UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of report: November 1, 2019 (Date of earliest event reported:
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Section 2 - Financial Information
Item 2.02. Results of Operations and Financial Condition.
On November 1, 2019, RBC Bearings Incorporated (the “Company”) issued a press release announcing its financial results for the quarter ended September 28, 2019 and certain other information. This press release has been furnished as Exhibit 99.1 to this report and is incorporated herein by this reference.
The information in this report, including the exhibit hereto, is furnished pursuant to Item 2.02 of Form 8-K, and is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. The information contained herein and in the accompanying exhibit is not incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit 99.1 | Press Release of RBC Bearings Incorporated dated November 1, 2019. |
Page 1
SIGNATURES
According to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Date: November 1, 2019
| RBC BEARINGS INCORPORATED | ||
| By: | /s/ Joseph Salamunovich | |
| Name: Joseph Salamunovich | ||
| Title: Vice President, General Counsel & Secretary | ||
Page 2
Exhibit 99.1
Press release
RBC Bearings Incorporated Announces Fiscal 2020 Second Quarter Results
Oxford, CT – November 1, 2019 – RBC Bearings Incorporated (Nasdaq: ROLL), a leading international manufacturer of highly engineered precision bearings and components for the industrial, defense and aerospace industries, today reported results for the second quarter of fiscal year 2020.
Key Highlights
| - | Net sales of $181.9 million up 5.2% compared to the prior year quarter and 6.8% organically |
| - | Adjusted fully diluted EPS of $1.30 up from $1.22 in the second quarter last year |
| - | Backlog of $473.2 million up 10.1% year over year |
| - | Completed acquisition of Swiss Tool |
Second Quarter Financial Highlights
Fiscal 2020 | Fiscal 2019 | Change | ||||||||||||||||||||||
| ($ in millions) | GAAP | Adjusted (1) | GAAP | Adjusted (1) | GAAP | Adjusted (1) | ||||||||||||||||||
| Net sales | $ | 181.9 | $ | 172.9 | 5.2 | % | ||||||||||||||||||
| Gross margin | $ | 71.1 | $ | 71.2 | $ | 67.8 | $ | 67.8 | 4.9 | % | 5.0 | % | ||||||||||||
| Gross margin% | 39.1 | % | 39.1 | % | 39.2 | % | 39.2 | % | ||||||||||||||||
| Operating income | $ | 37.3 | $ | 38.4 | $ | 35.9 | $ | 35.9 | 4.0 | % | 7.0 | % | ||||||||||||
| Operating income% | 20.5 | % | 21.1 | % | 20.8 | % | 20.8 | % | ||||||||||||||||
| Net income | $ | 31.3 | $ | 32.3 | $ | 30.1 | $ | 30.2 | 3.8 | % | 7.0 | % | ||||||||||||
| Diluted EPS | $ | 1.26 | $ | 1.30 | $ | 1.22 | $ | 1.22 | 3.3 | % | 6.6 | % | ||||||||||||
| (1) | Results exclude items in reconciliation below. |
Six Month Financial Highlights
Fiscal 2020 | Fiscal 2019 | Change | ||||||||||||||||||||||
| ($ in millions) | GAAP | Adjusted (1) | GAAP | Adjusted (1) | GAAP | Adjusted (1) | ||||||||||||||||||
| Net sales | $ | 364.6 | $ | 348.9 | 4.5 | % | ||||||||||||||||||
| Gross margin | $ | 141.8 | $ | 141.9 | $ | 135.6 | $ | 135.6 | 4.6 | % | 4.7 | % | ||||||||||||
| Gross margin % | 38.9 | % | 38.9 | % | 38.9 | % | 38.9 | % | ||||||||||||||||
| Operating income | $ | 75.8 | $ | 76.9 | $ | 71.9 | $ | 71.9 | 5.4 | % | 6.9 | % | ||||||||||||
| Operating income % | 20.8 | % | 21.1 | % | 20.6 | % | 20.6 | % | ||||||||||||||||
| Net income | $ | 61.8 | $ | 62.9 | $ | 57.6 | $ | 58.3 | 7.3 | % | 7.8 | % | ||||||||||||
| Diluted EPS | $ | 2.49 | $ | 2.53 | $ | 2.34 | $ | 2.37 | 6.4 | % | 6.8 | % | ||||||||||||
| (1) | Results exclude items in reconciliation below. |
“We are pleased with our performance during the second quarter. Strong double-digit organic growth in aerospace markets more than offset the weakness in industrial markets” said Dr. Michael J. Hartnett, Chairman and Chief Executive Officer. “Our healthy backlog and continued conversion of new contracts set a welcoming stage for the next several quarters.”
