0001021162-16-000044.txt : 20160128 0001021162-16-000044.hdr.sgml : 20160128 20160128160506 ACCESSION NUMBER: 0001021162-16-000044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20160128 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160128 DATE AS OF CHANGE: 20160128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIUMPH GROUP INC CENTRAL INDEX KEY: 0001021162 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT & PARTS [3720] IRS NUMBER: 510347963 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12235 FILM NUMBER: 161368923 BUSINESS ADDRESS: STREET 1: 899 CASSATT ROAD STREET 2: SUITE 210 CITY: BERWYN STATE: PA ZIP: 19312 BUSINESS PHONE: (610) 251-1000 MAIL ADDRESS: STREET 1: 899 CASSATT ROAD STREET 2: SUITE 210 CITY: BERWYN STATE: PA ZIP: 19312 FORMER COMPANY: FORMER CONFORMED NAME: TRIUMPH GROUP INC / DATE OF NAME CHANGE: 19960819 8-K 1 form8-kq3fy16earningsrelea.htm 8-K - DATED 1/28/2016 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): January 28, 2016
 
TRIUMPH GROUP, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
1-12235
 
51-0347963
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(IRS Employer Identification
No.)
 
 
 
 
 
899 Cassatt Road, Suite 210
 
19312
Berwyn, Pennsylvania
 
(Zip Code)
(Address of principal executive offices)
 
 
 
(610) 251-1000
(Registrant's telephone number, including area code)
 
Not Applicable
(Former name or former address, if changed since last report.)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 2.02
 
Results of Operations and Financial Condition.
 
On January 28, 2016, Triumph Group, Inc. issued a press release announcing its financial results for the fiscal quarter ended December 31, 2015, and conducted a conference call to further discuss the financial results.  The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

On the conference call, in addition to reviewing the information contained in the press release, the executive officers also provided the following financial information:
 
For the fiscal quarter ended December 31, 2015, sales mix was as follows: commercial was 55% (compared to 61% in the prior year period), military was 23% (compared to 24% in the prior year period), business jets were 19% (compared to 10% in the prior year period), regional jets were 2% (same as the prior year period) and non-aviation was 1% (compared to 3% in the prior year period).
 
The top ten programs represented in the Aerostructures Group backlog were the Gulfstream, 747, 777, 767/Tanker, A330/A340, 787, C-17, Bombardier Global 7000/8000, 737 and V-22 programs, respectively.
The top ten programs represented in the Aerospace Systems Group backlog were the 737, A320/A321, 787, V-22, 777, A380, Bell Helicopter 429, Sikorsky UH60, C-130 and CH-47 programs, respectively.
 
For the fiscal quarter ended December 31, 2015, The Boeing Company (commercial, military and space) accounted for 34.8% of net sales and Gulfstream accounted for 12.6% of net sales.
 
Same store sales for the fiscal quarter ended December 31, 2015 decreased 11% over the prior year period.  Aerostructures same store sales for the fiscal quarter ended December 31, 2015 were $464.0 million, a decrease of 17% over the prior year period.  Aerospace Systems same store sales for the fiscal quarter ended December 31, 2015 were $279.1 million, comparable to the prior year period. Aftermarket Services same store sales for the fiscal quarter ended December 31, 2015 were $70.5 million, a decrease of 6% over the prior year period.
For the fiscal quarter ended December 31, 2015, OEM sales represented 82% of net sales (compared to 81% in the prior year period), Aftermarket sales represented 16% of net sales (compared to 17% in the prior year period), and Other represented 2% of net sales (same as the prior year period).
 
Export sales for the fiscal quarter ended December 31, 2015 were $194.0 million, an increase of 1% over the comparable prior year period.
Aftermarket sales represented 18.3% of revenue in Aerospace Systems for the fiscal quarter ended December 31, 2015, compared to 17.4% in the prior year period.





The information in this Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01
 
Financial Statements and Exhibits.
 
 
 
(d)       
 
Exhibits.
 
Exhibit No.
 
Description
 
 
 
99.1
 
Press release dated January 28, 2016



Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:
January 28, 2016
TRIUMPH GROUP, INC.
 
 
 
 
 
 
By:
/s/ Thomas A. Quigley, III
 
 
 
Thomas A. Quigley, III
 
 
 
Vice President and Controller









TRIUMPH GROUP, INC.
CURRENT REPORT ON FORM 8-K
EXHIBIT INDEX

Exhibit No.
 
Description
 
 
 
99.1
 
Press release dated January 28, 2016



EX-99.1 2 exhibit991q3fy16.htm EXHIBIT 99.1 - EARNINGS RELEASE DATED 1/28/2016 Exhibit


Exhibit 99.1
    

NEWS RELEASE                     
Contact:
Sheila Spagnolo
Vice President - Tax & Investor Relations
Phone (610) 251-1000
sspagnolo@triumphgroup.com


TRIUMPH GROUP REPORTS
THIRD QUARTER FISCAL 2016 RESULTS


Net sales for third quarter fiscal year 2016 were $913.9 million

Adjusted operating income for the third quarter fiscal year 2016 was $115.4 million, reflecting an operating margin of 13%.

