8-K

APTARGROUP, INC. (ATR)

8-K 2021-04-30 For: 2021-04-29
View Original
Added on April 05, 2026


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

   CURRENT REPORT

   Pursuant to Section 13 or 15\(d\) of the Securities Exchange Act of 1934

April 29, 2021

Date of Report \(Date of earliest event reported\)

AptarGroup, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-11846 36-3853103
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
265 Exchange Drive, Suite 100, Crystal Lake, Illinois 60014
(Address of principal executive offices)

Registrant’s telephone number, including area code: 815-477-0424.

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $.01 par value ATR New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ⃞


Item 2.02 Results of Operations and Financial Condition.

On April 29, 2021, AptarGroup, Inc. announced certain information related to its results of operations for the quarter ended March 31, 2021.  The press release regarding this announcement is furnished as Exhibit 99.1 hereto.

The information in Item 2.02 of this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1

Press release issued by AptarGroup, Inc. dated April 29, 2021.

104        Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

AptarGroup, Inc.
Date:  April 29, 2021 By: /s/ Robert W. Kuhn
Robert W. Kuhn
Executive Vice President and<br><br> Chief Financial Officer

Exhibit 99.1

Aptar Reports First Quarter 2021 Results

CRYSTAL LAKE, Ill.--(BUSINESS WIRE)--April 29, 2021--AptarGroup, Inc. (NYSE:ATR), a global leader in drug delivery, consumer product dispensing and active material science solutions, today reported first quarter results for 2021.

First Quarter 2021 Summary

  • Reported sales grew 8%; core sales (excluding acquisitions and currency effects) increased 1%
  • Strong demand for our innovative food dispensing closures, the passing through of resin costs and currency effects drove double digit growth in reported sales and core sales in the Food + Beverage segment
  • Currency effects contributed to reported sales growth in the Pharma segment and core sales were in line with prior year
  • Acquisitions and currency effects contributed to reported sales growth in the Beauty + Home segment and core sales declined 3%
  • Reported earnings per share totaled $1.24 (an increase of 48% compared to the prior year)
  • Reported earnings per share included a non-cash gain of $0.19 per share related to an increase in the fair value of an equity investment
  • Adjusted earnings per share, excluding restructuring charges ($0.04 per share) and the gain on an equity investment, totaled $1.09 (an increase of 10% compared to the prior year when neutralizing currency effects)
  • Tax expense was reduced in the quarter due to certain benefits, primarily deductible stock-based compensation

First Quarter Results

For the quarter ended March 31, 2021, reported sales increased 8% to $777 million compared to $722 million in the prior year. Core sales, excluding the impacts from changes in currency exchange rates and acquisitions, increased 1%.


First Quarter Segment Sales Analysis
(Change Over Prior Year)
Pharma Beauty + <br><br> Home Food + <br><br> Beverage Total <br><br> AptarGroup
Core Sales Growth 0% (3%) 14% 1%
Acquisitions 0% 6% 0% 2%
Currency Effects ^(1)^ 6% 4% 2% 5%
Total Reported Sales Growth 6% 7% 16% 8%
(1) - Currency effects are approximated by translating last year's amounts at this year's foreign exchange rates.

Commenting on the quarter, Stephan B. Tanda, President and CEO, said, “The broad range of end markets that we serve makes Aptar a resilient company through economic cycles and the most recent period was no exception. We achieved sales growth in the quarter and an adjusted EBITDA margin comparable to the prior year despite several markets being down.”

Aptar’s Food + Beverage segment turned in a strong performance with increased demand for food dispensing closures as consumers continued to cook at home during the pandemic. In the Pharma segment, increased demand for injectable components and active material science solutions offset declines in the prescription drug and consumer health care markets. With fewer non-critical doctor visits and lower incidences of cold and flu illnesses this season, certain customers have decided to draw down inventory of allergy and other respiratory treatment delivery devices. In the Beauty + Home segment, though sales to the personal care and home care markets increased, primarily due to strong demand for dispensing systems used with sanitizers and cleaning products, sales to the beauty market declined due to the continued pandemic-related low level of retail and duty-free beauty activity.

