 (continued)
SEGMENT DATA(Dollars in millions)
THREE MONTHSENDED SEPT. 30
NINE MONTHSENDED SEPT. 30
2008
2007(1)
2008
2007(1)
Net Sales By Segment(3)
Paper Technologies
$
240.6
$
225.9
$
701.2
$
674.7
Ventures
76.3
61.3
228.6
184.0
Paper Technologies & Ventures Group
$
316.9
$
287.2
$
929.8
$
858.7
Coatings & Construction
$
141.9
$
128.5
$
414.8
$
358.7
Regulated
71.5
58.0
214.6
182.1
Energy & Specialties
75.5
70.5
217.5
196.0
Aqualon Group
$
288.9
$
257.0
$
846.9
$
736.8
TOTAL
$
605.8
$
544.2
$
1,776.7
$
1,595.5
Profit (Loss) From Operations By Segment
Paper Technologies & Ventures Group
$
23.0
$
40.2
$
76.6
$
105.6
Aqualon Group
57.4
55.7
162.0
170.5
Corporate
(17.3
)
(12.6
)
(32.9
)
(37.7
)
TOTAL
$
63.1
$
83.3
$
205.7
$
238.4
(Unaudited)
Table 2Reconciliation
to Ongoing Operations
THREE MONTHSENDED SEPT. 30, 2008
THREE MONTHSENDED SEPT. 30, 2007(1)
(Dollars in millions, except per share)
NET INCOME(LOSS)
DILUTED EPS
PROFIT FROMOPERATIONS
EBITDA
NET INCOME(LOSS)
DILUTED EPS
PROFIT FROMOPERATIONS
EBITDA
From Table 1
$
39.5
$
0.35
$
63.1
$
85.6
$
48.8
$
0.42
$
83.3
$
105.6
Discontinued operations, net of tax(4)
0.1
—
—
—
(1.0
)
(0.01
)
—
—
Vertac matters
(3.9
)
(0.03
)
—
(5.9
)
0.7
0.01
—
1.0
Legal accruals and settlements(5)
0.1
—
—
0.2
0.4
—
—
0.6
Severance and restructuring costs
1.4
0.01
2.2
2.2
5.1
0.05
7.8
7.8
Asset impairments/ Accelerated depreciation
0.8
0.01
1.3
1.1
2.3
0.02
3.5
—
Pension accounting change pre LDI implementation(1)
—
—
—
—
(6.8
)
(0.06
)
(10.4
)
(10.4
)
Gain on asset dispositions
—
—
—
—
(2.0
)
(0.02
)
(0.5
)
(3.0
)
Loss on sale of FiberVisions
—
—
—
—
2.8
0.03
—
2.8
Ashland transaction costs(10)
6.8
0.06
10.4
10.4
—
—
—
—
Other(6)
0.4
—
0.5
0.6
0.6
—
0.5
0.9
Subtotal adjustment items(7)
5.7
0.05
14.4
8.6
2.1
0.02
0.9
(0.3
)
Tax adjustment to the ongoing effective tax rate(8)
(2.8
)
(0.02
)
—
—
2.5
0.02
—
—
Ongoing Operations(2)
$
42.4
$
0.38
$
77.5
$
94.2
$
53.4
$
0.46
$
84.2
$
105.3
(Unaudited)
Table 3Reconciliation
to Ongoing Operations
NINE MONTHSENDED SEPT. 30, 2008
NINE MONTHSENDED SEPT. 30, 2007(1)
(Dollars in millions, except per share)
NET
INCOME
(LOSS)
DILUTED
EPS
PROFIT
FROM
OPERATIONS
EBITDA
NET
INCOME
(LOSS)
DILUTED
EPS
PROFIT
FROM
OPERATIONS
EBITDA
From Table 1
$
132.9
$
1.19
$
205.7
$
265.2
$
170.4
$
1.48
$
238.4
$
275.8
Discontinued operations, net of tax(4)
(25.8
)
(0.23
)
—
—
(1.0
)
(0.01
)
—
—
Vertac matters
(3.6
)
(0.03
)
—
(5.4
)
13.0
0.11
—
20.0
ABL settlement
—
—
—
—
8.4
0.07
—
13.0
Gain on asset dispositions
—
—
—
—
(4.6
)
(0.04
)
(4.6
)
(7.1
)
Legal accruals and settlements(5)
1.1
0.01
—
1.7
1.2
0.01
—
1.8
Severance and restructuring costs
6.6
0.06
10.2
10.2
14.7
0.13
22.6
22.6
Asset impairments/ Accelerated depreciation
4.3
0.03
6.6
1.7
7.1
0.06
10.9
—
Pension accounting change pre LDI implementation(1)
—
—
—
—
(20.2
)
(0.17
)
(31.1
)
(31.1
)
Loss on sale of FiberVisions
—
—
—
