-----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, Vqg9KHgUw0WYWJMjRLjWXF0hBmCWzVdkmil/FrrGZgArPdYYYI7m6iafRNWKO74d kHSSSpdEm/ox7PWBkdpRHQ== 0001157523-05-001557.txt : 20050217 0001157523-05-001557.hdr.sgml : 20050217 20050217085030 ACCESSION NUMBER: 0001157523-05-001557 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050217 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050217 DATE AS OF CHANGE: 20050217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RELIANCE STEEL & ALUMINUM CO CENTRAL INDEX KEY: 0000861884 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051] IRS NUMBER: 951142616 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13122 FILM NUMBER: 05622634 BUSINESS ADDRESS: STREET 1: 350 S GRAND AVE STE 5100 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2136877700 MAIL ADDRESS: STREET 1: 350 S GRAND AVE STE 5100 CITY: LOS ANGELES STATE: CA ZIP: 90071 8-K 1 a4825105.txt RELIANCE STEEL & ALUMINUM 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): February 17, 2005 ------------------------ RELIANCE STEEL & ALUMINUM CO. (Exact name of registrant as specified in its charter) California 001-13122 95-1142616 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification Number) 350 S. Grand Ave., Suite 5100 Los Angeles, CA 90071 (Address of principal executive offices) (213) 687-7700 (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: |_| 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)) ================================================================================ Item 2.02. Results of Operations and Financial Condition. On February 17, 2005, the Company issued a press release announcing financial results for the quarter and year ended December 31, 2004. Attached hereto as Exhibit 99.1 is a copy of the Company's press release dated February 17, 2005 announcing the Company's financial results for this period. The information contained in this report and the exhibit hereto 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. (a) Financial Statements of Businesses Acquired. ------------------------------------------- Not Applicable. (b) Pro Forma Financial Information. ------------------------------- Not Applicable. (c) Exhibits. -------- Exhibit No. Description ---------------- ------------------------------------------------- 99.1 Press Release dated February 17, 2005 (included herewith). 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 thereunto duly authorized. RELIANCE STEEL & ALUMINUM CO. Dated: February 17, 2005 By: /s/ Karla Lewis ----------------------------------- Karla Lewis Executive Vice President and Chief Financial Officer RELIANCE STEEL & ALUMINUM CO. FORM 8-K INDEX TO EXHIBITS ----------------- Exhibit No. Description - ------------- --------------------------------------------------------------- 99.1 Press Release dated February 17, 2005 (included herewith). EX-99.1 2 a4825105ex991.txt PRESS RELEASE Exhibit 99.1 Reliance Steel & Aluminum Co. Reports 2004 Fiscal Year and Fourth Quarter Results; Best-Ever Fiscal Year Financial Results LOS ANGELES--(BUSINESS WIRE)--Feb. 17, 2005--Reliance Steel & Aluminum Co. (NYSE:RS) reported today its financial results for the fiscal year and fourth quarter ended December 31, 2004. For the 2004 fiscal year, net income was $169.7 million, or $5.19 earnings per diluted share, marking the Company's best-ever financial results. This compares with net income of $34.0 million, or $1.07 earnings per diluted share for the 2003 fiscal year. Sales for 2004 totaled a record $2.94 billion, an increase of 56%, compared with 2003 sales of $1.88 billion. The 2004 fiscal year financial results include in cost of sales a pre-tax LIFO expense amount of $110.8 million, or $2.13 per diluted share. For the 2004 fourth quarter, net income was $43.0 million, compared with net income of $9.7 million for the same period in 2003. Earnings per diluted share were $1.31 for the three-months ended December 31, 2004, compared with earnings of $.30 per diluted share for the same period last year. Sales for the 2004 fourth quarter were $742.8 million, up 53%, compared with 2003 fourth quarter sales of $485.2 million. The 2004 fourth quarter financial results include in cost of sales a pre-tax LIFO expense amount of $18.3 million, or $.39 per diluted share. David H. Hannah, Chief Executive Officer of Reliance said, "We are very pleased with our 2004 record-breaking financial results. 