UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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(Address of Principal Executive Offices) |
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(Registrant's telephone number, including area code)
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(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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 standard provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On February 21, 2024, Kaiser Aluminum Corporation (the “Company”) issued a press release reporting its preliminary financial results for the quarter and year ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 2.02.
The information in Item 2.02, including Exhibit 99.1, of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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KAISER ALUMINUM CORPORATION (Registrant) |
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By: |
/s/ Cherrie I. Tsai |
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Cherrie I. Tsai |
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Vice President, Deputy General Counsel and Corporate Secretary |
Date: February 21, 2024
Exhibit 99.1
Kaiser Aluminum Corporation Reports
Fourth Quarter and Full Year 2023 Financial Results
Fourth Quarter 2023 Highlights:
Full Year 2023 Highlights:
FRANKLIN, Tenn., February 21, 2024 - Kaiser Aluminum Corporation (NASDAQ:KALU), a leading producer of semi-fabricated specialty aluminum products serving customers worldwide with highly-engineered solutions for aerospace and high-strength, packaging, general engineering, automotive extrusions, and other industrial applications, today announced fourth quarter and full year 2023 results.
Management Commentary
“Despite its challenges, 2023 was a foundational year for Kaiser as we laid the groundwork necessary to capture the vast growth opportunities ahead. Our focused execution led us to end the year in a solid position with full year net income of $47 million and adjusted EBITDA increasing 48% over 2022 to approximately $210 million,” said Keith A. Harvey, President and Chief Executive Officer. “Aerospace products' demand remained very strong with net sales and conversion revenue each setting a new record high. While reduced demand for general engineering plate products persisted, our unique ability to flex our capacity at our Trentwood facility to support strengthening aerospace demand further contributed to our performance. After five consecutive quarters, destocking activity for general engineering long products stabilized during the fourth quarter. In our packaging operations, while destocking stabilized for beverage products in the latter half of 2023, it persisted for food products, which we expect will abate by the end of the first quarter of 2024. Our new roll coat installation, to convert approximately 25% of our existing packaging capacity to higher valued coated products, is progressing well and is on time for completion and customer qualifications by the end of the year. Importantly, we have ample resources, including nearly $600 million in liquidity and a strong capital expenditures budget, to implement our growth initiatives as we strive to drive sustainable long-term growth.”
Fourth Quarter and Full Year 2023 Consolidated Results |
(Unaudited)* |
(In millions of dollars, except shipments, realized price and per share amounts)
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Quarter Ended December 31, |
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Year Ended December 31, |
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2023 |
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2022 |
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2023 |
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2022 |
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Shipments (millions of lbs.) |
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284 |
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302 |
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1,196 |
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1,254 |
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Net sales |
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$ |
722 |
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$ |
776 |
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$ |
3,087 |
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$ |
3,428 |
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Less hedged cost of alloyed metal1 |
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(361 |
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(420 |
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(1,621 |
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(2,045 |
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Conversion revenue |
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$ |
361 |
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$ |
356 |
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$ |
1,466 |
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$ |
1,383 |
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Realized price per pound ($/lb.) |
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Net sales |
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$ |
2.54 |
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$ |
2.57 |
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$ |
2.58 |
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$ |
2.73 |
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Less hedged cost of alloyed metal |
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(1.27 |
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(1.39 |
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(1.35 |
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(1.63 |
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Conversion revenue |
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$ |
1.27 |
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$ |
1.18 |
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$ |
1.23 |
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$ |
1.10 |
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As reported |
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Operating income (loss) |
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$ |
22 |
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$ |
(22 |
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$ |
96 |
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$ |
4 |
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Net income (loss) |
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$ |
8 |
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$ |
(26 |
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$ |
47 |
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$ |
(30 |
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Net income (loss) per share, diluted2 |
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$ |
0.47 |
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$ |
(1.66 |
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$ |
2.92 |
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$ |
(1.86 |
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Adjusted3 |
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Operating income |
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$ |
23 |
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$ |
3 |
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$ |
101 |
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$ |
35 |
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EBITDA4 |
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$ |
52 |
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$ |
30 |
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$ |
210 |
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$ |
142 |
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EBITDA margin5 |
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14.3 |
% |
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8.4 |
% |
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14.3 |
% |
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10.3 |
% |
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Net income (loss) |
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$ |
10 |
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$ |
(6 |
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$ |
44 |
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$ |
(9 |
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EPS, diluted2 |
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$ |
0.60 |
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$ |
(0.35 |
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$ |
2.74 |
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$ |
(0.55 |
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Please refer to GAAP financial statements.