—
2.5
0.02
—
2.5
Ashland transaction costs(10)
6.8
0.06
10.4
10.4
—
—
—
—
Other(6)
3.6
0.03
1.8
5.6
1.9
0.02
1.1
2.9
Subtotal adjustment items(7)
(7.0
)
(0.07
)
29.0
24.2
23.0
0.20
(1.1
)
24.6
Tax adjustment to the ongoing effective tax rate(8)
(1.0
)
(0.01
)
—
—
(58.5
)
(0.51
)
—
—
Ongoing Operations(2)
$
124.9
$
1.11
$
234.7
$
289.4
$
134.9
$
1.17
$
237.3
$
300.4
(Unaudited)
Table 4Reconciliation
to Ongoing Operations By Business Segment
THREE MONTHSENDED SEPT. 30, 2008
(Dollars in millions)
PAPER
TECHNOLOGIES &
VENTURES GROUP
AQUALON
GROUP
CORPORATE
ITEMS /
FIBERVISIONS
TOTAL
HERCULES
Profit from Operations
$
23.0
$
57.4
($17.3
)
$
63.1
Severance, restructuring and other exit costs
0.3
(0.7
)
2.6
2.2
Asset impairments and accelerated depreciation
—
—
1.3
1.3
Ashland transaction costs(10)
—
—
10.4
10.4
Other(6)
0.2
0.2
0.1
0.5
Subtotal adjustment items
0.5
(0.5
)
14.4
14.4
Profit from Ongoing Operations(2)
$
23.5
$
56.9
($2.9
)
$
77.5
(Unaudited)
Table 5Reconciliation
to Ongoing Operations By Business Segment
THREE MONTHSENDED SEPT. 30, 2007(1)
(Dollars in millions)
PAPER
TECHNOLOGIES &
VENTURES GROUP
AQUALON
GROUP
CORPORATE
ITEMS /
FIBERVISIONS
TOTAL
HERCULES
Profit from Operations
$
40.2
$
55.7
($12.6
)
$
83.3
Severance, restructuring and other exit costs
1.2
1.8
4.8
7.8
Asset impairments and accelerated depreciation
(0.1
)
—
3.6
3.5
Gain on asset dispositions
—
—
(0.5
)
(0.5
)
Pension accounting change pre LDI implementation(1)
(5.6
)
(4.8
)
—
(10.4
)
Other(6)
—
—
0.5
0.5
Subtotal adjustment items
(4.5
)
(3.0
)
8.4
0.9
Profit from Ongoing Operations(2)
$
35.7
$
52.7
($4.2
)
$
84.2
(Unaudited)
Table 6Reconciliation
to Ongoing Operations By Business Segment
NINE MONTHSENDED SEPT. 30, 2008
(Dollars in millions)
PAPER
TECHNOLOGIES &
VENTURES GROUP
AQUALON
GROUP
CORPORATE
ITEMS /
FIBERVISIONS
TOTAL
HERCULES
Profit from Operations
$
76.6
$
162.0
($32.9
)
$
205.7
Severance, restructuring and other exit costs
2.5
(0.3
)
8.0
10.2
Asset impairments and accelerated depreciation
—
—
6.6
6.6
Ashland transaction costs(10)
—
—
10.4
10.4
Other(6)
1.1
0.2
0.5
1.8
Subtotal adjustment items
3.6
(0.1
)
25.5
29.0
Profit from Ongoing Operations(2)
$
80.2
$
161.9
($7.4
)
$
234.7
(Unaudited)
Table 7Reconciliation
to Ongoing Operations By Business Segment
NINE MONTHSENDED SEPT. 30, 2007(1)
(Dollars in millions)
PAPER
TECHNOLOGIES &
VENTURES GROUP
AQUALON
GROUP
CORPORATE
ITEMS /
FIBERVISIONS
TOTAL
HERCULES
Profit from Operations
$
105.6
$
170.5
($37.7
)
$
238.4
Severance, restructuring and other exit costs
1.9
2.2
18.5
22.6
Asset impairments and accelerated depreciation
0.2
—
10.7
10.9
Gain on asset dispositions
—
—
(4.6
)
(4.6
)
Pension accounting change pre LDI implementation(1)
(16.8
)
(14.3
)
—
(31.1
)
Other(6)
—
—
1.1
1.1
Subtotal adjustment items
(14.7
)
(12.1
)
25.7
(1.1
)
Profit from Ongoing Operations(2)
$
90.9
$
158.4
($12.0
)
$
237.3
