/FIRST AND FINAL ADD -- TO268 -- DECOMA EARNINGS Strong Content Per
Vehicle Growth from Recent Acquisitions and New Facility Start-ups
CONCORD, ON, Nov. 4 /PRNewswire-FirstCall/ -- Affiliation and
Social Fees The Company is party to an affiliation agreement with
Magna that provides for the payment by Decoma of an affiliation
fee. The affiliation agreement provides the Company with, amongst
other things, certain trademark rights, access to Magna's
management and to its operating principles and policies, Tier 1
development assistance, global expansion assistance, vehicle system
integration and modular product strategy assistance, technology
development assistance and human resource management assistance. As
previously disclosed, the Company entered into an amended agreement
with Magna effective August 1, 2002. Affiliation fees payable under
the amended agreement were reduced to 1% of Decoma's consolidated
net sales (as defined in the agreement) from the 1.5% rate that
previously applied. In addition, the amended agreement provides for
a fee holiday on 100% of consolidated net sales derived from future
business acquisitions in the calendar year of the acquisition and
50% of consolidated net sales derived from future business
acquisitions in the first calendar year following the year of
acquisition. The amended agreement also entitled Decoma to a credit
equal to 0.25% of Decoma's consolidated net sales for the period
from January 1, 2002 to July 31, 2002. In addition, Decoma was
entitled to a credit equal to 1.5% of 2001 consolidated net sales
derived from the acquisition of Autosystems and 50% of 1.25% of
January 1, 2002 to July 31, 2002 consolidated net sales derived
from Autosystems. Decoma's corporate constitution specifies that
the Company will allocate a maximum of 2% of its profit before tax
to support social and charitable activities. The Company pays 1.5%
of its consolidated pretax profits to Magna which in turn allocates
such amount to social and other charitable programs on behalf of
Magna and its affiliated companies, including Decoma. Affiliation
and social fee expense for the third quarter of 2003 increased to
$5.7 million from $5.4 million for the third quarter of 2002.
Affiliation fee expense in the third quarter of 2002 was 1.25%,
1.0% and 1.0% on consolidated net sales for July, August and
September, respectively, less the Autosystems related fee holiday.
Affiliation fees for the third quarter of 2003 were 1.0% of
consolidated net sales. The increase in affiliation and social fee
expenses is the result of the increase in consolidated net sales on
which the affiliation fees are calculated, partially offset by a
lower effective affiliation fee rate in the month of July and
reduced social fee expenses due to a reduction in the pretax
profits on which the social fees are calculated. Operating Income
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Three Month Periods Ended September 30, ------------------------- %
(U.S. dollars in millions) 2003 2002 Change
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Operating Income North America $42.9 $42.1 2% Europe Excluding
Merplas (6.9) (0.6) Merplas (2.1) (3.0) ------ ----- Total Europe
(9.0) (3.6) Corporate (5.0) (2.4)
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Total Operating Income $28.9 $36.1 (20%)
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As a percentage of total sales, operating income was 5.2% for the
third quarter of 2003 compared to 7.8% for the third quarter of
2002. The increase in the corporate segment operating loss is
substantially attributable to foreign exchange losses of $1.3
million on U.S. dollar denominated monetary items held in Canada
and to one time severance costs. North America North American
operating income was substantially unchanged at $42.9 million for
the third quarter of 2003. As a percentage of total North American
sales, North American operating income was 11.5% in the third
quarter of 2003 compared to 12.7% in the third quarter of 2002.
North American operating income was negatively impacted by: - the
changeover of a number of large production programs including end
of production on the DaimlerChrysler LH (Concorde, Intrepid and
300M) program (the new DaimlerChrysler LX program does not launch
until the first quarter of 2004) and the changeover of the Ford
WIN126 (Windstar) program to the V229 (Freestar) program; - lower
North American vehicle production volumes including lower
production volumes on certain long running high content programs; -
OEM price concessions; - Decostar period costs totaling $1.5
million; and - the effects of the August electricity blackout and
the subsequent period of recovery. The above items were partially
offset by: - contributions from sales on programs that launched
during or subsequent to the third quarter of 2002; - contributions
from the FM Lighting Acquisition and from new takeover business at
the Company's Autosystems lighting facilities which helped to
offset acquisition integration costs; - contributions from strong
volumes on certain high content production programs; and -
increased contributions as a result of the Company's ongoing
continuous improvement programs. Europe European operating losses
were $9.0 million for the third quarter of 2003 compared to
operating losses of $3.6 million for the third quarter of 2002.
European operating income continues to be negatively impacted by
efficiency and other performance issues at the Company's Prometall
and Decoform facilities. Operating income at these facilities
declined by $4.3 million in the third quarter of 2003 compared to
the third quarter of 2002. In addition to the impact of operating
inefficiencies, this decline is also the result of: - costs
associated with various Audi production programs recently launched
at these facilities; - costs associated with various Porsche
programs that will launch in 2004 at a new assembly and sequencing
facility in Zuffenhausen, Germany with fascia and related trim
production currently scheduled to come from the Company's existing
Decoform facility and from third parties; and - costs associated
with the transfer, to a new facility located in Germany, and
start-up of the Prometall operations. In addition, the Company's
Decotrim exterior trim facility in Belgium continues to be impacted
by competitive pricing pressures and open capacity. Decotrim's
operating losses grew $0.7 million in third quarter of 2003
compared to the third quarter of 2002. Operating results were also
negatively impacted by costs incurred to support European sales
growth including: - costs associated with establishing the
Company's Formatex moulding, assembly and sequencing facility
located in Poland to service the VW Group T5 (Transit Van) and the
SLW (City Car) Polish production programs (operations commenced at
a temporary facility in the second quarter of 2003); and - costs
associated with the construction and launch of the Company's new
Belplas paint line and the takeover of the Brussels Sequencing
Centre both to service a portion of the production volume on the VW
Group A5 (Golf) program commencing in the fourth quarter of 2003.
The aggregate net change in operating income in the third quarter
of 2003 compared to the third quarter of 2002 at Formatex, Belplas
and the Brussels Sequencing Centre was a reduction of $3.9 million.
