-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q1YyIaF0GSb1QKzVQBy2U1fluILueG4bgEDRKEO/7D7xPDWoG/B39dbnZaFb8Pz8 DPa14s8nkwupIcRu6lqDNQ== 0000950134-03-006221.txt : 20030422 0000950134-03-006221.hdr.sgml : 20030422 20030422153314 ACCESSION NUMBER: 0000950134-03-006221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030416 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELKCORP CENTRAL INDEX KEY: 0000032017 STANDARD INDUSTRIAL CLASSIFICATION: ASPHALT PAVING & ROOFING MATERIALS [2950] IRS NUMBER: 751217920 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05341 FILM NUMBER: 03658366 BUSINESS ADDRESS: STREET 1: 14643 DALLAS PKWY STE 1000 STREET 2: WELLINGTON CTR CITY: DALLAS STATE: TX ZIP: 75254-8890 BUSINESS PHONE: 9728510500 MAIL ADDRESS: STREET 1: WELLINGTON CENTRE STE 1000 STREET 2: 14643 DALLAS PKWY CITY: DALLAS STATE: TX ZIP: 75254-8890 FORMER COMPANY: FORMER CONFORMED NAME: ELCOR CHEMICAL CORP DATE OF NAME CHANGE: 19761119 FORMER COMPANY: FORMER CONFORMED NAME: ELCOR CORP DATE OF NAME CHANGE: 19920703 8-K 1 d05067e8vk.txt FORM 8-K 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) April 16, 2003 -------------- ELKCORP ------------------------------------------------------ (Exact name of Registrant as specified in its charter) DELAWARE 1-5341 75-1217920 - ------------------------------ -------------------------------- ------------------- (State or other jurisdiction of Commission File Number (I.R.S. Employer incorporation or organization) Identification No.)
14643 DALLAS PARKWAY SUITE 1000, WELLINGTON CENTRE, DALLAS, TEXAS 75254-8890 - -------------------------------------------- ---------- (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972)851-0500 ------------- NOT APPLICABLE (Former name or former address, if changed since last report) Item 7. Exhibits 99.1 Press release dated April 16, 2003 of ElkCorp. ITEM 9. REGULATION FD DISCLOSURE PRESS RELEASE On April 16, 2003, the company issued a press release containing "forward-looking statements" that involve risks and uncertainties about its prospects for the future. The statements that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements usually are accompanied by words such as "optimistic," "outlook," "believe," "estimate," "potential," "project," "expect," "anticipate," "plan," "predict," "could," "should," "may," "likely," or similar words that convey the uncertainty of future events or outcomes. These statements are based on judgments the company believes are reasonable; however, actual results could differ materially from those discussed here as a result of a number of factors, including the following: 1. The company's building products business is substantially non-cyclical, but can be affected by weather, the availability of financing, insurance claims paying practices, and general economic conditions. In addition, the asphalt roofing products manufacturing business is highly competitive. Actions of competitors, including changes in pricing, or slowing demand for asphalt roofing products due to general or industry economic conditions or the amount of inclement weather could result in decreased demand for the company's products, lower prices received or reduced utilization of plant facilities. Further, changes in building and insurance codes and other standards from time to time can cause changes in demand, or increases in costs that may not be passed through to customers. 2. In the building products business, the significant raw materials are ceramic-coated granules, asphalt, glass fibers, resins and mineral filler. Increased costs of raw materials can result in reduced margins, as can higher energy, trucking and rail costs. Historically, the company has been able to pass some of the higher raw material, energy and transportation costs through to the customer. Should the company be unable to recover higher raw material, energy and/or transportation costs from price increases of its products, operating results could be adversely affected and/or lower than projected. 3. Temporary shortages or disruption in supply of raw materials or transportation do result from time to time from a variety of causes. The Venezuelan oil workers strike has adversely affected asphalt supplies in certain regions of the United States, particularly the Eastern United States, and there can be no assurance that such shortages will not be compounded in the future. If the company experiences - 1 - temporary shortages or disruption of supply of raw materials from the Venezuelan situation, war with Iraq, or other reasons, operating results could be adversely affected and/or lower than projected. 4. The company has been involved in a significant expansion plan over the past several years, including the construction of new facilities and the expansion of existing facilities. Progress in achieving anticipated operating efficiencies and financial results is difficult to predict for new and expanded plant facilities. If such progress is slower than anticipated, or if demand for products produced at new or expanded plants does not meet current expectations, operating results could be adversely affected. 5. Certain facilities of the company's subsidiaries must utilize hazardous materials in their production process. As a result, the company could incur costs for remediation activities at its facilities or off-site, and other related exposures from time to time in excess of established reserves for such activities. 6. The company's litigation is subject to inherent and case-specific uncertainty. The outcome of such litigation depends on numerous interrelated factors, many of which cannot be predicted. 7. Although the company currently anticipates that most of its needs for new capital in the near future will be met with internally generated funds or borrowings under its available credit facilities, significant increases in interest rates could substantially affect its borrowing costs or its cost of alternative sources of capital. 