Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and other factors that may cause the Company's actual results and financial condition to differ materially from those expressed or implied in the forward-looking statements. Such risks, uncertainties and other factors include, among others: (i) risks related to Kaman's performance of its obligations under the transition services agreement entered into in connection with the sale of our former Distribution business and UK Composites business and disruption of management time from ongoing business operations relating thereto; (ii) changes in domestic and foreign economic and competitive conditions in markets served by the Company, particularly the defense, commercial aviation and industrial production markets; (iii) changes in government and customer priorities and requirements (including cost-cutting initiatives, government and customer shut-downs, the potential deferral of awards, terminations or reductions of expenditures to respond to the priorities of Congress and the Administration, or budgetary cuts resulting from Congressional actions, including the elimination of Overseas Contingency Operations funding, or automatic sequestration); (iv) the global economic impact of the COVID-19 pandemic; (v) changes in geopolitical conditions in countries where the Company does or intends to do business; (vi) the successful conclusion of competitions for government programs (including new, follow-on and successor programs) and thereafter successful contract negotiations with government authorities (both foreign and domestic) for the terms and conditions of the programs; (vii) the timely receipt of any necessary export approvals and/or other licenses or authorizations from the USG; (viii) timely satisfaction or fulfillment of material contractual conditions precedents in customer purchase orders, contracts, or similar arrangements; (ix) the existence of standard government contract provisions permitting renegotiation of terms and termination for the convenience of the government; (x) the successful resolution of government inquiries or investigations relating to our businesses and programs; (xi) risks and uncertainties associated with the successful implementation and ramp up of significant new programs, including the ability to manufacture the products to the detailed specifications required and recover start-up costs and other investments in the programs; (xii) potential difficulties associated with variable acceptance test results, given sensitive production materials and extreme test parameters; (xiii) the receipt and successful execution of production orders under the Company's existing USG JPF contract, including the exercise of all contract options and receipt of orders from allied militaries, but excluding any next generation programmable fuze programs, as all have been assumed in connection with goodwill impairment evaluations; (xiv) the continued support of the existing K-MAX® helicopter fleet, including the sale of existing K-MAX® spare parts inventory and the receipt of orders for new aircraft sufficient to recover our investments in the K-MAX® production line; (xv) the accuracy of current cost estimates associated with environmental remediation activities; (xvi) the profitable integration of acquired businesses into the Company's operations; (xvii) the ability to recover from cyber-based or other security attacks, information technology failures or other disruptions, including the December 2020 Bal Seal incident; (xviii) changes in supplier sales or vendor incentive policies; (xix) the ability of our suppliers to satisfy their performance obligations; (xx) the effects of price increases or decreases; (xxi) the effects of pension regulations, pension plan assumptions, pension plan asset performance, future contributions and the pension freeze, including the ultimate determination of the USG's share of any pension curtailment adjustment calculated in accordance with CAS 413; (xxii) future levels of indebtedness and capital expenditures; (xxiii) the continued availability of raw materials and other commodities in adequate supplies, including supply chain disruptions, and the effect of increased costs for such items; (xxiv) the effects of currency exchange rates and foreign competition on future operations; (xxv) changes in laws and regulations, taxes, interest rates, inflation rates and general business conditions; (xxvi) future repurchases and/or issuances of common stock; (xxvii) the occurrence of unanticipated restructuring costs or the failure to realize anticipated savings or benefits from past or future expense reduction actions; (xxviii) the ability to recruit and retain skilled employees; and (xxix) other risks and uncertainties set forth herein and in our 2020 Form 10-K and our Third Quarter Form 10-Q filed November 2, 2021.
Any forward-looking information provided in this release should be considered with these factors in mind. We assume no obligation to update any forward-looking statements contained in this report.