Second Quarter Results
Net sales for the second quarter of fiscal 2020 were $181.9 million, an increase of 5.2% from $172.9 million in the second quarter of fiscal 2019, and organic net sales increased 6.8% year over year. Net sales for the aerospace markets increased 10.2% in total and 14.4% on an organic basis. Industrial market sales declined 2.8%, 5.0% on an organic basis. Gross margin for the second quarter of fiscal 2020 was $71.1 million compared to $67.8 million for the same period last year. Gross margin as a percentage of net sales was 39.1% in the second quarter of fiscal 2020 compared to 39.2% for the same period last year.
SG&A for the second quarter of fiscal 2020 was $30.8 million, an increase of $1.5 million from $29.3 million for the same period last year. The increase was primarily due to $1.0 million of additional share-based stock compensation costs, additional personnel-related costs of $0.4 million and $0.1 million of other items. As a percentage of net sales, SG&A was 16.9% for the second quarter of fiscal 2020 compared to 17.0% for the same period last year.
Other operating expenses for the second quarter of fiscal 2020 totaled $3.0 million compared to $2.6 million for the same period last year. For the second quarter of fiscal 2020, other operating expenses consisted primarily of $2.3 million of amortization of intangible assets and $0.9 million of acquisition costs partially offset by $0.2 million of other income. For the second quarter of fiscal 2019, other operating expenses were comprised mainly of $2.6 million of amortization of intangible assets.
Operating income for the second quarter of fiscal 2020 was $37.3 million compared to operating income of $35.9 million for the same period last year. Excluding acquisition costs of $0.9 million and $0.1 million of inventory purchase accounting adjustments related to the acquisition of Swiss Tool and other restructuring charges of $0.1 million, adjusted operating income for the second quarter of fiscal 2020 was $38.4 million. Operating income as a percentage of net sales was 20.5% for the second quarter of fiscal 2020 compared to 20.8% for the same period last year.
Interest expense, net was $0.5 million for the second quarter of fiscal 2020 compared to $1.4 million for the same period last year.
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Income tax expense for the second quarter of fiscal 2020 was $5.4 million compared to $4.0 million for the same period last year. The effective income tax rate for the second quarter of fiscal 2020 was 14.7% compared to 11.7% for the same period last year. The income tax expense included approximately $2.5 million of benefit from share-based stock compensation compared to $3.2 million for the same period last year.
Net income for the second quarter of fiscal 2020 was $31.3 million compared to $30.1 million for the same period last year. On an adjusted basis, net income was $32.3 million for the second quarter of fiscal 2020 compared to $30.2 million for the same period last year.
Diluted EPS for the second quarter of fiscal 2020 was $1.26 per share compared to $1.22 per share for the same period last year. On an adjusted basis, diluted EPS for the second quarter of fiscal 2020 was $1.30 per share compared to an adjusted diluted EPS of $1.22 per share for the same period last year, an increase of 6.6%.
Backlog as of September 28, 2019 was $473.2 million compared to $429.9 million as of September 29, 2018.
Acquisition
On August 15, 2019, the Company completed the acquisition of Swiss Tool Systems for $33.8 million, subject to a final working capital adjustment. With headquarters located in Bürglen, Thurgau, Switzerland, Swiss Tool is a leading world-wide supplier of modular tooling systems and high-precision boring and turning solutions for metal cutting machines. Last twelve months sales were approximately $11.3 million. Swiss Tool will be reported as part of our Engineered Products segment.