Adjusted net income for the third quarter fiscal year 2016 was $68.6 million, or $1.39 per diluted share.

Net loss for the third quarter fiscal year 2016 was ($88.6) million, or ($1.80) per share.
Included a charge of $229.2 million pre-tax ($3.02 per diluted share) for non-cash impairment of Vought tradename
Included a charge of $12.4 million pre-tax ($0.17 per diluted share) related to legal settlements

Cash flow from operations for third quarter fiscal year 2016 was $3.7 million

Successfully completed acquisition of Fairchild Controls Corporation and completed milestone delivery of fully joined fuselage on Embraer E-Jet E2 program

BERWYN, Pa. - January 28, 2015 - Triumph Group, Inc. (NYSE: TGI ) today reported financial results for its third quarter of fiscal year 2016, which ended December 31, 2015.

“For the third quarter fiscal year 2016, Triumph delivered strong year over year margin growth in both our Aerospace Systems Group and Aftermarket Services segments, enabled in part by previously announced cost reduction initiatives. Operating results, however, were impacted by a non-cash




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tradename impairment charge and costs related to legal settlements,” said Daniel J. Crowley, Triumph’s President and Chief Executive Officer.

“While Aerostructures revenues were impacted by the rate reductions on certain programs and the timing of shipments that will be realized in the fourth quarter, the aerospace and defense market remains attractive and Triumph continues to be a critical supplier and partner to virtually all Tier 1 aerospace and defense OEMs. Aerostructures recently achieved a critical milestone with the on-time delivery of Triumph’s first shipment of the fully joined fuselage in support of Embraer’s E2 program,” Mr. Crowley stated.

Mr. Crowley continued, “We continued to deliver on customer commitments during the quarter; however, we have more work to do to improve execution and drive predictable profitability. Upon joining Triumph as CEO this month, I commenced a comprehensive strategic and operational review of the company to determine the attractiveness of our end-markets, our competitive positioning, and the actions we must take to deliver enhanced shareholder value. Going forward, our objectives are to deliver on our customer commitments, gain the benefits of our scale, strengthen our pipeline and ensure best practices are deployed across the enterprise as we align as One Triumph Team.”

Impairment Charge

During the fiscal third quarter of 2016, the company performed an interim assessment of fair value of its goodwill and indefinite-lived intangible assets, including the tradenames, due to the continued decline in stock price. As a result, the company recorded a pre-tax, non-cash impairment charge of $229.2 million, or $3.02 per diluted share, related to the decline in fair value compared to the carrying value of the Vought tradename. The charge reflected the impact of declining revenues from production rate cuts and the slower than projected ramp on the Bombardier Global 7000 program and the timing of associated earnings.

Consolidated Results

For the fiscal third quarter of 2016, net sales were $913.9 million, a slight decrease compared to fiscal third quarter 2015 net sales of $917.4 million. Organic sales for the quarter decreased eleven percent primarily due to rate reductions on key Aerostructures programs.
  
Net loss for the third quarter of fiscal year 2016 was ($88.6) million, or ($1.80) per share, compared to a loss of ($39.8) million, or ($0.79) per share, for the third quarter of the prior fiscal year. Results for the quarter included a pre-tax, non-cash tradename impairment charge of $229.2 million as well as a pre-tax charge of approximately $12.4 million ($0.17 per diluted share) related to legal settlements, approximately $10.5 million of which was associated with the resolution of a previously disclosed law suit related to the closure of the Jefferson Street facility. Excluding these charges, net income for the third quarter of fiscal year 2016 was $68.6 million, or $1.39 per diluted share. The prior fiscal year’s quarter included charges totaling $172.7 million pre-tax as detailed below in Table A. Excluding these costs, earnings per share for the prior fiscal year quarter were $1.42 per diluted share. The number of shares used in computing diluted earnings per share for the third quarter of fiscal year 2016 was 49.3 million shares.


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TABLE A
 
 
Three Months Ended
 
Three Months Ended
 
(in thousands, except per share data)
 
December 31, 2015
 
December 31, 2014
 
 
 
Pre-tax
After -tax
Diluted EPS
 
Pre-tax
After -tax
Diluted EPS
 
 
 
 
 
 
 
 
 
 
 
Loss from Continuing Operations - GAAP
 
$
(142,042
)
$
(88,649
)
$
(1.80
)
 
$
(74,839
)
$
(39,832
)
$
(0.79
)
 
Adjustments:
 
 
 
 
 
 
 
 
 
Legal settlements
 
12,400

8,531

0.17

 



 
Tradename impairment
 
229,200

148,751

3.02

 



 
747-8 forward loss
 



 
151,992

98,491

1.94

 
Structures - International
 



 
13,919

9,020

0.18

 
Transaction fees - Tulsa Acquisition
 



 
3,507

2,273

0.04

 
Red Oak facility transition
 



 
3,298

2,137

0.04

 
 
 
 
 
 
 
 
 
 
 
Adjusted Income from Continuing Operations - non-GAAP
 
$
99,558

$
68,633

$
1.39

 
$
97,877

$
72,089

$
1.42

*
 
 
 
 
 
 
 
 
 
 
* difference due to rounding
 
 
 
 
 
 
 
 
 

For the quarter ended December 31, 2015, the company generated $3.7 million of cash flow from operations, which reflected partial payment of the legal settlements and continued spending on the development programs, offset by working capital improvement.

