fourth-quarter & full-year 2020 earnings

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Fourth-Quarter & Full-Year 2020 Earnings

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Page 1: Fourth-Quarter & Full-Year 2020 Earnings

Fourth-Quarter & Full-Year

2020 Earnings

Page 2: Fourth-Quarter & Full-Year 2020 Earnings

Regulatory Statements

2

Certain statements in this presentation may constitute “forward-looking statements” within the meaning of federal securities laws. These statements are subject to a variety ofuncertainties, unknown risks, and other factors concerning the Company’s operations and business environment. Important factors that could cause actual results to differ materiallyfrom those suggested by these forward-looking statements and that could adversely affect the Company’s future financial performance include the following: Ferro’s ability tosuccessfully complete the sale of its Tile Coatings Systems Business, including obtaining the requisite regulatory approvals; demand in the industries into which Ferro sells its productsmay be unpredictable, cyclical, or heavily influenced by consumer spending; the effectiveness of the Company’s efforts to improve operating margins through sales growth, priceincreases, productivity gains, and improved purchasing techniques; currency conversion rates and economic, social, political, and regulatory conditions in the U.S. and around the world;the availability of reliable sources of energy and raw materials at a reasonable cost; challenges associated with a multi-national company such as Ferro competing lawfully with localcompetitors in certain regions of the world; Ferro’s ability to successfully implement and/or administer its optimization initiatives, including its investment and restructuring programs,and to produce the desired results; Ferro’s ability to successfully introduce new products and services or enter into new growth markets; Ferro’s ability to identify suitable acquisitioncandidates, complete acquisitions, effectively integrate the acquired businesses and achieve the expected synergies, as well as the acquisitions being accretive and Ferro achieving theexpected returns on invested capital; the impact of damage to, or the interruption, failure or compromise of the Company’s information systems due to events including but not limitedto aging information systems infrastructure, computer viruses and cyber security breaches; the implementation and operations of business information systems and processes;increasingly aggressive domestic and foreign governmental regulation of hazardous and other materials and regulations affecting health, safety and the environment; our ability toaddress safety, human health, social, product liability and environmental risks associated with our current and historical products, product life cycles and production processes;competitive factors, including intense price competition; increased, and possibly inconsistent, domestic and foreign regulations of privacy and data security; changes in U.S. and othergovernments’ trade policies; restrictive covenants in the Company’s credit facilities could affect its strategic initiatives and liquidity; Ferro’s ability to access capital markets, borrowingsor financial transactions; sale of products and materials into highly regulated industries; limited or no redundancy for certain of the Company’s manufacturing facilities and possibleinterruption of operations at those facilities; our ability to attract and retain key personnel; exposure to lawsuits, governmental investigations and proceedings relating to current andhistorical operations and products; Ferro’s ability to protect its intellectual property, including trade secrets, or to successfully resolve claims of infringement brought against it; Ferro’smulti-jurisdictional tax structure and its ability to reduce its effective tax rate, including the impact of the Company’s performance on its ability to utilize significant deferred tax assets;Ferro’s borrowing costs could be affected adversely by interest rate increases; management of Ferro’s general and administrative expenses; the impact of the Tax Cuts and Jobs Act onour business; stringent labor and employment laws and relationships with the Company’s employees; the impact of requirements to fund employee benefit costs, especially post-retirement costs; implementation of business processes and information systems, including the outsourcing of functions to third parties; risks associated with the manufacture and saleof material into industries making products for sensitive applications; risks and uncertainties associated with intangible assets; the effectiveness of strategies to increase Ferro’s returnon invested capital, internal rate of return and other return metrics, and the short-term impact that acquisitions may have on such metrics; liens on the Company’s assets by its lendersaffect its ability to dispose of property and businesses; amount and timing of any repurchase of Ferro’s common stock; and other factors affecting the Company’s business that arebeyond its control, including disasters, pandemics (such as COVID-19), accidents and governmental actions.

