Christina Kmetko
Analyst · Seaport Global
Thank you. Good morning, everyone, and welcome to our 2015 fourth quarter and year end earnings call. I am Christina Kmetko and I am responsible for Investor Relations at Hyster-Yale. Joining me on today’s call are Al Rankin, Chairman, President and Chief Executive Officer of Hyster-Yale Materials Handling; Colin Wilson, President and Chief Executive Officer of Hyster-Yale Group; and Ken Schilling, our Senior Vice President and Chief Financial Officer. Yesterday, we published our fourth quarter and full year 2015 results and filed our 2015 10-K. Copies of the earnings release and 10-K are available on our website. For anyone who is not able to listen to today’s entire call, an archived version of this webcast will be on our website later this afternoon and available for approximately 12 months. I would also like to remind participants that this conference call may contain certain forward-looking statements. These statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements made here today in either our prepared remarks or during the following question-and-answer session. We disclaim any obligation to update these forward-looking statements which may not be updated until our next quarterly conference call, if at all. Additional information regarding these risks and uncertainties was set forth in our earnings release and in our 10-K. Also certain amounts discussed during this call are considered non-GAAP. The non-GAAP reconciliations of these amounts are included in our earnings release and available on our website. Before I discuss our fourth quarter results, let me first discuss the news we announced early Monday morning. Our ultimate goal is to acquire 100% of Bolzoni, which is an Italian listed publicly traded company and a leading worldwide producer of attachments for forklift trucks under the Bolzoni Auramo and Meyer brand names. To achieve our goal, the transaction must be completed in a couple of steps. On Monday, we announced that we had entered into an agreement to acquire all of the outstanding shares of Penta Holdings, which holds a 50.4% stake or 13.1 million shares of Bolzoni. The cash purchase price for Penta which is €53.5 million including the value of the majority stake of Bolzoni, Penta’s other assets and liabilities and consideration for the non-compete undertakings of Penta’s shareholders. We expect the Penta transaction to close subject to customary closing conditions during the upcoming second quarter. Once the Penta transaction closes, we move to step two, which is to launch a mandatory tender offer for all of the remaining outstanding shares of Bolzoni approximately 12.9 million shares for a cash price per share of €4.30. In the event that Bolzoni’s Board of Directors recommends a dividend be paid to Bolzoni's shareholders in connection with approving the 2015 financial statements the price per share in the mandatory tender offer may be reduced proportionately. We expect to fund the acquisition of Penta and the subsequent mandatory tender offer with cash on hand and as needed, borrowings under our existing credit facility. Once the transaction is complete, Bolzoni will become a subsidiary of Hyster-Yale, but we expect to continue to operate Bolzoni as a standalone business with its own management team and Board of Directors with Bolzoni’s current Chief Executive Officer, expected to continue to lead Bolzoni. We expect this to ensure that the integrity of OEM dealer and customer information is maintained at all times very consistent with how Toyota managed their acquisition of Cascade. Since Bolzoni will be a separate business, it’s like Bolzoni will be a separate segment in our financial statement but we cannot say for sure at this time. This acquisition was driven primarily by a desire to enhance our ability to grow by meeting the demands of the customers we serve. The proposed transaction is expected to add a wider spectrum of products to our suite of products and provide an important platform for additional growth. We believe the addition of Bolzoni enhances the combined companies’ capacity to invest in solutions that will benefit all customers. Bolzoni is well-known as a reliable world-class supplier of attachments, forks and lift tables, has become the preferred attachment supplier for our products. In addition, Bolzoni has been investing in capacity expansion and we see an opportunity to leverage those by absorbing Bolzoni’s unused capacity. For example, we expect a larger portion of our significant forks business be resourced to Bolzoni. Bolzoni’s historical strength is in Europe, which still has growth opportunities. But they - but the company has also been expanding in the Americas and has a presence in China where we want to expand. We envision using our global independent dealer network and strong relationships with customers to whom we sell directly to expand the sales of our products fitted with Bolzoni’s excellent range of products. In considering this acquisition, we were attracted to Bolzoni’s solid financial history including its margins and EBITDA performance and we are anticipating that this transaction will be accretive to earnings excluding the effect of the immediate cost for the transaction. Since this is a highly regulated process, we can only provide additional information at specific interval. Yesterday we filed an 8-K with the purchase agreement for Penta. Once we close the Penta transaction, we will be able to provide more information and finally additional information will be disclosed in the tender offer document once the tender is launched. That concludes my remarks