Aptar reported first quarter earnings per share of $1.24 compared to $0.84 during the same period a year ago, an increase of 48%. Reported earnings per share include a non-cash gain of approximately $0.19 per share related to an increase in the fair value of Aptar’s investment in PureCycle Technologies, Inc. First quarter adjusted earnings per share, excluding restructuring expenses ($0.04 per share) and the gain on the fair value of the equity investment, were $1.09 and increased 10% from the prior year adjusted earnings per share, including comparable exchange rates, of $0.99. Certain tax items, primarily deductible stock-based compensation, reduced first quarter tax expense.

Outlook

Aptar expects earnings per share for the second quarter of 2021, excluding any restructuring expenses and changes in the fair value of equity investments, to be in the range of $0.91 to $0.99 and this guidance is based on an effective tax rate range of 26% to 28%.


“Looking to the second quarter, current underlying demand conditions in our markets are not expected to change dramatically from what we experienced in the first quarter. We anticipate that demand for our prescription drug and consumer health care devices will remain under pressure compared to the prior year as customers continue to work off existing inventories. However, in some of our other markets, we will have easier comparisons to the prior year second quarter which was the period most severely impacted by pandemic lockdowns. We also expect our results to be negatively impacted by the timing of passing through higher resin and other raw material costs. Our positive mid and long-term view is unchanged, based on our strong innovation and customer project pipelines. When we raise our sights past this global, pandemic-induced crisis, the future is quite promising, and we look forward to growing each of our businesses for the long-term benefit of all stakeholders,” said Tanda.

Cash Dividend Increase

As previously announced, Aptar’s Board of Directors increased the quarterly cash dividend by 6% to $0.38 per share. The payment date is May 19, 2021, to stockholders of record as of April 28, 2021.

Open Conference Call

There will be a conference call on Friday, April 30, 2021 at 8:00 a.m. Central Time to discuss the Company’s first quarter results for 2021. The call will last approximately one hour. Interested parties are invited to listen to a live webcast by visiting the Investor Relations page at www.aptar.com. Replay of the conference call can also be accessed for a limited time on the Investor Relations page of the website.

About Aptar

Aptar is a global leader in the design and manufacturing of a broad range of drug delivery, consumer product dispensing and active material science solutions. Aptar’s innovative solutions and services serve a variety of end markets including pharmaceutical, beauty, personal care, home, food and beverage. Using insights, proprietary design, engineering and science to create dispensing, dosing and protective technologies for many of the world’s leading brands, Aptar in turn makes a meaningful difference in the lives, looks, health and homes of millions of patients and consumers around the world. Aptar is headquartered in Crystal Lake, Illinois and has 13,000 dedicated employees in 20 countries. For more information, visit www.aptar.com.

Presentation of Non-GAAP Information

This press release refers to certain non-GAAP financial measures, including current year adjusted earnings per share and adjusted EBITDA, which exclude the impact of business transformation charges (restructuring initiatives), acquisition-related costs, certain purchase accounting adjustments related to acquisitions and investments and net investment gains and losses related to observable market price changes on equity securities. Core sales and adjusted earnings per share also neutralize the impact of foreign currency translation effects when comparing current results to the prior year. Non-GAAP financial measures may not be comparable to similarly titled non-GAAP financial measures provided by other companies. Aptar’s management believes these non-GAAP financial measures provide useful information to our investors because they allow for a better period over period comparison of operating results by removing the impact of items that, in management’s view, do not reflect Aptar’s core operating performance. These non-GAAP financial measures also provide investors with certain information used by Aptar’s management when making financial and operational decisions. Free cash flow is calculated as cash provided by operating activities less capital expenditures. We use free cash flow to measure cash flow generated by operations that is available for dividends, share repurchases, acquisitions and debt repayment. We believe that it is meaningful to investors in evaluating our financial performance and measure our ability to generate cash internally to fund our initiatives. These non-GAAP financial measures should not be considered in isolation or as a substitute for GAAP financial results but should be read in conjunction with the unaudited condensed consolidated statements of income and other information presented herein. A reconciliation of non-GAAP financial measures to the most directly comparable GAAP measures is included in the accompanying tables. Our outlook is provided on a non-GAAP basis because certain reconciling items are dependent on future events that either cannot be controlled, such as exchange rates and changes in the fair value of equity investments, or reliably predicted because they are not part of the Company's routine activities, such as restructuring and acquisition costs.


