Releases 2013 Audited Annual Results, Reports on Results of Special Committee Forensic Review and Announces Dividend

Releases 2013 Audited Annual Results, Reports on Results of Special Committee Forensic Review and Announces Dividend
  
 

TORONTO, ONTARIO--(Marketwired - Mar 31, 2014) - Martinrea International Inc. (TSX:MRE), a leader in the production of quality metal parts, assemblies and modules and fluid management systems focused primarily on the automotive sector, announced today the release of its financial results for the year and fourth quarter ended December 31, 2013. The Company also reported on the results of the previously announced Special Committee forensic review and announced a quarterly dividend.

OVERVIEW

Nick Orlando, Martinrea's President and Chief Executive Officer, stated: "The year 2013 was another year of building our company and our business at Martinrea. For the third consecutive year, we enjoyed record revenues. Our adjusted earnings and adjusted earnings per share were the highest in our history. We expanded our business and our workforce so that now we have over 13,000 people in 38 plants in many areas of the globe to serve our customers. We launched business in our first plant in China - Martinrea Fluids Anting, and we broke ground in building our first Martinrea Honsel facility in China. We continued to invest in and build up the value of our assets and it is clear to us that our investment in Martinrea Honsel has been a rousing success."

Mr. Orlando added: "In terms of our fourth quarter, we had some good results in many divisions and in Martinrea Honsel, which had its best quarter to date. At the same time, we had some operational issues and launch costs in several of our plants, which cost us. All in all, it made our fourth quarter a disappointment from a financial point of view. In terms of business won, we secured replacement business from a variety of sources amounting to $150 million in annualized revenue including: the replacement Pentastar aluminum engine block for Chysler in Mexico starting in 2016 as well as incremental machining business, various metallic assemblies for Nissan in the U.S. starting in 2015 and the replacement front and rear engine cradle for GM's E2XX platform currently being manufactured in our Hopkinsville, Kentucky facility starting in 2015. The Company is also launching approximately $250 million in annualized business over the next twelve months including: the Ford Transit, Chrysler 200, Lincoln version of the Ford Escape, VW Golf, 2.3L Ford engine block, Ford Edge and GM's small pick-up platform.

Fred Di Tosto, Martinrea's Chief Financial Officer, stated: "Revenues for our fourth quarter, excluding $73 million in tooling revenues, were approximately $786 million, above our quarterly sales guidance previously provided and record fourth quarter revenues for us. In the fourth quarter of 2013, our adjusted earnings per share, on a basic and diluted basis, was $0.17, after adjusting for year-end asset write-downs and other costs related to our facility in Hopkinsville, Kentucky and litigation costs. The quarter proved to be a difficult one for the Company. Operational issues encountered in Hopkinsville, and launch costs on several upcoming programs impacted the results for the quarter. These costs are expected to subside, and overall margin improve, as the upcoming new programs come online and as operational improvements in Hopkinsville are made. Operations in Hopkinsville are currently stable and the plant is focusing its attention on cost reduction and improving productivity. On a positive note, our Martinrea Honsel operations continued its strong performance during the fourth quarter. The Martinrea Honsel operations contributed $0.10 per share to our fourth quarter results, an increase over the third quarter of 2013, where the operations generated $0.07 in earnings per share, and fourth quarter of 2012, where the operations generated $0.01 in earnings per share. The Martinrea Honsel operations generally benefitted from higher revenues, some of which was from new incremental aluminum business with Jaguar LandRover, and ongoing productivity and efficiency improvements at certain facilities, in particular in Germany. As a result of the strong performance of Martinrea Honsel, the value of the put option on the Company's balance sheet increased by $67 million during the year to $154 million as at December 31, 2013, demonstrating the significant increase in the value of the Martinrea Honsel business since it was acquired. Martinrea Honsel is expected to continue to be a strong contributor to the overall business."

Rob Wildeboer, Martinrea's Executive Chairman, stated: "While 2013 overall was a good year for us, we look forward to the future. Focus will be on operational and financial improvement across the company over time, good capital allocation decisions, and prudent, profitable growth. We have to be very careful selling our capacity now that many of our plants are more full than they used to be, and our capital allocation decisions and quoting have become more focused and disciplined. Our first quarter is expected to generate revenues for the quarter (excluding tooling revenues) in the range of $820 million to $840 million, and we believe our earnings per share will be in the range of 19 to 22 cents per share. January was a weak month from a financial point of view as we experienced some shutdown activity as customers adjusted their inventory levels and the Hopkinsville operational issues extended into January. February and March were stronger months, and the second quarter is looking to be a good one for us, but we will update our expectations at the time of releasing our first quarter results. As we announce our year end results, we want to thank our people who have worked so very hard for our company in 2013. It was a very busy year for all of us; we are exceedingly proud of our team."

REPORT OF THE SPECIAL COMMITTEE

On September 26, 2013, Nat Rea and another person issued a claim against Martinrea and certain of its directors and executives. The allegations suggest, in essence, that by reason of the conduct of certain members of management, including past senior management, the Company's disclosures had not been accurate, and that members of management had breached duties owed to the Company, which if verified, would have impacted the Company's previously issued financial statements.

Although there was reason to question both the merit and the motivation of the allegations, the Board of Directors constituted an independent committee in November, 2013, comprising Scott Balfour and Fred Olson (the "Special Committee"), to supervise an investigation into the allegations and the response to such litigation and related matters. The Special Committee engaged both independent legal counsel and an independent financial/accounting adviser. The Special Committee's independent financial/accounting adviser, PricewaterhouseCoopers, was retained with a mandate to conduct a detailed forensic investigation into the matters raised in the litigation.

