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Ferro Announces Completion of Financial Filings for 2006 First and Second Quarters

CLEVELAND--Ferro Corporation announced today that it has filed its Quarterly Reports on Form 10-Q with the U.S. Securities and Exchange Commission (SEC) for the three-month periods ended March 31 and June 30, 2006.

Sales for the first quarter ended March 31, 2006, were $505.2 million, an increase of 9.4% from the first quarter of 2005. Net income from continuing operations was $8.4 million, or $0.19 per diluted share, compared with $0.6 million, or less than $0.01 per share, in the first quarter of 2005.

Sales for the second quarter, ended June 30, 2006, were $538.5 million, an increase of 8.4% from the prior years quarter. Net income from continuing operations was $10.5 million, or $0.24 per share, compared with $8.1 million, or $0.18 per share, in the second quarter of 2005.

Ferro turned in an excellent first half, said President and CEO James Kirsch. We are looking forward to building on this good start as we complete 2006 and move into 2007. We will continue to win from within as we build our foundation for high-quality earnings growth.

Included in the first quarter net income from continuing operations were certain items, that had a combined negative pre-tax effect of approximately $4.8 million. These charges were primarily from expenses related to the accounting investigation and restatement of 2003 and first quarter 2004 results. These items reduced first quarter net income from continuing operations by $0.07 per share. In the first quarter of 2005, these charges reduced net income by $0.11 per share. In addition, the Company recognized a $2.9 million non-cash, pre-tax loss in the first quarter resulting from mark-to-market supply contracts for natural gas. The Company recognized a $2.4 million non-cash, pre-tax gain from natural gas supply contracts in the 2005 first quarter.

Included in the second quarter net income were additional items that had a combined net unfavorable pre-tax effect of approximately $3.7 million. These items primarily included charges for the write-off of previously unamortized fees and discounts for certain of the Companys former borrowings, and charges related to the accounting investigation and restatement. These items reduced second quarter net income by approximately $0.06 per share. In the second quarter of 2005, charges reduced net income by $0.04 per share. In addition, during the 2006 second quarter, the Company recognized a $0.3 million non-cash, pre-tax, mark-to-market loss from natural gas contracts, compared to a $0.8 million loss in the second quarter of 2005.

Changes in 2006 First Quarter Results From Prior Announcement

The results for the 2006 first quarter differ from the preliminary earnings announced by the Company on July 12, 2006, largely as a result of the final determination of the appropriate timing for charges and benefits associated with a benefit plan curtailment and changes in the Companys employee pension plan and retiree benefits programs. Charges and benefits related to the benefit plan curtailment and pension plan changes are recorded in the results for the second quarter of 2006 rather than in the first quarter, as originally anticipated. As a result of the changes, net income for the first quarter is $1.3 million higher than originally indicated.

Second Quarter Results

Sales for the second quarter set a record, surpassing the record set in the first quarter of 2006. Sales were particularly strong in the Electronic Materials segment, where revenue increased by 33%. Sales also increased in Color and Glass Performance Materials, Performance Coatings and Polymer Additives. Sales declined less than one percent in Specialty Plastics and declined in the Other segment. Sales benefited by less than one percent from changes in foreign exchange rates.

Most of the revenue increase for the quarter was due to increases in average selling prices, including changes in product mix and price increases. Total product volume was about flat with the second quarter of 2005.

Gross margins for the second quarter were 20.6% of sales. Across the Company, improved pricing and product mix were able to fully offset increases in the cost of raw materials during the quarter. However, an increase in precious metal prices, which are generally passed through to customers without mark-up, lowered the gross margin percentage.

Sales, general and administrative (SG&A) expenses for the second quarter were $78.7 million, or 14.6% of sales. SG&A expense was nearly flat with the prior-year and was lower as a percent of sales than the 15.9% recorded in the second quarter of 2005. Included in the second quarter SG&A expense were additional items that had a combined net unfavorable pre-tax effect of approximately $1.6 million. These items primarily included charges related to the accounting investigation and restatement. Additionally, the effects of certain retirement plan events largely offset one another. These second quarter events included a $4.8 million settlement charge relating to the lump sum payment to the beneficiary of the Companys deceased former Chief Executive Officer from a non-qualified defined benefit retirement plan, offset by curtailment gains totaling $4.8 million related to limiting future retirement benefits under the Companys largest United States defined benefit pension plan and limiting eligibility for its United States retiree medical and life insurance programs.