This press release contains forward-looking statements, including certain statements set forth under the “Outlook” section of this press release. Words such as “expects,” “anticipates,” “believes,” “estimates,” “future,” “potential” and other similar expressions or future or conditional verbs such as “will,” “should,” “would” and “could” are intended to identify such forward-looking statements. Forward-looking statements are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are based on our beliefs as well as assumptions made by and information currently available to us. Accordingly, our actual results or other events may differ materially from those expressed or implied in such forward-looking statements due to known or unknown risks and uncertainties that exist in our operations and business environment including, but not limited to: pandemics, including the impact of the COVID-19 pandemic on our global supply chain and our global customers and operations; our ability to preserve organizational culture and maintain employee productivity in the work-from-home environment caused by the current pandemic; the successful integration of acquisitions and the achievement of the expected benefits of acquisitions and investments; the impact of tax reform legislation including changes in tax rates and other tax-related events or transactions that could impact our effective tax rate; the execution of the business transformation plan; economic conditions worldwide including potential deflationary or inflationary conditions or economic downturn or uncertainty in regions we rely on for growth as a result of the COVID-19 pandemic or otherwise; political conditions worldwide; significant fluctuations in foreign currency exchange rates; changes in customer and/or consumer spending levels; financial conditions of customers and suppliers; consolidations within our customer or supplier bases; fluctuations in the cost of materials, components and other input costs; the availability of raw materials and components; our ability to successfully implement facility expansions and new facility projects; our ability to increase prices, contain costs and improve productivity; changes in capital availability or cost, including interest rate fluctuations; volatility of global credit markets; cybersecurity threats that could impact our networks and reporting systems; fiscal and monetary policies and other regulations; direct or indirect consequences of acts of war or terrorism; and work stoppages due to labor disputes. For additional information on these and other risks and uncertainties, please see our filings with the Securities and Exchange Commission, including the discussion under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K and Form 10-Qs. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.


AptarGroup, Inc.
Condensed Consolidated Financial Statements (Unaudited)
(In Thousands, Except Per Share Data)
Consolidated Statements of Income
Three Months Ended
March 31,
2021 2020
Net Sales $ 776,754 $ 721,553
Cost of Sales (exclusive of depreciation and amortization shown below) 488,705 451,256
Selling, Research & Development and Administrative 134,348 126,192
Depreciation and Amortization 57,438 50,806
Restructuring Initiatives 3,672 4,839
Operating Income 92,591 88,460
Other Income/(Expense):
Interest Expense (7,415 ) (8,388 )
Interest Income 381 175
Net Investment Gain 16,809 -
Equity in Results of Affiliates (515 ) (799 )
Miscellaneous, net (963 ) (1,412 )
Income before Income Taxes 100,888 78,036
Provision for Income Taxes 16,949 22,786
Net Income $ 83,939 $ 55,250
Net Loss Attributable to Noncontrolling Interests 13 3
Net Income Attributable to AptarGroup, Inc. $ 83,952 $ 55,253
Net Income Attributable to AptarGroup, Inc. per Common Share:
Basic $ 1.29 $ 0.86
Diluted $ 1.24 $ 0.84
Average Numbers of Shares Outstanding:
Basic 65,229 64,009
Diluted 67,648 66,111

AptarGroup, Inc.
Condensed Consolidated Financial Statements (Unaudited)
(continued)
( In Thousands)
Consolidated Balance Sheets
December 31, 2020
ASSETS
Cash and Equivalents 254,852 $ 300,137
Short-term Investments - 243
Total Cash and Equivalents, and Short-term Investments 254,852 300,380
Accounts and Notes Receivable, Net 621,093 566,623
Inventories 394,179 379,379
Prepaid and Other Current Assets 136,854 122,613
Total Current Assets 1,406,978 1,368,995
Property, Plant and Equipment, Net 1,183,033 1,198,748
Goodwill 883,543 898,521
Other Assets 519,085 523,789
Total Assets 3,992,639 $ 3,990,053
LIABILITIES AND EQUITY
Short-Term Obligations 65,812 $ 117,866
Accounts Payable, Accrued and Other Liabilities 690,117 662,463
Total Current Liabilities 755,929 780,329
Long-Term Obligations 1,037,983 1,054,998
Deferred Liabilities and Other 297,932 303,941
Total Liabilities 2,091,844 2,139,268
AptarGroup, Inc. Stockholders' Equity 1,900,412 1,850,389
Noncontrolling Interests in Subsidiaries 383 396
Total Equity 1,900,795 1,850,785
Total Liabilities and Equity 3,992,639 $ 3,990,053