Separately, and during the course of the Special Committee review, an issue was identified by management with respect to the accuracy of the results reported by one particular plant (Hydroform Solutions) incorporated in previously issued financial statements. The existence of this issue was publicly disclosed by the Company on December 18, 2013. A review of this issue was added to the Special Committee's mandate.

The Special Committee approved, prioritized and supervised a detailed work plan for PwC in addressing the allegations and the Hydroform Solutions issue. PwC worked in cooperation with the Company's auditors, KPMG, which attended the substantial majority of the Special Committee's meetings with PwC for at least a portion of such meetings. The Special Committee considers that PwC and KPMG worked together in a cooperative and constructive manner that enabled the work to proceed on an efficient basis. PwC has also informed the Special Committee of the good cooperation of the Company and its existing and former employees in the course of its review, including the willingness of the CEO, and certain third party entities primarily named in the Rea litigation, to share and review their personal financial records.

The retainer of PwC included a review of and recommendations for improvement of processes and internal control systems, which recommendations have been or are in the process of being implemented.

The work performed by PwC fully included the scope of review that PwC recommended. PwC's investigation included multiple interviews with numerous staff executives and third parties, and an extensive examination of financial and non financial records and documents. The investigation included a review of more than 160,000 electronic documents responsive to key words applicable to the investigation, from a population of over 6 million items, which were prioritized and escalated to the Special Committee as appropriate to ensure a comprehensive investigation into the claims and to develop an accurate determination and assessment of the facts.

The Special Committee met with PwC on 19 occasions in the period since December 16, 2013. In the latter meetings PwC provided verbal reports of its findings and conclusions based on the substantial work they have completed. The retainer of PwC will continue with respect to the litigation. As such its conclusions must be subject to reevaluation if additional information arises.

Based on the comprehensive work done to date, the Special Committee and the Audit Committee have advised the Board of Directors, and the Board of Directors has determined after full review and discussion that:

1. it is appropriate to approve the Company's financial statements as prepared by management and audited by KPMG for the year ended December 31, 2013, and
2. it is not necessary to alter the previous public statements as to the fair presentation of the financial position of the Company within limits of materiality in any prior year.

The review conducted by PwC did not rely upon the report of Suleiman Rashid dated September 26, 2011 (the "Rashid Report"), but rather was an independent consideration of subjects considered in the Rashid Report (and additional subjects) on a full forensic basis. The conclusions reached by PWC on the subjects considered in the Rashid Report are entirely consistent with those expressed in the Rashid Report.

As a result of the Special Committee's review the Board of Directors has determined that:

1. The Company does not intend to change any aspect of its position in the litigation initiated by Nat Rea as set forth in its Statement of Defence and Counterclaim;
2. The Company has adopted or is in the process of adopting all of the additional or enhanced control procedures recommended by PwC and the Special Committee, as further disclosed in the Company's 2013 MD&A;
3. The Company has terminated the employment of the former Controller of the Hydroform Solutions plant;
4. The Company will recover the excess incentive payments based on the originally reported Hydroform Solutions results to existing executives and the former CEO, and additionally intends to seek recovery of such amounts paid to Mr. Rea;
5. While not material to the Company's financial reports, the Company will recover $246,100, plus interest thereon, of payments which were made by the Company but that the Company is treating as appropriately the responsibility of the Company's former CEO. The former CEO's contract with the Company has terminated, and the foregoing recovery will be made from amounts already withheld;
6. PwC will be in a position to provide an expert report should the matter proceed to trial including new information, if any, generated in the pre-trial procedures; and
7. The issue of responsibility for the costs incurred by the Company to respond to the litigation, and to reinforce and reconfirm the earlier conclusions of the Rashid Report, will be included by the Company as part of its counterclaim against Rea.

RESULTS OF OPERATIONS

Martinrea currently employs over 13,000 skilled and motivated people in 38 plants in Canada, the United States, Mexico, Brazil, Europe, and China. All amounts in this press release are in Canadian dollars, unless otherwise stated; and all tabular amounts are in thousands of Canadian dollars, except earnings per share and number of shares. Additional information about the Company, including the Company's Management Discussion and Analysis of Operating Results and Financial Position for the year and fourth quarter ended December 31, 2013 ("MDA") dated as of March 30, 2014, the Company's audited consolidated financial statements for the year ended December 31, 2013 (the "audited consolidated financial statements") and the Company's Annual Information Form dated March 30, 2014 for the financial year ended December 31, 2013, can be found at www.sedar.com.

Non-IFRS Measures

The Company prepares its financial statements in accordance with International Financial Reporting Standards ("IFRS"). However, the Company has included certain non-IFRS financial measures and ratios in this press release that the Company believes will provide useful information in measuring the financial performance and financial condition of the Company. These measures do not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similarly titled measures presented by other publicly traded companies, nor should they be construed as an alternative to the other financial measures determined in accordance with IFRS. Non-IFRS measures referred to in the analysis include "adjusted net earnings", and "adjusted net earnings per share on a basic and diluted basis" and are defined in Tables A and B under "Adjustments to Net Income" of this press release.

Explanatory Note Regarding the Correction of Prior Period Immaterial Errors

The Company has revised its consolidated financial statements for the year ended December 31, 2012 and the related note disclosures. The financial statements were revised to correct for certain errors made in prior years. The Company has concluded that these errors are immaterial to the previously issued financial statements and has retrospectively revised the comparative amounts in the consolidated financial statements for the year ended December 31, 2013. See note 3 of the consolidated financial statements for the year ended December 31, 2013 for further information on the nature of the errors and corresponding quantitative impact on the consolidated balance sheet as at December 31, 2012 and consolidated statements of operations, comprehensive income and cash flows for the year ended December 31, 2012.