KAMAN CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Operations (In thousands, except per share amounts) (unaudited) |
||||||||||||||||||||
|
|
For the Three Months Ended |
|
For the Nine Months Ended |
||||||||||||||||
|
|
October 1,
|
|
October 2,
|
|
October 1,
|
|
October 2,
|
||||||||||||
Net sales |
|
$ |
179,836 |
|
|
|
$ |
213,959 |
|
|
|
$ |
533,846 |
|
|
|
$ |
599,171 |
|
|
Cost of sales |
|
116,771 |
|
|
|
147,084 |
|
|
|
355,930 |
|
|
|
407,926 |
|
|
||||
Gross profit |
|
63,065 |
|
|
|
66,875 |
|
|
|
177,916 |
|
|
|
191,245 |
|
|
||||
Selling, general and administrative expenses |
|
39,335 |
|
|
|
36,764 |
|
|
|
116,182 |
|
|
|
128,488 |
|
|
||||
Goodwill impairment |
|
— |
|
|
|
50,307 |
|
|
|
— |
|
|
|
50,307 |
|
|
||||
Research and development costs |
|
2,540 |
|
|
|
3,634 |
|
|
|
10,004 |
|
|
|
11,336 |
|
|
||||
Intangible asset amortization expense |
|
2,624 |
|
|
|
4,826 |
|
|
|
7,898 |
|
|
|
11,269 |
|
|
||||
Costs from transition services agreement |
|
24 |
|
|
|
3,019 |
|
|
|
1,728 |
|
|
|
11,532 |
|
|
||||
Cost of acquired retention plans |
|
— |
|
|
|
5,703 |
|
|
|
— |
|
|
|
17,110 |
|
|
||||
Restructuring and severance costs |
|
2,611 |
|
|
|
1,541 |
|
|
|
5,479 |
|
|
|
7,820 |
|
|
||||
Loss (gain) on sale of business |
|
— |
|
|
|
— |
|
|
|
234 |
|
|
|
(493 |
) |
|
||||
Net (gain) loss on sale of assets |
|
(31 |
) |
|
|
8 |
|
|
|
(16 |
) |
|
|
(5 |
) |
|
||||
Operating income (loss) |
|
15,962 |
|
|
|
(38,927 |
) |
|
|
36,407 |
|
|
|
(46,119 |
) |
|
||||
Interest expense, net |
|
3,646 |
|
|
|
5,327 |
|
|
|
12,232 |
|
|
|
14,382 |
|
|
||||
Non-service pension and post retirement benefit income |
|
(6,612 |
) |
|
|
(4,063 |
) |
|
|
(19,832 |
) |
|
|
(12,188 |
) |
|
||||
Income from transition services agreement |
|
(14 |
) |
|
|
(1,829 |
) |
|
|
(931 |
) |
|
|
(7,853 |
) |
|
||||
Other (income) expense, net |
|
(172 |
) |
|
|
(534 |
) |
|
|
275 |
|
|
|
(424 |
) |
|
||||
Earnings (loss) from continuing operations before income taxes |
|
19,114 |
|
|
|
(37,828 |
) |
|
|
44,663 |
|
|
|
(40,036 |
) |
|
||||
Income tax expense (benefit) |
|
4,447 |
|
|
|
679 |
|
|
|
10,156 |
|
|
|
(1,022 |
) |
|
||||
Earnings (loss) from continuing operations |
|
14,667 |
|
|
|
(38,507 |
) |
|
|
34,507 |
|
|
|
(39,014 |
) |
|
||||
Earnings from discontinued operations before gain on disposal, net of tax |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
||||
Gain on disposal of discontinued operations, net of tax |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
692 |
|
|
||||
Total earnings from discontinued operations |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
692 |
|
|
||||
Net earnings (loss) |
|
$ |
14,667 |
|
|
|
$ |
(38,507 |
) |
|
|
$ |
34,507 |
|
|
|
$ |
(38,322 |
) |
|
|
|
|
|
|
|
|
|
|
||||||||||||
Earnings per share: |
|
|
|
|
|
|
|
|
||||||||||||
Basic earnings (loss) per share from continuing operations |
|
$ |
0.53 |
|
|
|
$ |
(1.39 |
) |
|
|
$ |
1.24 |
|
|
|
$ |
(1.41 |
) |
|
Basic earnings per share from discontinued operations |
|
0.00 |
|
|
|
0.00 |
|
|
|
0.00 |
|
|
|
0.03 |
|
|
||||
Basic earnings (loss) per share |
|
$ |
0.53 |
|
|
|
$ |
(1.39 |
) |
|
|
$ |
1.24 |
|
|
|
$ |
(1.38 |
) |
|
Diluted earnings (loss) per share from continuing operations |
|
$ |
0.53 |
|
|
|
$ |
(1.39 |
) |
|
|
$ |
1.24 |
|
|
|
$ |
(1.41 |
) |
|
Diluted earnings per share from discontinued operations |
|
0.00 |
|
|
|
0.00 |
|
|
|
0.00 |
|
|
|
0.03 |
|
|
||||
Diluted earnings (loss) per share |
|
$ |
0.53 |
|
|
|
$ |
(1.39 |
) |
|
|
$ |
1.24 |
|
|
|
$ |
(1.38 |
) |
|
Average shares outstanding: |
