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): May 7, 2019
AMERICAN VANGUARD CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 001-13795 | 95-2588080 | ||
(State or other jurisdiction of incorporation) |
Commission File Number |
(I.R.S. Employer Identification No.) |
4695 MacArthur Court
Newport Beach, California 92660
(Address of principal executive offices)
Registrants telephone number: (949) 260-1200
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:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b02 of the Securities Exchange Act of 1934 (§240.12b02 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Common Stock, $.10 par value | AVD | New York Stock Exchange |
Item 2.02 Results of Operations and Financial Condition
On May 7, 2019, American Vanguard Corporation (Registrant) issued a press release announcing its financial results for the quarter ended March 31, 2019. The full text of the press release is linked hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Current Report on Form 8-K, including the Exhibits linked hereto, is being furnished under Items 2.02 and 9.01 and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 | Press release dated May 7, 2019 of American Vanguard Corporation regarding financial results for the quarter ended March 31, 2019. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, American Vanguard Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMERICAN VANGUARD CORPORATION | ||||||
Date: May 8, 2019 | By: | /s/ Timothy J. Donnelly | ||||
Timothy J. Donnelly | ||||||
Chief Administrative Officer, General Counsel & Secretary |
Exhibit 99.1
FOR IMMEDIATE RELEASE
AMERICAN VANGUARD REPORTS FIRST QUARTER 2019 RESULTS
Newport Beach, CA May 7, 2019 American Vanguard Corporation (NYSE:AVD), today announced financial results for the quarter ended March 31, 2019.
Financial Highlights Fiscal 2019 First Quarter versus Fiscal 2018 First Quarter
| Net sales of $99.7 million in 2019, compared with $104.1 million in 2018 |
| Net income of $3.9 million in 2019, compared with $4.7 million in 2018 |
| Earnings per diluted share of $0.13 in 2019, compared with $0.16 in 2018 |
| EBITDA1 of $12.6 million in 2019, compared with $13.3 million in 2018 |
Eric Wintemute, Chairman and CEO of American Vanguard commented, Thanks to international diversification, our overall top-line performance for this years first quarter was moderately below that of last years first quarter notwithstanding widespread unfavorable weather in the North American region. While rain and cold slowed procurement activity in many domestic regions, our international business grew by 9% year-over-year. Further, driven by strong manufacturing performance and an optimal product mix, our overall gross margin grew to 42% from 39% as compared to first quarter of 2018. Over the course of the year, we expect to recover most of the domestic sales that were lost during the quarter. In fact, we forecast overall net sales for 2019 to be between $510 million and $530 million, which is above the range that we had previously forecast.
1 | Earnings before interest, taxes, depreciation and amortization. EBITDA is not a financial measure calculated and presented in accordance with U.S. generally accepted accounting principles (GAAP) and should not be considered as an alternative to net income (loss), operating income (loss) or any other financial measure so calculated and presented, nor as an alternative to cash flow from operating activities as a measure of liquidity. The items excluded from EBITDA are detailed in the reconciliation attached to this news release. Other companies (including the Companys competitors) may define EBITDA differently. The Company believes that the use of EBITDA is useful to investors in that it is one of the primary bases upon which borrowing capacity is calculated under the Companys senior credit facility, it gives investors a sense of the Companys financial conditions and results of operation without giving effect to the cost of increased acquisition activity and it is commonly used by investors and others as a basis for supporting overall business valuations. Nevertheless, investors should not consider EBITDA in isolation or a substitute for analysis of the Companys results as reported in accordance with GAAP. |
Mr. Wintemute continued, Over the coming quarters, we will focus on strengthening our balance sheet by reducing inventory to a target of $145 million, generating cash from increased sales, managing operating expenses, maintaining factory efficiency and reducing debt to $100 million or less. We look forward to giving greater detail on our quarterly performance during the earnings call. Further, we will be reporting on our five-year outlook and the expected financial performance of our SIMPAS technology during the annual shareholders meeting this June.