Totals may not sum due to rounding.
Fourth Quarter 2023 Financial Highlights
Net sales for the fourth quarter 2023 decreased modestly to $722 million compared to $776 million in the prior year period, reflecting a 6% decrease in shipments and a 1% decrease in average selling price per pound. The decrease in average selling price reflected a 9% decrease in underlying contained metal costs, partially offset by an 8% increase in conversion revenue per pound.
Conversion revenue for the fourth quarter 2023 was $361 million, reflecting a 2% increase compared to the prior year period.
Reported net income for the fourth quarter 2023 was $8 million, or $0.47 income per diluted share, compared to a net loss and loss per diluted share of $26 million and $1.66, respectively, in the prior year period. Excluding the impact of pre-tax, non-run-rate charges of $3 million, adjusted net income was $10 million for the fourth quarter 2023, compared to an adjusted net loss of $6 million in the prior year period. Adjusted net income per diluted share was $0.60 for the fourth quarter 2023, compared to an adjusted net loss per diluted share of $0.35 for the fourth quarter 2022.
Adjusted EBITDA of $52 million in the fourth quarter 2023 increased $22 million compared to the prior year period and increased $4 million compared to the third quarter 2023. Adjusted EBITDA as a percentage of conversion revenue was 14.3% in the fourth quarter 2023 compared to 8.4% in the prior year period and 13.3% in the third quarter 2023.
Full Year 2023 Financial Results
Net sales for the full year 2023 decreased to $3.1 billion compared to $3.4 billion in the prior year, reflecting a 5% decrease in shipments and a 5% decrease in average selling price per pound. The decrease in average selling price reflected a 17% decrease in underlying contained metal costs, partially offset by a 12% increase in conversion revenue per pound.
Conversion revenue for the full year 2023 was $1.47 billion, reflecting a 6% increase compared to the prior year.
Reported net income for the full year 2023 was $47 million, or $2.92 income per diluted share, compared to a net loss and loss per diluted share of $30 million and $1.86, respectively, in the prior year. Excluding the net impact of pre-tax, non-run-rate gains of $4 million, adjusted net income was $44 million for the full year 2023, compared to an adjusted net loss of $9 million in the prior year. Adjusted net income per diluted share was $2.74 for the full year 2023, compared to an adjusted net loss per diluted share of $0.55 for the full year 2022.
Adjusted EBITDA of $210 million in the full year 2023 increased $68 million compared to the prior year. Adjusted EBITDA as a percentage of conversion revenue was 14.3% for the full year 2023 compared to 10.3% in the prior year.
Cash Flow and Liquidity
Adjusted EBITDA of $210 million reported in the full year 2023, cash on hand, and a $42 million change in working capital funded $143 million of capital investments, $44 million of interest payments and $50 million of cash returned to stockholders through quarterly dividends.
As of December 31, 2023, the Company had cash and cash equivalents of $82 million and borrowing availability under the Company's revolving credit facility of $517 million, providing total liquidity of $599 million. There were no outstanding borrowings under the revolving credit facility as of December 31, 2023.
On January 11, 2024, the Company announced the declaration of a quarterly cash dividend of $0.77 per share which was paid on February 15, 2024 to stockholders of record as of the close of business on January 25, 2024.
2024 Outlook
Kaiser remains well positioned in the current demand environment as a key supplier in diverse end markets with multi-year contracts with strategic partners and expects demand will continue to improve across key markets throughout 2024. In aerospace/high strength applications, the strong momentum from 2023 is expected to continue, supported by customer declarations for commercial jets and strong demand for defense, space, and business jets. In packaging applications, shipments and conversion revenue are expected to improve as destocking ends in coated food products, along with anticipated steady demand improvements for both beverage and food products as the year progresses. General engineering destocking is expected to continue to abate in the first half of 2024 with improving shipments in the second half of the year. Automotive extrusions demand is expected to continue its modest recovery with steady shipments and conversion revenue.