The above costs were partially offset by: - income now being
generated at the Company's Modultec mould in colour, assembly and
sequencing facility which was launched in Germany in the fourth
quarter of 2002 to supply the VW Group T5 (Transit Van) program and
the Company's Graz, Austria assembly and sequencing facility which
was launched in the first quarter of 2003 to supply Magna Steyr's
DaimlerChrysler Mercedes E Class 4 Matic program (the aggregate net
change in operating income in the third quarter of 2003 compared to
the third quarter of 2002 at Modultec and Graz, was an improvement
of $1.5 million); - improvements at the Company's other European
facilities, most notably within the paint operations at its
Decorate trim facility in Germany; and - continued strong operating
profits generated at the Company's Innoplas fascia facility in
Germany despite lower production volumes on its highest content
program, the DaimlerChrysler Mercedes C Class, and costs associated
with the DaimlerChrysler Mercedes A Class program that will launch
in the fourth quarter of 2004. Finally, Merplas' operating loss
improved to $2.1 million for the third quarter of 2003 compared to
a loss of $3.0 million for the third quarter of 2002. This
improvement was realized despite the reduced fixed cost coverage
effects of a significant drop in production sales as a result of
lower Jaguar X400 production volumes. The improvement relates, in
part, to the recovery of tooling and engineering costs that were
expensed in prior periods. However, the balance of the improvement
reflects the impact of significant operating improvements
implemented at Merplas over the last two years. Readers are asked
to refer to the "Outlook - United Kingdom" section of this MD&A
for further discussion regarding Merplas. Equity Income Income from
equity accounted investments, which includes the Company's 40%
share of Bestop, Inc. ("Bestop") and Modular Automotive Systems,
LLC, increased to $0.4 million for the third quarter of 2003
compared to a loss of $0.3 million for the third quarter of 2002
due to closure costs accrued in the third quarter of 2002 with
respect to one of Bestop's facilities. Interest Expense Interest
expense for the third quarter of 2003 declined to $2.6 million
compared to $3.1 million for the third quarter of 2002 as a result
of lower interest rates and a reduction in average interest bearing
net debt (including bank indebtedness, long-term debt including
current portion and debt due to Magna including current portion,
less cash and cash equivalents) levels. The interest rate paid on
the first tranche of Euro denominated debt due to Magna declined
from 7.0% in the third quarter of 2002 to 3.14% in the third
quarter of 2003. Amortization of Discount on Convertible Series
Preferred Shares The Company's amortization of the discount on the
portion of the Convertible Series Preferred Shares classified as
debt increased to $2.3 million for the third quarter of 2003
compared to $2.0 million for the third quarter of 2002. The
increase reflects the translation of Canadian dollar amortization
into the Company's U.S. dollar reporting currency and increased
amortization on the Series 4 and 5 Convertible Series Preferred
Shares as the liability amount approaches face value, partially
offset by lower amortization as a result of the discount on the
Series 3 Convertible Series Preferred Shares being fully amortized
as of July 31, 2002. Income Taxes The Company's effective income
tax rate for the third quarter of 2003 increased to 39.6% from
39.4% for the third quarter of 2002. The effective income tax rate
for the third quarter of 2003 increased as European losses that are
not currently being tax benefited and non- deductible Convertible
Series Preferred Share amortization both grew in proportion to the
Company's consolidated pretax income. The Company's effective tax
rate continues to be high due to Convertible Series Preferred Share
amortization which is not deductible for tax purposes and losses
which are not being tax benefited primarily in the United Kingdom,
Belgium and Poland. Cumulative unbenefited tax loss carryforwards
total approximately $104 million. Substantially all of these losses
have no expiry date and will be available to shelter future taxable
income in these jurisdictions. Net Income Net income for the third
quarter of 2003 declined to $14.8 million from $18.6 million for
the third quarter of 2002. This decline is primarily attributable
to an increase in European operating losses; the impact on North
American operating income of program changeovers, lower production
volumes and lower volumes on certain high content programs,
Decostar costs and OEM customer pricing pressures; and foreign
exchange losses in the corporate segment. Financing Charges The
deduction from net income of dividends declared and paid on the
Convertible Series Preferred Shares (comprised of dividends
declared on the Convertible Series Preferred Shares less the
reduction of the Convertible Series Preferred Shares dividend
equity component) increased to $1.5 million for the third quarter
of 2003 compared to $1.1 million for the third quarter of 2002. The
increase reflects translation of Canadian dollar dividends into the
Company's U.S. dollar reporting currency and a reduction in the
Convertible Series Preferred Shares dividend equity component
offset as the portion of the dividend equity component related to
the Series 1, 2 and 3 Convertible Series Preferred Shares was
previously fully utilized. In March of 2003, the Company issued the
Debentures. Financing charges, net of income tax recoveries,
related to the Debentures were $1.0 million in the third quarter of
2003. The Company has the option to settle Debenture interest, and
principal on redemption or maturity, with Class A Subordinate
Voting Shares. In addition, the holders of the Debentures have the
right to convert the Debentures into Class A Subordinate Voting
Shares at a fixed price at any time. As a result, under Canadian
generally accepted accounting principles ("GAAP"), the Debentures
are presented as equity and the carrying costs associated with the
Debentures are charged to retained earnings. Therefore, Debenture
carrying charges do not impact net income. However, because
interest on the Debentures is paid in preference to common
shareholders, the Debenture carrying charges reduce net income
attributable to Class A Subordinate Voting and Class B Shares.
Readers are asked to refer to note 9 to the Company's unaudited
interim consolidated financial statements for the three and nine
month periods ended September 30, 2003 included elsewhere herein
for further discussion regarding the Debentures. Diluted Earnings
Per Share
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Three Month Periods Ended September 30, % 2003 2002 Change
-------------------------------------------------------------------------
Earnings per Class A Subordinate Voting or Class B Share (U.S.
dollars) Basic $0.17 $0.26 (35%) Diluted 0.16 0.21 (24%)
-------------------------------------------------------------------------
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Average number of Class A Subordinate Voting and Class B Shares
Outstanding (in millions) Basic 73.2 67.9 8% Diluted 106.4 98.4 8%
-------------------------------------------------------------------------
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Diluted earnings per share for the third quarter of 2003 declined
to $0.16. The decrease is due to the decline in net income and an
increase in the weighted average number of diluted Class A
Subordinate Voting and Class B Shares outstanding, up 8% to $106.4
million for the third quarter of 2003. The increase is the result
of the issuance of the Debentures and the issuance of 451,400 and
548,600 Class A Subordinate Voting Shares to the Decoma employee
deferred profit sharing program during the third quarter of 2002
and second quarter of 2003, respectively. The increase in the
weighted average number of basic Class A Subordinate Voting and
Class B Shares outstanding is due to the issuance of 14,895,729
Class A Subordinate Voting Shares on conversion of the Series 1, 2
and 3 Convertible Series Preferred Shares during the quarter. This
transaction negatively impacted basic earnings per share but had no
impact on diluted shares outstanding or diluted earnings per share.