Total segment income for the second quarter was $42.7 million, an increase of 19.3% from the second quarter of 2005. For the first half, total segment income increased to $84.9 million, an increase of $21.4 million, or 34%, from the first half of 2005.

As of the end of June, total debt, including off balance arrangements, was $660.4 million, an increase of $105.7 million from the end of 2005. As previously indicated, this increase was the result of increased deposit requirements for precious metal consignment arrangements and for working capital to support increased sales. The Company expects to reduce the amount of material under consignment requiring cash deposits by year end and anticipates that substantially all of the deposits will be returned in the first quarter of 2007.

Interest expense for the quarter was $18.1 million, reflecting increases in the Companys debt and higher interest rates. The interest expense also includes a non-recurring charge of $2.5 million for unamortized fees and discounts associated with the Companys previous credit facility and certain of the Companys notes and debentures where the Company had received acceleration notices.

Third Quarter Preliminary Results

Sales for the third quarter are expected to be approximately $500 million, up more than 7% from the third quarter of 2005. Current business conditions remain generally favorable in the Companys markets, although there has been some weakening of demand from specific regions and application markets. In the U.S., housing and automotive-related demand was weaker than previously expected while demand in Europe continued to be relatively strong. In addition to these market issues, interest expense for the third quarter was higher than originally forecast, as the Company continued to fund a higher-than-expected level of cash deposits for precious metal consignments.

The Company now expects to report net income for the third quarter ended September 30, 2006 of approximately $0.12 per diluted share. Included in the preliminary earnings per-share results are charges, primarily related to previously announced restructuring programs, which reduced earnings by approximately 2 cents per share. Fourth quarter 2006 sales are expected to be modestly higher than in the third quarter.

These preliminary results are subject to final reviews and adjustments prior to the filing of the Companys Quarterly Reports on Form 10-Q.

Third Quarter Financial Filings and Conference Call

The Company expects to file its third quarter results on Form 10-Q prior to the end of December. With that filing, the Company will be current in its financial filings with the SEC. Shortly after the filing, the Company will issue a press release and conduct a conference call to discuss the results in detail. Information regarding the conference call will be provided in a press release prior to the call.

About Ferro Corporation

Ferro Corporation (http://www.ferro.com) is a leading global supplier of technology-based performance materials for manufacturers. Ferro materials enhance the performance of products in a variety of end markets, including electronics, telecommunications, pharmaceuticals, building and renovation, appliances, automotive, household furnishings, and industrial products.

Headquartered in Cleveland, Ohio, the Company has approximately 6,800 employees globally and reported 2005 sales of $1.9 billion.

Cautionary Note on Forward-Looking Statements

Certain statements in this Ferro press release may constitute forward-looking statements within the meaning of Federal securities laws. These statements are subject to a variety of uncertainties, unknown risks and other factors concerning the Companys operations and business environment, which are difficult to predict and often beyond the control of the Company. Important factors that could cause actual results to differ materially from those suggested by these forward-looking statements, and that could adversely affect the Companys future financial performance, include the following:

  • The Company depends on reliable sources of raw materials and other supplies at a reasonable cost, but availability of such materials and supplies could be interrupted and/or the prices charged for them could escalate.
  • The markets in which the Company participates are highly competitive and subject to intense price competition.
  • The Company is striving to improve operating margins through price increases, productivity gains and improved purchasing techniques, but it may not be successful in achieving the desired improvements.
  • The Companys products are sold into industries that are heavily influenced by consumer spending or otherwise have proven to be unpredictable and cyclical.
  • The global scope of the Companys operations exposes the Company to risks related to currency conversion and changing economic, social and political conditions around the world.
  • The Company has a growing presence in the Asia/Pacific region where it can be difficult for an American company to compete lawfully with local competitors.
  • Regulatory authorities in the U.S., European Union and elsewhere are taking a much more aggressive approach to regulating hazardous materials and those regulations could affect sales of the Companys products.
  • The Companys operations are subject to stringent environmental, health and safety regulations and compliance with those regulations could require the Company to make significant investments.
  • The Company depends on external financial resources and any interruption in access to capital markets or borrowings could adversely affect the Companys financial condition.
  • Interest rates on some of the Companys external borrowings are variable and the Companys borrowing cost could be affected adversely by interest rate increases.
  • Many of the Companys assets are encumbered by liens that have been granted to lenders and those liens affect the Companys flexibility in making timely dispositions of property and businesses.
  • The Company is subject to a number of restrictive covenants in its credit facilities and those covenants could affect the Companys flexibility in making investments and acquisitions.
  • The Company has deferred tax assets and its ability to utilize those assets will depend on the Companys future performance.
  • The Company is a defendant in several lawsuits that could have, unless successfully resolved, an adverse effect on the Companys financial condition and/or financial performance.
  • The Companys businesses depend of a continuous stream of new products and failure to introduce new products could affect the Companys sales and profitability.
  • Employee benefit costs, especially post-retirement costs, constitute a significant element of the Companys annual expenses, and the funding of these costs could adversely affect the Companys financial condition.
  • The Company is exposed to risks associated with acts of God, terrorists and others, as well as fires, explosions, wars, riots, accidents, embargos, natural disasters, strikes and other work stoppages, quarantines and other governmental actions, and other events or circumstances that are beyond the Companys reasonable control.