8. Each of the company's businesses, especially Cybershield's business, is subject to the risks of technological changes and competition that is based on technology improvement or labor savings. These factors could affect the demand for or the relative cost of the company's technology, products and services, or the method and profitability of the method of distribution or delivery of such technology, products and services. In addition, the company's businesses each could suffer significant setbacks in revenues and operating income if it lost one or more of its largest customers, or if its customers' plans and/or markets should change significantly. Cybershield has lost substantial business as a result of most cellular handset production moving to Asia where Cybershield has no significant presence. Low labor costs in Asia make other coating processes competitive with those Cybershield would use. Cybershield's future viability may depend on the successful commercialization of the EXACT(TM)process, or other value added services, which are unproven as yet on a large commercial scale. - 2 - 9. Although the company insures itself against physical loss to its manufacturing facilities, including business interruption losses, natural or other disasters and accidents, including but not limited to fire, earthquake, damaging winds, and explosions, operating results could be adversely affected if any of its manufacturing facilities became inoperable for an extended period of time due to these or other events, including but not limited to acts of God, war or terrorism. 10. Each of the company's businesses is actively involved in the development of new products, processes and services which are expected to contribute to the company's ongoing long-term growth and earnings. Products using VersaShield fire retardant coatings have not yet produced commercial sales. Its market potential may be dependent on the stringency of federal and state regulatory requirements, which are difficult to predict. If such development activities are not successful, regulatory requirements are less stringent than currently predicted, market demand is less than expected, or the company cannot provide the requisite financial and other resources to successfully commercialize such developments, the growth of future sales and earnings may be adversely affected. Parties are cautioned not to rely on any such forward-looking beliefs or judgments in making investment decisions. OTHER MATTERS The company may, from time to time, find that it has commented on non-public information, including forward-looking information, to analysts. If that should occur, the company may post disclosures at www.elkcorp.com that it deems appropriate under Regulation F-D. No such disclosure, or similar information filed or furnished by Form 8-K, should be deemed an admission that such information is material to investors. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 16, 2003, ElkCorp issued a press release, a copy of which is furnished with this Form 8-K as Exhibit 99.1, announcing information concerning the company's results of operations and financial condition for the fiscal quarter ended March 31, 2003 and related information. "Pro forma" net income and per share information, and operating results, net income and per share information that exclude nonrecurring items of income and expense are included in the press release (Exhibit 99.1). These items represent non-GAAP financial measures presented for informational purposes only. These non-GAAP financial measures are not, and should not be considered as a substitute for financial information presented in accordance with generally accepted accounting principles, and may differ from non-GAAP financial measures used by other companies. Management believes that the non-GAAP financial measures included in the press release are useful to investors because such information provides investors increased comparability between reporting periods. - 3 - After-tax noncash stock option compensation is the result of a change in accounting made in fiscal 2002 from fixed awards with no compensation expense to variable awards, which can result in periodic expense or income. The Board of Directors terminated the feature that caused certain stock options to be accounted for as variable awards on August 13, 2002. Subsequent to that date, the company again began utilizing the fixed method of stock option accounting. Refer to the Noncash Stock Option Compensation footnote on page 44 in the company's Form 10-K for its fiscal year ended June 30, 2002 for a more detailed explanation of the accounting change. The $5.6 million nonrecurring pretax income item represents a one-time cash settlement resulting from a dispute with a vendor that was recorded to income in the third quarter of fiscal 2002. The $4.9 million of nonrecurring pretax expenses represent the costs of closing Cybershield's Canton, Georgia manufacturing facility in the third quarter of fiscal 2002. Refer to the Nonrecurring Items footnote on page 47 in the company's Form 10-K for its fiscal year ended June 30, 2002 for a more detailed explanation of these nonrecurring items. - 4 - SIGNATURES Pursuant to the requirement of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ElkCorp DATE: April 22, 2003 /s/ Harold R. Beattie, Jr. ---------------------- --------------------------- Harold R. Beattie, Jr. Senior Vice President, Chief Financial Officer and Treasurer /s/ Leonard R. Harral --------------------------- Leonard R. Harral Vice President and Chief Accounting Officer - 5 - Exhibit Index
Exhibit No. Description - ------- ----------- 99.1 Press release dated April 16, 2003 of ElkCorp.
