Rakesh Sachdev
Analyst · Citi
Thank you, Carey, and good morning, everyone. I'm happy to report a very strong third quarter for Platform. Both of our business segments saw solid organic sales growth and constant currency EBITDA growth, which led to a meaningful cash flow generation for the company. Margins also improved, driven by the ongoing success of our integration efforts and synergy realization. We achieved these results despite a continued difficult macro environment for many of our end markets, which only reinforces the quality of our businesses and the teams we have managing them.
Platform had a productive quarter on multiple fronts. In September, we announced a settlement agreement with Permira with respect to our Series B convertible preferred stock obligations. We had felt the Series B was an overhang on the balance sheet and our resolution of this issue and the savings it implies was a meaningful step forward. If exercised, which we expect to do before year-end, our negotiated settlement option would reduce the number of underlying shares issuable to Permira from 22 million to only 5.5 million shares and reduce the total value payable to Permira by over $100 million.
Next, in order to delever the balance sheet, we raised approximately $400 million in an equity offering in September. The dilution from this offering is meaningfully offset by the reduced number of shares that would be issued to Permira, as I just mentioned.
On the back of this balance sheet improvement and healthy debt capital markets, we extended and favorably repriced about $2 billion of our term loans, which will generate savings of approximately $11 million in interest expense annually. Given our current tax footprint, this should translate nearly dollar for dollar into free cash flow.
Subject to certain conditions, we also successfully extended the maturities of that debt by 3 years. The resulting net adjusted EPS dilution from the settlement, the equity raise and the repricing was in the mid-single digits. We are thoughtful about issuing equity and we think this small dilution was a modest price to pay for significant enhancements to our capital structure.
Finally, as you saw earlier this morning in our press release, we have further improved our full year adjusted EBITDA guidance to a new range of $750 million to $765 million. We will discuss the guidance revision in further details shortly.
Now before we dive into the business results, I would like to spend a moment on Slide 5, reviewing a few key takeaways from our Investor Day held this past September. And I'd like to thank all of you on this call who attended that day in person or via webcast. It was great to meet with many of our key stakeholders and get the opportunity to share many of the initiatives we are working on, and I hope you will all agree that there is a lot to be excited of -- about at Platform.
The bulk of the Investor Day presentation was focused on our strategic objectives, our plans for Platform as a company and the specific strategies for each of the business units. We also introduced long-term financial objectives that we expect to achieve as we execute our plan. For the Performance Solutions business, our strategy focuses on becoming integral to our customers' supply chain by selling our portfolio of solutions, which we believe is one of the broadest in the industry, to both OEMs and applicators. We are leveraging the breadth and depth of our specialty chemical products and the different components of the supply chain to work directly with the OEMs to innovate new products while also focusing on providing best-in-class technical service to the applicators who are using our products every day.
As many of you know, our Performance Solutions business serves a diverse set of industries globally including electronics, automotive, packaging, oil and gas and other industrial markets.
In our Agricultural Solutions business, we plan to focus on fast-growing niche specialty segments where we know Arysta has differentiated innovative solutions and a strong presence. We plan to expand our existing library of active ingredients by becoming partner of choice for research-based agricultural chemical companies.
Our pipeline of new products is robust, with over $700 million of peak potential sales value as of last year. This potential value number has already grown meaningfully, and this pipeline aligns nicely with the core priority segments we outlined at our Investor Day. We believe our strategies will enable above-market growth rates for the business units over the medium term, leading to a blended top line target of mid-single-digit organic growth.
Coupling this organic growth with the committed focus on continuous improvement in our cost footprint should lead to a high single-digit adjusted EBITDA growth for Platform. We expect that combining this earnings performance with continued emphasis on optimizing taxes, interest, capital expenditures and working capital should result in even stronger cash flow growth. We think this result is achievable and we are committed to using this cash flow to reduce balance sheet leverage to our 4.5x target of net debt to EBITDA, which we expect to achieve within the next 3 years. We also plan to be flexible, opportunistic and creative about accelerating this time line.
Now let's review the results. Slide 6 of the web deck shows highlights from our third quarter financial performance. Platform reported third quarter 2016 net sales of $891 million and an adjusted EBITDA of $190 million, which represents 21% of sales. These results were above our expectations for the quarter. September, in particular, was strong due to early buying patterns in certain markets. Net sales grew 49% year-over-year, driven largely by our acquisitions. Excluding the impact of currency movements, metal pricing and a small divestiture in our Ag business, we grew sales organically by 3% in the quarter. Both businesses grew well organically, with electronics and Alpha assembly contributing in Performance Solutions and volume growth in most regions contributing in Ag Solutions. This is an encouraging result in the context of the challenged macro environment we are facing.
Our comparable constant currency adjusted EBITDA grew 13% in the third quarter versus a year ago. There were a handful of drivers of this earnings growth. We believe we continued to gain share in certain key Performance Solutions markets like Asian electronics and automotive and also benefited from positive mix improvements. We also believe the combination of our acquired businesses is opening up the opportunity for additional markets to enter, and we are encouraged.
In our Ag Solutions business, we benefited both from a supply chain leverage to negotiate procurement savings and solid pricing management in Latin America. We also benefited from mix improvement in this business as we focus more in higher-margin specialty products like seed treatments, niche insecticides and bio-solutions. Finally, corporate costs were relatively flat this quarter year-over-year.