Outlook for the Third Quarter Fiscal 2020
The Company expects net sales to be approximately $177.0 million to $179.0 million in the third quarter of fiscal 2020. This would result in a growth rate of 3.2% to 4.4% on a year-over-year basis and 3.6% to 4.7% excluding $2.9 million in sales associated with our Miami division, which was sold in the third quarter of fiscal 2019, and $2.5 million of sales associated with Swiss Tool, which we acquired in the second quarter of fiscal 2020. The third quarter will be impacted by approximately four to five fewer production and shipping days due to the holiday schedule.
Live Webcast
RBC Bearings Incorporated will host a webcast at 11:00 a.m. ET today to discuss the quarterly results. To access the webcast, go to the investor relations portion of the Company’s website, www.rbcbearings.com, and click on the webcast icon. If you do not have access to the Internet and wish to listen to the call, dial 844-419-1755 (international callers dial 216-562-0468) and provide conference ID # 1382305. An audio replay of the call will be available from 1:45 p.m. ET November 1st, 2019 until 12:45 p.m. ET November 8th, 2019. The replay can be accessed by dialing 855-859-2056 (international callers dial 404-537-3406) and providing conference call ID # 1382305. Investors are advised to dial into the call at least ten minutes prior to the call to register.
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Non-GAAP Financial Measures
In addition to disclosing results of operations that are determined in accordance with U.S. generally accepted accounting principles (GAAP), this press release also discloses non-GAAP results of operations that exclude certain items. These non-GAAP measures adjust for items that management believes are unusual. Management believes that the presentation of these non-GAAP measures provides useful information to investors regarding the Company’s results of operations, as these non-GAAP measures allow investors to better evaluate ongoing business performance. Investors should consider non-GAAP measures in addition to, not as a substitute for, financial measures prepared in accordance with GAAP. A reconciliation of the non-GAAP measures disclosed in this press release with the most comparable GAAP measures are included in the financial table attached to this press release.
About RBC Bearings
RBC Bearings Incorporated is an international manufacturer and marketer of highly engineered precision bearings and components. Founded in 1919, the Company is primarily focused on producing highly technical or regulated bearing products and components requiring sophisticated design, testing and manufacturing capabilities for the diversified industrial, aerospace and defense markets. The Company is headquartered in Oxford, Connecticut.
Safe Harbor for Forward Looking Statements
Certain statements in this press release contain “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including the following: the section of this press release entitled “Outlook”; any projections of earnings, revenue or other financial items relating to the Company, any statement of the plans, strategies and objectives of management for future operations; any statements concerning proposed future growth rates in the markets we serve; any statements of belief; any characterization of and the Company’s ability to control contingent liabilities; anticipated trends in the Company’s businesses; and any statements of assumptions underlying any of the foregoing. Forward-looking statements may include the words “may,” “would,” “estimate,” “intend,” “continue,” “believe,” “expect,” “anticipate,” and other similar words. Although the Company believes that the expectations reflected in any forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties beyond the control of the Company. These risks and uncertainties include, but are not limited to, risks and uncertainties relating to general economic conditions, geopolitical factors, future levels of general industrial manufacturing activity, future financial performance, market acceptance of new or enhanced versions of the Company’s products, the pricing of raw materials, changes in the competitive environments in which the Company’s businesses operate, the outcome of pending or future litigation and governmental proceedings and approvals, estimated legal costs, increases in interest rates, tax legislation and changes, the Company’s ability to meet its debt obligations, the Company’s ability to acquire and integrate complementary businesses, and risks and uncertainties listed or disclosed in the Company’s reports filed with the Securities and Exchange Commission, including, without limitation, the risks identified under the heading “Risk Factors” set forth in the Company’s most recent Annual Report filed on Form 10-K. The Company does not intend, and undertakes no obligation, to update or alter any forward-looking statements.
