Steve Macadam
Analyst · KeyBanc. Your line is open
Thank you, Dan, and good morning, everyone. Activity levels in our markets were mixed in the first quarter. Our North American heavy-duty truck markets benefited from higher demand from both fleet operators and original equipment manufacturers, and we saw strength in other markets, including defense, chemical and aerospace. However, lower commodity prices let the softness in the other sectors, most notably, in oil and gas, and steel. In North America refinery maintenance activity was lower as oil and gas companies took advantage of profitable conditions in refining to offset lower profit and slowing upstream operations and projects. Steel mill activity was also negatively impacted by the slowdown in pipeline building projects and the repel effect from doc strikes on imported goods from the West Coast. These conditions affected deconsolidated GST, as well as CPI. The strong dollar as evidence by the 17% year-over-year decline in the euro to dollar exchange rate was also a significant macroeconomic factor affecting our result in the first quarter. Our consolidated sales were down 3% for the quarter and pro forma sales, which include the results from deconsolidated GST were down 4%. Excluding the impact of currency translation and the year-over-year impact of our acquisitions net of a divestiture consolidated sales were up 1% and pro forma sales were level to last year. The loss provision on FME’s contract with EDF that we announced last week, currency translation and other unusual items that Milt will cover in more detail shortly had a substantial impact on our profitability in the quarter. Our consolidated adjusted EBITDA of $28 million was down 14% from a year ago and our pro forma adjusted EBITDA of $39 million was down 15%. Excluding the EDF loss provision and the negative effect of foreign exchange translation, adjusted EBITDA would have been up 10% over a year ago. During last month Investor Day we highlighted growth strategies for three of our six operating divisions, Technetics Group and Stemco in our Sealing Products segment and Fairbanks Morse our Power Systems business. These three businesses delivered strong results for the quarter supported by healthy heavy-duty trucking and aerospace markets, and in the case of Power Systems a strong aftermarket parts and service quarter. In Sealing Products, as discussed in last quarter's earnings call, we completed the acquisition of ATDynamics, a company that designs, manufactures and sells a suite of aerodynamic products for heavy-duty trucks. Integration into Stemco’s business is proceeding nicely, with emphasis commercial initiatives to accelerate fleet adoption of the company's flagship TrailerTail product, which you are likely seeing with greater frequency on the highway. Also in Sealing Products, Fabrico, a company acquired in December that manufactures components for hot path sections of industrial gas and steam turbines is performing ahead of plan. We are seeing early indications of commercial synergies and enhance our position with turban manufacturers. During the quarter we made significant progress on three of our capital allocation initiatives. First, we purchased approximately $21.3 million in aggregate principal amounts of our convertible debentures for $44.9 million in cash. This reduces the outstanding aggregate principal amount of the debentures to about $2.2 million, which we expect to remain in place through maturity in October. As we announced in a March 18th press release, we entered into an agreement during the quarter to accelerate the settlement of the hedge associated with the debentures, which we expect will result in the return of roughly 900,000 shares to the company during the second quarter, if the average price -- share price stays the same as the first quarter. The actual number of shares return will be based on the average share price over a measurement period. Second, we paid our first dividend during the quarter and yesterday declared a dividend of $0.20 per share for the second quarter. Third, we repurchased approximately 800,000 shares during the quarter at a cost of $47.4 million. As announced last week, we have now completed the $80 million share repurchase program buying back a total of approximately 1.2 million common shares in open market transactions at an average cost of $66.76 per share. By the end of the second quarter, presuming a return of around 900,000 shares from the hedge acceleration, we expect our diluted share count to be 22 million shares, a 15% decline from average diluted shares during the second quarter a year ago. Now just a quick update on the status of GST’s asbestos claims resolution process, we continue to have success in the court in our march toward confirmation of GST second amended plan of reorganization. On April 10th a significant milestone was reached when the court approved GST's disclosure statement for the second amended plan and set October 6, 2015 as the bar date by which claimants must file asbestos injury claims. The court also established rules and procedures for the solicitation and voting process, and set the same date October 6, 2015 as the deadline for voting on the plan. We can now enter into the notice and voting phase. This will be a required multimedia campaign designed to reach current and future claimants, and is expected to take about five months to complete. After that process is concluded, there will be several months of expert reports and depositions on economics, science, medical and other issues followed by expert rebuttal reports and depositions. This will culminate in a confirmation trial that the court has set to begin on June 20, 2016. As to the five lawsuits, GST has made against several asbestos plaintiff law firms, the District Court denied the law firm’s motions made in four of the cases to transfer the cases to federal court in those firm’s respective states. All these cases will remain in the Charlotte court. We now expect these cases to proceed in earnest with discovery. Now I will turn the call over to Milt to add some more color to our results for the first quarter.