|
|
|
|
|
|
|
|
||||||||||||
Basic |
|
27,882 |
|
|
|
27,687 |
|
|
|
27,855 |
|
|
|
27,718 |
|
|
||||
Diluted |
|
27,888 |
|
|
|
27,687 |
|
|
|
27,889 |
|
|
|
27,718 |
|
|
KAMAN CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets (In thousands, except share and per share amounts) (unaudited) |
||||||||||
|
|
October 1, 2021 |
|
December 31, 2020 |
||||||
Assets |
|
|
|
|
||||||
Current assets: |
|
|
|
|
||||||
Cash and cash equivalents |
|
$ |
121,458 |
|
|
|
$ |
104,377 |
|
|
Restricted cash |
|
— |
|
|
|
25,121 |
|
|
||
Accounts receivable, net |
|
80,849 |
|
|
|
153,806 |
|
|
||
Contract assets |
|
128,824 |
|
|
|
108,645 |
|
|
||
Contract costs, current portion |
|
1,533 |
|
|
|
3,511 |
|
|
||
Inventories |
|
195,700 |
|
|
|
185,072 |
|
|
||
Income tax refunds receivable |
|
2,123 |
|
|
|
5,269 |
|
|
||
Other current assets |
|
14,488 |
|
|
|
12,173 |
|
|
||
Total current assets |
|
544,975 |
|
|
|
597,974 |
|
|
||
Property, plant and equipment, net of accumulated depreciation of $246,431 and $228,984, respectively |
|
199,955 |
|
|
|
210,852 |
|
|
||
Operating right-of-use assets, net |
|
11,091 |
|
|
|
12,880 |
|
|
||
Goodwill |
|
242,366 |
|
|
|
247,244 |
|
|
||
Other intangible assets, net |
|
141,055 |
|
|
|
150,198 |
|
|
||
Deferred income taxes |
|
34,061 |
|
|
|
39,809 |
|
|
||
Contract costs, noncurrent portion |
|
10,389 |
|
|
|
8,311 |
|
|
||
Other assets |
|
37,808 |
|
|
|
39,125 |
|
|
||
Total assets |
|
$ |
1,221,700 |
|
|
|
$ |
1,306,393 |
|
|
Liabilities and Shareholders’ Equity |
|
|
|
|
||||||
Current liabilities: |
|
|
|
|
||||||
Accounts payable – trade |
|
$ |
38,738 |
|
|
|
$ |
60,200 |
|
|
Accrued salaries and wages |
|
40,639 |
|
|
|
70,552 |
|
|
||
Contract liabilities, current portion |
|
10,719 |
|
|
|
39,073 |
|
|
||
Operating lease liabilities, current portion |
|
4,215 |
|
|
|
4,305 |
|
|
||
Income taxes payable |
|
1,228 |
|
|
|
19 |
|
|
||
Liabilities held for sale, current portion |
|
— |
|
|
|
18,086 |
|
|
||
Other current liabilities |
|
42,291 |
|
|
|
36,177 |
|
|
||
Total current liabilities |
|
137,830 |
|
|
|
228,412 |
|
|
||
Long-term debt, excluding current portion, net of debt issuance costs |
|
188,407 |
|
|
|
185,401 |
|
|
||
Deferred income taxes |
|
7,180 |
|
|
|
7,381 |
|
|
||
Underfunded pension |
|
37,326 |
|
|
|
69,610 |
|
|
||
Contract liabilities, noncurrent portion |
|
15,426 |
|
|
|
11,019 |
|
|
||
Operating lease liabilities, noncurrent portion |
|
7,556 |
|
|
|
9,325 |
|
|
||
Liabilities held for sale, noncurrent portion |
|
— |
|
|
|
1,171 |
|
|
||
Other long-term liabilities |
|
41,226 |
|
|
|
47,636 |
|
|
||
Commitments and contingencies (Note 14) |
|
|
|
|
||||||
Shareholders' equity: |
|
|
|
|
||||||
Preferred stock, $1 par value, 200,000 shares authorized; none outstanding |
|
— |
|
|
|
— |
|
|
||
Common stock, $1 par value, 50,000,000 shares authorized; voting; 30,414,184 and 30,278,668 shares issued, respectively |
|
30,414 |
|
|
|
30,279 |
|
|
||
Additional paid-in capital |
|
246,516 |
|
|
|
238,829 |
|
|
||
Retained earnings |
|
746,300 |
|
|
|
728,764 |
|
|
||
Accumulated other comprehensive income (loss) |
|
(115,322 |
) |
|
|
(130,821 |
) |
|
||
Less 2,569,169 and 2,555,785 shares of common stock, respectively, held in treasury, at cost |
|
(121,159 |
) |
|
|
(120,613 |
) |
|
||
Total shareholders’ equity |
|
786,749 |
|
|
|
746,438 |
|
|
||
Total liabilities and shareholders’ equity |
|
$ |
1,221,700 |
|
|
|
$ |
1,306,393 |
|
|
KAMAN CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (In thousands) (unaudited) |
||||||||||
|
|