EX-99.1 3 d05067exv99w1.txt PRESS RELEASE EXHIBIT 99.1 Press Release dated April 16, 2003 of ElkCorp PRESS RELEASE TRADED: NYSE FOR IMMEDIATE RELEASE SYMBOL: ELK FOR FURTHER INFORMATION: Harold R. Beattie, Jr. Sr. Vice President, Chief Financial Officer and Treasurer (972) 851-0523 ELKCORP REPORTS HIGHER THIRD QUARTER FISCAL 2003 RESULTS DALLAS, TEXAS, April 16, 2003 . . . . ElkCorp today reported higher earnings of $5.4 million, or $0.28 per diluted share, for its third fiscal quarter ending March 31, 2003. HIGHLIGHTS OF THE QUARTER ENDING MARCH 31, 2003 - - Consolidated sales increased 10.3% over the year-ago quarter. - - Unit shingle shipments increased 6.8% over the year-ago quarter. - - Shingle price increases were successfully implemented to recover higher asphalt raw material prices. - - Elk introduced the new Prestique(R) Grande oversized shingle featuring a patent pending, innovative new shingle design. - - Ortloff's proprietary gas processing technology was selected for use in several major international projects resulting in significantly higher technology licensing revenues. - - Carolina Mattress Guild introduced its "Safe Dreams" mattress line featuring Elk's VersaShield(R) fire barrier fabric - the first commercially available mattress to meet all new proposed fire standards. ELKCORP CONSOLIDATED ElkCorp reported consolidated earnings of $5.4 million, or $0.28 per diluted share, for its third fiscal quarter ending March 31, 2003, compared to $5.1 million, or $0.26 per diluted share, during the same quarter last year. Consolidated sales increased 10.3% to $131.5 million, from $119.2 million in the year-ago quarter. Operating results during the year-ago quarter included (i) $5.6 million of nonrecurring pretax income that resulted from a favorable vendor settlement, (ii) $4.9 million of nonrecurring pretax expenses that resulted from the closure of Cybershield's Canton, Georgia manufacturing facility, and (iii) $3.4 million of pretax income that resulted from the company's prior use of the variable method of accounting for employee stock options that would not have existed under the fixed method of stock option accounting now utilized by the company. Excluding the after-tax effect of these items, earnings during the year-ago quarter were $2.5 million, or $0.13 per share. PRESS RELEASE ElkCorp April 16, 2003 Page 2 ELK BUILDING PRODUCTS Third quarter Building Products sales increased 4.9% to $117.0 million, from $111.5 million in the same quarter last year. Higher sales reflected higher shingle sales ($8.6 million), lower external nonwoven fabrics sales ($3.3 million), and new sales of composite lumber products ($0.2 million). Compared to the same quarter last year, unit shingle shipments increased 6.8%. A lower-value sales mix, combined with a 4% increase in shingle selling prices, resulted in a 2.2% increase in average sales per shingle unit. Sales mix stabilized near the current level during the June 2002 quarter. Lower external nonwoven fabrics sales were substantially offset by higher internal consumption of nonwoven production in the manufacture of shingle products. Internal nonwoven sales are eliminated in consolidation. Shingle price increases were successfully implemented in early January (3%) and late February (4%) in order to recover near record high asphalt costs and increases in other energy related costs. Customer purchases in front of the announced price increases, and traditional industry-wide spring sales promotions, limited the full realization of revenue from these price increases during the current quarter. A third price increase of 2% to 4%, depending upon product category, was implemented in early April 2003. Operating profit was $8.1 million, compared to $14.4 million in the same quarter last year. Operating profit during the year-ago quarter included $5.6 million of nonrecurring income that resulted from Elk's favorable cash settlement of a dispute with one of its vendors. Excluding this nonrecurring income, operating profit during the year-ago quarter was $8.8 million. Compared to the year-ago quarter, asphalt