VLN Velan Inc

Velan Inc. (TSX: VLN) (the “Company”), a world-leading manufacturer of industrial valves, announced today its financial results for its fiscal year and fourth quarter ended February 28, 2022.

Highlights:

• Sales for the quarter amounted to $124.8 million, an increase of 39.3 million or 46.0% compared to last year.
• Gross profit for the quarter of $47.7 million, an increase of $24.7 million or 106.8% from the previous year. The gross profit percentage for the quarter increased by 1,120 basis points from 27.0% to 38.2%. The gross profit increase is first and foremost driven by the significantly increased sales volume.
• The Company declared an eligible quarterly dividend of CA$0.03 per share based on its strong cash position at the end of the quarter.
• EBITDA2 of $16.6 million for the quarter, an increase of $14.9 million or 906.8%. The improved results were achieved despite receiving $2.3 million less Canada Emergency Wage Subsidies («CEWS»).
• Net loss1 of $25.6 million for the quarter compared to a net income1 of $0.3 million last year. Adjusted net income2 of $7.0 million before a $32.6 million non-cash tax adjustment to derecognize a portion of the Company’s deferred tax asset.
• Net new orders (“bookings”)2 of $77.1 million for the quarter, a decrease of $3.8 million or 4.7% compared to the previous fiscal quarter.
• Order backlog2 of $501.2 million at the end of the fiscal year, of which 64.2% of orders are deliverable within the next 12 months. Prior year order backlog totaled $562.5 million and included 60.2% of orders deliverable in the next 12 months.
• During the fiscal year, the Company used its net cash to reduce its debt load, consisting of bank indebtedness and long-term debt, by more than half from $69.8 million to $31.6 million. The Company’s net cash amounted to $53.5 million at the end of the quarter, a decrease of $9.5 million or 15.1% compared to the previous fiscal year.

Bruno Carbonaro, CEO and President of Velan Inc., said, “The results Velan achieved this year are strong. We are entering a new phase in the company’s evolution. Our sales levels returned this year to our 2016 performance levels, which spurred a significant improvement in our gross profit of 32.8% and our EBITDA, which more than doubled to $39.6 million. Our backlog reduced but remains healthy at $501.2 million. The company also reduced its debt load by more than half. All these items illustrate that Velan has emerged stronger from the pandemic. We managed short term setbacks while consolidating our strengths, corrected structural issues and built a strong leadership team, which is prepared to take the next step. Finally, I would like to announce that Rishi Sharma will start as CFO of Velan on May 23, 2022 and take the opportunity to thank Benoit Alain, our soon to be former CFO, who has executed the transition perfectly.”

Financial Highlights

Three-month periods ended			Fiscal years ended
(thousands of U.S. dollars, excluding per share amounts)	February 28,2022	February 28,2021	February 28,2022	February 28,2021
Sales	$124,849	$85,510	$411,242	$302,063
Gross profit	47,723	23,072	134,969	80,539
Gross profit %	38.2%	27.0%	32.8%	26.7%
Net income (loss)1	(25,590)	338	(21,141)	2,867
Net income (loss)1 per share – basic and diluted	(1.19)	0.02	(0.98)	0.13
Adjusted net income1	7,013	338	11,462	2,867
Adjusted net income1 per share – basic and diluted	0.32	0.02	0.53	0.13
EBITDA2	16,592	1,648	39,599	15,573
EBITDA2 per share – basic and diluted	0.77	0.08	1.83	0.72

Fourth Quarter Fiscal 2022 (unless otherwise noted, all amounts are in U.S. dollars and all comparisons are to the fourth quarter of fiscal 2021):

