WMS Advanced Drainage Systems Inc

Advanced Drainage Systems, Inc. (NYSE: WMS) (“ADS” or the “Company”), a leading global manufacturer of water management products and solutions for commercial, residential, infrastructure and agricultural applications, today announced financial results for the fiscal second quarter ended September 30, 2016.

Second Fiscal Quarter 2017 Highlights

• Net sales decreased 6% to $361 million
• Net income increased 52% to $24 million
• Adjusted EBITDA (Non-GAAP) increased 3% to $66 million

Year-to-Date 2017 Highlights

• Net sales decreased 2% to $718 million
• Net income increased 52% to $44 million
• Adjusted EBITDA (Non-GAAP) increased 18% to $137 million
• Cash flow from operating activities increased 169% to $46 million
• Free cash flow (Non-GAAP) improved to $22 million as compared to a use of $5 million

Joe Chlapaty, Chairman and Chief Executive Officer of ADS commented, “We are pleased with our success in managing our costs and operations amidst soft market conditions. Second quarter net sales declined as expected due to relatively flat core domestic construction growth and continued weakness in Mexico and the agriculture market. Despite the market conditions, we were still able to improve our gross margins, Adjusted EBITDA and cash flow. Free cash flow generation should remain strong in the second half of fiscal 2017, which will provide us additional avenues to create shareholder value including investing in our business, making selective acquisitions and returning cash to our shareholders.”

Chlapaty continued, “We anticipate that market headwinds will persist for the remainder of fiscal year 2017. However, the long-term underlying fundamentals of our business are strong and we remain confident that we will capitalize on our conversion opportunities that will enable us to continue outpacing market growth.”

Second Fiscal Quarter 2017 Results

Net sales decreased $22.5 million, or 5.9%, to $360.8 million for the fiscal second quarter 2017, compared to $383.3 million in the prior fiscal second quarter. The decrease in net sales was primarily due to a weaker than anticipated domestic construction market and continued softness in the domestic agriculture market and Mexico.

Gross profit increased $4.0 million, or 4.6%, to $90.5 million for the fiscal second quarter 2017, compared to $86.5 million in the prior fiscal second quarter. As a percentage of net sales, gross profit improved to 25.1%, compared to 22.6%, in the prior fiscal second quarter. The increase in gross profit was largely attributed to lower raw material costs and good price management.

The Company reported Adjusted EBITDA (Non-GAAP) of $65.6 million in the fiscal second quarter 2017 compared to Adjusted EBITDA of $63.7 million in the prior fiscal second quarter, an increase of 2.9%. As a percentage of net sales, Adjusted EBITDA improved to 18.2% for the fiscal second quarter 2017 compared to 16.6% in the prior fiscal second quarter. The increase in Adjusted EBITDA was largely attributed to the same factors mentioned above.

Adjusted Earnings Per Fully Converted Share (Non-GAAP) for the fiscal second quarter 2017 was $0.35 per share based on weighted average fully converted shares of 73.4 million, improved from an Adjusted Earnings Per Fully Converted Share of $0.21 per share for the prior fiscal second quarter.

A reconciliation of GAAP to Non-GAAP financial measures for Adjusted EBITDA, Free Cash Flow and Adjusted Earnings Per Fully Converted Share has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”

For the fiscal first half 2017, the Company recorded net cash provided by operating activities of $45.6 million compared to $16.9 million for the same period last year. Net debt (total debt and capital lease obligations net of cash) was $420.2 million as of September 30, 2016, a decrease of $75.0 million from September 30, 2015.

Fiscal Year 2017 Outlook

Based on current visibility, backlog of existing orders and business trends, the Company has revised its net sales and Adjusted EBITDA targets for fiscal 2017. Net sales are now expected to be in the range of $1.225 billion to $1.250 billion with Adjusted EBITDA between $190 and $210 million for fiscal year 2017. The revised guidance is predicated on the belief that end market performance will be slightly lower than previously expected for fiscal year 2017. The table below illustrates the expected change in end market performance.

End Market   Previous Outlook   Current Outlook Domestic Construction   Up 0% to 4%   Up 0% to 2% Agriculture   Down 15% to 25%   Down 20% to 25% International   Down 5% to 15%   Down 10% to 15%

Scott Cottrill, Executive Vice President and Chief Financial Officer of ADS, commented, “Our revised expectations reflect preliminary net sales performance for the fiscal third quarter, as well as a more conservative view on the fiscal fourth quarter due primarily to the uncertainty of weather trends. Additionally, our revised forecast has been calibrated to align with current end market performance including lower than anticipated growth in our domestic construction markets and continued weakness in our agriculture end market and Mexico. While the market environment has been softer than expected, we continue to outpace market growth in our core construction markets, our gross and Adjusted EBITDA margins continue to expand and our profitability and cash flow remain healthy.”