REVENUE

Three months ended December 31, 2013 to three months ended December 31, 2012 comparison

		Three months ended December 31, 2013		Three months ended December 31, 2012	$ Change	% Change
North America	$	670,540	$	566,200	104,340	18.4	%
Europe		173,420		127,246	46,174	36.3	%
Rest of World		14,664		12,154	2,510	20.7	%
Revenue	$	858,624	$	705,600	153,024	21.7	%

The Company's consolidated revenues for the fourth quarter of 2013 increased by $153.0 million or 21.7% to $858.6 million as compared to $705.6 million for the fourth quarter of 2012. Revenues increased year-over-year across all operating segments.

Revenues for the fourth quarter of 2013 in the Company's North America operating segment increased by $104.3 million or 18.4% to $670.5 million from $566.2 million for the fourth quarter of 2012. The increase was generally due to an overall increase in North American OEM light vehicle production, the launch of new programs during or subsequent to the fourth quarter of 2012, including the Ford Fusion, GM full size pick-up trucks and Chevrolet Impala, a $24.8 million increase in tooling revenues, which is typically dependent on the timing of tooling construction and final inspection and acceptance by the customer, and the impact of foreign exchange on the translation of U.S. denominated production revenue, which had a positive impact on revenue for the fourth quarter of 2013 of $25.3 million as compared to the fourth quarter of 2012.

Revenues for the fourth quarter of 2013 in the Company's Europe operating segment, comprised predominantly of the European operations of Martinrea Honsel, increased by $46.2 million or 36.3% to $173.4 million from $127.2 million for the fourth quarter of 2012. The increase was due to the launch of new incremental aluminum business with Jaguar LandRover at the end of 2012, including a sub-frame and shock towers for the new Range Rover Sport, an overall year-over-year increase in European OEM light vehicle production, an $11.0 million increase in tooling revenues, a $13.6 million benefit from the impact of foreign exchange on the translation of Euro denominated production revenue and year-over-year increased production revenues in the Company's plant in Slovakia, which continues to ramp-up and launch its backlog of business.

Revenues for the fourth quarter of 2013 in the Company's Rest of World operating segment, currently comprised of the Brazilian operations of Martinrea Honsel and a start-up facility in China in its early stages, increased by $2.5 million or 20.7% to $14.7 million as compared to $12.2 million for the fourth quarter of 2012. The increase can be attributed to the launch of the Company's first product in China for the Ford CD4 program, which began to ramp up at the end of the second quarter of 2013. The increase in revenues in the Rest of World operating segment would have been higher had it not been for the translation of Brazilian denominated revenue which had a negative impact on revenue for the fourth quarter of 2013 of $0.5 million as compared to the fourth quarter of 2012.

Overall tooling revenues increased by $35.8 million from $36.6 million for the fourth quarter of 2012 to $72.4 million for the fourth quarter of 2013.

Year ended December 31, 2013 to year ended December 31, 2012 comparison

		Year ended December 31, 2013		Year ended December 31, 2012	$ Change	% Change
North America	$	2,523,697	$	2,297,818	225,879	9.8	%
Europe		631,184		547,289	83,895	15.3	%
Rest of World		67,000		55,897	11,103	19.9	%
Revenue	$	3,221,881	$	2,901,004	320,877	11.1	%

The Company's revenues for the year ended December 31, 2013 increased by $320.9 million or 11.1% to $3,221.9 million as compared to $2,901.0 million for the year ended December 31, 2012. Revenues increased year-over-year across all operating segments.

Revenues for the year ended December 31, 2013 in the Company's North America operating segment increased by $225.9 million or 9.8% to $2,523.7 million from $2,297.8 million for the year ended December 31, 2012. Revenues in North America for the year ended December 31, 2013 were negatively impacted by a $31.1 million year-over-year decrease in tooling revenues, which are typically dependent on the timing of tooling construction and final inspection and acceptance by the customer. Excluding tooling revenues, revenues in the North America operating segment increased by $257.0 million. The increase was generally due to overall improved OEM North American light vehicle production, the launch of new programs during or subsequent to 2012, including the Ford Escape and Fusion, GM full size pick-up trucks and Chevrolet Impala, and a $41.4 million benefit from the impact of foreign exchange on the translation of U.S. dollar denominated production revenue.

Revenues for the year ended December 31, 2013 in the Company's Europe operating segment, comprised predominately of the European operations of Martinrea Honsel, increased by $83.9 million or 15.3% to $631.2 million from $547.3 million for the year ended December 31, 2012. The increase was due to the launch of new incremental aluminum business with Jaguar LandRover at the end of 2012, including a sub-frame and shock towers for the new Range Rover Sport, an overall year-over-year increase in European OEM light vehicle production, a $32.0 million increase in tooling revenues, a $27.7 million benefit from the impact of foreign exchange on the translation of Euro denominated production revenue and year-over-year increased production revenues in the Company's plant in Slovakia, which continues to ramp-up and launch its backlog of business.

Revenues for the year ended December 31, 2013 in the Company's Rest of World operating segment increased by $11.1 million or 19.9% to $67.0 million from $55.9 million for the year ended December 31, 2012. The increase can be attributed to the launch of the Company's first product in China for the Ford CD4 program, which began to ramp up at the end of the second quarter of 2013, and a year-over-year increase in tooling revenues of $6.4 million. The increase in revenues in the Rest of World operating segment would have been higher had it not been for the translation of Brazilian Real denominated production revenue which had a negative impact on revenue for the year ended December 31, 2013 of $3.7 million as compared to the year ended December 31, 2012.