• Sales for the quarter amounted to $124.8 million, an increase of $39.3 million or 46.0%. Sales for the quarter were positively impacted by increased shipments by the Company’s North American, French and Italian operations of large orders recorded in the previous fiscal year, primarily destined for the petrochemical, nuclear and oil and gas markets respectively. The Company’s sales were also positively impacted by a revaluation of its provision for performance guarantees of $8.8 million. Additionally, the positive trend in terms of quarterly MRO sales continued this quarter due to the higher bookings1 of such orders in the first half of the current fiscal year. This positive trend has allowed the Company’s quarterly sales to build momentum as the year progressed.
• Bookings2 for the quarter amounted to $77.1 million, a decrease of $3.8 million or 4.7%. This decrease for the quarter is primarily attributable to lower bookings2 in the Company’s European subsidiaries, primarily in the nuclear market, partially offset by a strong booking performance in the Company’s North American operations, notably in terms of MRO orders.
• Gross profit for the quarter amounted to $47.7 million, an increase of $24.7 million or 106.8%. The gross profit percentage for the quarter of 38.2% was an increase of 1,120 basis points compared to last year’s final quarter. The improvement in gross profit for the quarter is primarily attributable to the higher sales volume, which helped to cover the Company’s fixed production overhead costs more efficiently. The Company’s improved margins are also stemming from the delivery of a product mix with a greater proportion of higher margin product sales as well as margin improvement activities implemented over the course of the past fiscal years within the scope of the V20 restructuring and transformation plan. The gross profit also benefited from a positive revaluation of the Company’s provision for performance guarantees of $8.8 million for the quarter. Finally, the increase in gross profit percentage was such that it could more than offset the impact of a lower amount of CEWS of $1.3 million for the quarter compared to last year. The subsidies are allocated between cost of sales and administration costs.
• Administration costs for the quarter amounted to $38.8 million, an increase of $14.7 million or 60.7%. The increase in administration costs for the quarter is primarily attributable to a non-recurring $13.1 million increase in the costs related to the Company’s ongoing asbestos litigation in order to revise, based on new estimates, the assessment of the provision that would account for all outstanding litigations rather than only settled amounts. The increase is also attributable to a general increase in administration expenses, such as travel expenses, marketing and office maintenance costs that significantly decreased when the global pandemic broke out in 2020 and an increase in sales commissions for the quarter due to the higher sales volume. Finally, the increase in administration costs is also attributable to a decrease of $1.0 million for the quarter of CEWS compared to last year. The subsidies are allocated between cost of sales and administration costs.
• Net loss1 for the quarter amounted to $25.6 million or $1.19 per share compared to a net income of $0.3 million or $0.02 per share last year. The net loss1 for the quarter was significantly impacted by a $32.6 million non-cash tax adjustment to derecognize a portion of the Company’s deferred tax asset. Excluding this non-cash tax adjustment, the Company’s adjusted net income2 for the quarter amounted to $7.0 million or $0.32 per share. EBITDA2 for the quarter amounted to $16.6 million or $0.77 per share compared to $1.6 million or $0.08 per share last year. The increase in EBITDA2 for the quarter is primarily due to an increase in gross profit, for the reasons mentioned previously, and a $4.6 million non-recurring net gain, after minority interests, on the disposal of the Company’s investment in Juwon Special Steel Co. Ltd. in the fourth quarter of the current fiscal year. The improvement was also due to the absence of restructuring and transformation costs which totaled $1.3 million in the final quarter of the previous year. This improvement in EBITDA2 was partially offset by an increase in administration costs as explained previously. The movement in the Company’s adjusted net income2 for the quarter was primarily attributable to the same factors as explained above, coupled with an unfavorable movement in income taxes.

Year ended Fiscal 2022 (unless otherwise noted, all amounts are in U.S. dollars and all comparisons are to the prior fiscal year):