The risks and uncertainties identified above are not the only risks the Company faces. Additional risks and uncertainties not presently known to the Company or that it currently believes to beimmaterial also may adversely affect the Company. Should any known or unknown risks and uncertainties develop into actual events, these developments could have material adverse effects onour business, financial condition and results of operations.

This presentation contains time-sensitive information that reflects management’s best analysis only as of the date of this presentation. The Company does not undertake any obligation to publiclyupdate or revise any forward-looking statements to reflect future events information or circumstances that arise after the date of this presentation. Additional information regarding these riskscan be found in our Annual Report on Form 10-K for the year ended December 31, 2020.

Also, this presentation includes certain financial measurers that were not prepared in accordance with generally accepted accounting principles. Reconciliations of the historical non-GAAPfinancial measures to the most directly comparable GAAP financial measures can be found in the Appendices included in this presentation. This presentation includes adjusted EBITDA, adjusted EPSand adjusted cash flow conversion guidance. It is not possible, without unreasonable effort, for the Company to identify the amount or significance of future charges that would be excluded fromadjusted EBITDA, adjusted EPS and adjusted free cash flow from operations conversion or the potential for other transactions that may impact such guidance. Accordingly, the Company is unableto reconcile, without unreasonable effort, the Company's forecasted range of these adjusted non-GAAP financial measures to their most directly comparable GAAP financial measures.

Page 3: Fourth-Quarter & Full-Year 2020 Earnings

2020 Fourth Quarter & Full-Year Summary

3

1 Note: Net Income attributable to Ferro Corporation common shareholders Note: Comparative information is relative to prior-year quarter and full-year

▪ Net Sales increased 6.2% to $260.0M

▪ Net Sales increased 3.5% on a constant currency basis

▪ Gross Profit increased 5.6% to $79.1M, Gross Profit Margin of 30.4%

▪ Adjusted Gross Profit increased 3.7% to $80.6M, Adjusted Gross Profit Margin of 31.0%

▪ GAAP diluted EPS increased to $0.08 from a loss of $0.03, Adjusted diluted EPS increased 47.1% to $0.25

▪ Net Income1 increased to $17.7M, Adjusted EBITDA increased 22.1% to $45.2M, Adjusted EBITDA Margin increased 227 basis points to 17.4%

• Net Sales declined 5.5% to $959.0M

• Net Sales declined 5.3% on a constant currency basis

• Gross Profit declined 4.6% to $293.8M, Gross Profit Margin of 30.6%

• Adjusted Gross Profit declined 4.6%, Adjusted Gross Profit Margin of 31.3%

• GAAP diluted EPS declined 14.6% to $0.35, Adjusted diluted EPS declined 2.2% to $0.81

• Net Income1 increased to $42.8M, Adjusted EBITDA declined 2.7% to $153.7M, Adjusted EBITDA Margin increased 46 basis points to 16.0%

FOURTH QUARTER FULL YEAR

Page 4: Fourth-Quarter & Full-Year 2020 Earnings

Adjusted

Total Net Sales

Adjusted Gross Profit

Adjusted Total SG&A

Adjusted EBITDA

Adjusted Diluted EPS (Non-GAAP)

Q4 2020 $260M $80.6M $45.0M $45.2M $0.25

% Δcc 3.5% 3.7% -11.6% 22.1% 47.1%

2020 Fourth Quarter Financial Results

4

GAAP

Total Net Sales

Gross Profit

Total SG&A Net Income

Diluted EPS

Q4 2020 $260.0M $79.1M $48.0M $17.7M $0.08

% Δ 6.2% -5.6% -12.1% NM NM

Dollars in Millions, except for EPS

1 1

2

cc cc cc

cccccc

1 Comparison in nominal currency2 Net Income attributable to Ferro Corporation common shareholders

Note: Non-GAAP measures, see reconciliations in the appendixNote: Comparative information is relative to prior-year quartercc Constant Currency