2004 was quite a year, unlike any other we have seen. Unprecedented high prices for some of our metal products coupled with improved demand from our customers contributed to our exceptional results. The fourth quarter's operating results were stronger then we anticipated, primarily because of higher revenues and better gross profit margins. Additionally, the Company's fiscal 2004 effective income tax rate decreased slightly compared to 2003 and that also benefited the fourth quarter results. "We are optimistic that pricing and demand for our products will remain at favorable levels in 2005. While we do not expect the benefit of rapidly accelerating metal prices as we experienced in 2004, we do believe that 2005 will be another outstanding year when compared with all years other than 2004, with full year 2005 earnings per diluted share above the analysts' current consensus estimate. Further, we estimate earnings per diluted share for the 2005 first quarter in a range of $1.05 to $1.15," Hannah concluded. In July of 2004, the Company's regular quarterly cash dividend rate was increased by 17%. On October 20, 2004, the Company's Board of Directors declared the regular quarterly cash dividend of $.07 per share of common stock. The 2004 fourth quarter cash dividend was paid on January 7, 2005 to shareholders of record December 10, 2004. 2005 marks the 45th consecutive year that Reliance has paid quarterly dividends to its shareholders. Reliance will host a conference call that will be broadcast live over the Internet (listen only mode) regarding the 2004 fiscal year and fourth quarter financial results for the period ended December 31, 2004. All interested parties are invited to listen to the web cast on February 17, 2005 at 11:00 a.m. Eastern Time at: http://www.rsac.com/investorinformation or http://www.streetevents.com. Player format: Windows Media. The web cast will remain on the Reliance web site at: www.rsac.com through March 17, 2005 and a printed transcript will be posted on the Reliance web site after the completion of the conference call. Reliance Steel & Aluminum Co., headquartered in Los Angeles, California, is one of the largest metals service center companies in the United States. Through a network of more than 100 locations in 30 states and Belgium, France and South Korea, the Company provides value-added metals processing services and distributes a full line of over 90,000 metal products. These products include galvanized, hot-rolled and cold-finished steel; stainless steel; aluminum; brass; copper; titanium and alloy steel sold to more than 95,000 customers in various industries. Reliance Steel & Aluminum Co.'s press releases and additional information are available on the Company's web site at www.rsac.com. The Company was named to the 2005 Forbes Platinum 400 List of America's Best Big Companies and was also named as one of "America's Most Admired Companies" listed in the diversified wholesaler's category in the March 8, 2004 issue of Fortune. This release may contain forward-looking statements relating to future financial results. Actual results may differ materially as a result of factors over which Reliance Steel & Aluminum Co. has no control. These risk factors and additional information are included in the Company's reports on file with the Securities and Exchange Commission. RELIANCE STEEL & ALUMINUM CO. SELECTED FINANCIAL DATA (In thousands except share and per share amounts) Three Months Twelve Months Ended December 31, Ended December 31, ----------------- ----------------- 2004 2003 2004 2003 ---- ---- ---- ---- Income Statement Data: Net sales $742,819 $485,194 $2,943,034 $1,882,933 Gross profit 201,367 132,886 832,186 510,623 Operating profit (1) 67,070 22,291 306,880 80,130 EBITDA (2) 79,264 33,140 343,285 118,471 EBIT (2) 67,783 22,429 298,658 81,601 Pre-tax income 60,909 14,763 269,968 54,856 Net income 42,952 9,686 169,728 34,010 EPS - diluted $1.31 $.30 $5.19 $1.07 Weighted average shares outstanding -- diluted 32,878,774 32,215,680 32,675,379 31,866,334 