UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): November 5, 2013
KADANT INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
|
1-11406
|
52-1762325
|
(State or Other Jurisdiction
|
(Commission File Number)
|
(IRS Employer
|
of Incorporation)
|
|
Identification No.)
|
One Technology Park Drive
|
|
|
Westford, Massachusetts
|
|
01886
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
(978) 776-2000
Registrant's telephone number, including area code
Not Applicable
(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:
|
o
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
o
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
KADANT INC.
Item 7.01 Regulation FD Disclosure.
On November 5, 2013, Kadant Inc. (the "Company") will hold a webcast and conference call to discuss its financial results for the fiscal quarter ended September 28, 2013. A copy of the slides that will be presented on the webcast and discussed in the conference call is being furnished as Exhibit 99 to this Current Report on Form 8-K.
The information in this Form 8-K (including Exhibit 99) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
|
(c) Exhibit
|
|
|
The following exhibit relating to Item 7.01 shall be deemed to be furnished and not filed.
|
|
|
|
|
Exhibit
No.
|
Description of Exhibit
|
|
|
|
|
99
|
Slides to be presented by the Company on November 5, 2013
|
|
|
|
KADANT INC.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
KADANT INC.
|
|
|
|
Date: November 5, 2013
|
By
|
/s/ Thomas M. O'Brien
|
|
|
Thomas M. O'Brien
Executive Vice President and
Chief Financial Officer
|
3
Third Quarter 2013 Business Review Jonathan W. Painter, President & CEOThomas M. O’Brien, Executive Vice President & CFO
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Forward-Looking Statements The following constitutes a “Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995: This presentation contains forward-looking statements that involve a number of risks and uncertainties, including forward-looking statements about our expected future financial and operating performance, demand for our products, economic and industry outlook, and pending acquisition of Carmanah Design and Manufacturing Inc. Our actual results may differ materially from these forward-looking statements as a result of various important factors, including those set forth under the heading "Risk Factors" in Kadant’s quarterly report on Form 10-Q for the period ended June 29, 2013. These include risks and uncertainties relating to our dependence on the pulp and paper industry; significance of sales and operation of manufacturing facilities in China; commodity and component price increases or shortages; international sales and operations; our acquisition strategy; our ability to consummate the pending acquisition, to successfully integrate the acquired business and realize anticipated benefits of the acquisition; the future performance of the oriented strand board industry and housing markets; general economic conditions; our internal growth strategy; fluctuations in currency exchange rates; competition; soundness of suppliers and customers; our effective tax rate; future restructurings; soundness of financial institutions; our debt obligations; restrictions in our credit agreement; protection of patents and proprietary rights; failure of our information systems or breaches of data security; fluctuations in our share price; and anti-takeover provisions. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Use of Non-GAAP Financial Measures In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), we use certain non-GAAP financial measures, including increases or decreases in revenues excluding the effect of acquisitions and foreign currency translation, adjusted operating income, earnings before interest, taxes, depreciation, and amortization (EBITDA), and adjusted EBITDA.A reconciliation of those numbers to the most directly comparable U.S. GAAP financial measures is shown in our 2013 third quarter earnings press release issued November 4, 2013, which is available in the Investors section of our website at www.kadant.com under the heading Investor News.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. BUSINESS REVIEW Jonathan W. PainterPresident & CEO
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Q3 2013 Financial Highlights ($ Millions, except per share amounts) Q3 2013 Q3 2012 % CHANGE Revenue $91.3 $86.6 5.4% Gross Margin 43.9% 43.4% n.m. Operating Income $9.9 $9.9 n.m. Diluted EPS1 $0.57 $0.66 -13.6% Bookings $81.6 $69.3 17.7% Net Cash (cash less debt) $58.7 $41.5 41.3% 1 Diluted EPS is from continuing operations. Percent change calculated using actual numbers reported in our Q3 2013 earnings release dated November 4, 2013.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Q3 2013 Revenue By Product Line ($ Millions) Q3 2013 Q3 2012 % CHANGE EXCL. FX Stock-Preparation $38.8 $34.5 12.6% 9.4% Doctoring, Cleaning, & Filtration $28.8 $27.1 6.3% 5.4% Fluid-Handling $21.8 $23.6 -7.6% -8.4% Fiber-based Products $1.9 $1.4 33.1% 33.1% TOTAL $91.3 $86.6 5.4% 3.7% Percent change calculated using actual numbers reported in our Q3 2013 earnings release dated November 4, 2013.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Q3 2013 Bookings By Product Line Percent change calculated using actual numbers reported in our Q3 2013 earnings release dated November 4, 2013. ($ Millions) Q3 2013 Q3 2012 % CHANGE EXCL. FX Stock-Preparation $25.8 $23.7 9.1% 6.9% Doctoring, Cleaning, & Filtration $29.2 $24.1 21.1% 19.9% Fluid-Handling $24.8 $20.4 21.2% 20.7% Fiber-based Products $1.8 $1.1 65.7% 65.7% TOTAL $81.6 $69.3 17.7% 16.4%