on Bolzoni and I will let – now let me move to our fourth quarter and year-end results. At the consolidated level, our results fell lower than last year or inline if not moderately better than we anticipated in the third quarter. Our consolidated fourth quarter 2015 revenues were down 9% to $645 million from $710.7 million in the prior year and our net income decreased to $17.2 million or $1.5 per diluted share from $26.4 million or $1.61 per diluted share. Nuvera, which we owned for only two weeks in 2014 accounted for some of the decline for the more significant decline within our lift truck business. For the fourth quarter of 2015, the lift truck business’s revenues were $644.6 million and net income was $20.7 million. This compare to revenues of $710.7 million and net income of $27.8 million for the fourth quarter of 2014. Net income was down substantially driven by a higher effective income tax rate during the quarter, but our operating profit was not down proportionally declining to $32.3 million this quarter from $35.4 million last year. Despite the 9% revenue decline in the quarter, we maintained a 5% operating profit margin and for the full year, once you exclude the impact of last year’s $17.7 million gain from our Brazil plant, we actually realized a small increase in the operating profit margin on a 7% decline in revenue. Each segment has its new launches, but the overwriting story for the quarter was that shipments were down 1300 units compared to the prior year quarter and currency was a substantial headwind, specifically almost $34 million determent to revenue. Shipments were approximately 22,200 units compared with 23,500 units last year. For the full year, unit shipments of 86,900 units were only slightly below 2014 shipments of 87,600 units. As we continue to experience a moderating America’s market, we saw a 1200 unit decrease in our backlog from 28,100 units last year to 26,100 units this quarter and an 11% decline in our bookings. However, it should be noted that the 2014 bookings were increased by a single very large order for North America that was not repeated in 2015. Looking at the individual geographic segments, Americas was the driver of the unit shipment decrease with a 1300 unit drop from the prior year as a result of the moderating US market and the depressed Brazil economy. This combined with the shift in trucks sold from higher priced, higher margin class 5 trucks, including big trucks to lower priced, lower margin class 3 warehouse trucks and unfavorable currency movements, primarily related to Brazilian sales resulted in a 10% decline in the Americas revenue. However, even with the lower revenue, gross profit and operating profit improved in the Americas. Much of this improvement came from lower material cost and favorable currency movements, as well as overall lower operating expense, all of which were partially offset by the lower unit and parts volumes including the related unfavorable manufacturing variances driven by the lower production volumes and the shift in product mix to lower margin products. Europe realized benefits on higher unit shipments in the fourth quarter. But these benefits were completely offset by unfavorable currency effects. In our JAPIC segment, fourth quarter 2015 revenues and operating results declined on the 300 unit decrease and unfavorable currency effects as well as a shift in mix to lower margin lift trucks. Tax benefits for the quarter offset a substantial portion of the operating profit decline. Looking forward to 2016, we continue to expect currency and the slowdown in several key markets to negatively affect our segment results. In 2016, we expect the Americas market to continue to moderate driven primarily by Brazil declining further from its already highly depressed level. However, despite these market conditions, we expect unit shipments, revenues and parts sales to increase in 2016 over 2015, due to our success in winning initial orders at large customer accounts this past year. Revenues in the first half of the year and particularly the second quarter are expected to be down compared with 2015 primarily as a result of strong North American sales in the first half of last year due to the very large customer order late in 2014 already mentioned, shipped primarily in the first half of the year. We expect the Americas’ full year 2016 operating profit to be down slightly compared with 2015 as expected benefits from currency movements at currency rates and higher unit and parts volume as well anticipated improvements in Brazil’s operating results are expected to be mostly offset by higher employee-related operating expenses and lower product prices. For the Americas’ full year 2016 operating profit is expected to be down slightly compared with the prior year, operating profit in the first half of the year is expected to be lower than the first half of 2015, primarily due to shift in mix towards lower priced and lower margin products. This decline is expected to be mostly offset by operating profit improvements in the second half of the year, driven by increased unit volumes, particularly in the fourth quarter. EMEA is experiencing a different trend than the Americas. We expect the overall Europe, Middle East and Africa markets to grow in 2016. This is driven mainly by moderate increases in Western Europe and slight growth in Middle East and Africa, partially offset by a decline in Eastern Europe. As a result, we expect unit and parts revenues to increase in the coming year. However, despite these improvements, operating profit in the EMEA segment is expected to decrease substantially in 