Page 5: Fourth-Quarter & Full-Year 2020 Earnings

Adjusted

Total Net Sales

Adjusted Gross Profit

Adjusted Total SG&A

Adjusted EBITDA

Adjusted Diluted EPS (Non-GAAP)

2020 $959.0M $300.4M $186.9M $153.7M $0.81

% Δcc -5.3% -4.6% -6.3% -2.7% -2.4%

2020 Full-Year Financial Results

5

GAAP

Total Net Sales

Gross Profit

Total SG&A

Net Income(GAAP)

Diluted EPS

(GAAP)

2020 $959.0M $293.8M $202.4M $42.8M $0.35

% Δ -5.5% -4.6% -4.6% NM -14.6%

Dollars in Millions, except for EPS

1 1

2

cc cc cc

cccccc

1 Comparison in nominal currency2 Net Income attributable to Ferro Corporation common shareholders

Note: Non-GAAP measures, see reconciliations in the appendixNote: Comparative information is relative to prior-year to datecc Constant Currency

Page 6: Fourth-Quarter & Full-Year 2020 Earnings

2020 Fourth Quarter Segment Results

6

Segment Net Sales Adjusted Gross Profit

Functional Coatings

$166.9M

Up 2.0%

$51.2M

30.7% GPM

Color Solutions$93.1M

Up 6.4%

$29.9M

32.1% GPM

1 – Adjusted comparison of prior year quarter at constant currencycc Constant Currency Note: Non-GAAP measures, see reconciliations in the appendix

1

1

Dollars in Millions

cc

cc

Page 7: Fourth-Quarter & Full-Year 2020 Earnings

2020 Full-Year Segment Results

7

Segment Net Sales Adjusted Gross Profit

Functional Coatings

$608.2M

Down 5.5%

$181.1M

29.8% GPM

Color Solutions$350.8M

Down 5.1%

$119.6M

34.1% GPM

1 – Adjusted comparison of prior year to date at constant currencycc Constant Currency Note: Non-GAAP measures, see reconciliations in the appendix

1

1

Dollars in Millions

cc

cc

Page 8: Fourth-Quarter & Full-Year 2020 Earnings

2021 Full-Year Continuing Operations Guidance

8

Adjusted EBITDAAdjusted

Diluted EPS

2021 Guidance $175M - $185M $0.90 - $1.00

Values in Millions except for EPS

The 2021 guidance assumes no acquisitions, divestitures, restructuring, acquisition related professional fees, optimization programs spend, or repurchase of common stock.

Note: The full-year 2020 guidance uses foreign exchange rates as of December 31, 2020, which includes a USD/EUR exchange rate at 1.20

Ferro is providing Adjusted Diluted EPS and Adjusted EBITDA guidance on a continuing operations basis. While it is likely that Ferro could incur charges for items excluded from Adjusted Diluted EPS and Adjusted EBITDA such as mark-to-market adjustments of pension and other postretirement benefit obligations, restructuring and impairment charges, and legal and professional expenses related to certain business development activities, it is not possible, without unreasonable effort, to identify the amount or significance of these items or the potential for other transactions that may impact future GAAP net income and cash flow from operating activities. Management does not believe these items to be representative of underlying business performance. Management is unable to reconcile, without unreasonable effort, the Company's forecasted range of these adjusted non-GAAP financial measures to their most directly comparable GAAP financial measures.