Readers are asked to refer to the "Consolidated Capitalization"
section of this MD&A for further discussion regarding the
conversion. Nine Month Periods Ended September 30, 2003 and 2002
Sales
-------------------------------------------------------------------------
Nine Month Periods Ended September 30, ---------------------------
% 2003 2002 Change
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Light Vehicle Production Volumes (in millions) North America 12.0
12.5 (4%) Western Europe 12.3 12.2 1%
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Average Content Per Vehicle (U.S. dollars) North America $ 92 $ 84
10% Europe 37 30 23%
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Production Sales (U.S. dollars in millions) North America $1,100.0
$1,041.5 6% Europe Excluding Merplas 431.8 339.9 27% Merplas 19.9
28.0 (29%) ------ ------ Total Europe 451.7 367.9 23% Global
Tooling and Other Sales 158.0 119.1 33%
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Total Sales $1,709.7 $1,528.5 12%
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Operating Income (U.S. dollars in millions) North America $ 159.5 $
148.7 7% Europe Excluding Merplas (3.1) 6.7 Merplas (8.8) (10.6)
17% Merplas deferred preproduction expenditure write-off - (8.3)
------ ------ Total Europe (11.9) (12.2) 2% Corporate (14.8) (5.5)
-------------------------------------------------------------------------
Total Operating Income $ 132.8 $ 131.0 1%
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Earnings per Class A Subordinate Voting or Class B Share (U.S.
dollars) Basic $ 1.00 $ 0.98 2% Diluted 0.80 0.78 3%
-------------------------------------------------------------------------
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Average number of Class A Subordinate Voting and Class B Shares
Outstanding (in millions) Basic 69.8 67.7 3% Diluted 103.5 98.3 5%
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North America North American production sales grew by 6% to
$1,100.0 million in the first nine months of 2003. A 4% decline in
North American vehicle production volumes negatively impacted sales
by $43.6 million. However, this decline was offset by significant
growth in North American content per vehicle which grew $8 or 10%
to approximately $92 for the first nine months of 2003. Translation
of Canadian dollar sales into the Company's U.S. dollar reporting
currency added approximately $62.9 million to production sales and
$5 to North American content per vehicle. In addition, the FM
Lighting Acquisition added approximately $29.8 million to
production sales and $2 to North American content per vehicle. The
remaining $9.4 million increase in North American production sales
and $1 increase in North American content per vehicle is the result
of new takeover business; sales on programs that launched during or
subsequent to the third quarter of 2002; and strong volumes on
certain high content programs; partially offset by the changeover
of a number of large production programs; lower production volumes
on certain long running high content programs; reduced content on
certain programs; the closure of the Company's Montreal based
specialty vehicle operation; and the sale of a non-core North
American operating division in the first quarter of 2002. Europe
European production sales increased 23% to $451.7 million in the
first nine months of 2003 on substantially level European
production volumes. European content per vehicle grew $7 or 23% to
approximately $37. Content growth was driven by the translation of
Euro and British Pound sales into the Company's U.S. dollar
reporting currency which added approximately $62.8 million to
production sales and $5 to European content per vehicle. Content
growth was also driven by sales at recent new facility startups in
the latter part of 2002 and the first nine months of 2003
(including Modultec, Formatex, Graz and the Brussels Sequencing
Centre). These new facilities collectively added approximately
$50.1 million to production sales and $4 to European content per
vehicle. The remaining net $29.1 million reduction in production
sales and $2 reduction in European content per vehicle is due to a
number of factors including a decline in production volumes on the
Jaguar X400 program produced at Merplas. Adjusting to eliminate the
impact of translation of British Pound sales into U.S. dollars,
Merplas' sales declined $10.6 million negatively impacting European
content per vehicle by $1. In addition, lower volumes on certain
long running high content programs, the cancellation of
DaimlerChrysler PT Cruiser production in Europe and the completion
of the Audi TT hard top program negatively impacted European
content growth. These factors were partially offset by the launch
of various new Audi production programs at the Company's facilities
in Germany. Global Tooling and Other Tooling and other sales on a
global basis increased 33% to $158.0 million for the first nine
months of 2003. The increase came primarily in the current quarter
and is related to the Ford U204 (Escape) refresh program in North
America and the VW Group A5 (Golf) program in Europe. Sales by
Customer The Company's sales by customer breakdown for the first
nine months of 2003 and 2002 was as follows:
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Nine Month Period Ended Nine Month Period Ended September 30, 2003
September 30, 2002 ------------------------
------------------------ North North America Europe Global America
Europe Global Traditional "Big 3" Brands Ford 26.1% 2.2% 28.3%
26.6% 2.1% 28.7% GM/Opel/Vauxhaull 22.2% 1.9% 24.1% 24.1% 1.4%
25.5% Chrysler 13.3% 0.9% 14.2% 14.1% 0.7% 14.8%
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61.6% 5.0% 66.6% 64.8% 4.2% 69.0% Mercedes - 8.8% 8.8% - 9.9% 9.9%
VW Group 0.1% 8.0% 8.1% 0.1% 3.8% 3.9% BMW 0.7% 1.8% 2.5% 0.3% 1.5%
1.8% Ford Premier Automotive Group ("Ford PAG") - 2.0% 2.0% 0.1%
2.3% 2.4% Renault Nissan 1.4% 0.5% 1.9% 1.7% 0.6% 2.3% Other 5.1%
5.0% 10.1% 6.0% 4.7% 10.7%
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68.9% 31.1% 100.0% 73.0% 27.0% 100.0%
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The Company continues to grow it sales with OEM customers outside
the traditional "Big 3" automotive brands. The majority of
production programs with the Asian automotive manufacturers
operating in North America are within Decoma's exterior trim
product range and the Company continues to win more business in
this area. Although the Company moulds fascias for a number of
North American Honda programs, the majority of Asian OEMs currently
manufacture their bumper systems in-house. However, this may change
as bumper systems and modules grow in size and complexity and as
Asian OEM capital equipment reinvestment is required. The Company
continues to closely monitor potential opportunities in this area,
particularly in the Southern United States region. The growth in
sales to the VW Group is the result of the launch of the VW Group
T5 (Transit Van) front end module contract and the recent launch of
a number of new Audi programs. The Company's sales to the VW Group
are expected to continue to grow significantly as program launches
ramp up and the VW SLW (City Car) program launches at Formatex. In
addition, on completion of its new Belplas paint line in the fourth
quarter of 2003, the Company will supply fascias and front end
modules for a portion of the volume on the VW Group A5 (Golf)
program. The Company's largest production sales programs for 2003
in each of North America and Europe are expected to include: North
America - Ford U152 (Explorer) - Ford EN114 (Crown Victoria and
Grand Marquis) - Ford U204 (Escape and Tribute) - Daimler Chrysler
JR (Stratus, Sebring and Sebring Convertible) - Daimler Chrysler LH
(Concorde, Intrepid and 300M) Europe - DaimlerChrysler Mercedes C
Class - DaimlerChrysler Mercedes E Class - VW Group T5 (Transit
Van) - Opel Vectra - Ford Mondeo The DaimlerChrysler LH (Concorde,
Intrepid and 300M) program remains one of the Company's largest
North American production sales programs despite the fact that this
program ended in the current quarter and the new LX program does
not start up until the first quarter of 2004. Earnings Growth The
following table isolates the period over period impact of certain
unusual income and expense items on the Company's key earnings
measures.