Overall tooling revenues increased by $7.3 million from $195.4 million for the year ended December 31, 2012 to $202.7 million for the year ended December 31, 2013.

GROSS MARGIN

Three months ended December 31, 2013 to three months ended December 31, 2012 comparison

		Three months ended December 31, 2013			Three months ended December 31, 2012		$ Change	% Change
					(Revised*)
Gross margin	$	73,475		$	60,969		12,506	20.5	%
% of revenue		8.6	%		8.6	%

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

The gross margin percentage for the fourth quarter of 2013, before adjustments, remained consistent year-over-year at 8.6%. Excluding the impact of the unusual and other items recorded as cost of sales for the fourth quarter of 2013 as explained in Table A under "Adjustments to Net Income", the Company's gross margin percentage for the fourth quarter of 2013 would have been 9.0%, an increase over the 8.6% realized in the fourth quarter of 2012.

The increase in gross margin, after adjustments, as a percentage of revenue was generally due to:

• higher capacity utilization from an overall increase in year-over-year production revenues including the launch of new programs during or subsequent to the fourth quarter of 2012;
• a decrease in pension expense resulting from the settlement of a pension plan;
• improved pricing on certain long term customer contracts;
• productivity and efficiency improvements at certain operating facilities, including cost savings from the workforce reductions in Germany completed at the end of 2012; and
• a decrease in launch and other launch-related operational expenses stemming from the significant ramp up of new program launches during the second half of 2012.

These factors were partially offset by:

• an increase in the relative amounts of integrator or assembly work which typically generates lower margins as a percentage of revenue, although return on capital tends to be higher;
• an increase in tooling revenues which typically earn low or no margins for the Company;
• unfavourable resolution of commercial disputes;
• program specific launch costs related to new programs that launched during the quarter or are set to launch and ramp up over the next few months including the BMW X5, Ford Transit, Ford 2.3L aluminum engine block, Chrysler 200, the Lincoln version of the Ford Escape, GM CTS and changes to the GM Malibu platform; and
• operational inefficiencies at certain operating facilities, in particular, Hopkinsville, Kentucky (see below).

During the fourth quarter of 2013, the Company experienced some operational issues at its operating facility in Hopkinsville, Kentucky, as the facility was dealing with new program launches, customer-requested engineering changes which impacted productivity and the overall ramp-up in production volumes being experienced in the automotive industry. The issues were rooted in serious equipment failures on two of the plant's large tonnage presses which resulted in incremental premium costs in the form of expedited freight, outsourcing costs, overtime, increased manpower, higher scrap levels, sorting and rework costs, launch related inefficiencies and other costs, all of which negatively impacted the gross margin for the quarter. The presses are operational again but are currently not performing at optimal levels. Upgrades to the presses are planned during the 2014 summer and December holiday shutdowns in order to reduce the risk of any further failures and improve the performance of the presses. Notwithstanding the planned upgrades, operations in Hopkinsville are currently stable and the plant is now focusing its attention on cost reduction and improving productivity. Costs are expected to decline and margin expand as operational improvements are made.

The Company's gross margin percentage for the fourth quarter of 2013 also continued to be positively impacted by new program launches, including the recently launched new GM pick-up (K2XX) program. Gross margin is expected to continue to be positively impacted by incremental new business as the Company continues to work through the launch of a significant backlog of business over the next 36 months including the following awarded programs in addition to the programs referred to above: the next wave of Ford CD4 in Europe and North America, GM Omega aluminum engine cradle, GM 31XX (Traverse, SRX), Jaguar LandRover aluminum swivel bearing, Nissan aluminum I4 engine block, Daimler aluminum transmission casing and engine cradle for the VW Golf.

Year ended December 31, 2013 to year ended December 31, 2012 comparison

		Year ended December 31, 2013			Year ended December 31, 2012		$ Change	% Change
					(Revised*)
Gross margin	$	324,036		$	273,634		50,402	18.4	%
% of revenue		10.1	%		9.4	%

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

The gross margin percentage for the year ended December 31, 2013, before adjustments, of 10.1% increased as a percentage of revenue by 0.7% as compared to the gross margin percentage for the year ended December 31, 2012 of 9.4%. Excluding the unusual and other items recorded as cost of sales during the years ended December 31, 2013 and 2012 as explained in Table B under "Adjustments to Net Income", the gross margin percentage for the year ended December 31, 2013 increased as a percentage of revenue by 0.5% to 10.2% from 9.7% for the year ended December 31, 2012.

The increase in gross margin, after adjustments, as a percentage of revenue was generally due to:

• higher capacity utilization from an overall increase in year-over-year production revenues including the launch of new programs during or subsequent to 2012;
• a decrease in pension expense resulting from the settlement of a pension plan;
• improved pricing on certain long term customer contracts;
• productivity and efficiency improvements at certain operating facilities, including cost savings from the workforce reductions in Germany completed at the end of 2012; and
• a decrease in launch and other launch-related operational expenses stemming from the significant ramp up of new program launches during the second half of 2012.

These factors were partially offset by:

• an increase in the relative amounts of integrator or assembly work which typically generates lower margins as a percentage of revenue, although return on capital tends to be higher;
• an increase in tooling revenues which typically earn low or no margins for the Company;
• unfavourable resolution of commercial disputes;
• program specific launch costs related to new programs that launched during the year or are set to launch and ramp up over the next few months including the BMW X5, Ford Transit, Ford 2.3L aluminum engine block, the Lincoln version of the Ford Escape, GM CTS and changes to the GM Malibu platform; and
• operational inefficiencies at certain operating facilities, in particular, Hopkinsville, Kentucky (as discussed above).