Net sales for the first nine months of fiscal year 2016 were $2.828 billion, a one percent increase from net sales of $2.808 billion for the prior fiscal year. Net income for the first nine months of fiscal year 2016 was $35.7 million, or $0.72 per diluted share, versus $155.9 million, or $3.04 per diluted share, in the prior year period. The year-to-date results included the non-cash impairment charge and legal settlement charges as well as facility consolidation costs and a pension curtailment charge. Excluding these items totaling $249.8 million pre-tax ($3.30 per diluted share), net income for the first nine months of fiscal year 2016 was $198.6 million, or $4.03 per diluted share.

During the nine months ended December 31, 2015, cash flow utilization from operations was $174.7 million.
Segment Results
Aerostructures
The Aerostructures segment reported net sales of $553.6 million in the third quarter of fiscal year 2016 compared to $560.3 million in the prior fiscal year period. Organic sales for the quarter declined seventeen percent primarily due to decreased production on the 747-8, A330 and G450/550 programs. Operating loss for the third quarter of fiscal year 2016 was ($187.3) million, compared to an operating loss of ($104.2) million for the prior year period, and included the previously noted pre-tax charges totaling $239.7 million related to a legal settlement and a tradename impairment. The segment’s operating results for the quarter also included a net unfavorable cumulative catch-up adjustment on long-

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term contracts of $2.8 million. Excluding the 747-8 program and the charges related to the legal settlement and impairment, the segment’s operating margin for the quarter was 11 percent.
Aerospace Systems
The Aerospace Systems segment reported net sales of $288.3 million in the third quarter of fiscal year 2016 compared to $279.2 million in the prior year period, an increase of three percent. Organic sales for the quarter were flat as compared to the prior year period. Operating income for the third quarter of fiscal year 2016 was $52.8 million compared to $41.9 million for the prior year period, an increase of twenty-six percent, reflecting an operating margin of eighteen percent.

Aftermarket Services
The Aftermarket Services segment reported net sales in the third quarter of fiscal year 2016 of $78.1 million compared to $80.7 million in the prior year period. Organic sales for the quarter declined six percent primarily due to softness in commercial aftermarket. Operating income for the third quarter of fiscal year 2016 was $12.4 million compared to $12.5 million for the prior year period, reflecting an operating margin of sixteen percent. The segment’s operating results included legal settlement expenses of approximately $1.9 million.

Outlook
Based on current aircraft production rates, the company now expects revenue for the fiscal year 2016 to be approximately $3.9 billion and earnings per share for the fourth quarter fiscal year 2016 to be approximately $1.50 based on a weighted average share count of 49.3 million shares. This guidance does not include additional costs associated with strategic actions that may be taken as a result of the comprehensive business review or the impact that may result from transitioning to lower production rates on the 747-8 program. The company expects to generate free cash flow for the fourth quarter fiscal year 2016 of approximately $200.0 to $250.0 million.

Conference Call

Triumph Group will hold a conference call today, January 28th at 8:30 a.m. (ET) to discuss the third quarter fiscal year 2016 results. The conference call will be available live and archived on the company’s website at http://www.triumphgroup.com. A slide presentation will be included with the audio portion of the webcast. An audio replay will be available from January 28th to February 4th by calling (888) 266-2081 (Domestic) or (703) 925-2533 (International), passcode #1668039.

About Triumph Group

Triumph Group, Inc., headquartered in Berwyn, Pennsylvania, designs, engineers, manufactures, repairs and overhauls a broad portfolio of aerostructures, aircraft components, accessories, subassemblies and systems. The company serves a broad, worldwide spectrum of the aviation industry, including original equipment manufacturers of commercial, regional, business and military aircraft and aircraft components, as well as commercial and regional airlines and air cargo carriers.


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More information about Triumph can be found on the company’s website at www.triumphgroup.com.