Conference Call
Eric Wintemute, Chairman & CEO, Bob Trogele EVP & COO and David T. Johnson, VP & CFO, will conduct a conference call focusing on the financial results at 4:10 pm ET / 1:10 pm PT on Tuesday, May 7, 2019. Interested parties may participate in the call by dialing (201) 493-6744 please dial in 10 minutes before the call is scheduled to begin, and ask for the American Vanguard call. The conference call will also be webcast live via the News and Media section of the Companys web site at www.american-vanguard.com. To listen to the live webcast, go to the web site at least 15 minutes early to register, download and install any necessary audio software. If you are unable to listen live, the conference call will be archived on the Companys web site.
About American Vanguard
American Vanguard Corporation is a diversified specialty and agricultural products company that develops and markets products for crop protection and management, turf and ornamentals management and public and animal health. American Vanguard is included on the Russell 2000® and Russell 3000® Indexes and the Standard & Poors Small Cap 600 Index. To learn more about American Vanguard, please reference the Companys web site at www.american-vanguard.com.
The Company, from time to time, may discuss forward-looking information. Except for the historical information contained in this release, all forward-looking statements are estimates by the Companys management and are subject to various risks and uncertainties that may cause results to differ from managements current expectations. Such factors include weather conditions, changes in regulatory policy and other risks as detailed from time-to-time in the Companys SEC reports and filings. All forward-looking statements, if any, in this release represent the Companys judgment as of the date of this release.
Company Contact: | Investor Representative | |
American Vanguard Corporation | The Equity Group Inc. | |
William A. Kuser, Director of Investor Relations | www.theequitygroup.com | |
(949) 260-1200 | Lena Cati (212) 836-9611 | |
williamk@amvac-chemical.com | Lcati@equityny.com |
AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
ASSETS
March 31, 2019 |
December 31, 2018 |
|||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 6,657 | $ | 6,168 | ||||
Receivables: |
||||||||
Trade, net of allowance for doubtful accounts of $2,297 and $1,263, respectively |
119,153 | 123,320 | ||||||
Other |
12,493 | 10,709 | ||||||
|
|
|
|
|||||
Total receivables, net |
131,646 | 134,029 | ||||||
Inventories |
189,499 | 159,895 | ||||||
Prepaid expenses |
12,746 | 10,096 | ||||||
|
|
|
|
|||||
Total current assets |
340,548 | 310,188 | ||||||
Property, plant and equipment, net |
51,379 | 49,252 | ||||||
Operating lease right-of-use assets |
10,293 | | ||||||
Intangible assets, net of applicable amortization |
197,063 | 186,583 | ||||||
Goodwill |
39,159 | 25,790 | ||||||
Other assets |
23,983 | 21,774 | ||||||
|
|
|
|
|||||
Total assets |
$ | 662,425 | $ | 593,587 | ||||
|
|
|
|
|||||
LIABILITIES AND STOCKHOLDERS EQUITY |
| |||||||
Current liabilities: |
||||||||
Current installments of other liabilities |
$ | 3,076 | $ | 1,609 | ||||
Accounts payable |
77,543 | 66,535 | ||||||
Deferred revenue |
4,159 | 20,043 | ||||||
Accrued program costs |
39,740 | 37,349 | ||||||
Accrued expenses and other payables |
14,076 | 15,962 | ||||||
Operating lease liabilities, current |
4,156 | | ||||||
Income taxes payable |
4,780 | 4,030 | ||||||
|
|
|
|
|||||
Total current liabilities |
147,530 | 145,528 | ||||||
Long-term debt, net |
149,321 | 96,671 | ||||||
Operating lease liabilities, long term |
6,157 | | ||||||
Other liabilities, excluding current installments |
11,105 | 6,795 | ||||||
Deferred income tax liabilities |
19,194 | 15,363 | ||||||
|
|
|
|
|||||
Total liabilities |
333,307 | 264,357 | ||||||
|
|
|
|
|||||
Commitments and contingent liabilities |
||||||||
Stockholders equity: |
||||||||
Preferred stock, $.10 par value per share; authorized 400,000 shares; none issued |
| | ||||||