All values are in US Dollars.


AptarGroup, Inc.
Reconciliation of Adjusted EBIT and Adjusted EBITDA to Net Income (Unaudited)
( In Thousands)
Pharma Beauty +<br><br> Home Food +<br><br> Beverage Corporate &<br><br> Other Net Interest
Net Sales 776,754 313,832 346,946 115,976 - -
Reported net income 83,939
Reported income taxes 16,949
Reported income before income taxes 100,888 87,670 9,688 10,010 554 (7,034 )
Adjustments:
Restructuring initiatives 3,672 35 1,096 (79 ) 2,620
Net investment gain (16,809 ) (16,809 )
Adjusted earnings before income taxes 87,751 87,705 10,784 9,931 (13,635 ) (7,034 )
Interest expense 7,415 7,415
Interest income (381 ) (381 )
Adjusted earnings before net interest and taxes (Adjusted EBIT) 94,785 87,705 10,784 9,931 (13,635 ) -
Depreciation and amortization 57,438 20,779 24,572 10,059 2,028 -
Adjusted earnings before net interest, taxes, depreciation and amortization (Adjusted EBITDA) 152,223 $ 108,484 $ 35,356 $ 19,990 $ (11,607 ) $ -
Adjusted EBITDA margins (Adjusted EBITDA / Reported Net Sales) 19.6 % 34.6 % 10.2 % 17.2 %
Pharma Beauty +<br><br> Home Food +<br><br> Beverage Corporate &<br><br> Other Net Interest
Net Sales 721,553 297,196 324,560 99,797 - -
Reported net income 55,250
Reported income taxes 22,786
Reported income before income taxes 78,036 89,854 7,108 5,962 (16,675 ) (8,213 )
Adjustments:
Restructuring initiatives 4,839 (31 ) 4,907 103 (140 )
Transaction costs related to acquisitions 1,384 1,384
Purchase accounting adjustments related to acquisitions and investments 1,390 1,128 262
Adjusted earnings before income taxes 85,649 90,951 13,661 6,065 (16,815 ) (8,213 )
Interest expense 8,388 8,388
Interest income (175 ) (175 )
Adjusted earnings before net interest and taxes (Adjusted EBIT) 93,862 90,951 13,661 6,065 (16,815 ) -
Depreciation and amortization 50,806 17,891 20,586 9,342 2,987 -
Purchase accounting adjustments included in Depreciation and amortization above (500 ) (500 )
Adjusted earnings before net interest, taxes, depreciation and amortization (Adjusted EBITDA) 144,168 $ 108,342 $ 34,247 $ 15,407 $ (13,828 ) $ -
Adjusted EBITDA margins (Adjusted EBITDA / Reported Net Sales) 20.0 % 36.5 % 10.6 % 15.4 %

All values are in US Dollars.


