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BWAY Intermediate Company, Inc. Reports Sales And Earnings For The Fourth Quarter And Fiscal Year Ended September 30, 2012

ATLANTA, Dec. 31, 2012 /PRNewswire/ -- BWAY Intermediate Company, Inc., a leading North American supplier of general line rigid containers, today reported net sales for fiscal 2012 of $1.2 billion, essentially equal to prior year. Net sales for the fourth fiscal quarter were $292.0 million compared to $290.0 million for the same quarter last year. Net income for fiscal 2012 was $21.7 million compared to a net loss for fiscal 2011 of $132.6 million which included a $124.6 million fourth quarter goodwill impairment charge. Fourth quarter net income was $3.8 million compared to a loss of $128.7 million for the fourth quarter last year which included the charge associated with the goodwill impairment related to the plastic segment. Factors resulting in changes to sales and net income are discussed below.

The Company also reported Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization, and adjusted for certain other items noted in the accompanying GAAP reconciliation) for fiscal 2012 of $167.4 million compared to $141.8 million for fiscal 2011, and $42.8 million for the fourth quarter of fiscal 2012 compared to $37.2 million for the same period last year.

Gross margin (excluding depreciation and amortization) was $184.7 million for fiscal 2012 compared to $159.9 million last year, and was $47.4 million for the fourth quarter of fiscal 2012 compared to $39.6 million for the same quarter in the prior year.  The increases were largely attributable to improved manufacturing efficiencies and cost management, effective pass-through of raw material price changes, and synergies realized from acquisitions.

During fiscal 2012 the Company recorded $9.8 million in gains primarily related to the sale of its blow molded plastic bottle business including associated equipment.  This gain was deducted as part of the adjustments to arrive at Adjusted EBITDA.

During the fourth quarter of fiscal 2011, the Company recorded a $124.6 million non-cash goodwill impairment charge in the Company's plastic packaging segment. This charge resulted from an assessment of goodwill value at that time which considered three valuation methodologies: a comparison of EBITDA trading multiples for publicly traded packaging companies, a comparison of recent merger and acquisition transactions in the packaging industry, and a discounted cash flow analysis based on expected future results for the Company's plastic packaging segment.

Business Segments

Metal Packaging

Fiscal 2012 sales for the Company's metal packaging segment were $726.3 million compared to $693.6 million last year. The increase resulted from higher raw material driven selling prices and the December 2010 acquisition of Phoenix Container, partially offset by a 1.6% decline in volume for the year. Fourth quarter volumes were 3.7% higher than last year, and combined with higher selling prices resulted in sales increasing from $173.7 million for the fourth quarter last year to $182.7 million for the fourth quarter this year.

Fiscal 2012 metal packaging segment earnings (excluding depreciation and amortization) were $148.5 million compared to $130.7 million for fiscal 2011. The increase resulted primarily from continued cost reduction and productivity improvement initiatives, and effective management of raw material cost change pass-through, partially offset by lower volumes during fiscal 2012.  In addition to productivity improvements and cost reduction, fourth quarter earnings also benefited from higher volumes resulting in metal packaging segment earnings increasing from $32.1 million for the fourth quarter last year to $37.1 million this year.

Plastic Packaging

Fiscal 2012 sales for the Company's plastic packaging segment were $453.5 million compared to $467.9 million last year. Excluding the effect of the sale of the Company's bottle business, full year volume on the remaining products declined by 3.7% driven primarily by actions taken to reduce or eliminate lower margin accounts.  Fourth quarter sales were $109.3 million compared to $116.3 million for the same period last year. Excluding the effect of the bottle business sale, plastic segment volumes increased 1.9% for the fiscal 2012 fourth quarter.

Plastic packaging segment earnings (excluding depreciation and amortization) were $25.1 million for fiscal 2012 compared to $20.0 million last year, and $7.7 million for the fourth quarter compared to $5.9 million for the fourth quarter of fiscal 2011. The increase in plastic packaging segment earnings resulted from actions taken by the Company to improve margins in this segment including, productivity improvement initiatives, changes in policies and practices with regard to passing through changes in resin prices, and proactive actions related to lower margin accounts. 