ADJUSTMENTS TO NET INCOME

(ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY)

Adjusted net earnings exclude certain unusual and other items, as set out in the following tables and described in the notes thereto. Management uses adjusted earnings as a measurement of operating performance of the Company and believes that, in conjunction with IFRS measures, it provides useful information about the financial performance and condition of the Company.

TABLE A
	For the three months ended		For the three months ended
	December 31, 2013		December 31, 2012		(a)-(b)
			(Revised*)		Change
	(a)		(b)
NET EARNINGS (A)	$ (51,425	)	$ (7,052	)	$(44,373	)
Add back - Unusual Items:
Write-down of assets at the Company's operating facility in Hopkinsville, Kentucky (1)	29,931		-		29,931
Other Impairment of property, plant and equipment (2)	1,366		-		1,366
Restructuring Costs (4)	-		27,744		(27,744	)
Add back - Other Items:
Premium external costs related to the Company's operating facility in Hopkinsville, Kentucky (1)	10,519		-		10,519
External legal and forensic accounting costs related to litigation (3)	331		-		331
Settlement of customer chargebacks (7)	-		4,901		(4,901	)
TOTAL UNUSUAL AND OTHER ITEMS BEFORE TAX	$ 42,147		$ 32,645		$9,502
Write-down of deferred tax asset net of tax impact of above items (9)	23,345		(1,683	)	25,028
Non-controlling interest on above items	-		(11,708	)	11,708
TOTAL UNUSUAL AND OTHER ITEMS AFTER TAX (B)	$ 65,492		$ 19,254		$46,238
ADJUSTED NET EARNINGS (A + B)	$ 14,067		$ 12,202		$1,865
Number of Shares Outstanding - Basic ('000)	84,437		82,995
Adjusted Basic Net Earnings Per Share	$0.17		$0.15
Number of Shares Outstanding - Diluted ('000)	85,181		83,285
Adjusted Diluted Net Earnings Per Share	$0.17		$0.15

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

TABLE B
	For the year ended		For the year ended
	December 31, 2013		December 31, 2012		(a)-(b)
			(Revised*)		Change
	(a)		(b)
NET EARNINGS (A)	$ 16,950		$ 37,075		$(20,125	)
Add back - Unusual Items:
Write-down of assets at the Company's operating facility in Hopkinsville, Kentucky (1)	29,931		-		29,931
Other Impairment of property, plant and equipment (2)	1,366		-		1,366
Restructuring Costs (4)	-		35,885		(35,885	)
Add back - Other Items:
Premium external costs related to the Company's operating facility in Hopkinsville, Kentucky (1)	10,519		-		10,519
External legal and forensic accounting costs related to litigation (3)	331		-		331
Executive separation agreement (5)	-		5,177		(5,177	)
Impact of a major equipment failure at an operating facility in the U.S (6)	-		8,453		(8,453	)
Settlement of customer chargebacks (7)	-		4,901		(4,901	)
Transaction and integration costs associated with the acquisition of Honsel (8)	-		581		(581	)
TOTAL UNUSUAL AND OTHER ITEMS BEFORE TAX	$ 42,147		$ 54,997		$(12,850	)
Write-down of deferred tax asset net of tax impact of above items (9)	23,345		(5,398	)	28,743
Non-controlling interest on above items	-		(13,182	)	13,182
TOTAL UNUSUAL AND OTHER ITEMS AFTER TAX (B)	$ 65,492		$ 36,417		$29,075
ADJUSTED NET EARNINGS (A + B)	$ 82,442		$ 73,492		$8,950
Number of Shares Outstanding - Basic ('000)	84,093		82,944
Adjusted Basic Net Earnings Per Share	$0.98		$0.89
Number of Shares Outstanding - Diluted ('000)	84,985		83,549
Adjusted Diluted Net Earnings Per Share	$0.97		$0.88

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

(1) Impact of Operational Issues at the Company's Operating Facility in Hopkinsville, Kentucky

During the fourth quarter of 2013, the Company experienced some operational issues at its facility in Hopkinsville, Kentucky, as the facility was dealing with new program launches, customer-requested engineering changes which impacted productivity and the overall ramp-up in production volumes being experienced in the automotive industry. The issues were rooted in serious equipment failures on two of the plant's large tonnage presses which resulted in incremental premium costs in the form of expedited freight, outsourcing costs, overtime, increased manpower, higher scrap levels, sorting and rework costs, launch related inefficiencies and other costs, all of which negatively impacted the performance of the plant during the quarter. The presses are operational again but are currently not performing at optimal levels. Upgrades to the presses are planned during the summer and December holiday shutdowns in order to reduce the risk of any further failures and improve the performance of the presses.

In light of these recent operational issues and in conjunction with the Company's annual business planning cycle, the Company recorded a year-end partial write-down of the assets for the Hopkinsville, Kentucky facility. The year-end write-down includes an impairment of PP&E and intangible assets of $27.7 million and a write-down of inventories to net realizable value (recorded in cost of sales) of $2.2 million. Under IFRS, the impairment of PP&E and intangible assets could reverse in the future when the profitability of the Hopkinsville facility improves. The add-back of $10.5 million of premium external costs for purposes of adjusted net income was limited to costs that had been eliminated by the end of the quarter or shortly thereafter and includes $8.6 million in customer charged premium expedited freight (recorded in SG&A expense) and $1.9 million of incremental inbound freight and premium charges from third party suppliers for temporarily outsourced stampings (recorded in cost of sales).