costs increased by approximately $6.1 million, and higher average sales per shingle unit offset approximately $3.2 million of the higher asphalt costs. Higher production volumes in roofing operations and the fixed cost nature of manufacturing expenses resulted in lower unit production costs. In spite of higher fuel costs, unit transportation costs declined. Segment SG&A expenses were managed slightly below year-ago levels. Delayed delivery of new production equipment at composite wood operations and production inefficiencies related to the start-up of newly installed equipment reduced segment income by almost $1.0 million during the quarter. Elk's composite wood operation had no effect upon the year-ago quarter, as it was acquired in October 2002. OTHER, TECHNOLOGIES Third quarter sales for the Other, Technologies segment totaled $14.5 million, compared to $7.6 million in the year-ago quarter. Operating profit was $4.7 million, compared to an operating loss of $5.9 million in the same quarter last year. The operating loss in the year-ago quarter included $4.9 million of nonrecurring expenses that resulted from the closure of Cybershield's Canton, Georgia manufacturing facility. Excluding this nonrecurring expense, the operating loss during the year-ago quarter was $1.0 million. /more PRESS RELEASE ElkCorp April 16, 2003 Page 3 Ortloff earned $4.5 million during the quarter and was principally responsible for the increase in segment sales and recurring operating income. Significantly higher technology license revenues were earned as Ortloff's proprietary gas processing technology was selected for use in several key international projects during the quarter, including a major new gas processing plant involving two different plant locations in Abu Dhabi, U.A.E. Higher sales and lower operating expenses at Cybershield resulted in a small operating profit during the quarter, compared to a $1.1 million operating loss during the same quarter last year. Chromium was marginally profitable in both the current and year-ago quarters. FINANCIAL CONDITION At March 31, 2003, the principal amount of ElkCorp's long-term debt was $145.0 million. In June 2002, the company entered into an interest rate swap that effectively converted the interest rate from fixed to floating on $60.0 million of its long-term debt through 2012. At March 31, 2003, the fair market value of this interest rate hedge was approximately $6.1 million. Accounting rules require that this amount be recorded on the balance sheet as an increase in "other assets," offset by a corresponding increase in the carrying value of "long-term debt." Therefore, ElkCorp's balance sheet at March 31, 2003 reflects long-term debt of $151.1 million. ElkCorp has no off-balance sheet arrangements or transactions with unconsolidated, special purpose entities. At March 31, 2003, ElkCorp's liquidity consisted of $12.0 million of cash and cash equivalents and $97.4 million of available borrowings under a $100 million committed revolving credit facility. ElkCorp's debt to capital ratio (after deducting cash and marketable securities from ElkCorp's $145.0 million of principal debt) was 41.1%. OUTLOOK Thomas D. Karol, ElkCorp's Chairman of the Board and Chief Executive Officer, said, "We expect to see improving operating margins in our roofing business during the June 2003 quarter as the full revenue impact of recent price increases is realized and asphalt prices stabilize or decline. While we are somewhat concerned about the fragile state of the economy, our outlook is generally optimistic for shingle demand and product pricing. Heavy winter rains on the West Coast and harsh winter conditions in the Northeast are expected to create good roof replacement demand during the ensuing summer months when repairs can be made. The Dallas/Ft. Worth area also experienced widely spread severe hail storms in early April 2003 that are expected to result in significant roof replacement demand across this large metropolitan area. The lingering effects of the Venezuelan oil industry strike are expected to keep asphalt shingles in