Statements in this release which are not historical facts are forward-looking statements under the provisions of the Private Securities Litigation Reform Act of 1995, including statements of expectations of or assumptions about financial and operational performance, expected sales, earnings per share and cash flow and operational efficiencies. All forward-looking statements involve risks and uncertainties which could affect the company’s actual results and could cause its actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, the company. Further information regarding the important factors that could cause actual results to differ from projected results can be found in Triumph Group’s reports filed with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2015.










































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FINANCIAL DATA (UNAUDITED)

TRIUMPH GROUP, INC. AND SUBSIDIARIES
(in thousands, except per share data)

 
 
Three Months Ended
 
Nine Months Ended
 
 
December 31,
 
December 31,
CONDENSED STATEMENTS OF INCOME
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
 
Net sales
 
$
913,866

 
$
917,417

 
$
2,828,278

 
$
2,808,444

 
 
 
 
 
 
 
 
 
Operating (loss) income
 
(126,250
)
 
(61,266
)
 
91,663

 
293,956

 
 
 
 
 
 
 
 
 
Interest expense and other
 
15,792

 
13,573

 
49,539

 
71,320

Income tax (benefit) expense
 
(53,393
)
 
(35,007
)
 
6,429

 
66,778

 
 
 
 
 
 
 
 
 
Net (loss) income
 
$
(88,649
)
 
$
(39,832
)
 
$
35,695

 
$
155,858

 
 
 
 
 
 
 
 
 
Earnings per share - basic:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income
 
$
(1.80
)
 
$
(0.79
)
 
$
0.73

 
$
3.05

 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - basic
 
49,228

 
50,643

 
49,213

 
51,114

 
 
 
 
 
 
 
 
 
Earnings per share - diluted:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income
 
$
(1.80
)
 
$
(0.79
)
 
$
0.72

 
$
3.04

 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - diluted
 
49,228

 
50,643

 
49,312

 
51,343

 
 
 
 
 
 
 
 
 
Dividends declared and paid per common share
 
$
0.04

 
$
0.04

 
$
0.12

 
$
0.12




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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands, except share data)
 
BALANCE SHEET
 
Unaudited
 
Audited
 
 
December 31,
 
March 31,
 
 
2015
 
2015
Assets
 
 
 
 
Cash and cash equivalents
 
$
41,690

 
$
32,617

Accounts receivable, net
 
484,796

 
521,601

Inventories, net of unliquidated progress payments of $154,414 and $189,923
 
1,661,273

 
1,280,274

Rotable assets
 
52,478

 
48,820

Prepaid and other current assets
 
32,800

 
23,069

   Current assets
 
2,273,037

 
1,906,381

 
 
 
 
 
Property and equipment, net
 
915,021

 
950,734

Goodwill
 
2,042,828

 
2,024,846

Intangible assets, net
 
709,470

 
966,365

Other, net
 
105,259

 
107,999

 
 
 
 
 
Total assets
 
$
6,045,615

 
$
5,956,325

 
 
 
 
 
Liabilities & Stockholders' Equity
 
 
 
 
Current portion of long-term debt
 
$
42,759

 
$
42,255

Accounts payable
 
359,999

 
429,134

Accrued expenses
 
411,444

 
411,848

 
 
814,202

 
883,237

 
 
 
 
 
Long-term debt, less current portion
 
1,638,195

 
1,326,345

Accrued pension and post-retirement benefits, noncurrent
 
460,870

 
538,381

Deferred income taxes, noncurrent
 
266,436

 
261,100

Other noncurrent liabilities
 
698,497

 
811,478

 
 
 
 
 
Stockholders' Equity:
 
 
 
 
Common stock, $.001 par value, 100,000,000 shares authorized, 52,460,920 and 52,460,920 shares issued; 49,318,076 and 49,273,053 shares outstanding
 
51

 
51

Capital in excess of par value
 
850,373

 
851,940

Treasury stock, at cost, 3,142,844 and 3,187,867 shares
 
(199,853
)
 
(203,514
)
Accumulated other comprehensive loss
 
(199,152
)
 
(198,910
)
Retained earnings
 
1,715,996

 
1,686,217

Total stockholders' equity
 
2,167,415

 
2,135,784

 
 
 
 
 
Total liabilities and stockholders' equity
 
$
6,045,615

 
$
5,956,325

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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
SEGMENT DATA
 
Three Months Ended
 
Nine Months Ended
 
 
December 31,
 
December 31,
 
 
2015
 
2014
 
2015
 
2014
Net Sales:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
553,627

 
$
560,346

 
$
1,770,338

 
$
1,805,016

   Aerospace Systems
 
288,288

 
279,198

 
846,091

 
787,951

   Aftermarket Services
 
78,127

 
80,690

 
226,649

 
222,641

   Elimination of inter-segment sales
 
(6,176
)
 
(2,817
)
 
(14,800
)
 
(7,164
)
 
 
$
913,866

 
$
917,417

 
$
2,828,278

 
$
2,808,444

 
 
 
 
 
 
 
 
 
Operating (Loss) Income:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
(187,265
)
 
$
(104,231
)
 
$
(54,159
)
 
$
34,596

   Aerospace Systems
 
52,754

 
41,863

 
150,147

 
125,430

   Aftermarket Services
 
12,402

 
12,490

 
31,514

 
34,614

   Corporate
 
(4,141
)
 
(11,388
)
 
(35,839
)
 
99,316

 
 
$
(126,250
)
 
$
(61,266
)
 
$
91,663

 
$
293,956

 
 