Gross margin 27.1% 27.4% 28.3% 27.1% Operating margin (1) 9.0% 4.6% 10.4% 4.3% EBITDA margin (2) 10.7% 6.8% 11.7% 6.3% EBIT margin (2) 9.1% 4.6% 10.1% 4.3% Pre-tax margin 8.2% 3.0% 9.2% 2.9% Net margin 5.8% 2.0% 5.8% 1.8% Cash dividends per share $.07 $.06 $.26 $.24 December 31, 2004 2003 ---- ---- Balance Sheet Data: Current assets $727,427 $544,586 Working capital 432,760 341,762 Net fixed assets 458,813 466,871 Total assets 1,557,529 1,369,424 Current liabilities 294,667 202,824 Long-term debt 380,850 469,250 Shareholders' equity 822,552 647,619 Capital expenditures 35,982 20,909 Net debt-to-total capital (3) 33.6% 43.1% Return on equity (4) 26.2% 5.6% Current ratio 2.5 2.7 Book value per share $25.18 $20.10 Cash flow from operations per share (4) $3.73 $3.38 (1) Operating profit is calculated as net sales less cost of sales, warehouse, delivery, selling, general and administrative expenses and depreciation expense. (2) See Consolidated Statements of Income for reconciliation of EBIT and EBITDA. EBIT is defined as the sum of income before interest expense and income taxes. EBITDA is defined as the sum of income before interest expense, income taxes, depreciation expense and amortization of intangibles. We believe that EBIT and EBITDA are commonly used as a measure of performance for companies in our industry and are frequently used by analysts, investors, lenders and other interested parties to evaluate a company's financial performance and its ability to incur and service debt. EBIT and EBITDA should not be considered as a measure of financial performance under accounting principles generally accepted in the United States. The items excluded from EBIT and EBITDA are significant components in understanding and assessing financial performance. EBIT or EBITDA should not be considered in isolation or as an alternative to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the consolidated financial statements as an indicator of operating performance or as a measure of liquidity. (3) Net debt-to-total capital is calculated as total debt (net of cash) divided by shareholders' equity plus total debt (net of cash). (4) Calculations are based on the latest twelve months. RELIANCE STEEL & ALUMINUM CO. CONSOLIDATED BALANCE SHEETS (In thousands except share amounts) ASSETS December 31, 2004 2003 ---------- ---------- Current assets: Cash and cash equivalents $11,659 $2,166 Accounts receivable, less allowance for doubtful accounts of $8,699 and $4,716 at December 31, 2004 and 2003, respectively 329,991 221,793 Inventories 349,779 288,080 Prepaid expenses and other current assets 17,216 14,593 Deferred income taxes 18,782 17,954 ---------- ---------- Total current assets 727,427 544,586 Property, plant and equipment, at cost: Land 57,982 57,077 Buildings 261,228 256,708 Machinery and equipment 370,229 349,933 Accumulated depreciation (230,626) (196,847) ---------- ---------- 458,813 466,871 Goodwill 341,780 325,305 Other assets 29,509 32,662 ---------- ---------- Total assets $1,557,529 $1,369,424 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $140,323 $98,438 Accrued expenses 59,116 53,265 Wages and related accruals 42,803 22,696 Deferred income taxes 6,025 6,025 Current maturities of long-term debt 46,400 22,400 ---------- ---------- Total current liabilities 294,667 202,824 Long-term debt 380,850 469,250 Deferred income taxes 43,924 40,349 Minority interest 15,536 9,382 Commitments -- -- Shareholders' equity: Preferred stock, no par value: Authorized shares -- 5,000,000 None issued or outstanding -- -- Common stock, no par value: Authorized shares -- 100,000,000 Issued and outstanding shares 32,669,967 and 32,225,872 at December 31, 2004 and 2003, respectively, stated capital 313,953 303,587 Retained earnings 508,147 344,962 Accumulated comprehensive income (loss) 452 (930) ---------- ---------- Total shareholders' equity 822,552 647,619 ---------- ---------- Total liabilities and shareholders' equity $1,557,529 $1,369,424 ========== ========== RELIANCE STEEL & ALUMINUM CO. CONSOLIDATED STATEMENTS OF INCOME (In thousands except share and per share amounts) Three Months Ended Twelve Months Ended December 31, December 31, 2004 2003 2004 2003 ---- ---- ---- ---- Net sales $742,819 $485,194 $2,943,034 $1,882,933 Other income, net 1,792 548 4,168 2,837 ---------- ---------- ---------- ---------- 744,611 485,742 2,947,202 1,885,770 Costs and expenses: Cost of sales (exclusive of depreciation and amortization shown below) 541,452 352,308 2,110,848 1,372,310 Warehouse, delivery, selling, general and administrative 123,611 100,699 483,887 395,927 Depreciation and amortization 11,481 10,711 44,627 36,870 Interest expense 6,874 7,666 28,690 26,745 ---------- ---------- ---------- ---------- 683,418 471,384 2,668,052 1,831,852 Income before minority interest and income taxes 61,193 14,358 279,150 53,918 Minority interest (284) 405 (9,182) 938 ---------- ---------- ---------- ---------- Income from continuing operations before income taxes 60,909 14,763 269,968 54,856 Provision for income taxes 17,957 5,077 100,240 20,846 ---------- ---------- ---------- ---------- Net income $42,952 $9,686 $169,728 $34,010 ========== ========== ========== ========== Earnings per share: Income from continuing operations - diluted $1.31 $.30 $5.19 $1.07 ========== ========== ========== ========== Weighted average shares outstanding - diluted 32,878,774 32,215,680 32,675,379 31,866,334 ========== ========== ========== ========== Income from continuing operations - basic $1.32 $.30 $5.23 $1.07 ========== ========== ========== ========== Weighted average shares outstanding - basic 32,632,453 32,070,996 32,480,101 31,852,842 ========== ========== ========== ========== Cash dividends per share $.07 $.06 $.26 $.24 ========== ========== ========== ========== Reconciliation of EBIT and EBITDA Income from continuing operations before income taxes $60,909 $14,763 $269,968 $54,856 Interest expense 6,874 7,666 28,690 26,745 ---------- ---------- ---------- ---------- EBIT 67,783 22,429 298,658 81,601 ---------- ---------- ---------- ---------- Depreciation expense 10,686 9,896 41,419 34,566 Amortization expense 795 815 3,208 2,304 ---------- ---------- ---------- ---------- EBITDA $79,264 $33,140 $343,285 $118,471 ========== ========== ========== ========== RELIANCE STEEL & ALUMINUM CO. CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Twelve Months Ended December 31, ------------------- 2004 2003 --------- --------- Operating activities: Net income $169,728 $34,010 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 44,627 36,870 Deferred taxes 2,726 8,120 Gain on sales of machinery and equipment (660) (701) Minority interest 9,182 (938) Tax benefit of stock options exercised 1,905 1,406 Changes in operating assets and liabilities: Accounts receivable (108,198) (11,641) Inventories (61,699) 19,995 Prepaid expenses and other assets (3,584) (4,517) Accounts payable and accrued expenses 67,741 25,216 --------- --------- Net cash provided by operating activities 121,768 107,820 Investing activities: Purchases of property, plant and equipment, net (35,982) (20,909) Proceeds from sales of property and equipment 3,281 3,020 Acquisitions of metals service centers, net of cash acquired and debt assumed -- (245,850) Purchase of minority interest in foreign subsidiary (473) -- Tax reimbursements made related to prior acquisition (16,475) -- --------- --------- Net cash used in investing activities (49,649)(263,739) Financing activities: Proceeds from borrowings 209,000 299,785 Principal payments on long-term debt and short-term borrowings (273,400)(152,540) Payments to minority shareholders (1,709) (378) Dividends paid (8,448) (7,643) Exercise of stock options 10,130 8,866 Issuance of common stock 236 218 --------- --------- Net cash (used in) provided by financing activities (64,191) 148,308 Effect of exchange rate changes on cash 1,565 472 --------- --------- Increase (decrease) in cash and cash equivalents 9,493 (7,139) Cash and cash equivalents at beginning of period 2,166 9,305 --------- --------- Cash and cash equivalents at end of period $11,659 $2,166 ========= ========= Supplemental cash flow information: Interest paid during the period $28,525 $23,391 Income taxes paid during the period $100,589 $10,346 CONTACT: Reliance Steel & Aluminum Co. Kim P. Feazle Investor Relations 713-610-9937 213-576-2428 kfeazle@rsac.com investor@rsac.com -----END PRIVACY-ENHANCED MESSAGE-----