Common stock, $.10 par value per share; authorized 40,000,000 shares; issued 33,194,563 shares at March 31, 2019 and 32,752,827 shares at December 31, 2018 |
3,320 | 3,276 | ||||||
Additional paid-in capital |
84,068 | 83,177 | ||||||
Accumulated other comprehensive loss |
(6,276 | ) | (4,507 | ) | ||||
Retained earnings |
266,166 | 262,840 | ||||||
Less treasury stock at cost, 3,061,040 shares at March 31, 2019 and 2,902,992 December 31, 2018 |
(18,160 | ) | (15,556 | ) | ||||
|
|
|
|
|||||
Total stockholders equity |
329,118 | 329,230 | ||||||
|
|
|
|
|||||
Total liabilities and stockholders equity |
$ | 662,425 | $ | 593,587 | ||||
|
|
|
|
AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
For the three months ended March 31 |
||||||||
2019 | 2018 | |||||||
Net sales |
$ | 99,676 | $ | 104,108 | ||||
Cost of sales |
57,974 | 63,057 | ||||||
|
|
|
|
|||||
Gross profit |
41,702 | 41,051 | ||||||
Operating expenses |
34,800 | 33,700 | ||||||
|
|
|
|
|||||
Operating income |
6,902 | 7,351 | ||||||
Interest expense, net |
1,612 | 837 | ||||||
|
|
|
|
|||||
Income before provision for income taxes and loss on equity method investments |
5,290 | 6,514 | ||||||
Income tax expense |
1,360 | 1,692 | ||||||
|
|
|
|
|||||
Income before loss on equity method investments |
3,930 | 4,822 | ||||||
Loss from equity method investments |
24 | 217 | ||||||
|
|
|
|
|||||
Net income |
3,906 | 4,605 | ||||||
Loss attributable to non-controlling interest |
| 50 | ||||||
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|
|
|
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Net income attributable to American Vanguard |
$ | 3,906 | $ | 4,655 | ||||
|
|
|
|
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Earnings per common share basic |
$ | 0.13 | $ | 0.16 | ||||
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|
|
|
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Earnings per common share assuming dilution |
$ | 0.13 | $ | 0.16 | ||||
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|
|
|
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Weighted average shares outstanding basic |
28,977 | 29,282 | ||||||
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|
|
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Weighted average shares outstanding assuming dilution |
29,579 | 29,972 | ||||||
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AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
ANALYSIS OF SALES
For the three months ended March 31, 2019 and 2018
(In thousands)
(Unaudited)
For the three months ended March 31, |
||||||||||||||||
2019 | 2018 | Change | % Change | |||||||||||||
Net sales: |
||||||||||||||||
US crop |
$ | 50,270 | $ | 57,344 | $ | (7,074 | ) | -12 | % | |||||||
US non-crop |
11,267 | 11,892 | (625 | ) | -5 | % | ||||||||||
|
|
|
|
|
|
|||||||||||
US total |
61,537 | 69,236 | (7,699 | ) | -11 | % | ||||||||||
International |
38,139 | 34,872 | 3,267 | 9 | % | |||||||||||
|
|
|
|
|
|
|||||||||||
Net sales: |
$ | 99,676 | $ | 104,108 | $ | (4,432 | ) | |||||||||
|
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|
|
|
|
|||||||||||
Gross profit: |
||||||||||||||||
US crop |
$ | 23,822 | $ | 25,060 | $ | (1,238 | ) | -4 | % | |||||||
US non-crop |
5,846 | 5,812 | 34 | -16 | % | |||||||||||
|
|
|
|
|
|
|||||||||||
US total |
29,668 | 30,872 | (1,204 | ) | -6 | % | ||||||||||
International |
12,034 | 10,179 | 1,855 | 17 | % | |||||||||||
|
|
|
|
|
|
|||||||||||
Total gross profit: |
$ | 41,702 | $ | 41,051 | $ | 651 | -1 | % | ||||||||
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|
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AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
For the three months ended March 31 |
||||||||
2019 | 2018 | |||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | 3,906 | $ | 4,605 | ||||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
||||||||
Depreciation and amortization of fixed and intangible assets |
4,609 | 4,983 | ||||||
Amortization of other long term assets and debt issuance costs |
1,082 | 1,163 | ||||||
Amortization of discounted liabilities |
| 102 | ||||||
Provision for bad debts |
1,034 | 251 | ||||||
