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): August 2, 2006
KADANT INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-11406 52-1762325
(State or Other (Commission File Number) (IRS Employer
Jurisdiction Identification No.)
of Incorporation)
One Acton Place
Acton, Massachusetts 01720
(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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
KADANT INC.
Item 2.02 Results of Operations and Financial Condition.
On August 2, 2006, Kadant Inc. (the "Company") announced its
financial results for the fiscal quarter ended July 1, 2006. The full text of
the press release issued in connection with the announcement is 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 2.02 shall be deemed to be
furnished and not filed.
Exhibit
No. Description of Exhibit
------- -------------------------------------------------------
99 Press Release issued by the Company on August 2, 2006.
2
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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: August 2, 2006 By: /s/ Thomas M. O'Brien
------------------------------------
Thomas M. O'Brien
Executive Vice President and
Chief Financial Officer
3
Exhibit 99
NEWS
[LOGO]
KADANT
AN ACCENT ON INNOVATION
One Acton Place, Suite 202
Acton, MA 01720
Investor contact: Thomas M. O'Brien, 978-776-2000
Media contact: GreatPoint Communications, 978-392-6866
Kadant Reports Record Revenues in Second Quarter 2006
Raises Guidance for the Year
ACTON, Mass., August 2, 2006 - Kadant Inc. (NYSE:KAI) reported that revenues
from continuing operations grew 38 percent in the second quarter of 2006 to a
record $89.6 million, compared with $65.1 million in the second quarter of 2005.
The 2006 period included $21.9 million in revenues from acquisitions, versus
$11.1 million in 2005. Excluding acquisitions and a $0.1 million unfavorable
foreign currency effect, revenues grew 26 percent to $67.8 million in 2006, from
$54.0 million in 2005. Operating income from continuing operations in the 2006
quarter was $8.7 million, versus $5.0 million in 2005. Income from continuing
operations (after-tax) was $5.6 million in 2006, or $.40 of diluted earnings per
share (EPS), versus income of $3.1 million, or $.22 of diluted EPS, a year ago.
Including the discontinued composite building products business, net income in
the 2006 period was $5.0 million, or $.35 per diluted share, versus $3.4
million, or $.24 per diluted share, in 2005.
"We are pleased to report one of our best quarters ever," said William
A. Rainville, chairman and chief executive officer of Kadant. "Our revenues from
continuing operations set a new quarterly record, and our EPS and operating
income from continuing operations were the highest we've reported since becoming
an independent public company in August 2001. We exceeded the high end of our
EPS guidance by $.04, including a $.02 benefit from a lower tax rate. We also
generated $10.6 million of EBITDA during the quarter - 58 percent higher than
last year - with an impressive contribution from Kadant Johnson's fluid-handling
business, where EBITDA exceeded 23 percent of revenues. (EBITDA is a non-GAAP
financial measure that excludes certain items detailed later in this press
release under the heading "Use of Non-GAAP Financial Measures.")
"Demand for our fluid-handling equipment was a key growth driver,
especially in North America and Europe, where our technologies are helping paper
producers significantly lower their energy costs by improving dryer efficiency.
Our performance was also fueled by strong demand in China for our advanced
stock-preparation systems, which led to a record $21.3 million in quarterly
revenues. We believe that our growing installed base in China and the addition
of local manufacturing will allow us to strengthen our leading position as
recycled paper producers continue to add significant capacity.
"Furthermore, our bookings this quarter were $89 million - exceeded
only by last quarter's record performance. Bookings increased in all of our
major product lines, led by fluid-handling orders of nearly $23 million and $20
million in stock-prep orders from China. This contributed to a record
quarter-end backlog of $87 million - more than double our backlog a year ago. We
believe that our ongoing investments to expand Kadant's global market coverage
and product offerings are allowing us to capitalize on the growth opportunities
at hand in different regions of the world.
"Based on our excellent bookings, and a projected tax rate of 32
percent for the second half, we anticipate a strong third quarter as well in
spite of some dilution from our recent acquisition in China. We expect to report
GAAP diluted EPS from continuing operations of $.35 to $.37 for the third
quarter of 2006, on revenues of $88 to $90 million. For the full year, we are
increasing our guidance to $1.20 to $1.28 of GAAP diluted EPS from continuing
operations, from our earlier estimate of $1.18 to $1.25. We are also raising our
revenue guidance to $320 to $330 million, from our previous forecast of $300 to
$310 million. A portion of the revenue increase is related to our China
acquisition."
