Tom Burke
Analyst · Dougherty & Company
Thank you, Kathy, and good morning, everyone. Overall, third quarters sales were down $67.6 million or 12% from the prior year. These results were in line with our previous guidance. Third quarter adjusted operating income was $24 million, down $10.8 million or 31% from the prior year, primarily due to lower sales volume in our VTS and CIS segments. As reported last quarter, several of our end markets slowed significantly in the past few months, but conditions appeared to be stabilizing. As per other highlights during the quarter, I’m pleased report that our free cash flow improved to $11.6 million this quarter, including auto separation and restructuring costs. We’ve also strengthened our balance sheet by turning out a portion of our short-term debt. Mick will cover this in more detail during his section. Under CIS leadership team it’s keenly focused on identifying opportunities to enhance our margins, and improve operational efficiencies. As mentioned last quarter, margins in this segment have fallen below our targets. We have plans in place to strengthen our coils business and grow our coolers business. In addition, we're making organizational and structural changes to how we manage our data center business. The volatility of our data center sales has created short-term challenges due to significant concentration with one customer, but the team is making good progress in diversifying our data center portfolio. I will cover more on this and another strategic priorities during the segment review. Before diving into our quarterly segment results, I would like to provide an update on our automotive exit strategy. We spent considerable time and investment separating the automotive business from the VTS segment, and plan to start managing reporting the separate auto segment in the first quarter of fiscal ‘21. While this has been time consuming and costly, I believe it was a good and necessary investment and it is now largely complete. Reporting this new segment will provide improved transparency going forward as we transition away from the automotive market. This work included physically separating manufacturing operations, setting up standalone IT systems and business processes, and establishing new legal entities. We have named a seasoned leader and management team that’s committed to successful separation and dedicated support of our automotive customers. The separation of the automotive business will allow us to showcase the new Modine, which we anticipate will generate higher margins, returns on capital and cash flows. I want to be clear our primary strategy remains to exit Modine’s automotive business as quickly and efficiently as possible. Through our previous efforts to sell the auto business, we determined that it would be more beneficial to divide the existing business to better align and appeal to strategic buyers. Specifically, we're marketing two separate components of our automotive business to different potential buyers. With this revised approach, we have been actively engaged with numerous interested parties. We’re encouraged with revised process so far. As we assess our options and their related timelines, there may be some remaining products locations that we will have to address. In these scenarios, our goal would be to complete the exit as quickly as possible when meeting or exceeding our customer commitments as we transition or phase out of certain product lines. Our objectives are clear, separate the automotive business and run it to optimize earnings and cash flow, maximize the cash value by divesting the most valuable assets and exit the remaining business as rapidly as possible on a cash neutral basis beginning in the first quarter of fiscal ’20 when we plan to report the financial results of the new auto segment separately from the remainder of the VTS segment, which will include our heavy duty equipment business. We continue to believe that pursuing this path is a right long-term decision for the company and for our shareholders. It will lower our capital intensity, better focus management's attention on higher margin, higher growth businesses and improve our cash flows, opening up new opportunities for organic and inorganic investments. Now turning to our third quarter results on Page 4. As expected, we experienced the decline in sales across our vehicular markets. Sales for the VTS segment were down 16% from the prior year. As I’ve previously mentioned, our key vehicular markets have slowed significantly in the recent months and continued to be sought. Overall, sales to our commercial vehicle and off-highway customers were each down 26%, and automotive sales were down 3%. These market declines have not been isolated to any particular region as we have seen volume weakness across the globe. Sales to customers in the Americas region were down 80% from the prior year with lower sales to automotive, commercial vehicle and off-highway customers. Sales in Europe were also down 18% from the prior year due primarily to a steep drop in commercial vehicle sales as certain programs wind down. In Asia, sales were down 4% due to lower off-highway sales in China, Korea, and India. This is partially offset by higher automotive sales in China. Adjusted operating income for the VTS segment was $5.1 million in a quarter, which is $9.9 million lower than the prior year. Adjusted operating margin was down 270 basis points to 1.9%. We have quickly responded to the downturn in our markets by cutting structural costs in our business to align our plants operating plans with changing customer demand. In addition, we are highly focused on other factors we can’t control such as SG&A reductions, improve operating efficiencies, and accelerating procurement initiatives. This drives near-term margin improvements and increases our confidence for improved operating leverage when the markets pull out of the down cycle. Our customer relationships are strong as we continued to lever leading performance in critical elements like