Additional information regarding these risk factors can be found in the Companys Annual Report on Form 10-K for the period ended December 31, 2005.

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 be immaterial 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 on the Companys business, financial condition and results of operations.

This release contains time-sensitive information that reflects managements best analysis only as of the date of this release. The Company does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.

Ferro Corporation and Consolidated Subsidiaries

Condensed Consolidated Statements of Income

(Unaudited)

 
Three Months Ended March 31,
(Dollars in thousands, except per share amounts) 2006 2005
 
Net Sales $505,153  $461,674 
 
Cost of Sales 397,246  368,716 
 
Selling, General and Administrative Expenses 79,104  83,561 
Other Charges (Income):
Interest Expense 13,250  11,028 
Foreign Currency Expense, Net 321  767 
Miscellaneous Expense (Income), Net 2,656  (1,828)
Income Before Taxes 12,576  (570)
Income Tax Expense (Benefit) 4,138  (1,153)
 
Income from Continuing Operations 8,438  583 
 
Discontinued Operations 126  65 
 
Net Income 8,312  518 
 
Dividends on Preferred Stock 328  387 
 
Net Income Available to Common Shareholders $7,984  $131 
 
Per Common Share Data:
Basic Earnings
From Continuing Operations $0.19  $0.00 
From Discontinued Operations ($0.00) ($0.00)
$0.19  $0.00 
Diluted
From Continuing Operations $0.19  $0.00 
From Discontinued Operations ($0.00) ($0.00)
$0.19  $0.00 
 
Dividends $0.145  $0.145 
 
Shares Outstanding:
Basic 42,337,283  42,280,777 
Diluted 42,347,378  42,335,574 
End of Period 42,451,610  42,376,076 

Ferro Corporation and Consolidated Subsidiaries

Condensed Consolidated Statements of Income

(Unaudited)

 

(Dollars in thousands, except per share amounts)

Three Months Ended
June 30,

Six Months Ended
June 30,

 

2006 2005 2006 2005
 
Net Sales $538,492  $496,626  $1,043,645  $958,300 
 
Cost of Sales 427,602  392,160  824,848  760,876 
 
Selling, General and Administrative Expenses 78,735  78,794  157,839  162,355 
Other Charges (Income):
Interest Expense 18,087  11,678  31,337  22,706 
Foreign Currency Expense, Net 219  219  540  986 
Miscellaneous Expense (Income), Net (1,784) 1,785  872  (43)
Income Before Taxes 15,633  11,990  28,209  11,420 
Income Tax Expense 5,142  3,913  9,280  2,760 
 
Income from Continuing Operations 10,491  8,077  18,929  8,660 
 
Loss On Disposal of Discontinued Operations, Net 341  154  467  219 
 
Net Income 10,150  7,923  18,462  8,441 
 
Dividends on Preferred Stock 317  375  645  762 
 
Net Income Available to Common Shareholders $9,833  $7,548  $17,817  $7,679 
 
Per Common Share Data:
Basic Earnings
From Continuing Operations $0.24  $0.18  $0.43  $0.19 
From Discontinued Operations ($0.01) ($0.00) ($0.01) ($0.01)
$0.23  $0.18  $0.42  $0.18 
Diluted
From Continuing Operations $0.24  $0.18  $0.43  $0.19 
From Discontinued Operations ($0.01) ($0.00) ($0.01) ($0.01)
$0.23  $0.18  $0.42  $0.18 
 