• Sales for the fiscal year amounted to $411.2 million, an increase of $109.2 million or 36.1%. Sales for the year were positively impacted by increased shipments by the Company’s North American, French and Italian operations of large orders recorded in the previous fiscal year, primarily destined for the petrochemical, nuclear and oil and gas markets respectively. The Company’s sales were also positively impacted by a revaluation of its provision for performance guarantees of $13.2 million for the fiscal year.
• Bookings2 for the fiscal year amounted to $363.5 million, a decrease of $63.1 million or 14.8%. The decrease for the fiscal year is primarily attributable to lower bookings2 in the Company’s French and Italian operations, which both recorded significant nuclear and downstream oil and gas orders in the previous year. This decrease was partially offset by a significantly higher amount of MRO orders recorded by the Company’s North American operations in the current fiscal year. The Company is encouraged by the recovery of its MRO order bookings2, which were severely impacted by the global pandemic at the end of the prior fiscal year, and ultimately adversely affected the sales of the latter part of the previous fiscal year and the first half of the current fiscal year.
• As a result of sales outpacing bookings2 in the fiscal year, the Company’s book-to-bill ratio2 was 0.88 for the year. Furthermore, the total backlog2 decreased by $61.3 million or 10.9% since the beginning of the fiscal year, amounting to $501.2 million as at February 28, 2022. The reduction of the backlog2 is primarily due to a book-to-bill ratio2 below 1.00 combined with the weakening of the euro spot rate against the U.S. dollar since the beginning of the fiscal year. Alternatively, the Company’s backlog2 deliverable within a year is at a similar level than last year.
• Gross profit for the fiscal year amounted to $135.0 million, an increase of $54.4 million or 67.6%. The gross profit of 32.8% represented an increase of 610 basis points compared to last year. The improvement in gross profit for the year is primarily attributable to the higher sales volume, which helped to cover the Company’s fixed production overhead costs more efficiently. The Company’s improved margins are also stemming from the delivery of a product mix with a greater proportion of higher margin product sales as well as margin improvement activities implemented over the course of the past fiscal years within the scope of the V20 restructuring and transformation plan. The gross profit also benefited from a positive revaluation of the Company’s provision for performance guarantees of $13.2 million for the fiscal year. Additionally, the Company’s gross profit for the fiscal year benefited from $6.1 million of favorable foreign exchange movements which were primarily made up of unrealized foreign exchange translations related to the fluctuation of the U.S. dollar against the euro and the Canadian dollar when compared to similar movements from the previous year. Finally, the increase in gross profit percentage was such that it could more than offset the impact of a lower amount of CEWS of $5.9 million for the fiscal year compared to last year. The subsidies are allocated between cost of sales and administration costs.
• Administration costs for the year amounted to $113.0 million, an increase of $32.9 million or 41.1%. The increase in administration costs for the year is primarily attributable to a non-recurring $13.1 million increase in the costs related to the Company’s ongoing asbestos litigation in order to revise, based on new estimates, the assessment of the provision that would account for all outstanding litigations rather than only settled amounts. The increase is also attributable to a general increase in administration expenses, such as travel expenses, marketing and office maintenance costs that significantly decreased when the global pandemic broke out in 2020 and an increase in sales commissions for the year due to the higher sales volume. Finally, the increase in administration costs is also attributable to a decrease of $4.7 million for the year of CEWS compared to last year. The subsidies are allocated between cost of sales and administration costs.
• Net loss1 for the year amounted to $21.1 million or $0.98 per share compared to a net income1 of $2.9 million or $0.13 per share last year. The net loss1 for the year was significantly impacted by a $32.6 million non-cash tax adjustment to derecognize a portion of the Company’s deferred tax asset. Excluding this non-cash tax adjustment, the Company’s adjusted net income2 for the year amounted to $11.5 million or $0.53 per share. EBITDA2 for the year amounted to $39.6 million or $1.83 per share compared to $15.6 million or $0.72 per share last year. The increase in EBITDA2 for the year is primarily due to an increase in gross profit, for the reasons mentioned previously, and a $4.6 million non-recurring net gain, after minority interests, on the disposal of the Company’s investment in Juwon Special Steel Co. Ltd. in the fourth quarter of the current fiscal year. The improvement was also due to a reduction in other expenses of $2.7 million for the fiscal year primarily due to land clean-up costs of a former factory incurred in the second quarter of the prior fiscal year. This increase in EBITDA2 was partially offset by an increase in administration costs as explained previously as well as the absence of restructuring and transformation income which totaled $3.9 million in the previous year. The restructuring and transformation income in the prior fiscal year resulted primarily from a $9.6 million gain recognized on the disposal of one of the Company’s Montreal plants, an integral part of the North American manufacturing footprint optimization plan which was planned in the scope of V20. The movement in the Company’s adjusted net income2 for the year was primarily attributable to the same factors as explained above, coupled with an unfavorable movement in income taxes.

Dividend

The Board declared an eligible quarterly dividend of CA$0.03 per share, payable on June 30, 2022, to all shareholders of record as at June 17, 2022.