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(U.S. dollars, in millions Operating Net Diluted except per share
figures) Income Income EPS
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Nine month period ended September 30, 2002 as reported $131.0 $69.9
$0.78 Addback other charge in the second quarter of 2002 8.3 8.3
0.08 Deduct other income in the first quarter of 2002 - (2.9)
(0.03)
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Adjusted nine month period ended September 30, 2002 base 139.3 75.3
0.83 Add other income in the first quarter of 2003 - 1.4 0.01
Decrease over adjusted nine month period ended September 30, 2002
base (6.5)(5%) (0.8)(1%) (0.04)(5%)
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Nine month period ended September 30, 2003 as reported $132.8 $75.9
$0.80
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The other charge of $8.3 million in the second quarter of 2002
represents the write-off of Merplas deferred preproduction
expenditures. Readers are asked to refer to the "Goodwill and
Deferred Preproduction Expenditures" section of this MD&A for
further discussion. Other income in the first quarter of 2002
represents a $2.9 million after tax gain on the sale of a non-core
North American operating division. Other income in the first
quarter of 2003 of $1.4 million represents the recognition in
income of a pro rata amount of the Company's cumulative translation
adjustment account on the permanent repatriation of $75 million of
the Company's net investment in its United States operations.
Excluding other income and the Merplas deferred preproduction
expenditures write-off, operating income declined 5% to $132.8
million and net income declined 1% to $75.9 million for the first
nine months of 2003. The decline in operating income came primarily
in Europe as a result of continued operating inefficiencies and
costs related to new European facilities. In addition, foreign
exchange losses in the corporate segment negatively impacted
operating income. These declines were partially offset by the
strong performance of the Company's North American operating
segment primarily in the first two quarters of 2003. North American
operating income in the third quarter of 2003 was flat due
primarily to program changeovers, customer pricing pressures and
Decostar costs. The percentage decline in net income was lower than
the percentage decline in operating income due to lower interest
expense, increased equity income and a reduction in the Company's
effective tax rate. Diluted earnings per share, excluding other
income and the Merplas write- off, declined 5% to $0.80. The
percentage decline in diluted earnings per share exceeded the
percentage decline in net income due to the increase in the average
number of diluted Class A Subordinate Voting and Class B Shares
outstanding primarily as a result of the issuance of the Debentures
and the recent issuances of Class A Subordinate Voting Shares to
the Decoma employee deferred profit sharing program. FINANCIAL
CONDITION, LIQUIDITY AND CAPITAL RESOURCES Cash Flows for the Three
Month Periods Ended September 30, 2003 and 2002
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Three Month Periods Ended September 30,
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(U.S. dollars in millions) 2003 2002
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EBITDA North America $ 58.7 $ 56.1 Europe Excluding Merplas (1.0)
4.6 Merplas (1.5) (2.4) --------- -------- Total Europe (2.5) 2.2
Corporate (5.0) (2.4)
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51.2 55.9 Interest, cash taxes and other operating cash flows
(13.7) (14.4)
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Cash flow from operations before changes in non-cash working
capital 37.5 41.5 Cash invested in non-cash working capital (33.1)
(7.2) Fixed and other asset spending, net North America (29.7)
(11.2) Europe (19.4) (9.2) Acquisition spending - North America
(5.0) - Proceeds from disposition of operating division - 0.3
Dividends Convertible Series Preferred Shares (3.4) (3.0) Class A
Subordinate Voting and Class B Shares (4.8) (3.4)
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Cash generated and available for debt reduction (shortfall to be
financed) (57.9) 7.8 Net increase in debt 64.0 14.9 Issuances of
Class A Subordinate Voting Shares - 4.6 Foreign exchange on cash
and cash equivalents 0.4 (0.8)
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Net increase in cash and cash equivalents $ 6.5 $ 26.5
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The Company has presented EBITDA as supplementary information
concerning the cash operating earnings of the Company and because
it is a measure that is widely used by analysts in evaluating the
operating performance of companies in the automotive industry. The
Company defines EBITDA as operating income plus depreciation and
amortization plus the Merplas deferred preproduction expenditures
write-off based on the respective amounts presented in the
Company's unaudited interim consolidated statements of income
included elsewhere herein. However, EBITDA does not have any
standardized meaning under Canadian GAAP and is, therefore,
unlikely to be comparable to similar measures presented by other
issuers. Cash Flows Before Financing Activities Capital and
acquisition spending and dividends exceeded cash generated from
operations by $57.9 million for the third quarter of 2003. This was
due primarily to $33.1 million being invested in non-cash working
capital. The increase in working capital is a result of the
Company's new European facilities, increases in tooling related
amounts, an increase in taxes receivable and the receipt of a
substantial amount of customer payments after the quarter end
cut-off. Increased capital and acquisition spending and dividends
and lower EBITDA also contributed to the usage of cash. Investing
Activities Capital spending, excluding acquisition spending, on a
global basis totalled $49.1 million in the third quarter of 2003.