 
 
 
 
 
 
 
Depreciation and Amortization:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
255,421

*
$
25,505

 
$
309,647

*
$
76,340

   Aerospace Systems
 
11,911

 
11,363

 
38,115

 
32,027

   Aftermarket Services
 
2,462

 
2,334

 
7,352

 
6,137

   Corporate
 
434

 
606

 
1,223

 
1,869

 
 
$
270,228

 
$
39,808

 
$
356,337

 
$
116,373

 
 
 
 
 
 
 
 
 
Amortization of Acquired Contract Liabilities:
 
 
 
 
 
 
 
 
   Aerostructures
 
(24,621
)
 
(4,411
)
 
(69,611
)
 
(14,311
)
   Aerospace Systems
 
(9,804
)
 
(11,090
)
 
(30,317
)
 
(25,021
)
 
 
$
(34,425
)
 
$
(15,501
)
 
$
(99,928
)
 
$
(39,332
)
 
 
 
 
 
 
 
 
 
Capital Expenditures:
 
 
 
 
 
 
 
 
   Aerostructures
 
$
13,399

 
$
15,701

 
$
37,922

 
$
54,339

   Aerospace Systems
 
10,926

 
8,301

 
22,860

 
24,552

   Aftermarket Services
 
714

 
1,392

 
2,047

 
5,425

   Corporate
 
196

 
702

 
534

 
854

 
 
$
25,235

 
$
26,096

 
$
63,363

 
$
85,170

 
 
 
 
 
 
 
 
 
* - Includes Impairment Charge
 
 
 
 
 
 
 
 



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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures
 
We prepare and publicly release quarterly unaudited financial statements prepared in accordance with GAAP. In accordance with Securities and Exchange Commission (the "SEC") guidance on Compliance and Disclosure Interpretations, we also disclose and discuss certain non-GAAP financial measures in our public releases. Currently, the non-GAAP financial measure that we disclose is Adjusted EBITDA, which is our net income before interest, income taxes, amortization of acquired contract liabilities, curtailments, settlements and early retirement incentives, legal settlements, depreciation and amortization. We disclose Adjusted EBITDA on a consolidated and an operating segment basis in our earnings releases, investor conference calls and filings with the SEC. The non-GAAP financial measures that we use may not be comparable to similarly titled measures reported by other companies. Also, in the future, we may disclose different non-GAAP financial measures in order to help our investors more meaningfully evaluate and compare our future results of operations to our previously reported results of operations.
 
We view Adjusted EBITDA as an operating performance measure and, as such, we believe that the GAAP financial measure most directly comparable to it is net income. In calculating Adjusted EBITDA, we exclude from net income the financial items that we believe should be separately identified to provide additional analysis of the financial components of the day-to-day operation of our business. We have outlined below the type and scope of these exclusions and the material limitations on the use of these non-GAAP financial measures as a result of these exclusions. Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as a measure of liquidity, as an alternative to net income (loss), income from continuing operations, or as an indicator of any other measure of performance derived in accordance with GAAP. Investors and potential investors in our securities should not rely on Adjusted EBITDA as a substitute for any GAAP financial measure, including net income (loss) or income from continuing operations. In addition, we urge investors and potential investors in our securities to carefully review the reconciliation of Adjusted EBITDA to net income set forth below,  in our earnings releases and in other filings with the SEC and to carefully review the GAAP financial information included as part of our Quarterly Reports on Form 10-Q and our Annual Reports on Form 10-K that are filed with the SEC, as well as our quarterly earnings releases, and compare the GAAP financial information with our Adjusted EBITDA.
 
Adjusted EBITDA is used by management to internally measure our operating and management performance and by investors as a supplemental financial measure to evaluate the performance of our business that, when viewed with our GAAP results and the accompanying reconciliation, we believe provides additional information that is useful to gain an understanding of the factors and trends affecting our business. We have spent more than 20 years expanding our product and service capabilities partially through acquisitions of complementary businesses. Due to the expansion of our operations, which included acquisitions, our net income has included significant charges for depreciation and amortization. Adjusted EBITDA excludes these charges and provides meaningful information about the operating performance of our business, apart from charges for depreciation and amortization. We believe the disclosure of Adjusted EBITDA helps investors meaningfully evaluate and compare our performance from quarter to quarter and from year to year. We also believe Adjusted EBITDA is a measure of our ongoing operating performance because the isolation of non-cash income and expenses, such as amortization of acquired contract liabilities, depreciation and amortization, and non-operating items, such as interest and income taxes, provides additional information about our cost structure, and, over time, helps track our operating progress. In addition, investors, securities analysts and others have regularly relied on Adjusted EBITDA to provide a financial measure by which to compare our operating performance against that of other companies in our industry.
 