As a result, conversion revenue for the full year 2024 is expected to improve 2% - 3% with adjusted EBITDA margins to improve 70 - 170 basis points over 2023. The Company believes its adjusted EBITDA and adjusted EBITDA margin will continue to improve as it implements cost reduction measures in operations, increases
manufacturing efficiencies and pursues strategic growth initiatives in its aerospace/high strength and packaging applications.
Conference Call
Kaiser Aluminum Corporation will host a conference call on Thursday, February 22, 2024, at 10:00 am (Eastern Time); 9:00 am (Central Time); 7:00 am (Pacific Time), to discuss its fourth quarter and full year 2023 results. To participate, the conference call can be directly accessed from the U.S. and Canada at (877) 423-9813, and accessed internationally at (201) 689-8573. The conference call ID number is 13743430. A link to the simultaneous webcast can be accessed on the Company’s website at https://investors.kaiseraluminum.com. A copy of a presentation will be available for download prior to the call and an audio archive will be available on the Company’s website following the call.
Company Description
Kaiser Aluminum Corporation, headquartered in Franklin, Tenn., is a leading producer of semi-fabricated specialty aluminum products, serving customers worldwide with highly-engineered solutions for aerospace and high-strength, packaging, general engineering, automotive extrusions, and other industrial applications. The Company’s North American facilities produce value-added plate, sheet, coil, extrusions, rod, bar, tube, and wire products, adhering to traditions of quality, innovation, and service that have been key components of the culture since the Company was founded in 1946. The Company’s stock is included in the Russell 2000® index and the S&P Small Cap 600® index.
Available Information
For more information, please visit the Company’s website at www.kaiseraluminum.com. The website includes a section for investor relations under which the Company provides notifications of news or announcements regarding its financial performance, including Securities and Exchange Commission (SEC) filings, investor events, and earnings and other press releases. In addition, all Company filings submitted to the SEC are available through a link to the section of the SEC’s website at www.sec.gov, which includes: Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and Proxy Statements for the Company’s annual stockholders’ meetings, and other information statements as filed with the SEC. In addition, the Company provides a webcast of its quarterly earnings calls and certain events in which management participates or hosts with members of the investment community.
Non-GAAP Financial Measures
This earnings release contains certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statements of income, balance sheets, or statements of cash flow of the Company. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation of non-GAAP financial measures to the most directly comparable financial measure in the accompanying tables.
The non-GAAP financial measures used within this earnings release are conversion revenue, adjusted operating income, adjusted EBITDA, adjusted net income, and adjusted earnings per diluted share which exclude non-run-rate items and ratios related thereto. As more fully described in these reports, “non-run-rate” items are items that, while they may occur from period to period, are particularly material to results, impact costs primarily as a result of external market factors and may not occur in future periods if the same level of underlying performance were to occur. These measures are presented because management uses this information to monitor and evaluate financial results and trends and believes this information to also be useful for investors. Reconciliations of certain forward looking non-GAAP financial measures to comparable GAAP measures are not provided because certain items required for such reconciliations are outside of the Company's control and/or cannot be reasonably predicted or provided without unreasonable effort.
Forward-Looking Statements
This press release contains statements based on management’s current expectations, estimates and projections that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 involving known and unknown risks and uncertainties that may cause actual results, performance or achievements of the Company to be materially different from those expressed or implied. These factors include: (a) the effectiveness of management's strategies and decisions, including strategic investments, capital spending strategies, cost reduction initiatives, processes and countermeasures implemented to address operational and supply chain challenges, and the execution of those strategies; (b) general economic and business conditions, reshoring, cyclicality, supply chain disruptions, and conditions that impact demand drivers in the aerospace/high strength, aluminum beverage and food packaging, general engineering, automotive and other end markets the Company serves; (c) the Company’s ability to participate in mature and anticipated new automotive programs expected to launch in the future and successfully launch new automotive programs; (d) changes or shifts in defense spending due to competing national priorities; (e) pricing, market conditions and the Company’s ability to effectively execute its commercial and labor strategies, pass through cost increases, including the institution of surcharges, and flex costs in response to inflation, volatile commodity costs and changing economic conditions; (f) developments in technology; (g) the impact of the Company's future earnings, cash flows, financial condition, capital requirements and other factors on its financial strength and flexibility; (h) new or modified statutory or regulatory requirements; (i) the successful integration of the acquired operations and technologies; and (j) other risk factors summarized in the Company's reports filed with the Securities and Exchange Commission including the Company's Form 10-K for the year ended December 31, 2023; and (k) the completion of the audit of the Company's financial statements for the period ended December 31, 2023. All information in this release is as of the date of the release. The Company undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.