quality, delivery and cutting edge technologies such as EV solutions for the bus and truck markets. And as we discussed last quarter, in talking with our key customers, we felt that industry volume declines could prove the more substantial than many industry forecasts were expecting. So while these year-over-year declines receive we were largely in line with our projections. The silver lining to the market weakening is that the rate of decline in these markets seems to be stabilized. We're not expecting any meaningful recovery in calendar 2020. There are some reasons to be optimistic with the rest of the longer term market outlook. We believe the off-highway and truck markets will be challenged for the next several quarters and then begin to recover. And then you're predicting improvement beginning later in calendar 2020. On the auto side, we anticipate relatively stable volume, which is key to our divestiture process. Please turn to Page 5, the largest challenge in our CIS segment was decline sales to one large data center customer. This accounted for more than half of the revenue decline. Overall, CIS segment sales declined 12% from the prior year. Sales to data center customer were 25% from the prior year. Within our shared market in this segment, the strong growth in cooler sales that we saw last year was a result of a strong capacity expansion in excessive market demand. The drop in sales this year is due to a temporary low in customer investment and further capacity is expected to continue into our next fiscal year. We are currently expecting very low volumes for this business in fiscal '21 with a strong recovery in fiscal '22. Sales to our commercial HVAC and Refrigeration end markets were down as well. The majority of the sales decline was related to refrigeration customers driven by market decline and refrigerated transport in the U.S. This segment reported adjusted operating income of $9 million, down 34% from the prior year. This decrease was primarily due to lower gross profit, driven by lower sales volume and negative sales mix. The new leadership team for this segment has been in place for over a quarter now, and the strategic priorities and related actions have been set. As I mentioned last quarter, we are keenly focused on improving the profitability of our coils business. We have initiated an aggressive cost reduction program to vertically integrate certain high cost components and to strengthen our manufacturing operations and business processes. We're also reviewing our product costing and pricing practices to make sure that our quotes have sufficient margin, particularly on low volume releases. The team is working hard to take advantage over data center growth opportunities and to diversify our customer base. This was being done in conjunction with our Building HVAC team, and I have decided to consolidate these efforts under one leader. I will cover this more in detail as part of the Building HVAC update. We're also leveraging new technology to reduce energy consumption and total cost of ownership in our cooler and coatings business and are adding resources to our North American team in order to grow market share. In the upcoming year, we expect the market supporting our coils and coolers products to be relatively flat with some continued weakness in our industrial markets. With regard to our largest data center customer, we are planning on very limited sales for the next several quarters based on recent communications with them. However, as long-term demand and projections are very encouraging with projected sales and calendar '21 potentially reaching new highs. Please turn to Page 6. Sales for Building HVAC segment increased 1%, driven primarily by higher sales at school ventilation and heating products in North America, partially offset by lower ventilation air conditioning sales in the UK. Operating income increased 4% from the prior year to $13.5 million, and operating margin increased 50 basis points to 20.8%.This increase was largely driven by favourable sales mix and customer pricing. We continue to be encouraged by the strong performance and our competitive position in this segment. We expect the favourable growth trends in our market to continue and we remain focused on growing our data center business. In order to better capture opportunities in this growing market, we developed a new single focused approach to the data center market by combining the resources and capabilities for Building HVAC and CIS teams. This new structure will allow us to leverage the products across both CIS and Building HVAC, providing more seamless customer experience along with a more comprehensive solution offering. The end goal is to have greater customer diversification by reaching a broader segment of these markets by introducing new, highly regarded products across new geographic regions. This change in strategy has shown early indications of success as we're growing and winning new business with other data center customers. For example, in the quarter, we secured our first order with a major cloud computing customer in Europe for shipment in fiscal '21.This is a key component of our growth strategy moving forward. Looking ahead, we see our markets starting to pull back a little bit, but they will remain positive throughout the calendar year. Within that, we expect to see stronger growth in key markets as macro trends should remain strong. For data centers, strong growth continues in the collocation and cloud data center space. We have strong presence in the UK markets. The increased certainty around Brexit should provide some stability into the general HVAC market. We anticipate UK plans to release capital funding for construction opening toward the growth again. As I mentioned earlier, our newly engaged global data center team has solid plans to grow and diversify this business with new customers in fiscal ‘21. With that, I would like to turn over to Mick for an overview of our consolidated results and an update to our outlook for fiscal 2020.