Set forth below are descriptions of the financial items that have been excluded from our net income to calculate Adjusted EBITDA and the material limitations associated with using this non-GAAP financial measure as compared to net income:
Legal settlements may be useful to investors to consider because they reflect gains or losses from disputes with third parties. We do not believe that these gains or losses necessarily reflect the current and ongoing cash earnings related to our operations.
Curtailments, settlements and early retirement incentives may be useful to investors to consider because it represents the current period impact of the change in defined benefit obligation due to the reduction in future service costs. We do not believe these charges (gains) necessarily reflect the current and ongoing cash earnings related to our operations.  
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(Continued)
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

Amortization of acquired contract liabilities may be useful for investors to consider because it represents the non-cash earnings on the fair value of below market contracts acquired through acquisitions. We do not believe these earnings necessarily reflect the current and ongoing cash earnings related to our operations.

Amortization expenses (including impairments) may be useful for investors to consider because it represents the estimated attrition of our acquired customer base and the diminishing value of product rights and licenses. We do not believe these charges necessarily reflect the current and ongoing cash charges related to our operating cost structure.
 
Depreciation may be useful for investors to consider because they generally represent the wear and tear on our property and equipment used in our operations. We do not believe these charges necessarily reflect the current and ongoing cash charges related to our operating cost structure.
 
The amount of interest expense and other we incur may be useful for investors to consider and may result in current cash inflows or outflows. However, we do not consider the amount of interest expense and other to be a representative component of the day-to-day operating performance of our business.
 
Income tax expense may be useful for investors to consider because it generally represents the taxes which may be payable for the period and the change in deferred income taxes during the period and may reduce the amount of funds otherwise available for use in our business.  However, we do not consider the amount of income tax expense to be a representative component of the day-to-day operating performance of our business.
 
Management compensates for the above-described limitations of using non-GAAP measures by using a non-GAAP measure only to supplement our GAAP results and to provide additional information that is useful to gain an understanding of the factors and trends affecting our business.

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(Continued)
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)


The following table shows our Adjusted EBITDA reconciled to our net income for the indicated periods (in thousands):
 
 
Three Months Ended
 
Nine Months Ended
 
 
December 31,
 
December 31,
 
 
2015
 
2014
 
2015
 
2014
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA):
 
 
 
 
 
 
 
 
Net (Loss) Income
 
$
(88,649
)
 
$
(39,832
)
 
$
35,695

 
$
155,858

 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
     Income tax (benefit) expense
 
(53,393
)
 
(35,007
)
 
6,429

 
66,778

     Interest expense and other
 
15,792

 
13,573

 
49,539

 
71,320

   Curtailment charge
 

 

 
2,863

 

     Legal Settlement Charge (Gain), net
 
12,400

 

 
12,400

 
(134,693
)
     Amortization of acquired contract liabilities
 
(34,425
)
 
(15,501
)
 
(99,928
)
 
(39,332
)
     Depreciation and amortization
 
270,228

 
39,808

 
356,337

 
116,373

 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
121,953

 
$
(36,959
)
 
$
363,335

 
$
236,304

 
 
 
 
 
 
 
 
 
Net Sales #
 
$
913,866

 
$
917,417

 
$
2,828,278

 
$
2,808,444

 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin #
 
13.9%
 
(4.1)%
 
13.3%
 
8.5%
 
 
 
 
 
 
 
 
 
# Net Sales includes Amortization of Acquired Contract Liabilities. Since Adjusted EBITDA excludes Amortization of Acquired
 
 
   Contract Liabilities, we've also excluded it from Net Sales in arriving at Adjusted EBITDA margin throughout this document.
 
 

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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

 
 
Three Months Ended December 31, 2015
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate/Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Loss
 
$
(88,649
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax benefit
 
(53,393
)
 
 
 
 
 
 
 
 
 
Interest expense and other
 
15,792

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating (Loss) Income
 
$
(126,250
)
 
$
(187,265
)
 
$
52,754

 
$
12,402

 
$
(4,141
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Legal Settlement Charges
 
12,400

 
10,500

 

 
1,900

 

 
Amortization of acquired contract liabilities
 
(34,425
)
 
(24,621
)
 
(9,804
)
 

 

 
Depreciation and amortization
 
270,228

 
255,421

 
11,911

 
2,462

 
434

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
121,953

 
$
54,035

 
$
54,861

 
$
16,764

 
$
(3,707
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Sales
 
$
913,866

 
$
553,627

 
$
288,288

 
$
78,127

 
$
(6,176
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
13.9%
 
10.2%
 
19.7%
 
21.5%
 
n/a
 



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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

 
 
Nine Months Ended December 31, 2015
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate/Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
35,695

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
6,429

 
 
 
 
 
 
 
 
 
Interest expense and other
 
49,539

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income (Loss)
 
$
91,663

 
$
(54,159
)
 
$
150,147

 
$
31,514

 
$
(35,839
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Curtailment charge
 
2,863

 

 

 

 
2,863

 
Legal Settlement Charges
 
12,400

 
10,500

 

 
1,900

 

 
Amortization of acquired contract liabilities
 
(99,928
)
 
(69,611
)
 
(30,317
)
 

 