Webcast Information

The Company will host an investor conference call and webcast on Thursday, January 12, 2017 at 10:00 a.m. Eastern Time. The live call can be accessed by dialing 1-866-450-8367 (US toll-free) or 1-412-317-5465 (international) and asking to be connected to the Advanced Drainage Systems, Inc. call. The live webcast will also be accessible via the "Events Calendar” section of the Company’s Investor Relations website, www.investors.ads-pipe.com. An archived version of the webcast will be available for 90 days following the call.

About ADS

ADS is the leading manufacturer of high performance thermoplastic corrugated pipe, providing a comprehensive suite of water management products and superior drainage solutions for use in the construction and infrastructure marketplace. Its innovative products are used across a broad range of end markets and applications, including non-residential, residential, agriculture and infrastructure applications. The Company has established a leading position in many of these end markets by leveraging its national sales and distribution platform, its overall product breadth and scale and its manufacturing excellence. Founded in 1966, the Company operates a global network of 61 manufacturing plants and 31 distribution centers. To learn more about the ADS, please visit the Company’s website at www.ads-pipe.com.

Forward Looking Statements

Certain statements in this press release may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are not historical facts but rather are based on the Company’s current expectations, estimates and projections regarding the Company’s business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “confident” and similar expressions are used to identify these forward-looking statements. Factors that could cause actual results to differ from those reflected in forward-looking statements relating to our operations and business include: fluctuations in the price and availability of resins and other raw materials and our ability to pass any increased costs of raw materials on to our customers in a timely manner; volatility in general business and economic conditions in the markets in which we operate, including, without limitation, factors relating to availability of credit, interest rates, fluctuations in capital and business and consumer confidence; cyclicality and seasonality of the non-residential and residential construction markets and infrastructure spending; the risks of increasing competition in our existing and future markets, including competition from both manufacturers of high performance thermoplastic corrugated pipe and manufacturers of products using alternative materials; our ability to continue to convert current demand for concrete, steel and PVC pipe products into demand for our high performance thermoplastic corrugated pipe and Allied Products; the effect of weather or seasonality; the loss of any of our significant customers; the risks of doing business internationally; the risks of conducting a portion of our operations through joint ventures; our ability to expand into new geographic or product markets; our ability to achieve the acquisition component of our growth strategy; the risk associated with manufacturing processes; our ability to manage our assets; the risks associated with our product warranties; our ability to manage our supply purchasing and customer credit policies; the risks associated with our self-insured programs; our ability to control labor costs and to attract, train and retain highly-qualified employees and key personnel; our ability to protect our intellectual property rights; changes in laws and regulations, including environmental laws and regulations; our ability to project product mix; the risks associated with our current levels of indebtedness; our ability to meet future capital requirements and fund our liquidity needs; the risk that additional information may arise that would require the Company to make additional adjustments or revisions or to restate the financial statements and other financial data for certain prior periods and any future periods, any further delay in the filing of any filings with the SEC; the review of potential weaknesses or deficiencies in the Company’s disclosure controls and procedures, and discovering further weaknesses of which we are not currently aware or which have not been detected and the other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission. New risks and uncertainties emerge from time to time and it is not possible for the Company to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release. In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the Company’s expectations, objectives or plans will be achieved in the timeframe anticipated or at all. Investors are cautioned not to place undue reliance on the Company’s forward-looking statements and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Financial Statements

ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (unaudited)

 

  Three Months Ended   Six Months Ended September 30, September 30, (Amounts in thousands, except per share data) 2016   2015 2016   2015 Net sales $ 360,785 $ 383,329 $ 718,361 $ 732,453 Cost of goods sold   270,273     296,800     531,243     571,447   Gross profit 90,512 86,529 187,118 161,006 Operating expenses: Selling 23,210 22,594 47,440 43,821 General and administrative 21,181 25,673 55,710 44,358 Loss on disposal of assets or businesses 737 295 939 1,161 Intangible amortization   2,128     2,341     4,315     4,867   Income from operations 43,256 35,626 78,714 66,799 Other expense: Interest expense 4,546 4,947 9,330 9,233 Derivative (gains) losses and other (income) expense, net   (1,734 )   9,192     (4,771 )   15,772   Income before income taxes 40,444 21,487 74,155 41,794 Income tax expense 15,348 5,187 29,542 13,066 Equity in net loss of unconsolidated affiliates   815     372     911     18   Net income 24,281 15,928 43,702 28,710 Less net income attributable to noncontrolling interest   547     3,582     1,695     4,670   Net income attributable to ADS   23,734     12,346     42,007     24,040   Accretion of Redeemable noncontrolling interest (380 ) (257 ) (742 ) (257 ) Dividends to Redeemable convertible preferred