tight supply. We generally anticipate a supply and demand environment that favors rational product pricing. "We were disappointed with the pace of progress made at our new wood composite business during the quarter. Delivery delays on new production equipment on order and production start-up challenges caused us to incur a larger than anticipated quarterly loss. We now expect delivery and installation of the final pieces of new production equipment by May 2003, and it will take several weeks to get start-up production issues sorted out. As a result, we currently expect /more PRESS RELEASE ElkCorp April 16, 2003 Page 4 another operating loss during the coming quarter; however, we hope to achieve above break-even production rates by the end of the June 2003 quarter. Demand for our CrossTimbers(TM) decking products currently exceeds our ability to produce it, and we are confident of profitable operations once critical production mass and efficiency have been achieved. "Ortloff's outstanding results during the quarter validate our strategy of establishing cooperative marketing arrangements with several key international suppliers of process technologies. These strategic arrangements provide Ortloff with opportunities to bid its technology packages on large international projects that might not otherwise be available to it. The nature of Ortloff's licensing technology business is project driven, and, therefore, its licensing revenues can be highly variable from quarter to quarter. We expect a return to lower historical profitability levels in the coming quarter. "Cybershield was marginally profitable for its second consecutive quarter. While progress is apparent and ongoing, our effort toward diversifying Cybershield's revenue sources away from the cellular handset market is far from complete. We have recently learned that certain handset models, comprising a significant proportion of Cybershield's recent sales, have reached end-of-life status and will be cancelled. Next generation replacement handsets are currently scheduled to begin production during the December 2003 quarter, and we believe Cybershield will provide content to these replacement units. If Cybershield is unable to generate replacement sales during the intervening period, quarterly losses of approximately $0.5 million can be expected. "On February 24, 2003, the State of California published proposed regulations (AB 603) requiring that all mattresses sold to consumers in the State of California be protected against fires started by open flames, and a related standard for products such as pillows and comforters is also being developed. The proposed testing protocol is currently in a 45-day comment period, and the final standard will take effect January 1, 2004. The Consumer Safety Product Council is expected to adopt a parallel national fire standard for mattresses within one year. Notwithstanding the expected time lag to a new national standard, industry sources expect that a majority of the new mattress products designed to meet the new California standard will also be distributed nationwide. While there are numerous established fabric manufacturers competing for this developing market, we believe that technical attributes of our VersaShield(R) fire-barrier fabric position it as a very competitive solution to the new mattress fire standards. "We are comfortable with the current analyst consensus estimate of $0.44 per diluted share for the fourth fiscal quarter ending June 30, 2003, and $1.32 per diluted share ($1.14 per diluted share excluding first quarter income from variable stock option accounting) for the full fiscal year ending June 30, 2003. Our outlook does not yet include any significant sales contribution from our VersaShield fire-barrier mattress fabric," Karol concluded. /more PRESS RELEASE ElkCorp April 16, 2003 Page 5 CONFERENCE CALL ElkCorp will host a conference call tomorrow, Thursday, April 17, 2003, at 11:00 a.m. Eastern time (10:00 a.m. Central time). The conference call will be broadcast live over the Internet. Interested parties can access the conference call