Page 9: Fourth-Quarter & Full-Year 2020 Earnings

9

Email: [email protected]: 216-875-5451Internet: Ferro Investor Relations

Ferro Investor Relations Contact

Page 10: Fourth-Quarter & Full-Year 2020 Earnings

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Appendix

Page 11: Fourth-Quarter & Full-Year 2020 Earnings

Reconciliation of Q4 Reported to Adjusted Financials

11

1. Reflects the remeasurement of 2019 reported and adjusted local currency results using 2020 exchange rates, resulting in a constant currency comparative figures to 2020 reported and adjusted results.2. The adjustments to “Selling general and administrative expenses” primarily include legal, professional and other expenses related to acquisition costs. 3. The adjustments to “Cost of Sales” primarily include environmental costs related to our recent acquisitions. The adjustments to “Selling general and administrative expenses” primarily include legal, professional and other expenses related to acquisition costs. The adjustments to “Other expense, net” relate to purchase price adjustments related to an acquisition that is beyond the measurement period.4. Costs related to Optimization projects of $3.6 million include costs associated with our Americas manufacturing optimization initiative of $2.5 million, which is comprised of costs for process development and production testing, professional fees for legal and tax services, supplies and equipment commissioning, and utility setup and testing. The remaining $1.1 million of costs relate to global optimization projects and discrete projects at our previous acquisitions.5. Costs related to Optimization projects of $4.5 million include costs associated with our Americas manufacturing optimization initiative of $3.0 million, which is comprised of costs for process development and production testing, professional fees for legal and tax services, supplies and equipment commissioning, and utility setup and testing. The remaining $1.5 million of costs relate to global optimization projects and discrete projects at our previous acquisitions.

It should be noted that adjusted net income, earnings per share and other adjusted items referred to above are financial measures not required by, or presented in accordance with, accounting principles generally accepted in the United States (U.S. GAAP). These Non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, the financial measures prepared in accordance with U.S. GAAP, and a reconciliation of these financial measures to the most comparable U.S. GAAP financial measures is presented. We believe by excluding these costs, our adjusted earnings per share better reflect our underlying business performance, as well as being considered in our internal evaluation of financial performance. These costs are ones that we have concluded are not normal, recurring cash operating expenses necessary to operate our business, and we believe it is useful to present this non-GAAP financial measure to provide investors greater comparability of our base business.

Total SG&A Operating Income

(Dollars in millions) FC CS Ferro Total FC CS Other Ferro Total Ferro Total Ferro Total

As Reported (GAAP) 166.9$ 93.1$ 260.0$ 49.8$ 29.8$ (0.5)$ 79.1$ 48.0$ 31.1$

Adjustments:

Acquisition related costs2 - (0.1) 0.1

Costs related to optimization projects4 1.4 0.1 1.5 (2.1) 3.6

Costs related to divested businesses and assets 0.0 0.0 (0.8) 0.8

Total Adjustments - - - 1.4 0.0 0.1 1.5 (3.0) 4.5

Constant Currency FX Impact1

As Adjusted (Non-GAAP) $ 166.9 $ 93.1 $ 260.0 $ 51.2 $ 29.9 $ (0.4) $ 80.6 $ 45.0 $ 35.6

As Reported (GAAP) 159.3$ 85.5$ 244.8$ 47.9$ 27.7$ (0.7)$ 74.9$ 54.6$ 20.3$

Adjustments:

Acquisition related costs3 - (0.5) 0.5

Costs related to optimization projects5 0.3 0.1 0.6 0.9 (3.5) 4.5

Costs related to divested businesses and assets - (1.2) 1.2

Total Adjustments - - - 0.3 0.1 0.56 0.9 (5.3) 6.2

Constant Currency FX Impact1

4.3 2.0 6.4 1.2 0.4 0.2 1.8 1.6 0.2

As Adjusted (Non-GAAP) $ 163.7 $ 87.5 $ 251.2 $ 49.4 $ 28.2 $ 0.1 $ 77.7 $ 50.9 $ 26.8

