Atkore Inc 8-K, filed May 5, 2020

Atkore Inc. (ATKR)

8-K 2020-05-05 For: 2020-05-05

View Original

Added on April 08, 2026

About this 8-K

Atkore Inc filed this 8-K on May 5, 2020.

Items reported

Item 2.02: Financial results
Item 7.01: Regulation FD disclosure
Item 9.01: Financial statements and exhibits

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →



Delaware	001-37793	90-0631463
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)



Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock, $.01 par value per share	ATKR	New York Stock Exchange



Exhibit No.			Description of Exhibit

99.1			Press Release, dated May 5, 2020.
99.2			Presentation to investors, dated May 5, 2020.
104			Inline XBRL for the cover page of this Current Report on Form 8-K
*			In accordance with General Instruction B.2 of Form 8-K, the information in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act"), as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.



Exhibit No.		Description of Exhibit
99.1		Press Release, dated May 5, 2020.
99.2		Presentation to investors, dated May 5, 2020.



	Three months ended
(in thousands)	March 27, 2020			March 29, 2019			Change			% Change
Net sales
Electrical Raceway	$	339,705		$	353,514		$	(13,809	)	(3.9	)%
Mechanical Products & Solutions	116,649			116,190			459			0.4	%
Eliminations	(700		)	(395		)	(305		)	77.2	%
Consolidated operations	$	455,654		$	469,309		$	(13,655	)	(2.9	)%

Adjusted EBITDA
Electrical Raceway	$	78,954		$	67,375		$	11,579		17.2	%
Mechanical Products & Solutions	16,144			17,421			(1,277		)	(7.3	)%
Unallocated	(8,092		)	(7,702		)	(390		)	5.1	%
Consolidated operations	$	87,006		$	77,094		$	9,912		12.9	%


•	Diluted earnings per share increased by $0.19 to $0.80; Adjusted net income per diluted share increased by $0.16 to $0.99


•	Net income increased by $9.6 million, or 32.6%, to $39.2 million; Adjusted EBITDA increased by $9.9 million, or 12.9%, to $87.0 million


•	Full-year Net Sales, Adjusted EBITDA and Adjusted net income per diluted shared expected to be down 10% - 15% compared to prior year



	Three months ended						Six months ended
(in thousands, except per share data)	March 27, 2020			March 29, 2019			March 27, 2020			March 29, 2019
Net sales	$	455,654		$	469,309		$	903,102		$	921,337
Cost of sales	324,051			352,221			654,655			693,993
Gross profit	131,603			117,088			248,447			227,344
Selling, general and administrative	62,360			56,350			118,575			112,729
Intangible asset amortization	8,071			8,196			16,184			16,410
Operating income	61,172			52,542			113,688			98,205
Interest expense, net	10,564			13,328			21,184			25,488
Other income, net	(1,685		)	(594		)	(1,919		)	(2,194		)
Income before income taxes	52,293			39,808			94,423			74,911
Income tax expense	13,100			10,253			20,440			18,407
Net income	$	39,193		$	29,555		$	73,983		$	56,504

Net income per share
Basic	$	0.81		$	0.62		$	1.53		$	1.18
Diluted	$	0.80		$	0.61		$	1.50		$	1.15



(in thousands, except share and per share data)	March 27, 2020			September 30, 2019
Assets
Current Assets:
Cash and cash equivalents	$	137,202		$	123,415
Accounts receivable, less allowance for doubtful accounts of $3,410 and $2,608, respectively	305,617			315,353
Inventories, net	246,235			226,090
Prepaid expenses and other current assets	54,083			34,679
Total current assets	743,137			699,537
Property, plant and equipment, net	246,304			260,703
Intangible assets, net	269,882			285,684
Goodwill	186,779			186,231
Right-of-use assets, net	41,629			—
Deferred tax assets	1,016			577
Other long-term assets	4,820			4,263
Total Assets	$	1,493,567		$	1,436,995
Liabilities and Equity
Current Liabilities:
Accounts payable	$	128,173		$	150,681
Income tax payable	2,690			2,157
Accrued compensation and employee benefits	23,981			35,770
Customer liabilities	39,307			44,983
Lease obligations	12,048			—
Other current liabilities	48,911			53,943
Total current liabilities	255,110			287,534
Long-term debt	845,694			845,317
Long-term lease obligations	30,411			—
Deferred tax liabilities	21,336			19,986
Other long-term tax liabilities	740			3,669
Pension liabilities	32,520			34,509
Other long-term liabilities	12,322			13,044
Total Liabilities	1,198,133			1,204,059
Equity:
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 47,175,927 and 46,955,163 shares issued and outstanding, respectively	473			471
Treasury stock, held at cost, 260,900 and 260,900 shares, respectively	(2,580		)	(2,580		)
Additional paid-in capital	482,399			477,139
Accumulated deficit	(142,473		)	(200,396		)
Accumulated other comprehensive loss	(42,385		)	(41,698		)
Total Equity	295,434			232,936
Total Liabilities and Equity	$	1,493,567		$	1,436,995