North American capital spending was $29.7 million which is up
significantly from the comparative prior year period due to
spending on the Company's new Decostar facility and paint line
refurbishment spending at the Company's Nascote facility in the
United States. European capital spending totalled $19.4 million
which is also up significantly from the comparative prior year
period due to spending on the Company's Belgium paint line project
and related assembly and sequencing facility and new program
spending at Innoplas including spending for the DaimlerChrysler A
Class program. Acquisition spending in the third quarter of 2003 of
$5.0 million represents additional payments for the FM Lighting
Acquisition which was substantially completed during the current
quarter. Dividends Dividends paid on the Company's Convertible
Series Preferred Shares were $3.4 million for the third quarter of
2003 up from $3.0 million in the comparative quarter due to
translation of Canadian dollar dividends into the Company's U.S.
dollar reporting currency. Dividends paid in the third quarter of
2003 on Class A Subordinate Voting and Class B Shares totalled $4.8
million. This represents dividends declared of US$0.07 per share in
respect of the three month period ended June 30, 2003. Dividends
paid during the third quarter of 2002 on Class A Subordinate Voting
and Class B Shares totalled $3.4 million representing dividends
declared of US$0.05 per share in respect of the three month period
ended June 30, 2002. Subsequent to September 30, 2003, the board of
directors of the Company declared a dividend of US$0.07 per Class A
Subordinate Voting and Class B Share in respect of the three month
period ended September 30, 2003. Financing Activities Increases in
debt during the quarter reflect additional draws on the Company's
$300 million operating credit facility. Bank indebtedness grew to
$80.2 million at September 30, 2003 compared to $11.4 million at
June 30, 2003. Cash and cash equivalents at September 30, 2003 were
$61.6 million compared to $55.2 million at June 30, 2003. Cash
Flows for the Nine Month Periods Ended September 30, 2003 and 2002
-------------------------------------------------------------------------
Nine Month Periods Ended September 30,
-------------------------------------------------------------------------
(U.S. dollars in millions) 2003 2002
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EBITDA North America $ 204.7 $ 189.7 Europe Excluding Merplas 14.2
21.8 Merplas (7.0) (8.3) --------- -------- Total Europe 7.2 13.5
Corporate (14.8) (5.5)
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197.1 197.7 Interest, cash taxes and other operating cash flows
(57.3) (53.8)
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Cash flow from operations before changes in non-cash working
capital 139.8 143.9 Cash generated from (invested in) non-cash
working capital (95.2) 3.5 Fixed and other asset spending, net
North America (77.5) (33.6) Europe (42.8) (20.7) Acquisition
spending - North America (13.3) (2.6) Proceeds from disposition of
operating division - 5.7 Debenture interest payments (1.2) -
Dividends Convertible Series Preferred Shares (10.0) (9.1) Class A
Subordinate Voting and Class B Shares (13.0) (10.2)
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Cash generated and available for debt reduction (shortfall to be
financed) (113.2) 76.9 Net increase (decrease) in debt 15.1 (93.6)
Issuance of Debentures 66.1 - Issuances of Class A Subordinate
Voting Shares 4.7 4.7 Foreign exchange on cash and cash equivalents
6.9 1.7
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Net decrease in cash and cash equivalents $ (20.4) $ (10.3)
-------------------------------------------------------------------------
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Cash Flows Before Financing Activities Capital and acquisition
spending, Debenture interest and dividends exceeded cash generated
from operations by $113.2 million for the first nine months of
2003. This was due primarily to $95.2 million being invested in
non- cash working capital. The FM Lighting Acquisition, the
Company's new European facilities, increases in tooling related
amounts, a reduction in taxes payable and a substantial amount of
customer payments being received after the quarter end cut-off, all
contributed to the increase in non-cash working capital.
Substantially increased capital and acquisition spending and higher
dividends also contributed to the usage of cash. Acquisition
spending of $13.3 million includes $10.4 million related to the FM
Lighting Acquisition and $2.9 million related to the repayment of
promissory notes that arose on the May 2001 acquisition of the
remaining minority interest in the Company's Mexican operations.
Investing Activities Capital spending, excluding acquisition
spending and proceeds from disposition, on a global basis totalled
$120.3 million in the first nine months of 2003. The Company
strives to keep its annual capital spending budget under 50% of
EBITDA and will allocate capital within this limit in priority to
those programs generating the greatest return on investment. In
certain circumstances, the Company will spend greater than 50% of
EBITDA in a particular year if a specific capital program is of
longer term strategic importance and the expected returns over the
life of the program justify the investment. Given economic
uncertainties throughout 2001 and 2002, the Company eliminated or
delayed planned capital spending wherever possible. As a result,
full year 2001 and 2002 capital spending, excluding acquisition
spending and proceeds from disposition, was well under the
Company's 50% of EBITDA guideline. However, capital spending for
2003 is expected to increase and exceed 50% of EBITDA. Approved
spending for 2003 is currently $195 million. The increase reflects
continued spending on the Belgium paint line and Decostar projects,
European spending related to new program launches and spending due
to prior deferrals of previously planned facility upgrade and other
process related and improvement projects. Readers are asked to
refer to the "Financial Condition, Liquidity and Capital Resources
- Unused and Available Financing Resources" section of this
MD&A for further discussion. Dividends Dividends paid on the
Company's Convertible Series Preferred Shares were $10.0 million
for the first nine months of 2003 up from $9.1 million in the
comparative prior year period due to translation of Canadian dollar
dividends into the Company's U.S. dollar reporting currency.