Net Sales Gross Profit

Q4 2020

Q4 2019

Page 12: Fourth-Quarter & Full-Year 2020 Earnings

Reconciliation of Full-Year Reported to Adjusted Financials

12

1. Reflects the remeasurement of 2019 reported and adjusted local currency results using 2020 exchange rates, resulting in a constant currency comparative figures to 2019 reported and adjusted results.2. The adjustments to “Selling general and administrative expenses” primarily include legal, professional and other expenses related to acquisition costs.“ 3. The adjustments to “Cost of Sales” primarily include the amortization of purchase accounting adjustments related to our recent acquisitions and environmental costs related to our recent acquisitions. The adjustments to “Selling general and administrative expenses” primarily include legal, professional and other expenses related to acquisition costs. The adjustments to “Other expense, net” primarily relate to earn out adjustments related to an acquisition that are beyond the measurement period.4. Cost related to Optimization projects of $15.5 million includes costs associated with our Americas manufacturing optimization initiative of $9.8 million, which is comprised of costs for process development and production testing, professional fees for legal and tax services, supplies and equipment commissioning, and utility setup and testing. The remaining $5.7 million of costs relate to global optimization projects and discrete projects at our previous acquisitions.5. Cost related to Optimization projects of $13.6 million includes costs associated with our Americas manufacturing optimization initiative of $12.0 million, which is comprised of costs for process development and production testing, professional fees for legal and tax services, supplies and equipment commissioning, and utility setup and testing. The remaining $1.6 million of costs relate to global optimization projects and discrete projects at our previous acquisitions.

It should be noted that adjusted net income, earnings per share and other adjusted items referred to above are financial measures not required by, or presented in accordance with, accounting principles generally accepted in the United States (U.S. GAAP). These Non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, the financial measures prepared in accordance with U.S. GAAP, and a reconciliation of these financial measures to the most comparable U.S. GAAP financial measures is presented. We believe by excluding these costs, our adjusted earnings per share better reflect our underlying business performance, as well as being considered in our internal evaluation of financial performance. These costs are ones that we have concluded are not normal, recurring cash operating expenses necessary to operate our business, and we believe it is useful to present this non-GAAP financial measure to provide investors greater comparability of our base business.

Total SG&A Operating Income

(Dollars in millions) FC CS Ferro Total FC CS Other Ferro Total Ferro Total Ferro Total

As Reported (GAAP) 608.2$ 350.8$ 959.0$ 175.6$ 119.1$ (0.9)$ 293.8$ 202.4$ 91.3$

Adjustments:

Acquisition related costs2 - 0.0 - 0.0 (1.4) 1.4

Costs related to optimization projects4

5.5 - 0.7 6.1 (9.3) 15.4

Costs related to divested businesses and assets - 0.5 - 0.5 (4.8) 5.3

Total Adjustments - - - 5.5 0.5 0.7 6.6 # (15.5) 22.1

Constant Currency FX Impact1

As Adjusted (Non-GAAP) $ 608.2 $ 350.8 $ 959.0 $ 181.1 $ 119.5 $ (0.2) $ 300.4 $ 186.9 $ 113.4

As Reported (GAAP) 644.8$ 369.7$ 1,014.5$ 192.7$ 114.9$ 0.4$ 308.0$ 212.4$ 95.6$

Adjustments:

Acquisition related costs3

0.8 0.0 - 0.9 (3.5) 4.4

Costs related to optimization projects5

3.0 2.0 1.4 6.3 (7.2) 13.6

Costs related to divested businesses and assets - (3.0) 3.0

Total Adjustments - - - 3.8 2.0 1.4 7.2 (13.7) 20.9

Constant Currency FX Impact1 (1.3) (0.0) (1.3) (1.4) 0.0 1.0 (0.4) 0.9 (1.3)

As Adjusted (Non-GAAP) $ 643.5 $ 369.6 $ 1,013.2 $ 195.1 $ 117.0 $ 2.7 $ 314.8 $ 199.6 $ 115.2