Contacts
RBC Bearings
Ernest Hawkins
203-267-5010
Ehawkins@rbcbearings.com
Alpha IR Group
Michael Cummings
617-461-1101
investors@rbcbearings.com
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RBC Bearings Incorporated
Consolidated Statements of Operations
(dollars in thousands, except share and per share data)
(Unaudited)
| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Net sales | $ | 181,909 | $ | 172,916 | $ | 364,599 | $ | 348,901 | ||||||||
| Cost of sales | 110,795 | 105,097 | 222,791 | 213,343 | ||||||||||||
| Gross margin | 71,114 | 67,819 | 141,808 | 135,558 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Selling, general and administrative | 30,774 | 29,326 | 60,861 | 58,901 | ||||||||||||
| Other, net | 3,031 | 2,609 | 5,148 | 4,775 | ||||||||||||
| Total operating expenses | 33,805 | 31,935 | 66,009 | 63,676 | ||||||||||||
| Operating income | 37,309 | 35,884 | 75,799 | 71,882 | ||||||||||||
| Interest expense, net | 473 | 1,446 | 1,020 | 3,157 | ||||||||||||
| Other non-operating expense (income) | 195 | 336 | 364 | 1,370 | ||||||||||||
| Income before income taxes | 36,641 | 34,102 | 74,415 | 67,355 | ||||||||||||
| Provision for income taxes | 5,371 | 3,991 | 12,646 | 9,777 | ||||||||||||
| Net income | $ | 31,270 | $ | 30,111 | $ | 61,769 | $ | 57,578 | ||||||||
| Net income per common share: | ||||||||||||||||
| Basic | $ | 1.27 | $ | 1.24 | $ | 2.52 | $ | 2.38 | ||||||||
| Diluted | $ | 1.26 | $ | 1.22 | $ | 2.49 | $ | 2.34 | ||||||||
| Weighted average common shares: | ||||||||||||||||
| Basic | 24,584,369 | 24,325,754 | 24,543,038 | 24,233,266 | ||||||||||||
| Diluted | 24,905,173 | 24,719,056 | 24,856,561 | 24,635,146 | ||||||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| Reconciliation of Reported Gross Margin to | September 28, | September 29, | September 28, | September 29, | ||||||||||||
| Adjusted Gross Margin: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Reported gross margin | $ | 71,114 | $ | 67,819 | $ | 141,808 | $ | 135,558 | ||||||||
| Inventory purchase accounting adjustment | 84 | - | 84 | - | ||||||||||||
| Adjusted gross margin | $ | 71,198 | $ | 67,819 | $ | 141,892 | $ | 135,558 | ||||||||
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| Three Months Ended | Six Months Ended | |||||||||||||||
| Reconciliation of Reported Operating Income to | September 28, | September 29, | September 28, | September 29, | ||||||||||||
| Adjusted Operating Income: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Reported operating income | $ | 37,309 | $ | 35,884 | $ | 75,799 | $ | 71,882 | ||||||||
| Inventory purchase accounting adjustment | 84 | - | 84 | - | ||||||||||||
| Acquisition costs | 901 | - | 901 | - | ||||||||||||
| Integration and restructuring | 84 | - | 84 | - | ||||||||||||
| Adjusted operating income | $ | 38,378 | $ | 35,884 | $ | 76,868 | $ | 71,882 | ||||||||
| Reconciliation of Reported Net Income and Net Income | Three Months Ended | Six Months Ended | ||||||||||||||
| Per Common Share to Adjusted Net Income and | September 28, | September 29, | September 28, | September 29, | ||||||||||||
| Adjusted Net Income Per Common Share: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Reported net income | $ | 31,270 | $ | 30,111 | $ | 61,769 | $ | 57,578 | ||||||||
| Loss on extinguishment of long-term debt (1) | - | - | - | 815 | ||||||||||||
| Inventory purchase accounting adjustment (1) | 72 | - | 72 | - | ||||||||||||
| Acquisition costs (1) | 769 | 769 | - | |||||||||||||
| Integration and restructuring (1) | 72 | - | 72 | - | ||||||||||||