Other premium costs and inefficiencies (including the impact of outsourced stampings not included in the $1.9 million above) resulting from the operational issues were not added back for purposes of adjusted net earnings. These costs and inefficiencies are expected to subside over time as the operations continue to stabilize and launch related activity decreases. The Hopkinsville plant is focused on cost reduction and improving the productivity and efficiency of the operations with the objective of expanding margin.

(2) Other Impairment of Property, Plant and Equipment

In conjunction with its annual business planning cycle, the Company recorded additional impairment charges on PP&E of $1.4 million related to specific manufacturing equipment in North America no longer in use.

(3) External Legal and Forensic Accounting Costs Related to Litigation

As previously disclosed, on September 26, 2013, a former director of the Company, filed a statement of claim against the Company making certain allegations against the Company, certain directors and officers, and two Martinrea suppliers. Supervision of the litigation has been delegated to a Special Committee of the Board of Directors. Legal counsel has been retained to advise the Special Committee with respect to litigation and legal matters. In addition, the Special Committee has retained PricewaterhouseCoopers LLP as its independent financial experts to provide such financial and accounting advice and forensic services as the Special Committee may deem appropriate. The costs added back for adjusted net income purposes reflects the legal and forensic accounting costs incurred by the Company to December 31, 2013 in relation to this matter and not covered by insurance (recorded in SG&A expense).

(4) Restructuring Costs

As part of the acquisition of Honsel, a certain level of restructuring was planned in order to be cost competitive over the long term, in particular at the Company's German facilities in Meschede and Soest. The restructuring efforts commenced immediately after the closing of the acquisition on July 29, 2011. In connection with these restructuring activities, $28.5 million of primarily employee related severance was recognized during the year ended December 31, 2012 of which $26.0 million was recognized during the fourth quarter of 2012. No such restructuring costs were incurred during 2013. However, additional employee related severance associated with the Martinrea Honsel operations may be incurred in the future.

In addition, during the fourth quarter of 2011, the Company began the process of closing one of its small operating facilities in Mexico. The existing business and equipment of this facility was moved to other Company facilities in Mexico including a new facility the Company opened in Silao, Mexico in 2011. Restructuring costs relating to this closure amounted to $5.0 million for the year ended December 31, 2012 of which $1.4 million was incurred in the fourth quarter of 2012, consisting primarily of employee related severance and the dismantling and transporting of PP&E between Company facilities. The closure of this facility was completed during the fourth quarter of 2012. As such, no further costs related to this closure are expected to be incurred.

Costs associated with other restructuring activities totaled $2.4 million during 2012, of which $0.3 million was incurred in the fourth quarter of 2012, consisting of employee related severance relating to the right sizing of certain other manufacturing facilities.

(5) Executive separation agreement

On June 29, 2012, the Company announced that Nat Rea stepped down as Vice Chairman and Director of Martinrea, as of such date, to pursue other opportunities. As part of the separation agreement and based on the terms of his employment contract, the Company paid Mr. Rea $5.2 million which was expensed during the second quarter of 2012 and included in SG&A expense.

(6) Impact of a major equipment failure at an operating facility in the U.S.

During the month of June 2012, a press in one of the Company's U.S. operating facilities experienced a significant failure and was not operational for approximately 23 days. As a consequence and due to the lack of press capacity at the facility, approximately thirty dies were outsourced to external stamping companies which resulted in the following incremental costs:

• external stamping fees;
• transportation costs to move the dies to the external stamping companies and stamped parts back to the Martinrea operating facility for assembly;
• additional manpower to ensure the quality of parts stamped by external suppliers;
• sorting and rework costs; and
• dedicated external contractor support to get the press operational again.

These incremental costs, which totaled $8.5 million for 2012 (recorded in cost of sales), are non-recurring in nature and had a significant impact on the performance of the facility during June, July and August 2012.

(7) Settlement of Customer Chargebacks

In conjunction with the surge in customer volume requirements related to the significant launch activity in the U.S. during the second half of 2012, the Company incurred $4.9 million in customer chargebacks (recorded in SG&A expense) relating mainly to customer production downtime and premium freight costs paid by the customer. The charges were settled with the corresponding customers and expensed during the fourth quarter of 2012.

(8) Transaction costs associated with the acquisition of Honsel

On July 29, 2011, the Company closed the purchase of the operations of Honsel to form the Martinrea Honsel Group. Martinrea joined with Anchorage in the transaction and, consequently, owns 55% of the Martinrea Honsel Group with Anchorage owning the remaining 45%. The Company expensed $0.6 million (recorded as SG&A expense) in transaction and integration costs related to the acquisition during the first quarter of 2012.

(9) Write-down of Deferred Tax Asset

As at December 31, 2013, the Company recorded a $38.8 million partial write-down of deferred tax assets in the Company's U.S. operations generated predominantly from tax losses. $33.7 million of the year-end partial write-down relates to current year tax losses not benefitted (but which were being benefitted throughout the year) and the remainder represents the write-down of previously recognized deferred tax assets. For purposes of adjusted net income, the year-end partial write-down of the deferred tax assets has been netted against the tax impacts of the unusual and other items described above (determined before any consideration of the year-end write-down), which amounted to $15.5 million.