Investor Relations and Public Relations Contact: |
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Addo Investor Relations |
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Investors@KaiserAluminum.com |
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(949) 614-1769 |
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Kaiser Aluminum Corporation and Subsidiary Companies
Statements of Consolidated Income (Loss)1
(In millions of dollars, except share and per share amounts)
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Year Ended |
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2023 |
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2022 |
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Net sales |
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$ |
3,087.0 |
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$ |
3,427.9 |
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Costs and expenses: |
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Cost of products sold, excluding depreciation and amortization |
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2,754.9 |
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3,180.2 |
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Depreciation and amortization |
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108.6 |
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106.9 |
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Selling, general, administrative, research and development |
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122.7 |
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110.9 |
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Goodwill impairment |
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— |
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20.5 |
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Restructuring costs |
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5.0 |
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2.2 |
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Other operating charges, net |
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— |
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3.2 |
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Total costs and expenses |
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2,991.2 |
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3,423.9 |
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Operating income |
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95.8 |
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4.0 |
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Other (expense) income: |
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Interest expense |
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(46.9 |
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(48.3 |
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Other (expense) income, net |
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7.4 |
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6.4 |
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Income (loss) before income taxes |
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56.3 |
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(37.9 |
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Income tax (provision) benefit |
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(9.1 |
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8.3 |
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Net income (loss) |
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$ |
47.2 |
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$ |
(29.6 |
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Net income (loss) per common share: |
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Basic |
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$ |
2.95 |
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$ |
(1.86 |
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Diluted2 |
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$ |
2.92 |
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$ |
(1.86 |
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Weighted-average number of common shares outstanding (in thousands): |
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Basic |
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15,991 |
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15,906 |
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Diluted2 |
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16,131 |
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15,906 |
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Kaiser Aluminum Corporation and Subsidiary Companies
Consolidated Balance Sheets1
(In millions of dollars, except share and per share amounts)
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As of December 31, 2023 |
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As of December 31, 2022 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
82.4 |
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$ |
57.4 |
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Receivables: |
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Trade receivables, net |
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325.2 |
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297.2 |
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Other |
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12.4 |
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73.5 |
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Contract assets |
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58.5 |
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58.6 |
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Inventories |
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477.2 |
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525.4 |
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Prepaid expenses and other current assets |
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34.5 |
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30.5 |
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Total current assets |
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990.2 |
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1,042.6 |
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Property, plant and equipment, net |
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1,052.1 |
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1,013.2 |
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Operating lease assets |
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32.6 |
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39.1 |
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Deferred tax assets, net |
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6.0 |
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7.5 |
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Intangible assets, net |
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50.0 |
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55.3 |
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Goodwill |
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18.8 |
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18.8 |
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Other assets |
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117.7 |
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112.3 |
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Total |
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$ |
2,267.4 |
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$ |