YTD 2019

YTD 2020

Net Sales Gross Profit

Page 13: Fourth-Quarter & Full-Year 2020 Earnings

13

Reconciliation of Q4 & Full-Year Adjusted EBITDA

(Dollars in millions) Q4 2020 Q4 2019 2020 2019

Net income attributable to Ferro Corporation from Continuing Operations,

net of income tax 6.2$ (2.5)$ 29.0$ 33.7$

Net income attributable to noncontrolling interests 0.3 0.5 1.1 1.1

Restructuring and impairment charges 5.2 3.1 17.4 11.0

Other (income) expense, net 9.5 14.5 7.1 17.6

Interest expense 5.4 5.7 21.9 24.3

Income tax expense 4.5 (0.9) 14.9 8.0

Depreciation and amortization 10.7 11.4 44.3 45.2

Less: interest amortization expense and other (1.1) (1.0) (4.0) (3.8)

Cost of sales Non-GAAP adjustments1 1.5 0.9 6.6 7.2

SG&A Non-GAAP adjustments1 3.0 5.3 15.5 13.7

Adjusted EBITDA (Non-GAAP) 45.2$ 37.0$ 153.7 157.9

1. The Non-GAAP adjustments to cost of sales and SG&A are described in the "Reconciliation of Q4 Reported to Adjusted Financials" and "Reconciliation of

YTD Reported to Adjusted Financials" appendices.

It should be noted that adjusted EBITDA is a financial measure not required by, or presented in accordance with, accounting principles generally accepted in

the United States (U.S. GAAP). This Non-GAAP financial measure should be considered as a supplement to, and not as a substitute for, the financial measures

prepared in accordance with U.S. GAAP and a reconciliation of this financial measure to the most comparable U.S. GAAP financial measure is presented. We

believe this data provides investors with additional useful information on the underlying operations and trends of the business and enables period-to-period

comparability of financial performance.

Page 14: Fourth-Quarter & Full-Year 2020 Earnings

Reconciliation of Adjusted Diluted Earnings Per Share

14

Q1 2020 Q2 2020 Q3 2020 Q4 2020 FY 2020 Q1 2019 Q2 2019 Q3 2019 Q4 2019 FY 2019

Diluted earnings per share (GAAP) 0.19$ (0.03)$ 0.11$ 0.07$ 0.35$ 0.10$ 0.13$ 0.20$ (0.03)$ 0.40$

Adjustments:

Restructuring 0.01 0.10 0.03 0.06 0.21 0.02 0.05 0.03 0.04 0.14

Other1 0.07 0.09 0.07 0.17 0.40 0.04 0.09 0.07 0.24 0.43

Tax2 (0.02) (0.05) (0.02) (0.06) (0.15) (0.01) (0.04) (0.02) (0.08) (0.15)

Adjustments3 0.06 0.14 0.08 0.17 0.46 0.05 0.10 0.07 0.20 0.42

Adjusted diluted earnings per share (Non-GAAP) 0.26$ 0.12$ 0.19$ 0.25$ 0.81$ 0.15$ 0.23$ 0.27$ 0.17$ 0.82$

1. For 2020 and 2019, the description of adjustments for cost of sales and SG&A are detailed in the "Reconciliation of Q4 Reported to Adjusted Financials" and "Reconciliation of YTD Reported to Adjusted Financials"

appendices.

2. Income tax expense reflects the reported expense, adjusted for adjustments being tax effected at the respective statutory rate where the item originated.

3. Due to rounding, total earnings per share related to adjustments does not always add to the total adjusted earnings per share.

It should be noted that adjusted net income, earnings per share and other adjusted items referred to above are financial measures not required by, or presented in accordance with, accounting principles generally

accepted in the United States (U.S. GAAP). These Non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, the financial measures prepared in accordance with U.S. GAAP, and a

reconciliation of these financial measures to the most comparable U.S. GAAP financial measures is presented. We believe by excluding these costs, our adjusted earnings per share better reflect our underlying business

performance, as well as being considered in our internal evaluation of financial performance. These costs are ones that we have concluded are not normal, recurring cash operating expenses necessary to operate our

business, and we believe it is useful to present this non-GAAP financial measure to provide investors greater comparability of our base business.