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in millions)
(Unaudited)
Table 8
SEPT. 302008
DEC. 312007(1)
Assets
Current assets
Cash and cash equivalents
$
116.7
$
116.5
Accounts receivable, net
421.5
366.8
Inventories
243.1
224.0
Income tax receivable
24.7
20.2
Other current assets
67.2
86.8
Total current assets
873.2
814.3
Property, plant and equipment, net
687.2
660.0
Other assets
1,161.0
1,204.1
Total assets
$
2,721.4
$
2,678.4
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable
$
236.6
$
222.0
Other current liabilities
246.3
258.5
Vertac obligations
14.5
20.0
Current debt obligations
49.6
33.7
Total current liabilities
547.0
534.2
Long-term debt
760.8
762.3
Other liabilities
819.8
881.8
Total liabilities
2,127.6
2,178.3
Minority interests
21.2
22.1
Total stockholders' equity
572.6
478.0
Total liabilities and stockholders' equity
$
2,721.4
$
2,678.4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in millions)
(Unaudited)
Table 9
NINE MONTHSENDED SEPT. 30
2008
2007(1)
Cash Flows from Operating Activities:
Net income
$
132.9
$
170.4
Adjustments to reconcile net income to cash provided by
operations:
Depreciation and amortization
75.9
82.0
Deferred income tax provision and income taxes payable
25.8
149.1
Investment dilution and loss on sale of 51% interest in FiberVisions
—
2.5
Other noncash charges and credits
6.9
(0.5
)
Working capital, net(9)
(63.8
)
(135.5
)
Asbestos-related assets and liabilities, net
8.1
46.8
Pension and postretirement benefits
(5.7
)
(40.9
)
Non-current assets and liabilities, net
(44.9
)
(26.4
)
Net cash provided by operating activities
135.2
247.5
Cash Flows from Investing Activities:
Capital expenditures
(74.3
)
(77.8
)
Proceeds from sale of 51% interest in FiberVisions, net of
transaction costs
—
(1.2
)
Acquisitions and investments, net
(21.6
)
(16.2
)
Proceeds from fixed asset disposals/other
2.9
13.6
Net cash used in investing activities
(93.0
)
(81.6
)
Cash Flows from Financing Activities:
Long-term debt proceeds
—
3.9
Debt repayments and change in short term debt
8.0
(184.1
)
Repurchase of common stock
(38.1
)
(22.8
)
Dividends paid
(16.5
)
—
Proceeds from exercise of stock options / other
3.1
8.2
Net cash used in financing activities
(43.5
)
(194.8
)
Effect of exchange rate changes on cash
1.5
5.7
Net increase (decrease) in cash and cash equivalents
0.2
(23.2
)
Cash and cash equivalents at beginning of period
116.5
171.8
Cash and cash equivalents at end of period
116.7
148.6
NOTES:
(1) Effective January 1, 2008, the
Company has changed its method of accounting for its qualified
defined-benefit pension plans in the United States ("U.S.") and
the United Kingdom ("U.K."). The change in accounting method and
related timing coincides with the completion of a shift in the
assets of the Company's U.S. plan in connection with the
implementation of a liability-driven investing strategy ("LDI").