stockholders

(415 ) (362 ) (840 ) (733 ) Dividends paid to unvested restricted stockholders   (24 )   (6 )   (54 )   (12 ) Net income available to common stockholders and participating securities 22,915 11,721 40,371 23,038 Undistributed income allocated to participating securities   (2,040 )   (980 )   (3,563 )   (1,949 ) Net income available to common stockholders $ 20,875   $ 10,741   $ 36,808   $ 21,089     Weighted average common shares outstanding: Basic 54,429 53,882 54,250 53,753 Diluted 55,276 55,194 55,115 55,093 Net income per share: Basic $ 0.38 $ 0.20 $ 0.68 $ 0.39 Diluted $ 0.38 $ 0.19 $ 0.67 $ 0.38 Cash dividends declared per share $ 0.06 $ 0.05 $ 0.12 $ 0.10   ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (unaudited)     As of: (Amounts in thousands) September 30, 2016   March 31, 2016 ASSETS Current assets: Cash $ 8,804 $ 6,555 Receivables 215,294 186,883 Inventories 223,226 230,466 Deferred income taxes and other current assets   7,573     15,658   Total current assets 454,897 439,562 Property, plant and equipment, net 397,409 391,744 Other assets: Goodwill 100,696 100,885 Intangible assets, net 55,682 59,869 Other assets   46,195     45,256   Total assets $ 1,054,879   $ 1,037,316     LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY Current liabilities: Current maturities of debt obligations $ 36,497 $ 35,870 Current maturities of capital lease obligations 20,640 19,231 Accounts payable 95,437 119,606 Current portion of liability-classified stock-based awards 14,344 10,118 Other accrued liabilities 59,582 65,099 Accrued income taxes   10,726     2,260   Total current liabilities 237,226 252,184 Long-term debt obligation 312,712 312,214 Long-term capital lease obligations 59,170 56,809 Deferred tax liabilities 54,602 63,952 Other liabilities   34,547     37,921   Total liabilities 698,257 723,080 Mezzanine equity: Redeemable convertible preferred stock 305,361 310,240 Deferred compensation — unearned ESOP shares (202,008 ) (205,664 ) Redeemable noncontrolling interest in subsidiaries   8,415     7,171   Total mezzanine equity 111,768 111,747 Stockholders’ equity: Common stock 12,393 12,393 Paid-in capital 748,177 739,097 Common stock in treasury, at cost (438,404 ) (440,995 ) Accumulated other comprehensive loss (24,362 ) (21,261 ) Retained deficit   (67,109 )   (101,778 ) Total ADS stockholders’ equity 230,695 187,456 Noncontrolling interest in subsidiaries   14,159     15,033   Total stockholders’ equity   244,854     202,489   Total liabilities, mezzanine equity and stockholders’ equity $ 1,054,879   $ 1,037,316     ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)   Six Months Ended September 30, (Amounts in thousands) 2016   2015 Cash Flow from Operating Activities $ 45,576 $ 16,924   Cash Flows from Investing Activities Capital expenditures (23,796 ) (21,534 ) Cash paid for acquisitions, net of cash acquired - (3,188 ) Proceeds from note receivable to related party - 3,854 Issuance of note receivable to related party - (3,854 ) Other investing activities   (622 )   (378 ) Net cash used in investing activities (24,418 ) (25,100 )   Cash Flows from Financing Activities Proceeds from Revolving Credit Facility 235,600 252,800 Payments on Revolving Credit Facility (207,900 ) (223,000 ) Payments on Term Loan (5,000 ) (3,750 ) Payments on Senior Notes (25,000 ) - Proceeds from notes, mortgages, and other debt - 6,682 Payments on notes, mortgages, and other debt (430 ) (7,092 ) Payments on capital lease obligation (10,810 ) (10,247 ) Cash dividends paid (7,338 ) (8,173 ) Proceeds from exercise of stock options 2,687 823 Other financing activities   (620 )   (369 ) Net cash (used in) provided by financing activities (18,811 ) 7,674   Effect of exchange rates changes on cash   (98 )   360   Net change in cash 2,249 (142 ) Cash at beginning of period   6,555     3,623   Cash at end of period $ 8,804   $ 3,481  

Non-GAAP Financial Measures

This press release contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). ADS management uses non-GAAP measures in its analysis of the Company’s performance. Investors are encouraged to review the reconciliation of non-GAAP financial measures to the comparable GAAP results available in the accompanying tables.