Dividends paid in the first nine months of 2003 on Class A
Subordinate Voting and Class B Shares totalled $13.0 million. This
represents dividends declared of US $0.07 per share in respect of
the three month period ended June 30, 2003 and US$0.06 per share in
respect of the three month periods ended March 31, 2003 and
December 31, 2002. Dividends paid during the first nine months of
2002 totalled $10.2 million representing dividends declared of
US$0.05 per share in respect of the three month periods ended June
30, 2002, March 31, 2002 and December 31, 2001. Financing
Activities During the first quarter of 2003, the Company raised net
proceeds of $66.1 million from the issuance of the Debentures. In
addition, over the first nine months of 2003, the Company made net
borrowings of $15.1 million primarily under its $300 million
operating credit facility and issued 548,600 Class A Subordinate
Voting Shares, totalling $4.7 million, to the Decoma employee
deferred profit sharing program. Consolidated Capitalization
-------------------------------------------------------------------------
September 30, December 31, (U.S. dollars in millions) 2003 2002
-------------------------------------------------------------------------
Cash and cash equivalents $ (61.6) $ (82.1) Bank indebtedness 80.2
55.0
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18.6 (27.1) Debt due within twelve months Due to Magna December 31,
2003 (previously due September 30, 2003) 44.3 38.3 Due to Magna
January 1, 2004 (previously due October 1, 2003) 70.6 64.2 Other
5.5 8.0
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120.4 110.5 Long-term debt Due to Magna December 31, 2004 82.6 75.1
Other 6.5 9.7
-------------------------------------------------------------------------
Net Conventional Debt $ 228.1 23.3% $ 168.2 22.6%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Liability portion of Convertible Series Preferred Shares, held by
Magna Current $ 73.0 $ 95.6 Long-term 68.4 116.2
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$ 141.4 14.5% $ 211.8 28.5%
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Shareholders' equity Debentures $ 67.8 7.0% $ - Other 539.8 55.2%
362.7 48.9%
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$ 607.6 62.2% $ 362.7 48.9%
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Total Capitalization $ 977.1 100.0% $ 742.7 100.0%
-------------------------------------------------------------------------
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During the current quarter, Magna converted the Series 1, 2 and 3
Convertible Series Preferred Shares into Decoma Class A Subordinate
Voting Shares at a fixed conversion price of Cdn.$10.07 per Class A
Subordinate Voting Share. Decoma issued 14,895,729 Class A
Subordinate Voting Shares on conversion. The Debentures and the
remaining Series 4 and 5 Convertible Series Preferred Shares are
also convertible into Class A Subordinate Voting Shares at the
holders' option at fixed prices (Cdn$13.25 per share in the case of
the Debentures and Cdn $13.20 per share in the case of the Series 4
and 5 Convertible Series Preferred Shares). The Company's Class A
Subordinate Voting Shares closed at Cdn $14.25 on October 28, 2003,
and have traded between Cdn $8.81 and Cdn $14.95 over the 52 week
period ended October 28, 2003. As a result, it is possible that
all, or a portion, of the Debentures and the Series 4 and 5
Convertible Series Preferred Shares will be settled with Class A
Subordinate Voting Shares if the holders' exercise their fixed
price conversion options. The possible conversion of the Company's
Debentures and the Series 4 and 5 Convertible Series Preferred
Shares into Class A Subordinate Voting Shares is reflected in the
Company's reported diluted earnings per share. In addition to the
fixed price conversion options noted above, Magna may retract the
Convertible Series Preferred Shares for cash at their face value
after December 31, 2003 in the case of the Series 4 Convertible
Series Preferred Shares and commencing December 31, 2004 in the
case of the Series 5 Convertible Series Preferred Shares.
Accordingly, the liability portion of the Series 4 Convertible
Series Preferred Shares is shown as current and the liability
portion of the Series 5 Convertible Series Preferred Shares is
shown as long-term in the Company's consolidated balance sheet.
Should the holders' of the Debentures not exercise their fixed
price conversion option, they are entitled to receive cash on
redemption or maturity (subject to the Company's option of retiring
the Debentures with Class A Subordinate Voting Shares in which case
the number of Class A Subordinate Voting Shares issuable is based
on 95% of the trading price of the Company's Class A Subordinate
Voting Shares for the 20 consecutive trading days ending five
trading days prior to the date fixed for redemption or maturity).
The Debentures mature on March 10, 2010 but are redeemable at the
Company's option between March 31, 2007 and March 31, 2008 if the
weighted average trading price of the Company's Class A Subordinate
Voting Shares is not less than Cdn$16.5625 for the 20 consecutive
trading days ending five trading days preceding the date on which
notice of redemption is given. Subsequent to March 31, 2008, all or
part of the Debentures are redeemable at the Company's option at
any time. The Company can call the Series 4 and 5 Convertible
Series Preferred Shares for redemption commencing December 31,
2005. The Company's Net Conventional Debt to Total Capitalization
at September 30, 2003 was 23.3% compared to 22.6% at December 31,
2002. This measure treats the Company's hybrid Debenture and
Convertible Series Preferred Share instruments like equity rather
than debt given their possible conversion into Class A Subordinate
Voting Shares. The Company's Net Conventional Debt plus the
liability portions of the Convertible Series Preferred Shares to
Total Capitalization, has improved to 37.8% at September 30, 2003
compared to 51.1% at December 31, 2002. This measure treats the
liability portions of the Convertible Series Preferred Shares like
debt rather than equity given their possible retraction for cash.
The Company's Net Conventional Debt plus the liability portions of
the Convertible Series Preferred Shares plus the Debentures to
Total Capitalization was 44.8% at September 30, 2003 compared to
51.1% at December 31, 2002. In addition to the liability portions
of the Convertible Series Preferred Shares, this measure treats the
Debentures like debt rather than equity given the possibility of
settling them for cash on maturity or redemption rather than for
Class A Subordinate Voting Shares. Unused and Available Financing
Resources At September 30, 2003 the Company had cash on hand of
$61.6 million and $234.8 million of unused and available credit
facilities. Of the unused and available credit facilities, $219.8
million represents the unused and available portion of the
Company's $300 million extendible, revolving credit facility that
expires on May 27, 2004 at which time Decoma may request, subject
to lender approval, further revolving 364 day extensions. Debt,
excluding bank indebtedness, that comes due in the next twelve
months totals $120.4 million including debt due to Magna of $44.3
million due December 31, 2003 and $70.6 million due January 1,
2004. Since the original maturity of the amounts due December 31,
2003 and January 1, 2004, the Company, with Magna's consent, has
been extending the repayment of this debt at 90 day intervals at
market interest rates. Although the Company expects Magna to
continue to extend the repayment dates for this debt, there can be
no assurance that Magna will do so. The Company anticipates that
capital expenditures and currently scheduled repayments of debt
will exceed cash generated from operations in 2003. As a result,
the Company is dependent on its lenders to continue to revolve its
existing $300 million credit facility. In addition, the Company may
seek additional debt or equity financing and/or pursue further
extensions of the maturity dates of debt due to Magna or work with
Magna to establish a new fixed long term amortization schedule
related to this debt. In addition to the above unused and available
financing resources, the Company sponsors a finance program for
tooling suppliers to finance tooling under construction for the
Company. Under this program, the facility provider orders tooling
from suppliers and subsequently sells such tooling to the Company.