Corporate

Undistributed corporate expenses were $13.5 million for fiscal 2012 compared to $10.3 million last year, and were $3.6 million for the fourth quarter of fiscal 2012 compared to $1.8 million for the fourth quarter of fiscal 2011. The increase is primarily attributable to higher performance based management incentive expense, partially offset by headcount reductions.

Capital expenditures for fiscal 2012 were $35.6 million compared to $36.8 million in fiscal 2011. In addition to routine maintenance capital, expenditures focused on next generation blow molding machines for the Company's tighthead container business, new injection molding machines, completing the implementation of our new ERP system (SAP) at certain of the Company's manufacturing plants, and various other cost reduction and productivity improvement projects.

Adjusted free cash flow (see accompanying reconciliations to GAAP financial measures) for fiscal 2012 was $72.6 million compared to $49.8 million for fiscal 2011. The increase resulted primarily from higher net income.  Cash and cash equivalents increased to $94.1 million at the end of fiscal 2012 from $82.5 million at the end of fiscal 2011. The Company's debt was reduced during fiscal 2012 by $71.4 million. Total debt at the end of fiscal 2012 was $637.8 million and the ratio of net debt (total debt less cash) to adjusted EBITDA (leverage) at the end of fiscal 2012 was 3.2X. The Company had total liquidity, cash plus undrawn revolver capacity, of approximately $163.5 million at the end of fiscal 2012.

About BWAY Holding Company

BWAY Holding Company is a leading North American supplier of general line rigid containers. The Company operates 22 plants throughout the United States and Canada serving industry leading customers on a national basis.

Cautionary Note Regarding Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to substantial risks, uncertainties and assumptions. You should not place reliance on these statements. Forward-looking statements include information concerning our liquidity and our possible or assumed future results of operations, including descriptions of our business strategies. These statements often include words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "seek," "will," "may" or similar expressions. These statements are based on certain assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate in these circumstances. As you read and consider this document, you should understand that these statements are not guarantees of performance or results. Many factors could affect our actual performance and results and could cause actual results to differ materially from those expressed in the forward-looking statements. Please refer to our filings with the United States Securities and Exchange Commission, for a discussion of other factors that may affect future performance or results.

In light of these risks, uncertainties and assumptions, the forward-looking statements contained in this document might not prove to be accurate and you should not place undue reliance upon them. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Measures

The Company provides financial measures and terms not calculated in accordance with accounting principles generally accepted in the United States (GAAP).  Presentation of non-GAAP financial measures such as, but not limited to "EBITDA," "adjusted EBITDA," "EBIT," "adjusted EBIT," gross margin (excluding depreciation and amortization) and "adjusted net income (loss)," provide investors with an alternative method for assessing the Company's operating results in a manner that enables them to more thoroughly evaluate the Company's performance. These non-GAAP financial measures provide a baseline for assessing the Company's future earnings expectations. The Company's management uses these non-GAAP financial measures for the same purpose. The non-GAAP financial measures included in this news release are provided to give investors access to the types of measures that the Company uses in analyzing its results.

The Company's calculation of non-GAAP financial measures is not necessarily comparable to similarly titled measures reported by other companies. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. Schedules that reconcile these non-GAAP financial measures to GAAP financial measures are included with this news release.

<Financial Information to Follow>



 

BWAY Intermediate Company, Inc.
Summary Consolidated Financial Data (Unaudited)
(Amounts in millions)












Three Months Ended


 Twelve Months Ended 



Sept. 30, 2012


Sept. 30, 2011


Sept. 30, 2012


Sept. 30, 2011

Statements of Operations:









Net sales


$              292.0


$              290.0


$          1,179.8


$          1,161.5

Cost of products sold (excluding depr. and amort.)