Reconciliation of Non-GAAP Financial Measures

This press release includes references to Adjusted EBITDA, Free Cash Flow and Adjusted Earnings Per Fully Converted Share, all non-GAAP financial measures. These non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP. These measures are not intended to be substitutes for those reported in accordance with GAAP. Adjusted EBITDA, Free Cash Flow, and Adjusted Earnings per Fully Converted Share may be different from non-GAAP financial measures used by other companies, even when similar terms are used to identify such measures.

Adjusted EBITDA is a non-GAAP financial measure that comprises net income before interest, income taxes, depreciation and amortization, stock-based compensation, non-cash charges and certain other expenses. The Company’s definition of Adjusted EBITDA may differ from similar measures used by other companies, even when similar terms are used to identify such measures. Adjusted EBITDA is a key metric used by management and the Company’s board of directors to assess financial performance and evaluate the effectiveness of the Company’s business strategies. Accordingly, management believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as the Company’s management and board of directors. In order to provide investors with a meaningful reconciliation, the Company has provided below reconciliations of Adjusted EBITDA to net income.

Free Cash Flow is a non-GAAP financial measure that comprises cash flow from operating activities less capital expenditures. Free Cash Flow is a measure used by management and the Company’s board of directors to assess the Company’s ability to generate cash. Accordingly, management believes that Free Cash Flow provides useful information to investors and others in understanding and evaluating our ability to generate cash flow from operations after capital expenditures. In order to provide investors with a meaningful reconciliation, the Company has provided below a reconciliation of cash flow from operating activities to Free Cash Flow.

Adjusted Earnings Per Fully Converted Share is a non-GAAP measure that is calculated by adjusting our Net income per share – Basic, the most comparable GAAP measure. To effect this adjustment with respect to Net income available to common stockholders, we have (1) removed the accretion of Redeemable noncontrolling interest in subsidiaries, (2) added back the dividends to Redeemable convertible preferred stockholders and dividends paid to unvested restricted stockholders, (3) made corresponding adjustments to the amount allocated to participating securities under the two class earnings per share computation method, and (4) added back ESOP deferred compensation attributable to the shares of Redeemable convertible preferred stock allocated to employee ESOP accounts during the applicable period, which is a non-cash charge to our earnings. We have also made adjustments to the weighted average common shares outstanding – Basic to assume (1) share conversion of the Redeemable convertible preferred stock outstanding shares to common stock and (2) add shares of outstanding unvested restricted stock. Adjusted Earnings Per Fully Converted Share (non-GAAP) is a key metric used by management and our board of directors to assess our financial performance. This information is useful to investors as the preferred shares held by the ESOP are required to be distributed to our employees over time, which is done in the form of common stock after the conversion of the preferred shares. As such, this measure is included because it provides investors with information to understand the impact on the financial statements once all preferred shares are converted and distributed.

The following tables present a reconciliation of Adjusted EBITDA to Net Income, Free Cash Flow to Cash Flow from Operating Activities, and Adjusted Earnings Per Fully Converted Share to Net income per share – Basic, the most comparable GAAP measures, for each of the periods indicated:

 

Reconciliation of Adjusted EBITDA to Net Income

    Three Months Ended   Six Months Ended September 30, September 30, (Amounts in thousands) 2016   2015 2016   2015 Net income $ 24,281 $ 15,928 $ 43,702 $ 28,710 Depreciation and amortization 18,010 17,367 36,036 34,751 Interest expense 4,546 4,947 9,330 9,233 Income tax expense   15,348     5,187     29,542     13,066 EBITDA 62,185 43,429 118,610 85,760 Derivative fair value adjustments (4,153 ) 5,773 (9,060 ) 9,534 Foreign currency translation losses (gains) 685 (151 ) (1,077 ) 166 Loss on disposal of assets or business 737 295 939 1,161 Unconsolidated affiliates interest, tax, depreciation and

amortization

802 769 1,580 1,638 Contingent consideration remeasurement 33 45 57 100 Stock-based compensation (benefit) expense (2,908 ) 1,170 6,112 2,212 ESOP deferred stock-based compensation 2,368 3,125 5,105 6,250 Expense related to executive termination payments 79 82 158 164 Restatement-related costs 5,773 8,710 14,985 8,710 Loss related to BaySaver acquisition   -     490     -     490 Adjusted EBITDA $ 65,601   $ 63,737   $ 137,409   $ 116,185  