The facility provider makes advances to tooling suppliers based on
tool build milestones approved by the Company. On completion of the
tooling the facility provider sells the tooling to the Company for
an amount equal to cumulative advances. In the event of tooling
supplier default, the Company will purchase in progress tooling for
an amount approximating cumulative advances. A number of Magna
affiliated companies are sponsors under this facility. The maximum
facility amount is $100 million and is available to individual
sponsors on an uncommitted demand basis subject to individual
sponsor sub limits. The Company's sub limit is $35 million. As at
September 30, 2003, $1.6 million had been advanced to tooling
suppliers under the Company's portion of this facility. This amount
is included in accounts payable. Off Balance Sheet Financing The
Company's off balance sheet financing arrangements are limited to
operating lease contracts. A number of the Company's facilities are
subject to operating leases with Magna and with third parties. As
of December 31, 2002, operating lease commitments for facilities
totalled $19.3 million for 2003 including $10.1 million under lease
arrangements with Magna. For 2007, total operating lease
commitments for facilities totalled $14.5 million including $9.8
million under lease arrangements with Magna. In certain situations,
the Company has posted letters of credit to collateralize lease
obligations. The Company also has third party operating lease
commitments for equipment. These leases are generally of shorter
duration. As of December 31, 2002, operating lease commitments for
equipment totalled $6.5 million for 2003. For 2007, operating lease
commitments for equipment totalled $3.1 million. Although the
Company's consolidated contractual annual lease commitments decline
year by year, existing leases will either be renewed or replaced
resulting in lease commitments being sustained at current levels or
the Company will incur capital expenditures to acquire equivalent
capacity. Return on Investment Decoma defines after tax return on
common equity as net income attributable to Class A Subordinate
Voting and Class B Shares over shareholders' equity excluding
Subordinated Debentures and the equity portion of Convertible
Series Preferred Shares. After tax return on common equity was 29%
for the year ended December 31, 2002. After tax return on common
equity for the nine month period ended September 30, 2003 was 23%.
Each operating segment's return on investment is measured using
return on funds employed. Return on funds employed is defined as
operating income plus equity income divided by long term assets,
excluding future tax assets, plus non-cash working capital. Return
on funds employed represents a return on investment measure before
the impacts of capital structure. The Company views capital
structure as a corporate, rather than operating segment, decision.
-------------------------------------------------------------------------
Return on Funds Employed Funds Employed --------------
-------------- Nine month period ended Year ended As at As at
September December September December 30, 31, 30, 31, (U.S. dollars
in millions) 2003 2002 2003 2002
-------------------------------------------------------------------------
North America 35% 35% $ 679.1 $ 569.3 Europe Excluding Merplas (2%)
1% 288.7 193.6 Merplas (44%) (66%) 30.3 26.9 Corporate n/a n/a 25.7
(0.1)
-------------------------------------------------------------------------
Global 20% 22% $1,023.8 $ 789.7
-------------------------------------------------------------------------
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Return on funds employed was 19.9% in the first nine months of
2003. Return on funds employed for the first nine months of 2003
compared to the full year 2002 was negatively impacted by the
normal seasonal effects of lower sales and earnings in the third
quarter; lower European operating income; and increased investments
in Europe, particularly with the new Belplas paint line, and in
North America at Decostar. In addition, the significant increase in
the Company's working capital investment negatively impacted return
on funds employed. Translation, particularly of European funds
employed into the Company's U.S. dollar reporting currency, also
negatively impacted return on funds employed. These negative
impacts were partially offset by strong North American segment
operating income in the first two quarters of 2003 and the 2002
write-down of Merplas deferred preproduction expenditures. North
America return on funds employed is likely to be negatively
impacted in the fourth quarter of 2003 and in 2004 as the Company
continues to make significant construction and start-up investments
in its new Decostar facility. Operating inefficiencies and
increased investments in Europe are expected to continue to
negatively impact European (excluding Merplas) return on funds
employed. Further improvements to Merplas' return on funds employed
are dependent on additional business to utilize open capacity.
Readers are asked to refer to the "United Kingdom" section of this
MD&A for further discussion regarding Merplas. GOODWILL AND
DEFERRED PREPRODUCTION EXPENDITURES In 2002, the Company adopted
the new accounting recommendations of The Canadian Institute of
Chartered Accountants for goodwill and other intangible assets.
Upon initial adoption of these recommendations, the Company
recorded a goodwill write-down of $12.3 million related to its
United Kingdom reporting unit. This write-down was charged against
January 1, 2002 opening retained earnings. As part of its
assessment of goodwill impairment, the Company also reviewed the
recoverability of deferred preproduction expenditures at its
Merplas United Kingdom facility. As a result of this review, $8.3
million of deferred preproduction expenditures were written off as
a charge against income in the second quarter of 2002. OUTLOOK
United Kingdom Given the magnitude of Merplas' historic losses, the
Merplas results have been separately disclosed in this MD&A in
order to better explain the performance of the European operating
segment. The Merplas facility was initially built to service the
X400 program assembled at Jaguar's Halewood plant, and other Jaguar
programs, including the X100 program, with additional capacity to
service other future business opportunities. Production volumes on
the Jaguar X400 and X100 programs continue at levels that are well
below original planning volume estimates of 115,000 and 11,000,
respectively. In 2002, production volumes were approximately 72,800
and 6,800 for the X400 and X100. Our current 2003 forecast for X400
production is between 55,000 to 61,000 vehicles and the X100
program is currently forecast at approximately 6,000 vehicles.
Merplas was recently awarded the Freelander fascia program by Ford
PAG in the United Kingdom. The Company expects that the Freelander
program will launch in the latter part of 2006 with an annual
estimated volume of approximately 70,000 vehicles after ramp up.
