Titan International, Inc. Reports Fourth Quarter and Year-End Results
QUINCY, Ill.--Feb. 2, 20064, 2006--Titan International, Inc. :Fourth quarter highlights:
-- On December 28, 2005, Titan Tire Corporation, a subsidiary of Titan International, Inc., acquired The Goodyear Tire & Rubber Company's North American farm tire assets. Titan Tire purchased the assets of Goodyear's North American farm tire business for approximately $100 million in cash proceeds. The assets purchased include Goodyear's North American farm inventory and plant, property and equipment located in Freeport, Illinois. The company funded the acquisition through an increase in its revolving credit facility.
-- Net sales remained near $100 million in Titan's 2005 fourth quarter, as compared to a strong fourth quarter in 2004. The net sales of $96.6 million this quarter compare to $105.9 million in the fourth quarter of last year.
-- Despite rising energy and raw materials costs, gross profit remained a positive $6.7 million in the quarter. This compares to $13.1 million in fourth quarter 2004.
-- Interest expense for the fourth quarter of 2005 was $1.9 million, a 26% decrease from the $2.6 million recorded in the fourth quarter of 2004.
Statement of Chief Executive Officer:
"Titan achieved another consecutive year of strong sales and profits. Our employees have worked hard, and it is paying off," said Titan Chairman and CEO Maurice Taylor Jr. "The company is growing and expanding. Our acquisition of Goodyear's North American farm tire assets provides great opportunity for the future, and the best selection of American made and owned products in off-highway wheel and tire assemblies for our customers."
Year-to-date highlights:
-- Year-to-date net sales increased $9.0 million, or 2%, to $470.1 million when compared to 2004 year-to-date net sales of $461.1 million, excluding Titan Europe. Recorded 2004 year-to-date net sales were $510.6 million, including $49.4 million of Titan Europe sales.
-- Interest expense for the year was $8.6 million, a 47% decrease as compared to the $16.2 million recorded in 2004.
Financial overview:
Titan International, Inc. reported net sales of $96.6 million for fourth quarter of 2005, a reduction of 9% compared to $105.9 million for the previous year's quarter. Net sales for 2005 were $470.1 million, up 2% from $461.1 million for 2004 on a pro forma basis, adjusted for the sale of Titan Europe in April 2004. Reported sales for 2004 were $510.6 million.
Loss from operations was $(17.3) million in the fourth quarter of 2005, as compared to $(1.0) million in fourth quarter 2004. Loss from operations without the Dyneer legal charge was $(2.1) million for the fourth quarter of 2005. Income from operations was $12.0 million for the year ended December 31, 2005, and $33.3 million for the year ended December 31, 2004. Income from operations without the Dyneer legal charge was $27.2 million for 2005.
The State Court of California allowed the disbursement of the $24.5 million of restricted cash funds held in the Vehicular Technologies case in the fourth quarter of 2005. Titan recognized the Dyneer legal charge for the judgment of approximately $15.2 million for this case.
The income tax benefit was $13.9 million for both three and twelve months ending December 31, 2005. As a result of the anticipated utilization of net operating loss carryforward in connection with its future Federal income tax filings, the company recorded a tax benefit of $13.9 million as a result of the reversal of the company's valuation allowance.
Net loss for the fourth quarter was $(5.5) million, as compared to $(1.3) million in the fourth quarter of 2004. Net income for the year ended December 31, 2005 and 2004 was $11.0 million and $11.1 million respectively.
Basic loss per share and fully diluted earnings per share were $(.28) for the fourth quarter of 2005 and $(.08) per share for the fourth quarter of 2004.
Year-to-date 2005 basic earnings per share were $.61, compared to $.62 per share for the year-to-date 2004. Year-to-date 2005 fully diluted earnings per share were $.60, compared to $.61 per share for the year-to-date 2004.
Inventories and net property, plant and equipment increased substantially at December 31, 2005, as compared to 2004 as the result of Titan's Goodyear North American farm tire acquisition. The acquisition added approximately $55 million of property, plant and equipment, and approximately $45 million of inventory and supplies.
Form 10-K:
For additional information and Management's Discussion and Analysis of Financial Condition and Results of Operations, see the company's Form 10-K filed with the Securities and Exchange Commission on February 24, 2006.
Cash merger offer:
On October 11, 2005, the Company received an offer from One Equity Partners LLC (One Equity), a private equity affiliate of JPMorgan Chase & Co., indicating One Equity's interest in acquiring Titan International, Inc., in a cash merger for $18.00 per share of Titan common stock. A Special Committee of the Board of Directors of Titan was formed to pursue discussions with One Equity. The offer is subject to reaching a definitive agreement with the customary conditions, due diligence, financing, both One Equity and Titan board approvals and Titan's stockholders' approval. There can be no assurance that any agreement will be completed. Mr. Richard M. Cashin Jr., one of Titan's directors, is also the Managing Partner of One Equity. Mr. Maurice M. Taylor Jr., Chief Executive Officer and Chairman of the Board of Directors of Titan, is expected to participate with One Equity Partners. Additionally, Mr. Mitchell I. Quain and Mr. Anthony L. Soave, also directors of Titan, may participate.