AptarGroup, Inc.
Reconciliation of Adjusted Earnings Per Diluted Share (Unaudited)
(In Thousands, Except Per Share Data)
Three Months Ended
March 31,
2021 2020
Income before Income Taxes $ 100,888 $ 78,036
Adjustments:
Restructuring initiatives 3,672 4,839
Net investment gain (16,809 ) -
Transaction costs related to acquisitions - 1,384
Purchase accounting adjustments related to acquisitions and investments - 1,390
Foreign currency effects (1) 5,656
Adjusted Earnings before Income Taxes $ 87,751 $ 91,305
Provision for Income Taxes $ 16,949 $ 22,786
Adjustments:
Restructuring initiatives 841 1,200
Net investment gain (3,866 ) -
Transaction costs related to acquisitions - 208
Purchase accounting adjustments related to acquisitions and investments - 299
Foreign currency effects (1) 1,651
Adjusted Provision for Income Taxes $ 13,924 $ 26,144
Net Loss Attributable to Noncontrolling Interests $ 13 $ 3
Net Income Attributable to AptarGroup, Inc. $ 83,952 $ 55,253
Adjustments:
Restructuring initiatives 2,831 3,639
Net investment gain (12,943 ) -
Transaction costs related to acquisitions - 1,176
Purchase accounting adjustments related to acquisitions and investments - 1,091
Foreign currency effects (1) 4,005
Adjusted Net Income Attributable to AptarGroup, Inc. $ 73,840 $ 65,164
Average Number of Diluted Shares Outstanding 67,648 66,111
Net Income Attributable to AptarGroup, Inc. Per Diluted Share $ 1.24 $ 0.84
Adjustments:
Restructuring initiatives 0.04 0.05
Net investment gain (0.19 ) -
Transaction costs related to acquisitions - 0.02
Purchase accounting adjustments related to acquisitions and investments - 0.02
Foreign currency effects (1) 0.06
Adjusted Net Income Attributable to AptarGroup, Inc. Per Diluted Share $ 1.09 $ 0.99
(1) Foreign currency effects are approximations of the adjustment necessary to state the prior year earnings and earnings per share using current period foreign currency exchange rates.

AptarGroup, Inc.
Reconciliation of Free Cash Flow to Net Cash Provided by Operations (Unaudited)
(In Thousands)
Three Months Ended
March 31,
2021 2020
Net Cash Provided by Operations $ 72,185 $ 85,033
Less:
Capital Expenditures $ 63,884 $ 61,625
Free Cash Flow $ 8,301 $ 23,408

AptarGroup, Inc.
Reconciliation of Adjusted Earnings Per Diluted Share (Unaudited)
(In Thousands, Except Per Share Data)
Three Months Ending
June 30,
Expected 2021 2020
Income before Income Taxes 60,668
Adjustments:
Restructuring initiatives 7,331
Transaction costs related to acquisitions 3,207
Purchase accounting adjustments related to acquisitions and investments 3,252
Foreign currency effects (1) 4,606
Adjusted Earnings before Income Taxes 79,064
Provision for Income Taxes 18,808
Adjustments:
Restructuring initiatives 1,503
Transaction costs related to acquisitions 481
Purchase accounting adjustments related to acquisitions and investments 727
Foreign currency effects (1) 1,430
Adjusted Provision for Income Taxes 22,949
Net Income Attributable to Noncontrolling Interests (21
Net Income Attributable to AptarGroup, Inc. 41,839
Adjustments:
Restructuring initiatives 5,828
Transaction costs related to acquisitions 2,726
Purchase accounting adjustments related to acquisitions and investments 2,525
Foreign currency effects (1) 3,176
Adjusted Net Income Attributable to AptarGroup, Inc. 56,094
Average Number of Diluted Shares Outstanding 66,384
Net Income Attributable to AptarGroup, Inc. Per Diluted Share (2) 0.63
Adjustments:
Restructuring initiatives 0.09
Transaction costs related to acquisitions 0.04
Purchase accounting adjustments related to acquisitions and investments 0.04
Foreign currency effects (1) 0.05
Adjusted Net Income Attributable to AptarGroup, Inc. Per Diluted Share (2) $0.91 - $0.99 0.85
(1) Foreign currency effects are approximations of the adjustment necessary to state the prior year earnings per share using foreign currency exchange rates as of April 27, 2021.
(2) AptarGroup’s expected earnings per share range for the second quarter of 2021 is based on an effective tax rate range of 26% to 28%. This tax rate range compares to our second quarter of 2020 effective tax rate of 31% on reported and 29% on adjusted earnings per share.

All values are in US Dollars.

Contacts

Investor Relations Contact:

          Matt DellaMaria 

          matt.dellamaria@aptar.com

          815-479-5530

Media Contact:

          Katie Reardon 

          katie.reardon@aptar.com

          815-479-5671