 
Depreciation and amortization
 
356,337

 
309,647

 
38,115

 
7,352

 
1,223

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
363,335

 
$
196,377

 
$
157,945

 
$
40,766

 
$
(31,753
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Sales
 
$
2,828,278

 
$
1,770,338

 
$
846,091

 
$
226,649

 
$
(14,800
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
13.3%
 
11.5%
 
19.4%
 
18.0%
 
n/a
 



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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)


 
 
Three Months Ended December 31, 2014
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate / Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Loss
 
$
(39,832
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax benefit
 
(35,007
)
 
 
 
 
 
 
 
 
 
Interest expense and other
 
13,573

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating (Loss) Income
 
$
(61,266
)
 
$
(104,231
)
 
$
41,863

 
$
12,490

 
$
(11,388
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of acquired contract liabilities
 
(15,501
)
 
(4,411
)
 
(11,090
)
 

 

 
Depreciation and amortization
 
39,808

 
25,505

 
11,363

 
2,334

 
606

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
(36,959
)
 
$
(83,137
)
 
$
42,136

 
$
14,824

 
$
(10,782
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Sales
 
$
917,417

 
$
560,346

 
$
279,198

 
$
80,690

 
$
(2,817
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
(4.1)%
 
(15.0)%
 
15.7%
 
18.4%
 
n/a
 

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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)


 
 
Nine Months Ended December 31, 2014
 
 
 
 
 
Segment Data
 
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA):
 
Total
 
Aerostructures
 
Aerospace Systems
 
Aftermarket Services
 
Corporate / Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income
 
$
155,858

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Add-back:
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
 
66,778

 
 
 
 
 
 
 
 
 
Interest expense and other
 
71,320

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income
 
$
293,956

 
$
34,596

 
$
125,430

 
$
34,614

 
99,316

 
 
 
 
 
 
 
 
 
 
 
 
 
Gain on Legal Settlement, net
 
(134,693
)
 

 

 

 
(134,693
)
 
Amortization of acquired contract liabilities
 
(39,332
)
 
(14,311
)
 
(25,021
)
 

 

 
Depreciation and amortization
 
116,373

 
76,340

 
32,027

 
6,137

 
1,869

 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Earnings (Losses) before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")
 
$
236,304

 
$
96,625

 
$
132,436

 
$
40,751

 
$
(33,508
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Sales
 
$
2,808,444

 
$
1,805,016

 
$
787,951

 
$
222,641

 
$
(7,164
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA Margin
 
8.5%
 
5.4%
 
17.4%
 
18.3%
 
n/a
 

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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands, except per share data)
 
Non-GAAP Financial Measure Disclosures (continued)

Adjusted income from continuing operations, before income taxes, adjusted income from continuing operations and adjusted income from continuing operations per diluted share, before non-recurring costs has been provided for consistency and comparability. These measures should not be considered in isolation or as alternatives to income from continuing operations before income taxes, income from continuing operations and income from continuing operations per diluted share presented in accordance with GAAP. The following tables reconcile income from continuing operations before income taxes, income from continuing operations, and income from continuing operations per diluted share, before non-recurring costs
 
 
Three Months Ended
 
 
 
 
December 31, 2015
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Loss from Continuing Operations - GAAP
 
$
(142,042
)
 
$
(88,649
)
 
$
(1.80
)
 
 
Adjustments:
 
 
 
 
 
 
 
 
Legal settlements
 
12,400

 
8,531

 
0.17

 
Aerostructures and Aftermarket
Tradename impairment
 
229,200

 
148,751

 
3.02

 
Aerostructures
Adjusted Income from continuing operations - non-GAAP
 
$
99,558

 
$
68,633

 
$
1.39

*
 
 
 
 
 
 
 
 
 
 
      * Difference due to rounding.
 
 
 
 
 
 
 
 

 
 
Nine Months Ended
 
 
 
 
December 31, 2015
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
42,124

 
$
35,695

 
$
0.72

 
 
Adjustments:
 
 
 
 
 
 
 
 
Legal settlements
 
12,400

 
8,531

 
0.17

 
Aerostructures and Aftermarket
Tradename impairment
 
229,200

 
148,751

 
3.02

 
Aerostructures
Facility consolidation costs
 
5,360

 
3,688

 
0.07

 
Aerospace Systems
Curtailment charge
 
2,863

 
1,970

 
0.04

 
Corporate
Adjusted Income from continuing operations - non-GAAP
 
$
291,947

 
$
198,635

 
$
4.03

*
 
 
 
 
 
 
 
 
 
 
      * Difference due to rounding.
 