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Bookings and Revenues US$ (millions)
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Parts and Consumables Bookings and Revenues US$ (millions)
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. * Carmanah Design & Manufacturing Inc. Leading manufacturer of equipment used to debark and cut logs into thin strands that are pressed into engineered Oriented Strand Board (OSB) OSB wood panels are used in construction and an expanding number of industrial applicationsOSB is an innovative and environmentally friendly structural wood panel that performs a similar function to plywood but at a lower costBased outside Vancouver, British Columbia Revenues $29 million EBITDA* $ 7 million Purchase Price $54 million * Includes CAD 1 million in non-recurring expenses. Canadian dollars
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. OSB Production Process Log hauling and sorting Jackladder DEBARKING STRANDING Wet bins, drying, and blending Forming, pressing, and finishing
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Thousands of annualized units 1,823 353 - 81% 610 Source: Federal Reserve, RBC Capital Markets U.S. Single-Family Housing Starts
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Average of Household Formation and Change in Occupied Housing (In thousands) A Key Driver for Housing Starts is Pent Up Demand for New Household Formation Source: Federal Reserve, RBC Capital Markets
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Market Position OSB Mill Sites
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Parts and Consumables More than 70% of revenues from parts and consumables $150,000 to $200,000 annual revenues per installed ring stranderDisposable knives replaced once or twice per day Replaceable Precision Wear Components Ring replaced every 8 to 10 years Disposable Knife Disposable Knife Holder
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. REGIONAL PERFORMANCE
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. North America Bookings and Revenues US$ (millions)
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Europe Bookings and Revenues US$ (millions)
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. China Bookings and Revenues US$ (millions) $36.2
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. South America Bookings and Revenues US$ (millions)
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Guidance for Continuing Operations Q4 2013 GAAP diluted EPS of $0.47 to $0.49 Q4 2013 revenues of $86 to $88 millionFY 2013 GAAP diluted EPS of $2.02 to $2.04FY 2013 revenues of $336 to $338 million
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. FINANCIAL REVIEW Thomas M. O’BrienExecutive Vice President & Chief Financial Officer
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Quarterly Gross Margins
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Quarterly SG&A
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. 3Q12 to 3Q13 Diluted EPS from Continuing Operations
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Cash Flow ($ Millions) 3Q13 3Q12 YTD3Q13 YTD3Q12 Income from Continuing Operations $6.5 $7.7 $17.7 $21.4 Depreciation and Amortization 2.3 2.1 6.7 6.4 Stock-Based Compensation 1.2 1.3 3.8 3.6 Other Items 0.1 0.3 (2.4) 0.2 Change in Current Assets & Liabilities (excl. acquisitions) 2.5 1.8 4.9 (13.9) Cash Provided by Continuing Operations $12.6 $13.2 $30.7 $17.7
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Key Working Capital Metrics 3Q13 2Q13 3Q12 Days in Receivables 64 70 70 Days in Inventory 92 103 85 Days in Payables 46 56 42
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Working Capital and Cash Conversion Days 3Q13 2Q13 3Q12 Working Capital % LTM Revenues* 14.4% 15.1% 13.4% Cash Conversion Days** 110 days 117 days 113 days *Working Capital is defined as current assets less current liabilities, excluding cash, debt, and the discontinued operation.** Based on days in receivables plus days in inventory less days in accounts payable.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Cash and Debt ($ Millions) 3Q13 2Q13 3Q12 Cash, cash equivalents, and restricted cash $73.2 $64.5 $53.4 Debt (14.5) (16.0) (11.9) Net Cash $58.7 $48.5 $41.5
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Leverage Ratio * Calculated by adding or subtracting certain items, as required by our Credit Facility, from Adjusted EBITDA. Under our new Credit Facility entered into on August 3, 2012 total debt is defined as debt less domestic cash of up to $25 million. For periods prior to 3Q12, total debt was not reduced for domestic cash.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Questions & Answers To ask a question, please call 877-703-6107 within the U.S. or +1-857-244-7306 outside the U.S. and reference 83375884. Please mute the audio on your computer.
* KAI 3Q13 Business Review–November 5, 2013© 2013 Kadant Inc. All rights reserved. Q3 2013 Key Take-Aways Solid EPS performance Strong cash flowsPending acquisition of Carmanah Design and Manufacturing
Third Quarter 2013 Business Review Jonathan W. Painter, President & CEOThomas M. O’Brien, Executive Vice President & CFO