The Special Committee consists of Mr. Erwin H. Billig, Mr. Edward J. Campbell and Mr. Albert J. Febbo. No member of the Special Committee is participating with One Equity in the cash merger offer. The Special Committee hired counsel and a financial advisor. The financial advisor is Jefferies & Company, Inc. Anyone who is interested in submitting a competing offer to Titan's Special Committee may do so by contacting Jefferies & Company, Inc. at the address of 520 Madison Avenue, New York, N.Y., 10019. The telephone number is (212) 284-2300 and the fax number is (212) 284-2114.
Safe harbor statement:
This press release includes forward-looking statements that involve risks and uncertainties, including risks as detailed in Titan International, Inc.'s periodic filings with the Securities and Exchange Commission, including the annual report on Form 10-K for the year ended December 31, 2005. The Company cautions that any forward-looking statements included in this press release are subject to a number of risks and uncertainties and the Company undertakes no obligation to publicly update or revise any forward-looking statements.
Company description:
Titan International, Inc. , a holding company, owns subsidiaries that supply wheels, tires and assemblies for off-highway equipment used in agricultural, earthmoving/construction, and consumer (i.e. all terrain vehicles and trailers) applications.
Titan International, Inc.
Consolidated Statements of Operations (Unaudited)
For the three and twelve months ended December 31, 2005 and 2004
Amounts in thousands except
earnings per share data. Three Months Ended Twelve Months Ended
December 31, December 31,
2005 2004 2005 2004
--------- --------- --------- ---------
Net sales $96,583 $105,920 $470,133 $510,571
Cost of sales 89,929 92,830 405,923 431,071
--------- --------- --------- ---------
Gross profit 6,654 13,090 64,210 79,500
Selling, general &
administrative expenses 7,775 8,455 31,433 36,040
Research & development
expenses 239 345 837 1,875
Dyneer legal charge 15,205 0 15,205 0
Idled assets marketed for sale
depreciation 744 5,275 4,736 5,275
Goodwill impairment on Titan
Europe 0 0 0 2,988
--------- --------- --------- ---------
(Loss) income from
operations (17,309) (985) 11,999 33,322
Interest expense (1,894) (2,561) (8,617) (16,159)
Noncash convertible debt
conversion charge 0 0 (7,225) 0
Debt termination expense 0 0 0 (3,654)
Other (expense) income (265) 1,046 958 1,706
--------- --------- --------- ---------
(Loss) income before income
taxes (19,468) (2,500) (2,885) 15,215
(Benefit) provision for income
taxes (13,927) (1,207) (13,927) 4,108
--------- --------- --------- ---------
Net (loss) income $(5,541) $(1,293) $11,042 $11,107
========= ========= ========= =========
(Loss) earnings per common
share:
Basic $(.28) $(.08) $.61 $.62
Diluted (.28) (.08) .60 .61
Average common shares
outstanding:
Basic 19,487 16,326 18,053 17,798
Diluted 19,487 16,326 18,284 21,574
Segment Information
Revenues from external customers (Unaudited)
Amounts in thousands Three Months Ended Twelve Months Ended
December 31, December 31,
2005 2004 2005 2004
--------- --------- --------- ---------
Agricultural $65,488 $62,652 $310,361 $316,235
Earthmoving/Construction 25,817 35,751 131,982 160,297
Consumer 5,278 7,517 27,790 34,039
--------- --------- --------- ---------
Total $96,583 $105,920 $470,133 $510,571
Consolidated Condensed Balance Sheets (Unaudited)
Amounts in thousands
December 31, December 31,
Assets 2005 2004
------------ ------------
Current assets:
Cash & cash equivalents $592 $1,130
Accounts receivable 47,112 52,781
Inventories 122,692 84,658
Deferred income taxes 20,141 6,711
Prepaid & other current assets 15,630 9,388
------------ ------------
Total current assets 206,167 154,668
Property, plant & equipment, net 140,382 80,644
Idled assets marketed for sale 18,267 31,245
Investment in Titan Europe Plc 48,467 30,040
Restricted cash deposits 0 24,500
Goodwill 11,702 11,702
Other assets 15,771 21,367
------------ ------------
Total assets $440,756 $354,166
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Liabilities & stockholders' equity
Current liabilities:
Short-term debt (including current portion
of long-term debt) $11,995 $217
Accounts payable 24,435 26,733
Other current liabilities 11,753 12,820
------------ ------------
Total current liabilities 48,183 39,770
Long-term debt 190,464 169,688
Deferred income taxes 13,581 9,164
Other long-term liabilities 20,715 28,663
Stockholders' equity 167,813 106,881
------------ ------------
Total liabilities & stockholders' equity $440,756 $354,166
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