Revision of deferred compensation |
(1,543 | ) | | |||||
Stock-based compensation |
1,485 | 1,309 | ||||||
Decrease in deferred income taxes |
(742 | ) | | |||||
Operating loss from equity method investments |
24 | 217 | ||||||
Changes in assets and liabilities associated with operations: |
||||||||
Decrease (increase) in net receivables |
6,812 | (9,554 | ) | |||||
Increase in inventories |
(23,763 | ) | (19,558 | ) | ||||
Increase in prepaid expenses and other assets |
(2,724 | ) | (562 | ) | ||||
Decrease (increase) in income tax receivable/payable, net |
750 | (497 | ) | |||||
Increase in accounts payable |
4,960 | 9,613 | ||||||
Decrease in deferred revenue |
(16,036 | ) | (2,740 | ) | ||||
Increase in accrued program costs |
2,391 | 4,634 | ||||||
Decrease in other payables and accrued expenses |
(2,508 | ) | (3,201 | ) | ||||
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|
|
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Net cash used in by operating activities |
(20,263 | ) | (9,235 | ) | ||||
|
|
|
|
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Cash flows from investing activities: |
||||||||
Capital expenditures |
(3,369 | ) | (1,553 | ) | ||||
Acquisitions of businesses, product lines and intangible assets |
(24,246 | ) | (815 | ) | ||||
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|
|
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Net cash used in investing activities |
(27,615 | ) | (2,368 | ) | ||||
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Cash flows from financing activities: |
||||||||
Payments under line of credit agreement |
(23,400 | ) | (23,000 | ) | ||||
Borrowings under line of credit agreement |
76,000 | 35,800 | ||||||
Net payments from the issuance of common stock (sale of stock under ESPP, exercise of stock options, and shares purchased for tax withholdings) |
(550 | ) | 810 | |||||
Repurchase of common stock |
(2,604 | ) | | |||||
Payment of cash dividends |
(581 | ) | (438 | ) | ||||
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|
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|
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Net cash provided by financing activities |
48,865 | 13,172 | ||||||
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|
|
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Net increase in cash and cash equivalents |
987 | 1,569 | ||||||
Effect of exchange rate changes on cash and cash equivalents |
(498 | ) | 112 | |||||
Cash and cash equivalents at beginning of period |
6,168 | 11,337 | ||||||
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Cash and cash equivalents at end of period |
$ | 6,657 | $ | 13,018 | ||||
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Non-cash investing activities: |
||||||||
Deferred consideration in connection with the business acquisitions completed in January 2019: |
$ | 2,645 | $ | | ||||
|
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AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
UNAUDITED RECONCILIATION OF NET INCOME TO EBITDA
For the three months March 31, 2019 and 2018
(Unaudited)
March 31, 2019 |
March 31, 2018 |
|||||||
Net income |
$ | 3,906 | $ | 4,655 | ||||
Provision for income taxes |
1,360 | 1,692 | ||||||
Interest expense, net |
1,612 | 837 | ||||||
Depreciation and amortization |
5,691 | 6,146 | ||||||
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EBITDA2 |
$ | 12,569 | $ | 13,330 | ||||
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2 | Earnings before interest, taxes, depreciation and amortization. EBITDA is not a financial measure calculated and presented in accordance with U.S. generally accepted accounting principles (GAAP) and should not be considered as an alternative to net income (loss), operating income (loss) or any other financial measures so calculated and presented, nor as an alternative to cash flow from operating activities as a measure of liquidity. The items excluded from EBITDA are detailed in the reconciliation attached to this news release. Other companies (including the Companys competitors) may define EBITDA differently. |