David A. Roberts
Analyst · Robert W
Thank you. Good morning, and welcome to Carlisle's Third Quarter 2013 Conference Call. On the phone with me is our CFO, Steven Ford; our Chief Accounting Officer, Kevin Zdimal; and our Treasurer, Julie Chandler. Before I get started with the details of the third quarter, there are 4 prevalent themes that I want to review with you before I discuss the financial performance of our business segments. First, we entered an agreement to sell our Transportation Products segment to AIP this past weekend. From the announcement we made during the second quarter conference call that we would seek strategic alternatives for CTP to this weekend's signed agreement, the process moved much more quickly than we anticipated. Following our second quarter announcement, we had a number of inquiries and offers for parts of the business, as well as the entire business. After comparing other offers to AIP's $375 million offer, along with their commitment to move quickly, we felt it was our best interest of our shareholders to sell the business as a whole to AIP. After reviewing a fairness opinion prepared by SunTrust Robinson Humphrey last Friday, our board approved the sale. We are now seeking regulatory approval for sale in each of the countries where we have operations. I anticipate we will receive those approvals and will close some time in the fourth -- first quarter of 2014. The second theme in the third quarter was our first quarter in 2013 that we've seen both sales and earnings growth. In the first half of the year, most of our markets were weak due to weather or customer demand. In the third quarter, we saw sales and/or earnings growth coming from Construction Materials, Interconnect Technology, Transportation Products and FoodService. While FoodService's sales didn't grow, profitability continued to improve like it has in each of the first 2 quarters. Third, we generated superb cash flow in the quarter. Our free cash flow was $168 million, a 23.5% increase over the third quarter in 2012. We currently have $332 million on hand, with another potentially strong cash flow quarter in front of us. Following the fourth quarter and the closing of the sale of CTP, we could have between $750 million and $800 million in cash, along with an untapped $600 million revolver. I recently had a portfolio manager, whose opinion I respect, tell me that money causes people to do stupid things. Well, I'm here to tell you that we're not going to do stupid things with our available cash. We've laid out a 4-pronged approach to use that cash to create shareholder value. We will continue to invest in organic growth opportunities like factories, process improvements and new product development. We will repurchase shares of our stock. We will seek acquisitions in our 3 core businesses, those being Construction Materials, Interconnect Technologies and braking. And we will seek an acquisition to replace CTP's earnings. While this is not our top priority, we think there are opportunities out there that will present limited risk and a great opportunity if added to our portfolio. Fourth, we'll continue to see weak sales in our braking business, and we have to further streamline the cost structure. Last week, we announced the closing of our Akron stamping plant. It is a small facility that is not fully utilized today. The processes currently being done at Akron will be moved to our existing facility in Tulsa. In preparation for closing Akron, we will be rebuilding some existing manufacturing equipment to upgrade its capability, along with purchasing a few pieces of new equipment. While the equipment is being upgraded and the new equipment is being installed at our Tulsa facility, we will be tapering production at Akron, targeting to fully close by midyear 2014. The decision to close a factory is always difficult, but in a braking market that has been declining for over a year and doesn't appear to have any signs of life in the first half of 2014, we have very little choice but to reduce our footprint. With the additional capacity being added at Tulsa, we will be well positioned to handle any growth in the market that will be presented to us in the future. I'm sure you'll have questions concerning these 4 themes. Steve and I will be happy to answer them for you during the question-and-answer segment, following our review of the third quarter financial performance. Before we begin the review of third quarter financial performance, please turn to Slide 2 and review our forward-looking statements. I strongly suggest that you read and review our documents that have been filed with the SEC as they detail the risk associated with investing in Carlisle Companies. Also on Slide 2 is our comment about CTP moving into discontinued operations. Being with the fourth -- beginning with the fourth quarter, the results of CTP will be reported in discontinued operations, and all prior periods will be restated to exclude CTP. Let's now turn to Slide 3. This slide is a summary of our performance in the third quarter. Total company sales increased 6.4% to $969 million. We experienced strong sales growth in Construction Materials, Interconnect Technologies and Transportation Products, while Brake & Friction's and FoodService's sales declined in the quarter. EBIT increased 11.6%, and we earned $123 million, yielding an operating margin of 12.7%. Margins were up on a year-to-year basis by 50 basis points. We saw strong performance at CIT with 16.8% margins, at CCM with 16.4% margins, improving margins at CFS at 11.9%, good margins at CTP at 8.1% and challenging margins at CBF at 6.1%. Free cash flow for the quarter was outstanding. It increased 23.5% over 2012, while we generated $167.7 million of free cash flow. At the end of the third quarter, we had $322 million on hand. Turn to Slide 4, which is our sales bridge. As you review this slide, you will see that price had a negative impact on sales of 2.2%, driven mainly by pricing pressure at Construction Materials and Brake & Friction. We had volume growth of 5.9%; acquired growth, all at CIT, of 2.6%; while FX had very little impact on sales. Organically, Construction Materials grew 11%, Interconnect Technologies at 8%, Transportation Products at 4%, while Brake & Friction declined 23% and FoodService declined 7%. Slide 5 