Conference call

Financial analysts, shareholders, and other interested individuals are invited to attend the fourth quarter conference call to be held on Thursday, May 19, 2022, at 11:00 a.m. (EDT). The toll free call-in number is 1-877-337-6181, access code 22018746. Live content to support the discussion will be presented to participants at the following link for the duration of the call: https://cc.callinfo.com/r/1r2125b9wxrer&eom. A recording of this conference call will be available for seven days at 1-416-626-4100 or 1-800-558-5253, access code 22018746.

About Velan

Founded in Montreal in 1950, Velan Inc. (www.velan.com) is one of the world’s leading manufacturers of industrial valves, with sales of US$411.2 million in its last reported fiscal year. The Company employs approximately 1,650 people and has manufacturing plants in 9 countries. Velan Inc. is a public company with its shares listed on the Toronto Stock Exchange under the symbol VLN.

Safe harbour statement

This news release may include forward-looking statements, which generally contain words like “should”, “believe”, “anticipate”, “plan”, “may”, “will”, “expect”, “intend”, “continue” or “estimate” or the negatives of these terms or variations of them or similar expressions, all of which are subject to risks and uncertainties, which are disclosed in the Company’s filings with the appropriate securities commissions. While these statements are based on management’s assumptions regarding historical trends, current conditions and expected future developments, as well as other factors that it believes are reasonable and appropriate in the circumstances, no forward-looking statement can be guaranteed and actual future results may differ materially from those expressed herein. The Company disclaims any intention or obligation to update or revise any forward-looking statements contained herein whether as a result of new information, future events or otherwise, except as required by the applicable securities laws. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Non-IFRS and supplementary financial measures

In this press release, the Company has presented measures of performance or financial condition which are not defined under IFRS (“non-IFRS measures”) and are, therefore, unlikely to be comparable to similar measures presented by other companies. These measures are used by management in assessing the operating results and financial condition of the Company and are reconciled with the performance measures defined under IFRS. Company has also presented supplementary financial measures which are defined at the end of this report. Reconciliation and definition can be found below and on the next page.

Adjusted net income and Earnings before interest, taxes, depreciation and amortization ("EBITDA")

Three-month periods ended					Fiscal year ended
(thousands, except amount per shares)	February 28,2022$		February 28,2021$		February 28,2022$		February 28,2021$
Net income (loss)1	(25,590	)	338		(21,141	)	2,867
Adjustment for:
Derecognition of deferred tax assets	32,603		-		32,603		-
Adjusted net income	7,013		338		11,462		2,867
Adjusted net income per share
-     Basic and diluted	0.32		0.02		0.53		0.13
Adjustments for:
Depreciation of property, plant and equipment	2,401		2,632		9,591		10,148
Amortization of intangible assets	753		646		2,318		2,514
Finance costs – net	725		343		2,400		866
Income taxes (excluding Derecognition of deferred tax asset)	5,700		(2,311	)	13,828		(822	)
EBITDA	16,592		1,648		39,599		15,573
EBITDA per share
-     Basic and diluted	0.77		0.08		1.83		0.72

The term “Adjusted net income” is defined as net income or loss attributable to Subordinate and Multiple Voting Shares plus de-recognition of deferred tax assets. The terms “Adjusted net income per share” is obtained by dividing Adjusted net income by the total amount of subordinate and multiple voting shares. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The term “EBITDA” is defined as net income or loss attributable to Subordinate and Multiple Voting Shares plus depreciation of property, plant & equipment, plus amortization of intangible assets, plus net finance costs plus income tax provision. The terms “EBITDA per share” is obtained by dividing EBITDA by the total amount of subordinate and multiple voting shares. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

Definitions of supplementary financial measures

The term “Net new orders” or “bookings” is defined as firm orders, net of cancellations, recorded by the Company during a period. Bookings are impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the Company’s sales operation performance for a given period as well as well as an expectation of future sales and cash flows to be achieved on these orders.

The term “backlog” is defined as the buildup of all outstanding bookings to be delivered by the Company. The Company’s backlog is impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the future operational challenges of the Company as well as an expectation of future sales and cash flows to be achieved on these orders.

The term “book-to-bill ratio” is obtained by dividing bookings by sales. The measure provides an indication of the Company’s performance and outlook for a given period.