244.6


250.4


995.1


1,001.6

Gross margin (excluding depr. and amort.)


47.4


39.6


184.7


159.9

Other costs and expenses









    Depreciation and amortization


23.5


25.5


88.4


91.9

    Selling and administrative


6.2


3.4


24.6


19.5

    Restructuring


0.2


2.9


1.4


4.3

    Interest


11.9


12.7


48.9


52.9

    Business acquisition


0.1


-


0.3


1.0

    Gain on sale of equipment


0.1


-


(9.8)


-

    Other


(1.8)


1.8


(2.8)


0.7

    Goodwill impairment loss


-


124.6


-


124.6

          Total costs and expenses


40.2


170.9


151.0


294.9










Income (loss) before income taxes


7.2


(131.3)


33.7


(135.0)

Provision for (benefit from) income taxes


3.4


(2.6)


12.0


(2.4)










Net income (loss)


$                  3.8


$            (128.7)


$               21.7


$           (132.6)



















Reconciliation of Net Income (Loss) to Adjusted EBITDA:









Net income (loss)


$                  3.8


$            (128.7)


$               21.7


$           (132.6)

Interest


11.9


12.7


48.9


52.9

Provision for (benefit from) income taxes


3.4


(2.6)


12.0


(2.4)

Depreciation and amortization


23.5


25.5


88.4


91.9










    EBITDA


42.6


(93.1)


171.0


9.8










Adjustments:









Restructuring


0.2


2.9


1.4


4.3

Business acquisition


0.1


-


0.3


1.0

Gain on disposal of bottle equipment


-


-


(9.3)


-

Stock-based compensation


0.3


0.5


1.4


1.5

Debt issuance costs


-


0.1


-


0.5

Loss (gain) on derivatives


0.1


-


(0.1)


(0.1)

Foreign exchange


(1.5)


2.2


(1.7)


0.2

Adjust MIP to target from max


0.7


-


2.7


-

Frozen pension plan expense


0.2


-


0.6


-

Goodwill impairment loss


-


124.6


-


124.6

Other unsusual items


0.1


-


1.1


-

    Adjusted EBITDA


$                42.8


$                37.2


$             167.4


$             141.8










 

BWAY Intermediate Company, Inc.
Summary Consolidated Financial Data (Unaudited)
(Amounts in millions)






Three Months Ended


 Twelve Months Ended 



Sept. 30, 2012


Sept. 30, 2011


Sept. 30, 2012


Sept. 30, 2011

Business Segment Information:


















Net sales









     Metal packaging


$              182.7


$              173.7


$             726.3


$             693.6

     Plastic packaging


109.3


116.3


453.5


467.9

     Consolidated net sales


292.0


290.0


1,179.8


1,161.5










Income (loss) before income taxes









     Segment earnings (excluding depr. and amort.)









        Metal packaging


37.1


32.1


148.5


130.7

        Plastic packaging


7.7


5.9


25.1


20.0

        Total segment earnings (excluding depr. and amort.)


44.8


38.0


173.6


150.7










     Depreciation and amortization









        Metal packaging


12.6


12.8


48.8


50.5

        Plastic packaging


9.8


11.3


35.5


38.0

        Total segment depreciation and amortization


22.4


24.1


84.3


88.5

        Corporate depreciation and amortization


1.1


1.4


4.1


3.4

        Consolidated depreciation and amortization


23.5


25.5


88.4


91.9










     Corporate and other expenses









        Corporate undistributed expense


3.6


1.8


13.5


10.3

        Restructuring


0.2


2.9


1.4


4.3

        Interest


11.9


12.7


48.9


52.9

        Business acquisition


0.1


-


0.3


1.0

        Gain on sale of equipment


0.1


-


(9.8)


-

        Other 


(1.8)


1.8


(2.8)


0.7

        Goodwill impairment loss


-


124.6


-


124.6










Consolidated (loss) income  before income taxes


$                  7.2


$            (131.3)


$               33.7


$           (135.0)

























Sept. 30, 2012


Sept. 30, 2011

Condensed Balance Sheets:









Assets









     Cash and cash equivalents






$               94.1


$               82.5

     Accounts receivable, net of allow. for doubtful accts.