 
 
 
 
 
 
 






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(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands, except per share data)

 
 
Three Months Ended
 
 
 
 
December 31, 2014
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Loss from Continuing Operations - GAAP
 
$
(74,839
)
 
$
(39,832
)
 
$
(0.79
)
 
 
Adjustments:
 
 
 
 
 
 
 
 
747-8 forward loss
 
151,992

 
98,491

 
1.94

 
Aerostructures (EAC) **
Structures - International
 
13,919

 
9,020

 
0.18

 
Aerostructures
Transaction fees - Tulsa Acquisition
 
3,507

 
2,273

 
0.04

 
Corporate
Jefferson Street Move:
 
 
 
 
 
 
 
 
    Disruption
 
2,124

 
1,376

 
0.03

 
Aerostructures (EAC)**
Accelerated Depreciation
 
1,174

 
761

 
0.01

 
Aerostructures (EAC)**
Adjusted Income from continuing operations - non-GAAP
 
$
97,877

 
$
72,089

 
$
1.42

*
 
 
 
 
 
 
 
 
 
 
         * Difference due to rounding.
 
 
 
 
 
 
 
 
** EAC - estimated costs at completion with respect to contracts within the scope of Accounting Standards Codification 605-35, "Revenue-Construction-Type and Production-Type Contracts"


 
 
Nine Months Ended
 
 
 
 
December 31, 2014
 
Location on
 
 
Pre-Tax
 
After-Tax
 
Diluted EPS
 
Financial Statements
Income from Continuing Operations - GAAP
 
$
222,636

 
$
155,858

 
$
3.04

 
 
Adjustments:
 
 
 
 
 
 
 
 
Gain on Legal Settlement
 
(134,693
)
 
(87,281
)
 
(1.70
)
 
Corporate
Refinancing costs
 
22,615

 
14,655

 
0.29

 

Transaction fees - Tulsa Acquisition
 
4,606

 
2,985

 
0.06

 
Corporate
747-8 forward loss
 
151,992

 
98,491

 
1.92

 
Aerostructures (EAC) **
Structures - International
 
13,919

 
9,020

 
0.18

 
Aerostructures
Relocation costs
 
3,193

 
2,069

 
0.04

 
Aerostructures
Jefferson Street Move:
 
 
 
 
 
 
 
 
    Disruption
 
10,865

 
7,041

 
0.14

 
Aerostructures (EAC) **
Accelerated Depreciation
 
5,801

 
3,759

 
0.07

 
Aerostructures (EAC) **
Adjusted Income from continuing operations - non-GAAP
 
$
300,934

 
$
206,597

 
$
4.02

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
** EAC - estimated costs at completion with respect to contracts within the scope of Accounting Standards Codification 605-35, "Revenue-Construction-Type and Production-Type Contracts"


-More-








(Continued)
 FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)


The following table reconciles our Operating income to Adjusted Operating income as noted above.
 
 
Three Months Ended
 
 
December 31, 2015
Operating loss - GAAP
 
$
(126,250
)
 
 
 
Adjustments:
 
 
Legal Settlements
 
12,400

Tradename impairment
 
229,200

Adjusted Operating Income - non-GAAP
 
$
115,350


-More-














































(Continued)
 
FINANCIAL DATA (UNAUDITED)
 
TRIUMPH GROUP, INC. AND SUBSIDIARIES
(dollars in thousands)
 
Non-GAAP Financial Measure Disclosures (continued)

Cash provided by operations, before pension contributions has been provided for consistency and comparability. We also use free cash flow available for debt reduction as a key factor in planning for and consideration of strategic acquisitions, stock repurchases and the repayment of debt. This measure should not be considered in isolation, as a measure of residual cash flow available for discretionary purposes, or as an alternative to operating results presented in accordance with GAAP. The following table reconciles cash provided by operations, before pension contributions to cash provided by operations, as well as cash provided by operations to free cash flow available for debt reduction.

 
 
Nine Months Ended
 
 
December 31,
 
 
2015
 
2014
 
 
 
 
 
Cash flow from operations, before pension contributions
 
$
(174,719
)
 
$
365,364

Pension contributions
 

 
55,400

Cash (used in) provided by operations
 
(174,719
)
 
309,964

Less:
 
 
 
 
Capital expenditures
 
63,363

 
85,170

Dividends
 
5,916

 
6,122

Free cash flow available for debt reduction, acquisitions and share repurchases
 
$
(243,998
)
 
$
218,672


We use "Net Debt to Capital" as a measure of financial leverage.  The following table sets forth the computation of Net Debt to Capital:
 
 
December 31,
 
March 31,
 
 
2015
 
2015
Calculation of Net Debt
 
 
 
 
Current portion
 
$
42,759

 
$
42,255

Long-term debt
 
1,638,195

 
1,326,345

Total debt
 
1,680,954

 
1,368,600

Plus: Deferred debt issuance costs
 
9,430

 
10,796

Less: Cash
 
(41,690
)
 
(32,617
)
Net debt
 
$
1,648,694

 
$
1,346,779

 
 
 
 
 
Calculation of Capital
 
 
 
 
Net debt
 
$
1,648,694

 
$
1,346,779

Stockholders' equity
 
2,167,415

 
2,135,784

Total capital
 
$
3,816,109

 
$
3,482,563

 
 
 
 
 
Percent of net debt to capital
 
43.2
%
 
38.7
%
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