details our margin bridge. Our operating earnings in the quarter increased $12.8 million or 11.6%. Price negatively impacted profitability by 1%. Volume positively impacted margin by 0.3%. COS had a 0.5% positive impact. Acquisitions added 1% (sic) [0.1%] while the other category added 0.6% of margin. Included in the other category was the $6.9 million FoodService restructuring charges that we took in 2012. Slide 6 begins the review of the individual businesses segments, starting with Construction Materials. CCM sales increased a very healthy 11% despite pressure being under -- beside pricing being under pressure in the quarter. Pricing was negative 3% while volume was up 14%. We also experienced very healthy growth in Europe, where sales were up 11%. Both new construction and reroofing drove sales growth in the quarter. These trends should continue into the fourth quarter and into 2014. EBIT was up 4.3% as we earned $83 million compared to 76 point -- $79.6 million in 2012. Our margins, while down 100 basis points compared to last year due to pricing, higher raw material costs and new plant startup costs, were a healthy 16.4%. The new polyiso plants in Washington State and New York State are up and running. We had $3.4 million of startup costs at Montgomery, New York as startup scrap was higher than anticipated and the cost to prepare to return the leased Kingston facility back to its owner was higher than originally planned. The $5.5 million new plant startup costs we originally forecast will now be $7 million for the full year, which includes $1.5 million in the fourth quarter for the startup of the Illinois PVC plant. The PVC plant will be online midyear 2014. Construction of the new Carlisle, Pennsylvania TPO plant has begun, and the plant will be producing product for the 2015 construction season. We will have 2014 startup costs yet to be determined for the startup of the PVC plant and the TPO plant. We will be able to share these with you during our fourth quarter conference call. Turning to Slide 7. You'll see the detail of CIT's performance in the third quarter. Interconnect Technologies grew 29%, with 21% of that growth coming from the Thermax acquisition. Organic growth was 7.8%, with aerospace up 10% and test & measurement up 97%. Continued to decline was our military business, which was off 11% and our industrial business, which declined 21%. Our business continues to be heavily skewed to commercial aerospace, so while military and industrial sales declined double digits, the impact on our overall sales was modest. EBIT growth for the quarter was 33% as we earned $24.8 million compared to $18.7 million last year. The Thermax acquisition contributed $4 million, with margins of 16.9%. Margin was also up 50 basis points on higher sales offset slightly by mix changes. CIT's working capital improved from 24.9% of sales in 2012 to 21.6% this year. Most of that improvement came from inventory reductions that were made while maintaining on-time deliveries to our customers. Slide 8 details the performance of our braking business. We continue to suffer from lower sales as our customers worldwide sell off their finished goods inventory. Sales were down 23% in the quarter. By market, heavy construction equipment was down 28% and mining equipment was down 46%. Our Ag business grew 12%, most of which came from our European operations. In the quarter, EBIT was down 73% as we earned $5.2 million compared to $18.9 million last year. Reduced volume and negative pricing impacted margin again this quarter and also contributed to a sequential margin decline. We are taking steps to continue to streamline our manufacturing footprint with the announcement of the closing of our Akron stamping plant. It has been 12 months since this business began to slow, and despite repeated forecasts from our customers that suggested the business would improve shortly, we do not see any significant recovery over the next 6 months. Therefore, we decided to take advantage of the slow sales cycle to close our Akron stamping facility and move that production to our Tulsa, Oklahoma factory. We will be taking an estimated $1 million charge for shutdown costs in the fourth quarter and another $2 million charge in the first half of 2014, of which $1.2 million of that is noncash. On Slide 9, you see that FoodService's revenue declined 7.3% in the quarter. Selling prices and allowances negatively impacted sales by 2%. Sales of FoodService Products declined 11% while the sale of healthcare products declined 7%. Our Jan/San category grew 13% in the quarter. A small part of the revenue decline in FoodService category was self-inflicted as we reduced inventory. While attempting to make inroads in achieving our working capital goals, we cut too deeply in a few critical product categories, causing us to lose orders in the process. We are rebuilding inventory in these -- of these critical items to correct the situation. EBIT was up nearly sevenfold as management team continues to make operational improvements in the business. We earned $6.9 million in the quarter and generated margins of 11.9%. As a reminder, we took a $6.9 million restructuring charge in the third quarter of 2012 to start the march to higher margins. The result of that restructuring has had a positive impact on the margin improvement this year. For us to continue to see margin improvements, we will need to increase our sales volume. Slide 10 details the performance in our Transportation Products segment, where sales were up 4%, with volume up 5% and price down 1%. Outdoor power equipment volume was up 18%, power transmission belts up 12%, high-speed trailer up 5%, Ag and construction equipment was flat while power sports was down 12%. Transportation Products EBIT was up 88% on higher sales volume, lower raw material cost and COS savings. We earned $13.9 million compared to 4 -- or $7.4 million in 2012. As I mentioned earlier, because of our decision to sell CTP, the results will be moved into discontinued operations starting in the fourth quarter. This will be the last time I'll review CTP's performance with you during a conference call. This concludes my review of the business segments. I now want to turn the meeting over to Steve Ford, who will review our balance sheet, cash flow and working capital slides. Steve?