2,288.8 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
252.7 |
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$ |
305.1 |
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Accrued salaries, wages and related expenses |
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53.0 |
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45.2 |
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Other accrued liabilities |
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64.3 |
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68.4 |
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Total current liabilities |
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370.0 |
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418.7 |
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Long-term portion of operating lease liabilities |
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29.2 |
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35.4 |
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Pension and other postretirement benefits |
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76.8 |
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69.3 |
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Net liabilities of Salaried VEBA |
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3.8 |
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16.5 |
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Deferred tax liabilities |
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13.9 |
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4.9 |
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Long-term liabilities |
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81.7 |
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74.7 |
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Long-term debt, net |
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1,039.8 |
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1,038.1 |
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Total liabilities |
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1,615.2 |
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1,657.6 |
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Commitments and contingencies |
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Stockholders' equity: |
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Preferred stock, 5,000,000 shares authorized at both December 31, 2023 and |
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— |
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— |
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Common stock, par value $0.01, 90,000,000 shares authorized at both |
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0.2 |
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0.2 |
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Additional paid in capital |
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1,104.7 |
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1,090.4 |
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Retained earnings |
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10.1 |
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13.3 |
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Treasury stock, at cost, 6,835,286 shares at both December 31, 2023 and |
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(475.9 |
) |
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(475.9 |
) |
Accumulated other comprehensive income |
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13.1 |
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3.2 |
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Total stockholders' equity |
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652.2 |
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631.2 |
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Total |
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$ |
2,267.4 |
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$ |
2,288.8 |
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Reconciliation of Non-GAAP Measures - Consolidated
(Unaudited)
(In millions of dollars, except per share amounts)
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Quarter Ended December 31, |
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Year Ended December 31, |
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2023 |
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2022 |
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2023 |
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2022 |
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GAAP net income (loss) |
$ |
7.6 |
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$ |
(26.4 |
) |
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$ |
47.2 |
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$ |
(29.6 |
) |
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Interest expense |
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11.5 |
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11.8 |
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46.9 |
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48.3 |
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Other expense (income), net |
|
1.5 |
|
|
|
1.0 |
|
|
|
(7.4 |
) |
|
|
(6.4 |
) |
|
Income tax provision (benefit) |
|
1.1 |
|
|
|
(8.6 |
) |
|
|
9.1 |
|
|
|
(8.3 |
) |
|
GAAP operating income (loss) |
|
21.7 |
|
|
|
(22.2 |
) |
|
|
95.8 |
|
|
|
4.0 |
|
|
Mark-to-market loss (gain)1 |
|
0.2 |
|
|
|
(0.5 |
) |
|
|
— |
|
|
|
1.4 |
|
|
Restructuring cost |
|
0.8 |
|
|
|
2.2 |
|
|
|
5.0 |
|
|
|
2.2 |
|
|
Acquisition charges2 |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.4 |
|
|
Goodwill impairment |
|
— |
|
|
|
20.5 |
|
|
|
— |
|
|
|
20.5 |
|
|
Non-cash asset impairment charge |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
3.2 |
|
|
Other operating NRR loss3,4 |
|
0.2 |
|
|
|
3.2 |
|
|
|
0.2 |
|
|
|
3.3 |
|
|
Operating income, excluding operating NRR items |
|
22.9 |
|
|
|
3.2 |
|
|
|
101.0 |
|
|
|
35.0 |
|
|
Depreciation and amortization |
|
28.7 |
|
|
|
26.5 |
|
|
|
108.6 |
|
|
|
106.9 |
|
|
Adjusted EBITDA5 |
$ |
51.6 |
|
|
$ |
29.7 |
|
|
$ |
209.6 |
|
|
$ |
141.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
GAAP net income (loss) |
$ |
7.6 |
|
|
$ |
(26.4 |
) |
|
$ |
47.2 |
|
|
$ |
(29.6 |
) |
|
Operating NRR items |
|
1.2 |
|
|
|
25.4 |
|
|
|
5.2 |
|
|
|
31.0 |
|
|
Non-operating NRR items6 |
|
1.4 |
|
|
|
0.9 |
|
|
|
(8.9 |
) |
|
|
(4.6 |
) |
|
Tax impact of above NRR items |
|
(0.4 |
) |
|
|
(5.5 |
) |
|
|
0.8 |
|
|
|
(5.5 |
) |
|
Adjusted net income (loss) |
$ |
9.8 |
|
|
$ |
(5.6 |
) |
|
$ |
44.3 |
|
|
$ |
(8.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) per share, diluted7 |
$ |
0.47 |
|
|
$ |
(1.66 |
) |
|
$ |
2.92 |
|
|
$ |
(1.86 |
) |
|
Adjusted earnings (loss) per diluted share7 |
$ |
0.60 |
|
|
$ |
(0.35 |
) |
|
$ |
2.74 |
|
|
$ |
(0.55 |
) |
|
Document And Entity Information |
Feb. 21, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Feb. 21, 2024 |
| Entity Registrant Name | KAISER ALUMINUM CORP |
| Entity Central Index Key | 0000811596 |
| Entity Emerging Growth Company | false |
| Securities Act File Number | 1-09447 |
| Entity Incorporation, State or Country Code | DE |
| Entity Tax Identification Number | 94-3030279 |
| Entity Address, Address Line One | 1550 West McEwen Drive |
| Entity Address, Address Line Two | Suite 500 |
| Entity Address, City or Town | Franklin |
| Entity Address, State or Province | TN |
| Entity Address, Postal Zip Code | 37067 |
| City Area Code | (629) |
| Local Phone Number | 252-7040 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.01 per share |
| Trading Symbol | KALU |
| Security Exchange Name | NASDAQ |