Dividends $0.145  $0.145  $0.29  $0.29 
 
Shares Outstanding:
Basic 42,448,004  42,295,830  42,392,643  42,288,303 
Diluted 42,463,737  42,322,426  42,405,558  42,329,000 
End of Period 42,387,661  42,313,758  42,387,661  42,313,758 

Ferro Corporation and Consolidated Subsidiaries

Segment Sales and Segment Income

(Unaudited)

 
(Dollars in thousands) Three Months Ended March 31,
2006 2005
Segment Sales
Performance Coatings $126,109  $118,716 
Electronic Materials 107,366  78,168 
Color and Glass Perf. Materials 94,612  92,619 
Polymer Additives 82,723  76,308 
Specialty Plastics 71,724  70,861 
Other 22,619  25,002 
Total $505,153  $461,674 
 
Segment Income
Performance Coatings $8,995  $7,796 
Electronic Materials 8,182  (237)
Color and Glass Perf. Materials 12,866  10,923 
Polymer Additives 4,562  4,820 
Specialty Plastics 5,946  3,592 
Other 1,597  815 
Total Segment Income $42,148  $27,709 
 
Unallocated expenses - Consolidated Results
Unallocated expenses $13,345  $18,312 
Interest expense 13,250  11,028 
Other expense (income), Net 2,977  (1,061)
Income (loss) before taxes from continuing operations $12,576  ($570)
 
Geographic Sales
United States $248,671  $226,062 
International 256,482  235,612 
Total $505,153  $461,674 

Ferro Corporation and Consolidated Subsidiaries

Segment Sales and Segment Income

(Unaudited)

 
(Dollars in thousands)

Three Months Ended
June 30,

Six Months Ended
June 30,

2006 2005 2006 2005
Segment Sales
Performance Coatings $135,959  $130,044  $262,068  $248,760 
Electronic Materials 123,167  92,646  230,533  170,814 
Color and Glass Perf. Materials 102,987  95,994  197,599  188,613 
Polymer Additives 82,519  78,570  165,242  154,878 
Specialty Plastics 72,039  72,456  143,763  143,318 
Other 21,821  26,916  44,440  51,917 
Total $538,492  $496,626  $1,043,645  $958,300 
 
Segment Income
Performance Coatings $11,267  $9,334  $20,262  $17,130 
Electronic Materials 10,350  4,427  18,532  4,190 
Color and Glass Perf. Materials 11,918  11,948  24,784  22,871 
Polymer Additives 3,340  5,582  7,902  10,402 
Specialty Plastics 4,182  3,271  10,128  6,864 
Other 1,651  1,230  3,248  2,044 
Total Segment Income $42,708  $35,792  $84,856  $63,501 
 
Unallocated expenses - Consolidated Results
Unallocated expenses $10,553  $10,120  $23,898  $28,432 
Interest expense 18,087  11,678  31,337  22,706 
Other expense (income), Net (1,565) 2,004  1,412  943 
Income before taxes from continuing operations $15,633  $11,990  $28,209  $11,420 
 
Geographic Sales
United States $257,858  $240,053  $506,529  $466,115 
International 280,634  256,573  537,116  492,185 
Total $538,492  $496,626  $1,043,645  $958,300 

Ferro Corporation and Consolidated Subsidiaries

Condensed Consolidated Balance Sheets

 
(Dollars in thousands)
June 30, 2006 December 31, 2005
Assets (Unaudited)
Current Assets:
Cash and Cash Equivalents $15,509  $17,413 
Accounts and Trade Notes Receivable, net 224,510  182,390 
Inventories 241,253  215,257 
Other Current Assets 193,072  195,659 
 
Total Current Assets 674,344  610,719 
 
Property, Plant & Equipment, net 530,673  531,139 
Intangibles, net 410,824  410,666 
Miscellaneous Other Assets 146,720  116,020 
Total Assets $1,762,561  $1,668,544 
 
 
Liabilities and Shareholders' Equity
Current Liabilities:
Notes and Loans Payable $8,691  $7,555 
Accounts Payable 245,166  236,282 
Other Current Liabilities 133,996  123,047 
 
Total Current Liabilities 387,853  366,884 
 
Long-Term Debt, less current portion 592,815  546,168 
Other Non-Current Liabilities 255,730  266,933 
Total Liabilities 1,236,398  1,179,985 
 
Series A Convertible Preferred Stock 17,730  20,468 
 
Shareholders' Equity 508,433  468,091 
Total Liabilities and Shareholders' Equity $1,762,561  $1,668,544