The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

1 Net earnings or loss refer to net income or loss attributable to Subordinate and Multiple Voting Shares2 Non-IFRS and supplementary financial measures – see explanation above

Consolidated Statements of Financial Position
(in thousands of U.S. dollars)
			As at
		February 28,	February 28,
		2022	2021
		$	$
Assets
Current assets
Cash and cash equivalents		54,015	74,688
Short-term investments		8,726	285
Accounts receivable		115,834	135,373
Income taxes recoverable		2,955	3,798
Inventories		223,198	204,161
Deposits and prepaid expenses		6,877	8,670
Derivative assets		553	196
		412,158	427,171
Non-current assets
Property, plant and equipment		73,906	96,327
Intangible assets and goodwill		16,693	17,319
Deferred income taxes		4,774	39,067
Other assets		897	949
		96,270	153,662
Total assets		508,428	580,833
Liabilities
Current liabilities
Bank indebtedness		550	11,735
Accounts payable and accrued liabilities		80,503	88,130
Income taxes payable		3,806	1,609
Customer deposits		41,344	32,003
Provisions		18,444	32,225
Derivative liabilities		560	303
Current portion of long-term lease liabilities		1,360	1,578
Current portion of long-term debt		8,111	9,902
		154,678	177,485
Non-current liabilities
Long-term lease liabilities		11,073	12,649
Long-term debt		22,927	48,189
Income taxes payable		1,244	1,410
Deferred income taxes		4,025	2,545
Customer deposits		30,139	30,080
Provisions		13,101	-
Other liabilities		5,731	8,254
		88,240	103,127
Total liabilities		242,918	280,612
Total equity		265,510	300,221
Total liabilities and equity		508,428	580,833

Consolidated Statements of Income (loss)
(in thousands of U.S. dollars, excluding number of shares and per share amounts)
	Three-month periods ended							Fiscal years ended
	February 28,		February 28,			February 28,		February 28,
	2022		2021			2022		2021
	$		$			$		$
Sales	124,849		85,510			411,242		302,063
Cost of sales	77,126		62,438			276,273		221,524
Gross profit	47,723		23,072			134,969		80,539
Administration costs	38,848		24,180			113,039		80,091
Gain on disposal of Juwon Special Steel Co. Ltd.	(16,108	)	-			(16,108	)	-
Restructuring and transformation	-		1,290			-		(3,930	)
Other expense (income)	(2	)	(398	)		(538	)	2,137
Operating profit	24,985		(2,000	)		38,576		2,241
Finance income	25		462			392		1,037
Finance costs	(750	)	(805	)		(2,792	)	(1,903	)
Finance costs – net	(725	)	(343	)		(2,400	)	(866	)
Income (loss) before income taxes	24,260		(2,343	)		36,176		1,375
Income tax expense (recovery)	38,303		(2,311	)		46,431		(822	)
Net income (loss) for the period	(14,043	)	(32	)		(10,255	)	2,197
Net income (loss) attributable to:
Subordinate Voting Shares and Multiple Voting Shares	(25,590	)	338			(21,141	)	2,867
Non-controlling interest	11,547		(370	)		10,886		(670	)
Net income (loss) for the period	(14,043	)	(32	)		(10,255	)	2,197
Net income (loss) per Subordinate and Multiple Voting Share
Basic and diluted	(1.19	)	0.02			(0.98	)	0.13

Consolidated Statements of Comprehensive Income (Loss)
(in thousands of U.S. dollars)
	Three-month periods ended							Fiscal years ended
	February 28,		February 28,			February 28,		February 28,
	2022		2021			2022		2021
	$		$			$		$
Comprehensive income (loss)
Net income (loss) for the period	(14,043	)	(32	)		(10,255	)	2,197
Other comprehensive income (loss)
Foreign currency translation	(1,657	)	1,864			(11,159	)	13,163
Comprehensive income (loss)	(15,700	)	1,832			(21,414	)	15,360
Comprehensive income (loss) attributable to:
Subordinate Voting Shares and Multiple Voting Shares	(27,253	)	2,244			(32,260	)	15,907
Non-controlling interest	11,553		(412	)		10,846		(547	)
Comprehensive income (loss)	(15,700	)	1,832			(21,414	)	15,360