In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that some portion of its deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income; however, forming a conclusion on the realization of deferred tax assets is difficult when there is negative evidence, such as cumulative losses in recent years, in the jurisdictions to which the deferred tax assets relate. As at December 31, 2013, the Company concluded that given recent historical tax losses in the U.S., in particular more recently in Hopkinsville, Kentucky, and uncertainty as to the timing of when the Company would be able to generate the necessary level of earnings to recover these deferred tax assets, it was appropriate to record a partial write-down of the deferred tax assets in the U.S. As at December 31, 2013, after the write-down, the net deferred tax asset associated with the U.S. operations is $28.6 million. The partial write-down could reverse once the profitability of the U.S. operations improve.

NET EARNINGS

(ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY)

Three months ended December 31, 2013 to three months ended December 31, 2012 comparison

			Three months ended December 31, 2013			Three months ended December 31, 2012		Change	% Change
						(Revised*)
Net Earnings		$	(51,425	)	$	(7,052	)	44,373	-629.2	%
Adjusted net earnings		$	14,067		$	12,202		1,865	15.3	%
Net earnings per common share
	Basic	$	(0.61	)	$	(0.09	)
	Diluted	$	(0.60	)	$	(0.08	)
Adjusted net earnings per common share
	Basic	$	0.17		$	0.15
	Diluted	$	0.17		$	0.15

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

Net earnings, before adjustments, for the fourth quarter of 2013 decreased by $44.4 million from a net loss of $7.1 million for the fourth quarter of 2012 to a net loss of $51.4 million for the fourth quarter of 2013. Excluding unusual and other items incurred during these two quarters as explained in Table A under "Adjustments to Net Income", the net earnings for the fourth quarter of 2013 increased to $14.1 million or $0.17 per share, on a basic and diluted basis, in comparison to adjusted net earnings of $12.2 million or $0.15 per share, on a basic and diluted basis, for the fourth quarter of 2012.

The adjusted net earnings for the fourth quarter of 2013, as compared to the fourth quarter of 2012, were positively impacted by the following:

• an increase in gross margin earned on higher year-over-year revenues (as discussed above);
• a year-over-year increase in net foreign exchange gain as a result of the recent weakening of the Canadian dollar; and
• a lower adjusted effective tax rate (excluding the partial write-down of the U.S. deferred tax assets recorded as at December 31, 2013) due generally to mix of earnings driven by losses in the U.S., which are taxed at a significantly higher rate as compared to other jurisdictions in which the Company operates.

These factors were partially offset by a year-over-year increase in SG&A (as discussed above) and a year-over-year increase in research and development costs resulting from an increase in amortization of development costs and an increase in research and development costs that did not meet the criteria for capitalization.

The contribution of Martinrea Honsel to net earnings for the fourth quarter of 2013, after factoring in the interest costs incurred by Martinrea International Inc. on the debt issued to finance the acquisition and operations of Martinrea Honsel, increased to $0.10 per share from $0.01 per share in the fourth quarter of 2012, after adjustments. The increase was generally due to the addition of new incremental aluminum business with Jaguar LandRover, generally higher production volumes in Europe, improved pricing on certain long term customer contracts and ongoing productivity and efficiency improvements at certain facilities, in particular in Germany.

On December 18, 2013, the Company issued a press release which, among other things, provided an update on its anticipated net earnings for the fourth quarter of 2013 and that such net earnings would be negatively impacted as a result of unanticipated operational issues at the Company's Hopkinsville plant. A copy of the press release is available under the Company's SEDAR profile at www.sedar.com.

Year ended December 31, 2013 to year ended December 31, 2012 comparison

			Year ended December 31, 2013		Year ended December 31, 2012	Change		% Change
					(Revised*)
Net Earnings		$	16,950	$	37,075	(20,125	)	-54.3	%
Adjusted net earnings		$	82,442	$	73,492	8,950		12.2	%
Earnings per common share
	Basic	$	0.20	$	0.45
	Diluted	$	0.20	$	0.44
Adjusted earnings per common share
	Basic	$	0.98	$	0.89
	Diluted	$	0.97	$	0.88

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

Net earnings, before adjustments, for the year end December 31, 2013 decreased by $20.1 million to $17.0 million from net earnings of $37.1 million for the year ended December 31, 2012. Excluding the unusual and other items incurred during the years ended December 31, 2013 and 2012, as explained in Table B under "Adjustments to Net Income", net earnings for the year end December 31, 2013 increased to $82.4 million or $0.98 per share, on a basic basis, and $0.97 on a diluted basis, as compared to net earnings of $73.5 million or $0.89 per share, on a basic basis, and $0.88 per share on a diluted basis, for the year ended December 31, 2012.

The adjusted net earnings for the year ended December 31, 2013, as compared to the year ended December 31, 2012, were positively impacted by the following:

• an increase in gross margin earned on higher year-over-year revenues (as discussed above);
• a year-over-year decrease in the amortization of customer contracts and relationships (as discussed above); and
• a year-over-year increase in net foreign exchange gain as a result of the recent weakening of the Canadian dollar;

These factors were partially offset by:

• a year-over-year increase in SG&A (as discussed above);
• a year-over-year increase in interest expense on generally higher debt levels; and
• a year-over-year increase in research and development costs resulting from an increase in amortization of development costs and an increase in research and development costs that did not meet the criteria for capitalization.

The contribution of Martinrea Honsel to net earnings for the year ended December 31, 2013, after factoring in the interest costs incurred by Martinrea International Inc. on the debt issued to finance the acquisition and operations of Martinrea Honsel, increased to $0.27 per share from $0.14 per share during the year ended December 31, 2012, after adjustments. The increase was generally due to the addition of new incremental aluminum business with Jaguar LandRover, generally higher production volumes in Europe, improved pricing on certain long term customer contracts and ongoing productivity and efficiency improvements at certain facilities, in particular in Germany.