122.5


116.8

     Inventories, net






112.1


117.2

     Other current assets






18.4


26.4

        Total current assets






347.1


342.9










     Property, plant and equipment, net






166.8


175.8

     Goodwill and other intangible assets, net






642.5


687.3

     Other assets






28.4


31.8

       Total assets






$          1,184.8


$          1,237.8










Liabilities and Stockholder's Equity









     Accounts payable






$             128.4


$             125.9

     Other current liabilities






51.7


50.3

     Current portion of long-term debt






-


5.1

        Total current liabilities






180.1


181.3










     Long-term debt






637.8


704.1

     Other long-term liabilities






183.1


197.4

     Stockholder's equity






183.8


155.0

        Total liabilities and stockholder's equity






$          1,184.8


$          1,237.8





































BWAY Intermediate Company, Inc.
Summary Consolidated Financial Data (Unaudited)
(Amounts in millions)







 Twelve Months Ended 

Statements of Cash Flows:






Sept. 30, 2012


Sept. 30, 2011

Cash Flows From Operating Activities 









Net income (loss)






$               21.7


$           (132.6)

Adjustments to reconcile net loss to net cash provided by operating activities







     Depreciation






43.2


45.4

     Amortization of other intangibles






45.2


46.5

     Goodwill impairment 






-


124.6

     Amortization of debt issuance costs






4.3


4.5

     Accretion of debt discount






0.6


0.7

     Debt issuance costs not capitalized






-


0.4

     Adjustment for doubtful accounts






-


0.1

     Gain on disposition of property, plant and equipment






(9.8)


-

     Unrealized foreign currency gain






(2.0)


-

     Deferred income taxes






(7.1)


(7.0)

     Stock-based compensation expense






1.4


1.5

     Other






-


0.1

Changes in operating assets and liabilities:









     Accounts receivable






(5.4)


15.0

     Inventories






5.2


12.1

     Accounts payable






2.0


(17.2)

     Other assets






0.6


0.8

     Accrued and other liabilities






(0.8)


(7.2)

     Accrued merger related transaction liabilities






-


(0.5)

     Income taxes, net






9.1


4.7

Net cash provided by operating activities






108.2


91.9










Cash Flows From Investing Activities









     Capital expenditures






(35.6)


(36.8)

     Business acquisitions






(0.2)


(52.2)

     Net proceeds from sale of equipment






12.4


-

     Other






(0.5)


0.1

Net cash used in investing activities






(23.9)


(88.9)










Cash Flows From Financing Activities









     Proceeds from issuance of secured debt






-


24.9

     Repayments of secured debt






(72.0)


(5.1)

     Proceeds from revolving credit facility borrowings






51.5


170.0

     Repayment of revolving credit facility borrowings






(51.5)


(170.0)

     Repayment of acquired debt related to business acquisitions






-


(33.2)

     Principal repayments under capital lease obligations






(0.9)


(1.5)

     Payment of debt issuance costs






-


(6.9)

Net cash used in financing activities






(72.9)


(21.8)










Effect of exchange rate changes on cash and cash equivalents






0.2


-

Net increase (decrease) in cash and cash equivalents






11.6


(18.8)

Cash and cash equivalents, beginning of period






82.5


101.3

Cash and cash equivalents, end of period






$               94.1


$               82.5























 Twelve Months Ended 







Sept. 30, 2012


Sept. 30, 2011

Reconciliation of net cash provided by operating activities to adjusted free cash flow:









Net cash provided by operating activities






$             108.2


$               91.9

Capital expenditures






(35.6)


(36.8)

Free cash flow






72.6


55.1

Impact of MDP Transaction






-


(5.3)

Adjusted free cash flow






$               72.6


$               49.8










 



SOURCE BWAY Intermediate Company

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