Reconciliation of Segment Adjusted EBITDA to Net Income

    Three Months Ended September 30, 2016   2015 (Amounts in thousands) Domestic   International Domestic   International Net income $ 21,049 $ 3,232 $ 8,641 $ 7,287 Depreciation and amortization 15,829 2,181 15,243 2,124 Interest expense 4,436 110 4,901 46 Income tax expense (benefit)   13,824     1,524   6,703   (1,516 ) EBITDA 55,138 7,047 35,488 7,941 Derivative fair value adjustments (4,153 ) - 5,784 (11 ) Foreign currency translation losses (gains) - 685 - (151 ) Loss on disposal of assets or business 512 225 289 6 Unconsolidated affiliates interest, tax,

depreciation and amortization

272 530 260 509 Contingent consideration remeasurement 33 - 45 - Stock-based compensation (benefit) expense (2,908 ) - 1,170 - ESOP deferred stock-based compensation 2,368 - 3,125 - Expense related to executive termination payments 79 - 82 - Restatement-related costs 5,773 - 8,710 - Loss related to BaySaver acquisition   -     -   490   -   Adjusted EBITDA $ 57,114   $ 8,487 $ 55,443 $ 8,294     Six Months Ended September 30, 2016   2015 (Amounts in thousands) Domestic   International Domestic   International Net income $ 36,471 $ 7,231 $ 14,221 $ 14,489 Depreciation and amortization 31,507 4,529 30,405 4,346 Interest expense 9,109 221 8,938 295 Income tax expense (benefit)   25,977     3,565     13,529   (463 ) EBITDA 103,064 15,546 67,093 18,667 Derivative fair value adjustments (9,060 ) - 9,506 28 Foreign currency translation (gains) losses - (1,077 ) - 166 Loss on disposal of assets or business 782 157 1,341 (180 ) Unconsolidated affiliates interest, tax, depreciation and amortization 551 1,029 546 1,092 Contingent consideration remeasurement 57 - 100 - Stock-based compensation expense 6,112 - 2,212 - ESOP deferred stock-based compensation 5,105 - 6,250 - Expense related to executive termination payments 158 - 164 - Restatement-related costs 14,985 - 8,710 - Loss related to BaySaver acquisition   -     -     490   -   Adjusted EBITDA $ 121,754   $ 15,655   $ 96,412 $ 19,773    

Reconciliation of Free Cash Flow to Cash flow from Operating Activities

    Six Months Ended September 30, (Amounts in thousands) 2016   2015 Cash flow from operating activities $ 45,576 $ 16,924 Capital expenditures   (23,796 )   (21,534 ) Free cash flow $ 21,780   $ (4,610 )  

Reconciliation of Adjusted Earnings Per Fully Converted Share (non-GAAP) to Net Income per Share - Basic

    Three Months Ended   Six Months Ended September 30, September 30, (Amounts in thousands, except per share data) 2016   2015 2016   2015 Net income available to common stockholders $ 20,875 $ 10,741 $ 36,808 $ 21,089 Weighted average common shares outstanding - Basic 54,429 53,882 54,250 53,753 Net income per share – Basic 0.38 0.20 0.68 0.39 Adjustments to net income available to common stockholders: Accretion of Redeemable non-controlling interest in subsidiaries 380 257 742 257 Dividends to Redeemable convertible preferred stockholders 415 362 840 733 Dividends paid to unvested restricted stockholders 24 6 54 12 Undistributed income allocated to participating securities   2,040   980   3,563   1,949 Total adjustments to net income available to common stockholders   2,859   1,605   5,199   2,951 Net income attributable to ADS $ 23,734 $ 12,346 $ 42,007 $ 24,040 Adjustments to net income attributable to ADS: Fair value of ESOP compensation related to Redeemable convertible preferred stock   1,946   3,125   4,683   6,250 Adjusted net income — (Non-GAAP) $ 25,680 $ 15,471 $ 46,690 $ 30,290 Weighted Average Common Shares Outstanding — Basic 54,429 53,882 54,250 53,753 Adjustments to weighted average common shares outstanding — Basic Unvested restricted shares 56 117 67 132 Redeemable convertible preferred shares   18,901   19,504   18,983   19,598 Weighted Average Fully Converted Common Shares (Non-GAAP) 73,386 73,503 73,300 73,483 Adjusted Earnings per Fully Converted Share (Non-GAAP) $ 0.35 $ 0.21 $ 0.64 $ 0.41

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Advanced Drainage Systems, Inc.Michael Higgins, 614-658-0050Mike.higgins@ads-pipe.com