through the ElkCorp website at www.elkcorp.com (Investor Relations / Calls & Presentations) or by visiting www.prnewswire.com. SAFE HARBOR PROVISIONS In accordance with the safe harbor provisions of the securities law regarding forward-looking statements, in addition to the historical information contained herein, the above discussion contains forward-looking statements that involve risks and uncertainties. The statements that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements usually are accompanied by words such as "optimistic," "outlook," "believe," "estimate," "potential," "project," "expect," "anticipate," "plan," "predict," "could," "should," "may," "likely," or similar words that convey the uncertainty of future events or outcomes. These statements are based on judgments the company believes are reasonable; however, ElkCorp's actual results could differ materially from those discussed here. Factors that could cause or contribute to such differences could include, but are not limited to, changes in demand, prices, raw material costs, transportation costs, changes in economic conditions of the various markets the company serves, changes in the amount and severity of inclement weather, acts of God, war or terrorism, as well as the other risks detailed herein, and in the company's reports filed with the Securities and Exchange Commission, including but not limited to, its Form 10-K for the fiscal year ending June 30, 2002, and subsequent Forms 8-K and 10-Q. - - - - - - - - ElkCorp, through its subsidiaries, manufactures Elk brand premium roofing and building products (over 90% of consolidated sales) and provides technologically advanced products and services to other industries. Each of ElkCorp's principal operating subsidiaries is the leader or one of the leaders within its particular market. Its common stock is listed on the New York Stock Exchange (ticker symbol: ELK). /more PRESS RELEASE ElkCorp April 16, 2003 Page 6 CONDENSED RESULTS OF OPERATIONS (Unaudited, $ in thousands)
Trailing Three Months Ended Nine Months Ended Twelve Months Ended March 31, March 31, March 31, 2003 2002 2003 2002 2003 2002 ---------- ---------- ---------- ---------- ---------- ---------- SALES $ 131,454 $ 119,175 $ 360,599 $ 375,522 $ 491,603 $ 483,932 ---------- ---------- ---------- ---------- ---------- ---------- COSTS AND EXPENSES: Cost of sales 105,550 104,696 290,109 311,307 389,079 402,813 Selling, general & administrative 15,734 8,912 43,806 39,373 63,824 51,918 Noncash stock option compensation 0 (3,381) (5,378) 2,096 (1,440) 2,732 Interest expense, net 1,469 856 4,522 4,473 6,136 5,833 ---------- ---------- ---------- ---------- ---------- ---------- Total Costs and Expenses 122,753 111,083 333,059 357,249 457,599 463,296 ---------- ---------- ---------- ---------- ---------- ---------- INCOME BEFORE INCOME TAXES 8,701 8,092 27,540 18,273 34,004 20,636 Provision for income taxes 3,311 2,965 10,338 6,983 12,999 7,884 ---------- ---------- ---------- ---------- ---------- ---------- NET INCOME $ 5,390 $ 5,127 $ 17,202 $ 11,290 $ 21,005 $ 12,752 ========== ========== ========== ========== ========== ========== INCOME PER COMMON SHARE-BASIC $ 0.28 $ 0.26 $ 0.88 $ 0.59 $ 1.08 $ 0.66 ========== ========== ========== ========== ========== ========== INCOME PER COMMON SHARE-DILUTED $ 0.28 $ 0.26 $ 0.88 $ 0.58 $ 1.07 $ 0.65 ========== ========== ========== ========== ========== ========== PRO FORMA INFORMATION: NET INCOME $ 5,390 $ 5,127 $ 17,202 $ 11,290 $ 21,005 $ 12,752 AFTERTAX NONCASH STOCK OPTION COMPENSATION 0 (2,198) (3,496) 1,362 (936) 1,776 ---------- ---------- ---------- ---------- ---------- ---------- PROFORMA EARNINGS $ 5,390 $ 2,929 $ 13,706 $ 12,652 $ 20,069 $ 14,528 ========== ========== ========== ========== ========== ========== INCOME PER COMMON SHARE-BASIC $ 0.28 $ 0.15 $ 0.70 $ 0.66 $ 1.03 $ 0.75 ========== ========== ========== ========== ========== ========== INCOME PER COMMON SHARE-DILUTED $ 0.28 $ 0.15 $ 0.70 $ 0.65 $ 1.02 $ 0.74 ========== ========== ========== ========== ========== ========== AVERAGE COMMON SHARES OUTSTANDING Basic 19,477 19,358 19,474 19,278 19,459 19,266 ========== ========== ========== ========== ========== ========== Diluted 19,570 19,705 19,581 19,606 19,641 19,552 ========== ========== ========== ========== ========== ==========