2016 compared with 2015. As I explained last quarter, EMEA had currency hedges in place that mitigated the unfavorable effect of the strengthening US dollar during 2015. As these hedges have expired, increased US dollar-based cost will be incurred. As a result, the strong US dollar is expected to have a larger unfavorable impact on results in 2016. These unfavorable net currency movements and an anticipated shift in sales mix to lower margin products are expected to drive the decline in EMEA’s operating profit. Finally in 2016, we expect the JAPIC segment market overall to continue to weaken predominantly due to lower demand in China only partially offset by modest growth in certain other markets. However, as a result of the implementation of our strategic initiatives, we expect full year shipments as well as unit and parts revenues to increase compared to 2015. Full year operating results are also expected to improve in 2016, primarily due to the increase in revenues and improved pricing. To provide further clarity, we expect shipments and operating results in the first half of 2016, particularly in the first quarter be lower than the first half of 2015, but to be more than offset by expected improvements in the second half of the year. In summation, this is our outlook for our overall lift truck business. For 2016, based on what we know today, we are expecting global markets to remain roughly stable driven positively by the Western European markets with a moderating in Americas market and weakening JAPIC market. However, despite these market conditions, and because of our success in winning new business at large customer accounts, we expect overall revenues, unit shipments and part sales to increase in 2016 compared to 2015. Operating profit and net income, on the other hand, are expected to be lower than in 2015 as we expect the increases in sales and parts volumes to be offset by higher operating expenses, and an anticipated shift in sales mix to lift tucks with lower average profit margin, more specifically, we are expecting lower operating profit in the first half of the year with improvements coming during the second half. Finally, we expect cash flow before financing activities in the lift truck business to be positive in 2016, but to decline compared with 2015. At Nuvera, this is the first quarter for which we have prior year results to discuss. However, as I explained earlier, we own Nuvera for only two weeks in 2014, the results are not comparable. Nuvera reported revenues of $400,000 and operating loss of $6.1 million and a net loss of $3.5 million for the fourth quarter of 2015 compared with no revenues and operating loss of $2.2 million and a net loss of $1.4 million in the fourth quarter of 2014. The fourth quarter 2015 operating loss is partially offset by a $900,000 favorable contingent consideration purchase accounting adjustment, while the fourth quarter 2014 operating loss includes $1.5 million of post-acquisition severance. Nuvera’s results in the fourth quarter were inline with our expectations. We continue to see significant growth opportunities in the fuel cell market and strong interest from our customers, dealers and potential partners regarding Nuvera’s products. We believe strongly that the fuel cell market to lift trucks has significant growth opportunity. We are ramping up our sales and commercial efforts as we prepare for the more widespread rollout of our products. Substantial progress to our commercialization of Nuvera’s PowerEdge units was made in 2015 and early stages of PowerEdge unit production began in late 2015. In the fourth quarter of 2015, Nuvera secured its first total power solution agreement with a customer and expects to begin shipping PowerEdge units to this customer in the first half of 2016 along with lift trucks and a PowerTap hydrogen generation system. We expect production to ramp up throughout 2016 as additional sales of PowerEdge units are made. As a result of the production ramp up, we expect moderate revenues in the first quarter and that these revenues will grow gradually over the course of 2016 as production accelerates and new units are sold. We expect the PowerEdge products to be sold at an average selling price of between $17,500 and $35,000 depending on the model. We have also been encouraged by growing interest and demand for our PowerTap units. We expect Nuvera to continue to focus on commercializing the fuel cell technology and expanding its product line, integrating this technology into the Hyster-Yale lift truck product ranges. We are also increasing this focus on reducing manufacturing cost per unit of both PowerEdge and PowerTap, as production increases. As a result of the cost to implement these programs, we expect Nuvera to generate an operating loss in 2016 of approximately $23 million to $26 million. We continue to have an objective of reaching a quarterly breakeven operating profit at Nuvera by the end of 2017 or early 2018 on a run rate of approximately 700 PowerEdge, and 10 PowerTap units per quarter at target margin. Nuvera is also exploiting a number of partnership opportunities which will be complementary to its core operating plan and could potentially accelerate achievement in breakeven results. Our projected losses for Nuvera are on a standalone basis and do not include the synergistic impacts of incremental volumes in the lift truck business, we expect to achieve where the ongoing associated aftermarket revenues for these products that help us meet the rigorous needs of our lift truck customers. That concludes our prepared remarks. I will now open up the call for your questions.