Operator
Operator
Ladies and gentlemen, thank you for standing by. Welcome to the Ball Corporation First Quarter Earnings Conference Call. During the presentation, all participants will be in a listen-only mode. Afterwards we will conduct a question-and-answer session. As a reminder, this conference is being recorded, Thursday, April 28, 2016. I would now like to turn the conference over to John Hayes, CEO of Ball Corporation. Please go ahead, sir. John A. Hayes - Chairman, President & Chief Executive Officer: Great. Thank you, Lynn, and good morning, everyone. This is Ball Corporation's conference call regarding the company's first quarter 2016 results. The information provided during this call will contain forward-looking statements. Actual results or outcomes may differ materially from those that may be expressed or implied. Some factors that could cause results or outcomes to differ are in the company's latest 10-K, and in other company SEC filings, as well as company news releases. If you don't already have our earnings release, it's available on our website at ball.com. Information regarding the use of non-GAAP financial measures may also be found on our website. With regard to Ball's proposed offer for Rexam, and consistent with the requirements of the U.K. Takeover Code, we will limit our comments regarding the transaction to: number one, what has already been made public via the 2.7 and other public releases; two, where we are in the regulatory process; and three, an update of ongoing economic hedging and debt activities related to the proposed transaction, including the proposed sale of the Divestment business. Also note that there may be limitations regarding the depth of our business commentary and certain other items we would normally discuss on our quarterly earnings conference call due to the nature of the proposed transaction. Given the nature of our proposed offer, today's issued press release, webcast and conference calls are advertisements and should not be considered a prospectus. Investors should not make any investment decision in relation to the new Ball shares issued in connection with the Rexam transaction, except on the basis of information in the prospectus and the scheme document, which are proposed to be published in due course. This presentation and transcription of comments are not for release in whole or in part in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. For more information on Ball's proposed acquisition of Rexam, please visit the offer for Rexam page on ball.com. Now joining me today on the call is Scott Morrison, our Senior Vice President and Chief Financial Officer. I'll provide a brief overview of our company's performance. Scott will discuss financial and global packaging metrics, and then I'll finish up with comments on our Aerospace business and the outlook for the remainder of 2016. It's been an incredibly busy start to the year. Our first quarter volumes and results from operations were in line with our expectations. The headwinds from a very competitive pricing environment in China, and tough first quarter comparisons in our Food and Household segment, as well as start-up costs from our various capital projects, all that we'd mentioned on our January conference call, played out. Overall we are pleased with the performance of our businesses, given those headwinds, during a seasonally weak quarter, and Scott will go into more detail on the quarter in just a moment. I'll say, however, that other than China, most of these headwinds are behind us, and we feel momentum building in our various businesses. Since late January, we have made notable progress to strategically and operationally position Ball for the future, including: signing the agreement for the required sale of the Divestment business; producing cans and ends at our new Monterrey, Mexico beverage facility; the successful groundbreaking of our aluminum impact extruded aerosol expansion in Velim, Czechia, which is expected to come online in early 2017; adding additional customers at our new aluminum impact extruded aerosol facility in India; gaining efficiencies in our new contour bottle line in Conroe, Texas; and our new tinplate aerosol technology in Chestnut Hill, Tennessee; and growing our aerospace contracted backlog, as well as acquiring Wavefront Technologies to further enhance our data and cyber capabilities. We continue to navigate the highly complex process around the proposed offer for Rexam, while keeping our team focused on things they can control day-to-day to keep our company strong and well positioned for future growth. I again want to thank everyone at Ball for rising to the challenge over the past 15 months, and we feel good about the direction of our company, save for the pricing environment in China, with many of the transitory headwind issues now behind us. Our future is bright, and irrespective of the Rexam transaction, we see meaningful year-over-year improvement through the balance of the year and beyond. We are right on track and the best is ahead of us. And with that, I'll turn it over to Scott, for a review of our first quarter numbers. Scott? Scott C. Morrison - Chief Financial Officer & Senior Vice President: Thanks, John. Ball's comparable diluted earnings per share for the first quarter 2016 were $0.59 versus last year's $0.69. First quarter comparable diluted earnings per share reflect the impact of $7 million in start-up costs, related to our sizable Monterrey project and the new tinplate steel project, as well as anticipated lower volumes in our North American Food business and competitive pricing in China. The first quarter played out exactly as we said in January, with the re-pricing of our contracts in China, challenging comps in our Food and Household Products business, and the close-out of start-up costs on various capital projects resulting in the first quarter being soft. Our GAAP results for the first quarter were unfavorably impacted by the economic hedges we put in place to reduce currency exchange-rate exposure associated with the British pound-denominated cash portion of the announced acquisition price for Rexam, and to mitigate exposure to interest rate changes associated with the anticipated debt issuances, also in connection with the cash portion of this proposed acquisition. These economic hedges allow us to lock in