The change has been applied retrospectively to all prior years. In
addition, the quarterly results for the periods included in the
year ended December 31, 2007 have been adjusted. The Company's web
site contains the adjusted financial data for the aforementioned
periods. The change encompasses: (a) the basis for the
determination of the "market-related value" of plan assets from a
smoothed value to the "fair value" and (b) a reduction in the
amortization period for gains and losses in excess of the
"corridor" from a period representing the average remaining
service period of active employees to immediate recognition in the
subsequent year (i.e., a 1-year amortization period).
(2) Ongoing operations, profit from
ongoing operations, net income from ongoing operations, EBIT and
EBITDA, wherever used herein, are non-GAAP financial measures. The
ongoing operations include Paper Technologies and Ventures and the
Aqualon Group. Results from ongoing operations exclude impairment
charges and accelerated depreciation/amortization for certain
facilities within these businesses that will have no further
operating impact, severance, restructuring and other exit costs,
Ashland transaction costs, litigation against and settlements with
the Company's insurance carriers, and legal accruals, settlements
and other charges related to divested businesses. Please refer to
Tables 2, 3, 4, 5, 6 and 7 for the reconciliation of reported to
ongoing operations for the quarter and nine months ended September
30, 2008 and 2007.
EBIT is calculated as net income before income taxes plus interest
and debt expense. EBITDA is calculated as net income before income
taxes plus interest and debt expense, depreciation and amortization,
net of amortization of debt issuance costs.
EBIT and EBITDA are measures commonly used by the capital markets to
value enterprises. Interest, taxes, depreciation and amortization
can vary significantly between companies due in part to differences
in accounting policies, tax strategies, levels of indebtedness and
interest rates. Excluding these items provides insight into the
underlying results of operations and facilitates comparisons between
Hercules and other companies. In addition, EBITDA is considered a
reasonable approximation of gross cash flow and is one of the
measures used for determining debt covenant compliance. Management
believes that EBIT and EBITDA information is useful to investors for
these reasons. This measurement is not recognized in accordance with
GAAP and should not be viewed as an alternative to GAAP measures of
performance.
(3) Net sales by segment have been
realigned to the current organizational structure.
(4) Income associated with the final
resolution of a tax indemnification for a divested business.
(5) These accruals and settlements
exclude asbestos and Vertac litigation matters and are primarily
attributable to divested businesses.
(6) Other primarily includes gains and
losses related to formerly divested businesses and other costs.
(7) Adjustment items have been tax
effected at the U.S. federal statutory tax rate of 35% for 2008
and 2007, except the loss on the sale of FiberVisions. Valuation
allowances have been established on this capital loss.
Additionally, the related earnings per share impacts are based
upon diluted shares totaling 112.1 million and 115.2 million for
the three months ended September 30, 2008 and 2007, respectively
and 112.2 million and 115.1 million shares for the nine months
ended September 30, 2008 and 2007, respectively.
(8) The 2007 adjustment is principally
due to the resolution of the remaining IRS audit issues for the
years 1993-2003.
(9) The nine months ended September 30,
2007 includes $124.5 million paid to the United States in
settlement of the Vertac judgment, partially offset by an accrual
of $19.8 million for additional response costs including accrued
interest not yet paid.
(10) Ashland transaction costs primarily
include third party legal and investment banking fees associated
with the Company's pending acquisition by Ashland Inc.