For the Nine Months Ended |
||||||||
|
|
October 1, 2021 |
|
October 2, 2020 |
||||||
Cash flows from operating activities: |
|
|
|
|
||||||
Net earnings (loss) |
|
$ |
34,507 |
|
|
|
$ |
(38,322 |
) |
|
Less: Total earnings from discontinued operations |
|
— |
|
|
|
692 |
|
|
||
Earnings (loss) from continuing operations |
|
$ |
34,507 |
|
|
|
$ |
(39,014 |
) |
|
Adjustments to reconcile net earnings from continuing operations to net cash provided by (used in) operating activities of continuing operations: |
|
|
|
|
||||||
Depreciation and amortization |
|
27,474 |
|
|
|
32,204 |
|
|
||
Amortization of debt issuance costs |
|
1,406 |
|
|
|
1,325 |
|
|
||
Accretion of convertible notes discount |
|
2,191 |
|
|
|
2,132 |
|
|
||
Provision for doubtful accounts |
|
373 |
|
|
|
570 |
|
|
||
Goodwill impairment |
|
— |
|
|
|
50,307 |
|
|
||
Loss (gain) on sale of business |
|
234 |
|
|
|
(493 |
) |
|
||
Net gain on sale of assets |
|
(16 |
) |
|
|
(5 |
) |
|
||
Net loss on derivative instruments |
|
815 |
|
|
|
144 |
|
|
||
Stock compensation expense |
|
5,684 |
|
|
|
4,254 |
|
|
||
Deferred income taxes |
|
4,822 |
|
|
|
6,590 |
|
|
||
Changes in assets and liabilities, excluding effects of acquisitions/divestitures: |
|
|
|
|
||||||
Accounts receivable |
|
71,434 |
|
|
|
(19,556 |
) |
|
||
Contract assets |
|
(19,940 |
) |
|
|
(5,085 |
) |
|
||
Contract costs |
|
(99 |
) |
|
|
(48 |
) |
|
||
Inventories |
|
(12,435 |
) |
|
|
(18,273 |
) |
|
||
Income tax refunds receivable |
|
3,145 |
|
|
|
(4,431 |
) |
|
||
Operating right of use assets |
|
1,739 |
|
|
|
427 |
|
|
||
Other assets |
|
1,042 |
|
|
|
526 |
|
|
||
Accounts payable - trade |
|
(21,829 |
) |
|
|
(18,258 |
) |
|
||
Contract liabilities |
|
(24,036 |
) |
|
|
(26,165 |
) |
|
||
Operating lease liabilities |
|
(1,810 |
) |
|
|
(498 |
) |
|
||
Acquired retention plan payments |
|
(25,108 |
) |
|
|
— |
|
|
||
Other current liabilities |
|
(2,698 |
) |
|
|
5,997 |
|
|
||
Income taxes payable |
|
1,173 |
|
|
|
(3,464 |
) |
|
||
Pension liabilities |
|
(29,256 |
) |
|
|
(18,662 |
) |
|
||
Other long-term liabilities |
|
(4,689 |
) |
|
|
(2,903 |
) |
|
||
Net cash provided by (used in) operating activities of continuing operations |
|
14,123 |
|
|
|
(52,379 |
) |
|
||
Cash flows from investing activities: |
|
|
|
|
||||||
Proceeds from sale of discontinued operations |
|
— |
|
|
|
5,223 |
|
|
||
Proceeds from sale of business, net of cash on hand |
|
(3,428 |
) |
|
|
493 |
|
|
||
Expenditures for property, plant & equipment |
|
(11,364 |
) |
|
|
(14,232 |
) |
|
||
Acquisition of businesses, net of cash acquired |
|
— |
|
|
|
(304,661 |
) |
|
||
Other, net |
|
(502 |
) |
|
|
(2,097 |
) |
|
||
Net cash used in investing activities of continuing operations |
|
(15,294 |
) |
|
|
(315,274 |
) |
|
||
Cash flows from financing activities: |
|
|
|
|
||||||
Net borrowings under revolving credit agreements |
|
— |
|
|
|
101,100 |
|
|
||
Purchase of treasury shares |
|
(459 |
) |
|
|
(14,205 |
) |
|
||
Dividends paid |
|
(16,672 |
) |
|
|
(16,675 |
) |
|
||
Other, net |
|
4,086 |
|
|
|
2,843 |
|
|
||
Net cash (used in) provided by financing activities of continuing operations |
|
(13,045 |
) |
|
|
73,063 |
|
|
||
Net decrease in cash and cash equivalents |
|
(14,216 |
) |
|
|
(294,590 |
) |
|
||
Effect of exchange rate changes on cash and cash equivalents |
|
(415 |
) |
|
|
458 |
|
|
||
Cash and cash equivalents and restricted cash at beginning of period |
|
136,089 |
|
|
|
471,540 |
|
|
||
Cash and cash equivalents and restricted cash at end of period |
|
$ |
121,458 |
|
|
|
$ |
177,408 |
|
|