($ in thousands)	March 27, 2020			December 27, 2019			September 30, 2019			June 28, 2019			March 29, 2019			December 28, 2018
Short-term debt and current maturities of long-term debt	$	—		$	—		$	—		$	—		$	—		$	26,561
Long-term debt	845,694			845,243			845,317			884,503			884,095			878,094
Total debt	845,694			845,243			845,317			884,503			884,095			904,655
Less cash and cash equivalents	137,202			164,135			$	123,415		100,734			51,498			75,919
Net debt	$	708,492		$	681,108		$	721,902		$	783,769		$	832,597		$	828,736

TTM Adjusted EBITDA ^(a)	$	342,007		$	332,095		$	324,408		$	306,656		$	294,839		$	283,086

Total debt/TTM Adjusted EBITDA	2.5		x	2.5		x	2.6		x	2.9		x	3.0		x	3.2		x
Net debt/TTM Adjusted EBITDA	2.1		x	2.1		x	2.2		x	2.6		x	2.8		x	2.9		x

(a) TTM Adjusted EBITDA is equal to the sum of Adjusted EBITDA for the trailing four quarter period. The reconciliation of Adjusted EBITDA for the quarter ended December 27, 2019 can be found in Exhibit 99.1 to form 8-K filed February 4, 2020 and is incorporated by reference herein. The reconciliation of Adjusted EBITDA for the quarter ended June 28, 2019 can be found in Exhibit 99.1 to form 8-K filed August 7, 2019 and is incorporated by reference herein. The reconciliation of Adjusted EBITDA for the quarter ended March 29, 2019 can be found in Exhibit 99.1 to form 8-K filed May 7, 2019 and is incorporated by reference herein. The reconciliation of Adjusted EBITDA for the quarter ended December 28, 2018 can be found in Exhibit 99.1 to form 8-K filed February 6, 2019 and is incorporated by reference herein. The reconciliation of Adjusted EBITDA for the year ended September 30, 2019 can be found in Exhibit 99.1 to form 8-K filed November 22, 2019 and is incorporated by reference herein.



	Six months ended
(in thousands)	March 27, 2020			March 29, 2019
Operating activities:
Net income	$	73,983		$	56,504
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	37,208			36,301
Deferred income taxes	1,036			(1,101		)
Stock-based compensation	7,646			4,816
Amortization of right-of-use assets	7,384			—
Loss on disposal of property, plant and equipment	4,560			—
Other adjustments to net income	2,672			3,046
Changes in operating assets and liabilities, net of effects from acquisitions
Accounts receivable	7,757			(4,839		)
Inventories	(22,719		)	8,540
Accounts payable	(18,856		)	(19,135		)
Other, net	(51,387		)	(41,343		)
Net cash provided by operating activities	49,284			42,789
Investing activities:
Capital expenditures	(17,139		)	(14,712		)
Acquisition of businesses, net of cash acquired	—			(57,899		)
Other, net	30			(194		)
Net cash used in investing activities	(17,109		)	(72,805		)
Financing activities:
Borrowings under credit facility	—			17,000
Repayments under credit facility	—			(17,000		)
Repayments of short-term debt	—			(20,980		)
Issuance of common stock	(2,380		)	1,291
Repurchase of common stock	(15,011		)	(24,419		)
Other, net	(30		)	(677		)
Net cash used for financing activities	(17,421		)	(44,785		)
Effects of foreign exchange rate changes on cash and cash equivalents	(967		)	(363		)
Increase (decrease) in cash and cash equivalents	13,787			(75,164		)
Cash and cash equivalents at beginning of period	123,415			126,662
Cash and cash equivalents at end of period	$	137,202		$	51,498
Supplementary Cash Flow information
Capital expenditures, not yet paid	$	713		$	626



	TTM			Three months ended
(in thousands)	March 27, 2020			March 27, 2020			December 27, 2019		September 30, 2019			June 28, 2019
Net income	$	156,530		$	39,193		$	34,790	$	45,997		$	36,550
Interest expense, net	46,169			10,564			10,620		$	12,196		12,789
Income tax expense	47,651			13,100			7,340		$	16,105		11,106
Depreciation and amortization	73,254			18,478			18,730		$	18,286		17,760
Restructuring charges	4,197			2,645			220		$	623		709
Stock-based compensation	14,628			4,523			3,123		$	2,862		4,120
Transaction costs	970			6			51		$	837		76
Gain on purchase of a business	(7,384		)	—			—		$	(7,384	)	—
Other^(a)	5,992			(1,503		)	2,836		$	(712	)	5,371
Adjusted EBITDA	$	342,007		$	87,006		$	77,710	$	88,810		$	88,481

(a) Represents other items, such as inventory reserves and adjustments, realized or unrealized gain (loss) on foreign currency transactions, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment and release of certain indemnified uncertain tax positions.