| Foreign exchange translation loss (gain) (1) | 65 | 110 | 348 | 10 | ||||||||||||
| Discrete and other tax reserve loss (benefit) | 82 | - | (151 | ) | (73 | ) | ||||||||||
| Adjusted net income | $ | 32,330 | $ | 30,221 | $ | 62,879 | $ | 58,330 | ||||||||
| (1) After tax impact. | ||||||||||||||||
| Adjusted net income per common share: | ||||||||||||||||
| Basic | $ | 1.32 | $ | 1.24 | $ | 2.56 | $ | 2.41 | ||||||||
| Diluted | $ | 1.30 | $ | 1.22 | $ | 2.53 | $ | 2.37 | ||||||||
| Weighted average common shares: | ||||||||||||||||
| Basic | 24,584,369 | 24,325,754 | 24,543,038 | 24,233,266 | ||||||||||||
| Diluted | 24,905,173 | 24,719,056 | 24,856,561 | 24,635,146 | ||||||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| Segment Data, Net External Sales: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Plain bearings segment | $ | 90,007 | $ | 77,480 | $ | 177,496 | $ | 156,005 | ||||||||
| Roller bearings segment | 32,585 | 37,000 | 69,444 | 72,870 | ||||||||||||
| Ball bearings segment | 17,424 | 18,038 | 35,134 | 36,112 | ||||||||||||
| Engineered products segment | 41,893 | 40,398 | 82,525 | 83,914 | ||||||||||||
| $ | 181,909 | $ | 172,916 | $ | 364,599 | $ | 348,901 | |||||||||
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| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| Selected Financial Data: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Depreciation and amortization | $ | 7,802 | $ | 7,639 | $ | 15,322 | $ | 14,952 | ||||||||
| Share-based stock compensation expense | 5,059 | 4,039 | 9,861 | 7,805 | ||||||||||||
| Adjusted operating income plus depreciation/amortization plus share-based stock compensation expense | $ | 51,239 | $ | 47,562 | $ | 102,051 | $ | 94,639 | ||||||||
| Cash provided by operating activities | $ | 24,482 | $ | 24,030 | $ | 64,618 | $ | 57,865 | ||||||||
| Capital expenditures | $ | 8,176 | $ | 10,753 | $ | 20,216 | $ | 17,746 | ||||||||
| Total debt | $ | 37,777 | $ | 124,458 | ||||||||||||
| Cash and short-term investments | $ | 36,398 | $ | 60,365 | ||||||||||||
| Repurchase of common stock | $ | 9,848 | $ | 3,531 | ||||||||||||
| Backlog | $ | 473,233 | $ | 429,904 | ||||||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| Reconciliation of Total Net Sales to Organic Sales: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Net sales | $ | 181,909 | $ | 172,916 | $ | 364,599 | $ | 348,901 | ||||||||
| Miami division - divestiture | - | (3,884 | ) | - | (8,387 | ) | ||||||||||
| Swiss Tool - acquisition | (1,460 | ) | - | (1,460 | ) | - | ||||||||||
| Organic net sales | $ | 180,449 | $ | 169,032 | $ | 363,139 | $ | 340,514 | ||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| Reconciliation of Aerospace Net Sales to Organic Sales: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Net sales | $ | 117,384 | $ | 106,510 | $ | 233,703 | $ | 211,001 | ||||||||
| Miami division - divestiture | - | (3,884 | ) | - | (8,387 | ) | ||||||||||
| Organic net sales | $ | 117,384 | $ | 102,626 | $ | 233,703 | $ | 202,614 | ||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| September 28, | September 29, | September 28, | September 29, | |||||||||||||
| Reconciliation of Industrial Net Sales to Organic Sales: | 2019 | 2018 | 2019 | 2018 | ||||||||||||
| Net sales | $ | 64,525 | $ | 66,406 | $ | 130,896 | $ | 137,900 | ||||||||
| Swiss Tool - acquisition | (1,460 | ) | - | (1,460 | ) | - | ||||||||||
| Organic net sales | $ | 63,065 | $ | 66,406 | $ | 129,436 | $ | 137,900 | ||||||||
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