-more-
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 revenues that exclude the results from our acquisitions and
the effects of foreign currency translation, and earnings before interest,
taxes, depreciation and amortization (EBITDA). We believe that the inclusion of
such measures helps investors to gain a better understanding of our underlying
operations and future prospects, consistent with how management measures and
forecasts Kadant's performance, especially when comparing such results to
previous periods or forecasts. We also believe this information is responsive to
investors' requests and gives them an additional measure of Kadant's
performance.
We use non-GAAP measures, in addition to GAAP financial measures, as
the basis for measuring our underlying operating performance and comparing such
performance to that of prior periods or forecasts and to the performance of our
competitors. Such measures are also used by us in our financial and operating
decision-making and for compensation purposes.
The non-GAAP financial measures included in this press release are not
meant to be considered superior to or a substitute for the results of operations
prepared in accordance with GAAP. In addition, the non-GAAP financial measures
included in this press release have limitations associated with their use as
compared to the most directly comparable GAAP measure, in that they may be
different from, and therefore not comparable to, similar measures used by other
companies.
Reconciliations of the non-GAAP financial measures to the most directly
comparable GAAP financial measures are set forth in the accompanying tables.
Conference Call
Kadant will hold its earnings conference call on Thursday, August 3, 2006, at 11
a.m. Eastern time. To listen, call 800-709-2159 within the U.S., or 973-582-2810
outside the U.S. You can also listen to the call live on the Web by visiting
www.kadant.com and clicking on "Investors." An audio archive of the call will be
available on our Web site until September 1, 2006.
-more-
Financial Highlights (unaudited)
(In thousands, except per share amounts and percentages)
Three Months Ended Six Months Ended
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Consolidated Statement of Income July 1, 2006 July 2, 2005 July 1, 2006 July 2, 2005
- -------------------------------------------------------------------------------------------------------------------------------
Revenues $ 89,567 $ 65,086 $ 165,158 $ 115,830
-------- -------- --------- ---------
Costs and Operating Expenses:
Cost of revenues 56,847 40,385 103,821 72,367
Selling, general, and administrative expenses 22,498 18,497 44,619 33,391
Research and development expenses 1,496 1,247 3,041 2,295
Restructuring costs - - 138 -
-------- -------- --------- ---------
80,841 60,129 151,619 108,053
-------- -------- --------- ---------
Operating Income 8,726 4,957 13,539 7,777
Interest Income 251 379 510 851
Interest Expense (804) (473) (1,598) (475)
-------- -------- --------- ---------
Income from Continuing Operations Before Provision for
Income Taxes and Minority Interest 8,173 4,863 12,451 8,153
Provision for Income Taxes (a) 2,529 1,654 3,984 1,857
Minority Interest Expense 47 62 105 62
-------- -------- --------- ---------
Income from Continuing Operations 5,597 3,147 8,362 6,234
(Loss) Income from Discontinued Operation, Net of Tax (627) 207 (741) (156)
-------- -------- --------- ---------
Net Income $ 4,970 $ 3,354 $ 7,621 $ 6,078
======== ======== ========= =========
Basic Earnings per Share
Income from Continuing Operations (a) $ .41 $ .23 $ .61 $ .45
(Loss) Income from Discontinued Operation (.05) .01 (.05) (.01)
-------- -------- --------- ---------
Net Income $ .36 $ .24 $ .56 $ .44
======== ======== ========= =========
Diluted Earnings per Share
Income from Continuing Operations (a) $ .40 $ .22 $ .60 $ .44
(Loss) Income from Discontinued Operation (.05) .02 (.05) (.01)
-------- -------- --------- ---------
Net Income $ .35 $ .24 $ .55 $ .43
======== ======== ========= =========
Weighted Average Shares
Basic 13,702 13,891 13,641 13,909
======== ======== ======== =========
Diluted 14,056 14,181 13,948 14,196
======== ======== ========= =========
-more-
Three Months Ended Six Months Ended
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Business Segment Information (b) July 1, 2006 July 2, 2005 July 1, 2006 July 2, 2005
- -------------------------------------------------------------------------------------------------------------------------------
Revenues:
Pulp and Papermaking Systems $ 85,427 $ 62,528 $ 156,500 $ 110,099
Other 4,140 2,558 8,658 5,731
-------- -------- --------- ---------
$ 89,567 $ 65,086 $ 165,158 $ 115,830
======== ======== ========= =========
Gross Profit Margin:
Pulp and Papermaking Systems 37% 38% 38% 37%
Other 31% 37% 30% 40%
-------- -------- --------- ---------
37% 38% 37% 38%
======== ======== ========= =========
Operating Income (c):
Pulp and Papermaking Systems $ 11,016 $ 6,149 $ 17,767 $ 9,770