You will see on Slide 7 our Performance Solutions segment reported third quarter net sales of $455 million and an adjusted EBITDA of $110 million. Organic sales increased 2%, excluding the positive impact of metals price and the negative impact of currency translation, primarily from the Chinese yuan and the British pound. It is important to note that nearly all of the currency impacts in this business are translational as our costs are pretty well matched to our sales. Every vertical of our Performance Solutions segment saw growth this quarter, excluding our Offshore Solutions business, which continues to see the impact of reduced capital expenditures by oil and gas producers. Growth in electronics and Alpha assembly came primarily from Asian smartphone manufacturers. This growth came more from share gains and new product launches than from overall market growth, although we do believe the overall market was modestly improved, both year-over-year and sequentially.
While you're beginning to see some softness in Western automotive production and the rise of inventories in the channel, we still saw modest growth in the industrial vertical. Share gains, particularly in Asia, are a great example of how the combination of Enthone and MacDermid are improving our ability to win new business. This performance also demonstrates our business' ability to grow sales despite pressure in the market. We expect this trend to continue for a couple of reasons. First, our globally consistent product in an otherwise local and fragmented market offers share gain opportunities with our global customers. Second, the increasing content per vehicle of electronics and both functional and decorative finishes is continuing to trend upwards.
Our graphics business was up slightly in the quarter as we launched new programs with several large global accounts. The success of these programs was largely offset by slowdowns and price competition in parts of Europe.
Lastly, as you might expect, the challenges in our offshore business continue, and although there is modest optimism about 2017 in the marketplace, we remain cautious at this time.
Comparable constant currency adjusted EBITDA for our Performance Solutions business increased 9% in the quarter versus a year ago. This led to margin improvement on a comparable constant currency basis, driven by positive mix as well as synergy realization and business efficiencies. And this is the type of operating leverage we expect out of this business and a testament to the continued positive progress of our integration efforts.
On Slide 8, the Agricultural Solutions segment reported third quarter 2016 net sales of $436 million and adjusted EBITDA of $80 million. Currency has positively impacted sales by 2% in the quarter as we began to lap the devaluations in the real and other currencies that were a big translational detriment to our Ag business over the previous 4 quarters. Excluding the impact of currency movements and the small divestiture we have mentioned before, organic sales grew 4%. Sales growth this quarter was mainly driven by increased volume and share gains in most regions and new product introductions in Latin America. Sales of our high bio-solutions products also continue to grow well into the double digits year-to-date. While the ag industry as a whole continues to see difficult market conditions, we believe our results this quarter once again demonstrates the success of our specialty strategy.
Asia was a big contributor to sales growth in Ag this quarter. In China, we saw growth in several seed treatment and specialty crop protection products. We also executed a strategy change to focus on more proprietary brands which helps support the growth, despite lower commodity prices in key crops like rice. Europe benefited from increased sales of fungicides in the northern and eastern countries. Sales in France were also up as our herbicides for weed resistance management, which is a key part of our growth strategy, continue to gain traction. Meanwhile, good weather across the Africa and Middle East regions drove volume increases for our businesses there.
Latin America, which typically sees its biggest sales in the third and fourth quarters, demonstrated resilience in quite a weak market. As we expected, the rapid weakening of the dollar in the quarter, primarily against the Brazilian real, created pricing headwinds for the industry and some of our largest products as well. We, however, fared well through effective price management and raw material price savings, allowing us to capture a good part of the translational benefit on sales to improve margins. While we expect increasing pricing pressure in Brazil for the rest of the year, we are comfortable with its impact in Q4 relative to our updated guidance.
I'm pleased to report that in North America, a challenging market for us in recent quarters, we began to see signs of stabilization. We grew in the region, although modestly, as the third quarter is generally a slow one in North America. Specialty crop sales were an important driver of this growth and our new commercial strategy is starting to gain momentum. We have had positive feedback from our distribution partners on the changes we have made and are cautiously optimistic that these trends will continue.
In our Ag business, comparable constant currency adjusted EBITDA grew 19% in the quarter versus a year ago. Meaningful drivers of this growth were favorable mix of from specialty crop and bio-solutions sales, supply chain synergies and price management in Latin America. It is encouraging to see margin expansion in this type of market environment. Our ability to take out cost and be nimble with our sourcing is a key tenet of our asset-lite formulation-based business model, and we'll continue to pursue these improvements in both weak and strong markets.
Turning to Slide 9. I would like to review our new full year 2016 adjusted EBITDA guidance. We have improved our adjusted EBITDA guidance to a new range of $750 million to $765 million for the full year. We previously indicated that the second half will be a larger contributor of earnings in the first half which has been borne out thus far. We expect translational FX benefits to continue in Q4, primarily with the real, based on September 30 exchange rates. I would note, however, that FX was not entirely a good story as some currencies have strengthened and we have had to give up price in certain instances. And the Chinese yuan and the British pound continue to weaken, hurting our translational results. FX is still expected to be a headwind in our Performance Solutions business in the fourth quarter.
Finally, with regard to synergies, we expect incremental savings, primarily in the Performance Solutions segment. We remain comfortable with our overall expectations for the second half, and as a result, we have raised our guidance modestly.
And now I'll turn the call over to Ben Gliklich to review our integration successes this quarter. Ben?