the transaction's purchase price economics. Details on these economic hedges are provided in Note 2 of today's earnings release. Credit quality and liquidity of the company remains quite solid, with comparable EBIT to interest coverage of 5.4 times, and net debt to comparable EBITDA at 3.3 times, including the non-current restricted cash sitting in escrow for the U.S. and euro bond placements – from the U.S. and euro bond placements. The company has enough committed credit and available liquidity on hand to consummate the proposed Rexam transaction and provide ongoing liquidity for the company. For a complete summary of first quarter results on a GAAP and non-GAAP basis and details regarding the first quarter, please refer to the Notes section of today's earnings release, which includes a simplified table format summarizing business consolidation activities. Now moving to operations. Our Metal Beverage Americas and Asia segment comparable operating earnings for the first quarter 2016 were down year-over-year solely due to China pricing, a significant swing in China volume, and project start-up costs related to Monterrey. Absent the start-up costs in Q1 in North America, this region was up year-over-year. As we move through the year the cost-out programs in China will reduce the loss in this region, and despite the China headwinds, we will see year-over-year improvement across the segment in the back half of the year, as our Monterrey, Mexico, can plant second line comes online and start-up costs moderate, more than offsetting the impact of China pricing. Segment volumes in the quarter were up approximately 2%, including mid-single-digit volume growth in North America, low-single-digit volume growth in Brazil, and China volumes being down upper-single-digits as we proactively prune business due to competitive pricing. European Beverage comparable earnings were up nicely in the quarter due to aluminum premium tailwinds and strong manufacturing performance offsetting slightly – offset slightly by volumes being down low-single-digits due exclusively to soft export sales to Africa. In fact, excluding such export sales, volumes in the E.U. were up low-single-digits, in-line with the overall market. Industry demand for specialty cans across Europe continues to grow, and industry supply/demand remains balanced. Food and Household comparable segment earnings were down in the quarter due to mid-single-digit food can volume declines following the prior-year benefit of certain volumes related to a past food can customer, inventory holding losses, as well as start-up costs related to our tinplate steel aerosol project in Chestnut Hill, Tennessee. We continue executing a disciplined cost control growth equation in this segment, with cost-out initiatives like the announced closure of our Weirton, West Virginia facility versus incremental investments to support continued metal aerosol growth and production efficiencies initiatives in Mexico, Europe and India. These decisions will drive future quarter-on-quarter improvement for 2016 and beyond. In summary, our Global Packaging businesses continue to be extremely focused on driving EVA dollars from our new capital projects, as we get closer to being able to initiate the next exciting stage in our Global Metal Beverage business. To employees listening on today's call, thank you for all the work on all of these projects. Our business is embarking on its next transformation, which is really exciting stuff, and the collective efforts of the entire team are critical to our shared success. Now as we look to the remainder of 2016 and reflecting Ball as a standalone company today, here's a snapshot of some key metrics; no real changes here. We expect free cash flow to be in a similar range as 2015, excluding cash costs related to the Rexam transaction, with CapEx expected to be in the range of $400 million and working capital expected to be generally flat year-over-year. Interest expense is expected to be roughly $145 million, excluding debt refinancing and other costs, and the full year effective tax rate on comparable earnings is now expected to be in the range of 25%. Corporate undistributed is estimated to be in the range of $75 million, a year-over-year reduction of $17 million. And we expect our dividend to remain unchanged from its current level during the proposed acquisition process. Exactly as we said in January in 2016, we expect all our businesses to be up on a full year basis with the exception of China Beverage Can, with momentum accelerating as we move through the year, particularly in the second half. As we indicated back in January and as we look to the successful closing of the Rexam transaction, we plan to focus our comments in terms of cash EPS post close, due to the large amount of intangible amortization we expect to record for the Rexam transaction. And with that, I'll turn it back to you, John. John A. Hayes - Chairman, President & Chief Executive Officer: Great. Thanks, Scott. Our Aerospace business reported first quarter results that were relatively flat with last year; however, I'm happy to report that our contracted backlog closed the quarter $100 million higher than year-end, and even happier to report that as of this week, our Aerospace backlog stands at greater than $900 million with even more opportunities for growth during the remainder of 2016. It's taken a fair amount of patience for us to get to this point, and I want to congratulate the entire Aerospace team for their hard work. More exciting, however, is what is in front of us in Aerospace, ramping up on all the new contracts and integrating the recent acquisition of Wavefront Technologies. Now across the company and as we look forward, we are nearing the end of the marathon we began back in February, 2015, and we cannot wait to step up to the starting line for the sprint to achieving synergies, cash flow growth and the higher EVA dollar generation that all of our investments can provide. As we said, we continue to face headwinds in our China business, although going forward it will moderate. We expect all of our other business units to be up year-over-year and feel momentum building in our business. Together we are working hard to improve Ball in 2016 and beyond. And we look forward to the hard work that lies ahead. So with that, Lynn, we're ready for questions.