Corporate and Other (2,290) (1,192) (4,228) (1,993)
-------- -------- --------- ---------
$ 8,726 $ 4,957 $ 13,539 $ 7,777
======== ======== ========= =========
Bookings from Continuing Operations:
Pulp and Papermaking Systems $ 85,914 $ 49,103 $ 184,114 $ 105,545
Other 2,936 2,090 8,357 5,468
-------- -------- --------- ---------
$ 88,850 $ 51,193 $ 192,471 $ 111,013
======== ======== ========= =========
Capital Expenditures from Continuing Operations:
Pulp and Papermaking Systems $ 638 $ 612 $ 975 $ 752
Corporate and Other 85 97 131 123
-------- -------- --------- ---------
$ 723 $ 709 $ 1,106 $ 875
======== ======== ========= =========
Three Months Ended Six Months Ended
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Cash Flow and Other Data from Continuing Operations July 1, 2006 July 2, 2005 July 1, 2006 July 2, 2005
- -------------------------------------------------------------------------------------------------------------------------------
Cash Provided by (Used in) Operations $ (2,038) $ 4,435 $ (356) $ 4,883
Depreciation and Amortization Expense $ 1,825 $ 1,703 $ 3,755 $ 2,719
Balance Sheet Data July 1, 2006 Dec. 31, 2005
- -------------------------------------------------------------------------------------------------------------------------------
Cash and Cash Equivalents $ 43,444 $ 40,822
Short- and Long-term Debt $ 58,258 $ 55,500
Shareholders' Investment $ 224,829 $ 207,625
-more-
Three Months Ended Six Months Ended
------------------------------------------------------------
EBITDA Data (b) July 1, 2006 July 2, 2005 July 1, 2006 July 2, 2005
- -------------------------------------------------------------------------------------------------------------------------------
Consolidated
Operating Income $ 8,726 $ 4,957 $ 13,539 $ 7,777
Depreciation and Amortization 1,825 1,703 3,755 2,719
-------- -------- --------- ---------
EBITDA $ 10,551 $ 6,660 $ 17,294 $ 10,496
======== ======== ========= =========
Pulp and Papermaking Systems
Operating Income (c) $ 11,016 $ 6,149 $ 17,767 $ 9,770
Depreciation and Amortization 1,678 1,532 3,430 2,433
-------- -------- --------- ---------
EBITDA $ 12,694 $ 7,681 $ 21,197 $ 12,203
======== ======== ========= =========
Corporate and Other
Operating Loss (c) $ (2,290) $ (1,192) $ (4,228) $ (1,993)
Depreciation and Amortization 147 171 325 286
-------- -------- --------- ---------
EBITDA $ (2,143) $ (1,021) $ (3,903) $ (1,707)
======== ======== ========= =========
(a) Includes a tax benefit of $882, or $.06 per diluted share, in the six-month period ended July 2, 2005, received from
our former parent company under a tax agreement.
(b) "Other" includes the results from the Fiber-based Products business and Kadant Johnson's Casting Products business.
(c) Information in the 2005 period has been reclassified to conform to the 2006 presentation.
About Kadant
Kadant Inc. is a leading supplier to the global pulp and paper industry, with a
range of products and services for improving efficiency and quality in pulp and
paper production, including paper machine accessories, and systems for stock
preparation, fluid handling, and water management. Our fluid-handling products
are also used to optimize production in the steel, rubber, plastics, food, and
textile industries. In addition, we produce granules from papermaking byproducts
for agricultural and lawn and garden applications. Kadant is based in Acton,
Massachusetts, with revenues of $244 million in 2005 and approximately 1,400
employees in 16 countries worldwide. For more information, visit www.kadant.com.
The following constitutes a "Safe Harbor" statement under the Private
Securities Litigation Reform Act of 1995: This press release 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, growth opportunities and
strategies, and the potential benefit of our acquisition in China. Important
factors that could cause actual results to differ materially from those
indicated by such statements are set forth under the heading "Risk Factors" in
Kadant's quarterly report on Form 10-Q for the period ended April 1, 2006. These
include risks and uncertainties relating to our dependence on the pulp and paper
industry; significance of sales from China; international sales and operations;
competition; our debt obligations; restrictions in our credit agreement;
retention of liabilities and warranty claims associated with composite building
products manufactured prior to the sale of the business; our ability to
successfully integrate Kadant Johnson; our ability to complete the acquisition
of a manufacturing and assembly plant in China; our acquisition strategy; our
ability to realize the anticipated benefits from the restructuring of our French
subsidiary; the impact of high natural gas prices on the manufacture of
fiber-based products; availability of raw materials related to the manufacture
of fiber-based products; protection of patents and proprietary rights;
fluctuations in quarterly operating results; 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.
###