CAPITAL EXPENDITURES

Three months ended December 31, 2013 to three months ended December 31, 2012 comparison

		Three months ended December 31, 2013		Three months ended December 31, 2012	Change		% Change
				(Revised*)
Capital Expenditures	$	46,546	$	57,897	(11,351	)	(19.6	%)

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

Capital expenditures for PP&E, including the year-over-year change in unpaid amounts at December 31, decreased by $11.3 million to $46.5 million in the fourth quarter of 2013 from $57.9 million in the fourth quarter of 2012. Capital expenditures as a percentage of revenue decreased to 5.4% for the fourth quarter of 2013 compared to 8.2% for the fourth quarter of 2012. Despite the decrease, while capital expenditures are made to refurbish or replace assets consumed in the normal course of business and for productivity improvements, a large portion of the investment in the fourth quarter continues to be for manufacturing equipment for programs launching over the next 24 months.

Year ended December 31, 2013 to year ended December 31, 2012 comparison

		Year ended December 31, 2013		Year ended December 31, 2012	Change		% Change
				(Revised*)
Capital Expenditures	$	189,065	$	200,882	(11,817	)	(5.9	%)

* See "Explanatory Note Regarding the Correction of Prior Period Immaterial Errors" and note 3 to the consolidated financial statements.

Capital expenditures for PP&E, including the year-over-year change in unpaid amounts at December 31, decreased by $11.8 million to $189.1 million for the year ended December 31, 2013 from $200.9 million during the year ended December 31, 2012. Capital expenditures as a percentage of revenue decreased to 5.9% for the year ended December 31, 2013 from 6.9% for the year ended December 31, 2012.

DIVIDEND

A cash dividend of $0.03 per share has been declared by the Board of Directors payable to shareholders of record on April 17, 2014 on or about April 30, 2014.

CONFERENCE CALL DETAILS

A conference call to discuss these results will be held on Monday, March 31, 2014 at 8:00 a.m. (Toronto time) which can be accessed by dialing [phone] or toll free [phone]. Please call 10 minutes prior to the start of the conference call.

If you have any teleconferencing questions, please call Andre La Rosa at [phone].

There will also be a rebroadcast of the call available by dialing [phone] or [phone] (conference id 8751014#). The rebroadcast will be available until April 14, 2014.

FORWARD-LOOKING INFORMATION

Special Note Regarding Forward-Looking Statements

This Press Release contains forward-looking statements within the meaning of applicable Canadian securities laws including related to the expectations and guidance as to revenue and gross margin percentage (and earnings per share), expansion of gross margin, including due to positive impact from launches, statements as to the growth of the Company and pursuit of its strategies, the launching of new metal forming and fluid systems programs including expectations as to the financial impact of launches, the Company's expectations as to the contribution of Martinrea Honsel to the Company's business, statements as to the progress of operational improvements and operational efficiencies, the Company's expectations regarding the future amount and type of restructuring expenses to be expensed, statements as to the reduction of costs, including the expectation of a reduction in costs and inefficiencies and stabilization of and operational improvements at the Hopkinsville plant and expectations as to the continued operation of and successful upgrades to the presses, the Company's views on the long term outlook of the automotive industry and economic recovery, the Company's ability to capitalize on opportunities in the automotive industry and the successful integration of acquisitions, statements with respect to the Special Committee report including relating to internal controls and the determinations therein, and as well as other forward-looking statements. The words "continue", "expect", "anticipate", "estimate", "may", "will", "should", "views", "intend", "believe", "plan" and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on estimates and assumptions made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are appropriate in the circumstances. Many factors could cause the Company's actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the following factors, some of which are discussed in detail in the Company's Annual Information Form and other public filings which can be found at www.sedar.com:

• North American and global economic and political conditions;
• the highly cyclical nature of the automotive industry and the industry's dependence on consumer spending and general economic conditions;
• the Company's dependence on a limited number of significant customers;
• financial viability of suppliers;
• the Company's reliance on critical suppliers and on suppliers for components and the risk that suppliers will not be able to supply components on a timely basis or in sufficient quantities;
• competition;
• the increasing pressure on the Company to absorb costs related to product design and development, engineering, program management, prototypes, validation and tooling;
• increased pricing of raw materials;
• outsourcing and insourcing trends;
• the risk of increased costs associated with product warranty and recalls together with the associated liability;
• the Company's ability to enhance operations and manufacturing techniques;
• dependence on key personnel;
• limited financial resources;
• risks associated with the integration of acquisitions;
• costs associated with rationalization of production facilities;
• launch costs;
• the potential volatility of the Company's share price;
• changes in governmental regulations or laws including any changes to the North American Free Trade Agreement;
• labour disputes;
• litigation;
• currency risk;
• fluctuations in operating results;
• internal controls over financial reporting and disclosure controls and procedures;
• environmental regulation;
• a shift away from technologies in which the Company is investing;
• competition with low cost countries;
• the Company's ability to shift its manufacturing footprint to take advantage of opportunities in emerging markets;
• risks of conducting business in foreign countries, including China, Brazil and other growing markets;
• potential tax exposure;
• a change in the Company's mix of earnings between jurisdictions with lower tax rates and those with higher tax rates, as well as the Company's ability to fully benefit from tax losses;
• under-funding of pension plans; and
• the cost of post-employment benefits.

These factors should be considered carefully, and readers should not place undue reliance on the Company's forward-looking statements. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

The common shares of Martinrea trade on The Toronto Stock Exchange under the symbol "MRE".

Fred Di TostoChief Financial OfficerMartinrea International Inc.[phone](289) 982-3001