The Company is continuing with its United Kingdom market review. As
part of this review, the Company is assessing probable long term
production volumes within the existing portfolio of business at its
two United Kingdom facilities, Merplas and Sybex. In addition to
the Jaguar and Freelander programs, these facilities produce for
the BMW Mini and various Rover programs, amongst others. While BMW
Mini program volumes are strong, long term volumes on the Jaguar
and Rover programs remain subject to uncertainty. In addition, the
probability of obtaining further new business for these facilities
is being assessed. The Company expects to complete this review
during the fourth quarter of 2003. At that time, future United
Kingdom capacity utilization and the resulting impact, if any, on
the recoverability of the Company's United Kingdom investment will
be determined. Continental Europe Improving operating performance
in Europe remains a chief priority. Robert Brownlee has recently
assumed responsibility for our European operations. In conjunction
with this management change, we are evaluating existing operating
structures with a view toward improving overall operating
performance in continental Europe. Full Year 2003 Outlook Our
outlook for full year 2003 vehicle production volumes remains
unchanged from prior guidance. North American light vehicle
production is estimated at 15.9 million vehicles for 2003, a
reduction of approximately 2% over 2002 vehicle production volumes
of 16.3 million units. Western European light vehicle production is
estimated at 16.0 million vehicles for 2003, also down
approximately 2% from 2002 vehicle production volumes of 16.3
million units. Decoma expects that North American sales and
earnings will be negatively impacted in the fourth quarter of 2003
by increased spending at Decostar as the Company continues to
prepare for the launch of this facility and by the continued impact
of the changeover of the DaimlerChrysler LH changeover to the LX
program (the LH program ended in the current quarter and the new LX
program does not start up until the first quarter of 2004), the
ramp up of Ford V229 (Freestar) program which recently replaced the
WIN 126 (Windstar) program and continued intensive customer pricing
pressures. These negative impacts are expected to be partially
offset by a stronger Canadian dollar relative to the U.S. dollar in
the fourth quarter of 2003 compared to 2002, the FM Lighting
Acquisition and the extension of Decoma fascia production on
programs originally scheduled to end in the first half of 2003.
European sales are expected to continue to be favourably impacted
by a stronger Euro and British Pound relative to the U.S. dollar in
the fourth quarter of 2003 compared to 2002. However, European
earnings will continue to be negatively impacted by operating
inefficiencies, costs associated with European sales growth, start
up costs with the launch of the Company's new Belplas paint line
and related assembly and sequencing facility and lower production
volumes on certain high content programs. In addition, subsequent
to the current quarter end, one of the Company's European
facilities completed the acquisition of a chroming line. The line
is currently being converted to allow for grille chroming. The
Company expects to launch the chroming line in early 2004 and
commence the insourcing of grille chroming business currently
outsourced by Decoma's European operations at that time. As a
result, the fourth quarter of 2003 and the first half of 2004 are
expected to be negatively impacted by chroming line start-up and
launch costs. The Company's outlook assumes that average exchange
rates for the fourth quarter of 2003 for the Canadian dollar, Euro
and British Pound relative to the U.S. dollar will approximate the
average exchange rates experienced in the third quarter of 2003.
Diluted earnings per share in the fourth quarter of 2003 compared
to 2002 will also be impacted by the dilutive effect of the
Debentures that were issued by the Company at the end of the first
quarter of 2003. As a result of the above factors, the Company's
full year 2003 sales and content expectations remain unchanged from
prior guidance. North American content per vehicle is expected to
be between $90 and $92, European content per vehicle is expected to
be between $39 and $41 and total sales is expected to range between
$2,275 million and $2,360 million. Diluted earnings per share for
the full year 2003, before possible charges, if any, related to the
Company's United Kingdom review and its continental Europe review,
is also expected to be within our previous guidance of $0.92 to
$1.04. FORWARD LOOKING STATEMENTS The contents of this MD&A
contain statements which, to the extent that they are not
recitations of historical fact, constitute "forward looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. The words "estimate", "anticipate", "believe",
"expect" and similar expressions are intended to identify forward
looking statements. Persons reading this MD&A are cautioned
that such statements are only predictions and that the Company's
actual future results or performance may be materially different.
In evaluating such forward looking statements readers should
specifically consider the various risk factors which could cause
actual events or results to differ materially from those indicated
by such forward looking statements. These risks and uncertainties
include, but are not limited to, specific risks relating to the
Company's relationship with its customers, the automotive industry
in general and the economy as a whole. Such risks include, without
limitation; the Company's reliance on its major OEM customers,
increased pricing concession and cost absorption pressures from the
Company's customers; the impact of production volumes and product
mix on the Company's financial performance, including changes in
the actual customer production volumes compared to original
planning volumes; program delays and/or cancellations; the extent,
nature and duration of purchasing or leasing incentive programs
offered by automotive manufacturers and the impact of such programs
on future consumer demand; warranty, recall and product liability
costs and risks; the continuation and extent of automotive
outsourcing by automotive manufacturers; changes in vehicle pricing
and the resulting impact on consumer demand; the Company's
operating and/or financial performance, including the effect of new
accounting standards that are promulgated from time to time (such
as the ongoing requirement for impairment testing of long lived
assets) on the Company's financial results; the Company's ability
to finance its business requirements and access capital markets;
trade and labour issues or disruptions impacting the Company's
operations and those of its customers; the Company's ability to
identify, complete and integrate acquisitions and to realize
projected synergies relating thereto; the impact of environment
related matters including emission regulations; risks associated
with the launch of new facilities, including cost overruns and
construction delays; technological developments by the Company's
competitors; fluctuations in fuel prices and availability;
electricity and natural gas cost volatility; government and
regulatory policies and the Company's ability to anticipate or
respond to changes therein; the Company's relationship with Magna
International Inc.; currency exposure risk; fluctuations in
interest rates; changes in consumer and business confidence levels;
consumer personal debt levels; disruptions to the economy relating
to acts of terrorism or war; and other changes in the competitive
environment in which the Company operates. In addition, and without
limiting the above, readers are cautioned that the specific forward
looking statements contained herein relating to the Company's
vehicle production volume outlook; the anticipated impact on 2003
North America sales and earnings of lower production volumes,
Decostar spending, the scheduled changeover of certain high content
programs and the Federal Mogul lighting acquisition; sales,
operating income and return on funds employed improvement
opportunities in Europe; the possible conversion of the Company's
Debentures and Convertible Series Preferred Shares to Class A
Subordinate Voting Shares; the Company's ability to raise necessary
future financing; capital spending estimates; the future
performance of Merplas; and the recoverability of the Company's
remaining goodwill and other long lived assets, are all subject to
significant risk and uncertainty. Readers are also referred to the
discussion of "Other Factors" set out in the Company's Annual
Information Form dated May 20th, 2003, wherein certain of the above
risk factors are discussed in further detail. The Company expressly
disclaims any intention and undertakes no obligation to update or
revise any forward looking statements contained in this MD&A to
reflect subsequent information, events or circumstances or
otherwise. END FIRST AND FINAL ADD DATASOURCE: Decoma International
Inc. CONTACT: PRNewswire -- Nov. 4
Copyright