Consolidated Statements of Changes in Equity
(in thousands of U.S. dollars, excluding number of shares)
	Equity attributable to the Subordinate and Multiple Voting shareholders
	Share capital	Contributedsurplus	Accumulatedothercomprehensiveloss		Retainedearnings		Total		Non-controllinginterest		Total equity
Balance - February 29, 2020	72,695	6,260	(34,047	)	236,269		281,177		3,684		284,861
Net income (loss) for the period					2,867		2,867		(670	)	2,197
Other comprehensive income	-	-	13,040		-		13,040		123		13,163
Comprehensive income (loss)	-	-	13,040		2,867		15,907		(547	)	15,360
Balance - Ferbuary 28, 2021	72,695	6,260	(21,007	)	239,136		297,084		3,137		300,221
Net income (loss) for the period					(21,141	)	(21,141	)	10,886		(10,255	)
Other comprehensive loss	-	-	(11,119	)	-		(11,119	)	(40	)	(11,159	)
Comprehensive loss	-	-	(11,119	)	(21,141	)	(32,260	)	10,846		(21,414	)
Disposal of non-controlling interests	-	-	-		-		-		(12,454	)	(12,454	)
Dividends
Non-controlling interest	-	-	-		-		-		(843	)	(843	)
Balance - February 28, 2022	72,695	6,260	(32,126	)	217,995		264,824		686		265,510

Consolidated Statements of Cash Flow
(in thousands of U.S. dollars)
	Three-month periods ended							Fiscal years ended
	February 28,		February 28,			February 28,		February 28,
	2022		2021			2022		2021
	$		$			$		$
Cash flows from
Operating activities
Net income (loss) for the period	(14,043	)	(32	)		(10,255	)	2,197
Adjustments to reconcile net income (loss) to cash provided (used) by operating activities	34,177		(3,243	)		45,152		(4,080	)
Changes in non-cash working capital items	(12,258	)	(13,570	)		(17,029	)	(7,212	)
Cash provided (used) by operating activities	7,876		(16,845	)		17,868		(9,095	)
Investing activities
Short-term investments	(7,022	)	542			(8,708	)	342
Additions to property, plant and equipment	(1,196	)	(2,299	)		(6,144	)	(9,810	)
Additions to intangible assets	(1,147	)	(102	)		(2,477	)	(1,095	)
Proceeds on disposal of property, plant and equipment	16,454		26			30,183		13,738
Proceeds on disposal of Juwon Steel Co. Ltd. net of cash disposal	(12,684	)	-			(12,684	)	-
Net change in other assets	(171	)	152			(196	)	(274	)
Cash provided (used) by investing activities	(5,766	)	(1,681	)		(26	)	2,901
Financing activities
Dividends paid to Subordinate and Multiple Voting shareholders	-		-			-		(482	)
Dividends paid to non-controlling interest	(843	)	-			(843	)	-
Short-term bank loans	(35	)	(5,915	)		-		(1,379	)
Net change in revolving credit facility	(16,508	)	11,334			(22,132	)	22,132
Increase in long-term debt	1,985		3,890			7,874		18,195
Repayment of long-term debt	(654	)	(712	)		(6,722	)	(3,643	)
Repayment of long-term lease liabilities	(412	)	(440	)		(1,696	)	(1,724	)
Cash provided (used) by financing activities	(16,467	)	8,157			(23,519	)	33,099
Effect of exchange rate differences on cash	(159	)	302			(3,811	)	5,038
Net change in cash during the period	(14,516	)	(10,067	)		(9,488	)	31,943
Net cash – Beginning of the period	67,981		73,020			62,953		31,010
Net cash – End of the period	53,465		62,953			53,465		62,953
Net cash is composed of:
Cash and cash equivalents	54,015		74,688			54,015		74,688
Bank indebtedness	(550	)	(11,735	)		(550	)	(11,735	)
Net cash – End of the period	53,465		62,953			53,465		62,953
Supplementary information
Interest paid	(149	)	(22	)		(1,509	)	(967	)
Income taxes paid	(927	)	(1,209	)		(4,293	)	(6,757	)

For further information please contact:Bruno Carbonaro, Chief Executive Officer and PresidentTel: (438) 817-7593orBenoit Alain, Chief Financial OfficerTel: (438) 817-9957