PRESS RELEASE ElkCorp April 16, 2003 Page 7 FINANCIAL INFORMATION BY COMPANY SEGMENTS (Unaudited, $ in thousands)
Trailing Three Months Ended Nine Months Ended Twelve Months Ended March 31, March 31, March 31, 2003 2002 2003 2002 2003 2002 ---------- ---------- ---------- ---------- ---------- ---------- SALES Building Products $ 116,981 $ 111,544 $ 328,919 $ 339,533 $ 449,059 $ 438,108 Other, Technologies 14,473 7,631 31,680 35,989 42,544 45,817 Corporate & Eliminations 0 0 0 0 0 7 ---------- ---------- ---------- ---------- ---------- ---------- $ 131,454 $ 119,175 $ 360,599 $ 375,522 $ 491,603 $ 483,932 ========== ========== ========== ========== ========== ========== OPERATING PROFIT (LOSS) Building Products $ 8,081 $ 14,434 $ 30,070 $ 38,731 $ 44,664 $ 46,000 Other, Technologies 4,687 (5,878) 4,787 (4,712) 5,145 (5,108) Corporate & Eliminations Before noncash stock option compensation (2,598) (2,989) (8,173) (9,177) (11,109) (11,691) Noncash stock option compensation 0 3,381 5,378 (2,096) 1,440 (2,732) ---------- ---------- ---------- ---------- ---------- ---------- Total Corporate & Eliminations (2,598) 392 (2,795) (11,273) (9,669) (14,423) ---------- ---------- ---------- ---------- ---------- ---------- $ 10,170 $ 8,948 $ 32,062 $ 22,746 $ 40,140 $ 26,469 ========== ========== ========== ========== ========== ==========
PRESS RELEASE ElkCorp April 16, 2003 Page 8 CONDENSED BALANCE SHEET (Unaudited, $ in thousands)
March 31, ASSETS 2003 2002 Cash and cash equivalents $ 12,033 $ 35 Receivables, net 104,336 93,065 Inventories 59,443 42,101 Deferred income taxes 3,841 5,017 Prepaid expenses and other 8,451 9,423 ------------------ ----------------- Total Current Assets 188,104 149,641 Property, plant and equipment, net 226,764 207,935 Other assets 12,887 5,660 ------------------ ----------------- Total Assets $ 427,755 $ 363,236 ================== =================
March 31, LIABILITIES AND SHAREHOLDERS' EQUITY 2003 2002 Accounts payable and accrued liabilities $ 50,465 $ 52,896 Current maturities on long-term debt 0 0 ------------------ ----------------- Total Current Liabilities 50,465 52,896 Long-term debt, net 151,131 106,000 Deferred income taxes 35,643 32,002 Shareholders' equity 190,516 172,338 ------------------ ----------------- Total Liabilities and Shareholders' Equity $ 427,755 $ 363,236 ================== =================
PRESS RELEASE ElkCorp April 16, 2003 Page 9 CONDENSED STATEMENT OF CASH FLOWS (Unaudited, $ in thousands)
Nine Months Ended March 31, 2003 2002 ---- ---- CASH FLOWS FROM: OPERATING ACTIVITIES Net income $ 17,202 $ 11,290 Adjustments to net income Depreciation and amortization 13,627 17,007 Deferred income taxes 3,984 4,350 Changes in assets and liabilities: Trade receivables (9,392) (19,405) Inventories (12,305) 8,915 Prepaid expenses and other 1,102 (936) Accounts payable and accrued liabilities (1,608) 4,862 ----------------- ------------------ Net cash from operations 12,610 26,083 ----------------- ------------------ INVESTING ACTIVITIES Additions to property, plant and equipment (32,802) (8,250) Acquisition of business (2,224) 0 Other, net (222) 530 ----------------- ------------------ Net cash from investing activities (35,248) (7,720) ----------------- ------------------ FINANCING ACTIVITIES Long-term borrowings (repayments), net 25,000 (17,300) Dividends on common stock (2,923) (2,900) Treasury stock transactions and other, net 158 1,744 ----------------- ------------------ Net cash from financing activities 22,235 (18,456) ----------------- ------------------ NET INCREASE IN CASH AND CASH EQUIVALENTS (403) (93) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 12,436 128 ----------------- ------------------ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 12,033 $ 35 ================= ==================
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