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| WCC > SEC Filings for WCC > Form 10-Q on 6-May-2009 | All Recent SEC Filings |
6-May-2009
Quarterly Report
Critical Accounting Policies and Estimates
Our critical accounting policies are described in the notes to our
consolidated financial statements for the year ended December 31, 2008 contained
in our Annual Report on Form 10-K. Any new accounting policies or updates to
existing accounting policies as a result of new accounting pronouncements have
been included in the notes to our Condensed Consolidated Financial Statements
for the period ended March 31, 2009.
Results of Operations
First Quarter of 2009 versus First Quarter of 2008
The following table sets forth the percentage relationship to net sales of
certain items in our condensed consolidated statements of income for the periods
presented:
Three Months Ended
March 31,
2009 2008(1)
Net sales 100.0 % 100.0 %
Cost of goods sold 79.8 79.8
Selling, general and administrative expenses 15.9 14.4
Depreciation and amortization 0.6 0.5
Income from operations 3.7 5.3
Interest expense 1.0 1.2
Other income (0.1 ) (0.1 )
Income before income taxes 2.8 4.2
Provision for income taxes 0.8 1.3
Net income 2.0 % 2.9 %
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(1) As a result of the retrospective application of FSP ABP 14-1 on January 1, 2009, interest expense, income before income taxes, provision for income taxes and net income were revised for the three months ended March 31, 2008 (see Note 3 to the consolidated financial statements).
Net sales in the first quarter of 2009 totaled $1,179.6 million versus
$1,465.2 million in the comparable period for 2008, a decrease of
$285.6 million, or 19.5%, over the same period last year. Sales were negatively
impacted by weak market conditions, unfavorable foreign currency exchange rates,
lower commodity prices and one less workday in the first quarter 2009 compared
to the same period in 2008.
Cost of goods sold for the first quarter of 2009 was $941.4 million versus
$1,169.6 million for the comparable period in 2008, and cost of goods sold as a
percentage of net sales was 79.8% in 2009 and 2008. The cost of goods sold
percentage was equivalent to the first quarter of 2008 due to effective pricing
and procurement initiatives which more than offset the decrease in commodity
prices and an unfavorable sales mix.
Selling, general and administrative ("SG&A") expenses in the first quarter of
2009 totaled $187.5 million versus $211.6 million in last year's comparable
quarter. The decrease in SG&A expenses is due to aggressive cost reductions
actions. As a percentage of net sales, SG&A expenses were 15.9% in the first
quarter of 2009 compared to 14.4% in the first quarter of 2008, reflecting a
decrease in sales volume.
SG&A payroll expenses for the first quarter of 2009 of $131.6 million
decreased by $13.5 million compared to the same quarter in 2008. The decrease in
payroll expenses was primarily due to a decrease in salaries and wages of
$6.2 million, a decrease in incentive costs of $3.0 million, a decrease in
benefit costs of $1.9 million and a decrease in temporary labor costs of $1.5
million. Other SG&A related payroll expenses decreased $0.9 million.
The remaining SG&A expenses for the first quarter of 2009 of $55.9 million
decreased by approximately $10.6 million compared to same quarter in 2008.
Included in this period's SG&A expenses was a decrease in transportation costs
of $2.9 million due to the decrease in sales volume, a decrease in travel costs
of $1.9 million and a decrease in bad debt expense of $1.6 million due to a
specific customer default recognized in last year's comparable period. Other
SG&A expenses decreased $4.2 million.
Depreciation and amortization for the first quarter of 2009 was $7.2 million
versus $6.9 million in last year's comparable quarter. The increase is due to
the $35.3 million of capital expenditures in the prior year.
Interest expense totaled $12.5 million for the first quarter of 2009 versus
$18.1 million in last year's comparable quarter, a decrease of 30.8%. Interest
expense for the first quarter of 2009 was primarily impacted by the reduction in
interest rates and the decrease in debt. On January 1, 2009, we retrospectively
applied the provisions of FSP APB 14- 1, Accounting for Convertible Debt
Instruments That May Be Settled in Cash Upon Conversion (Including Partial Cash
Settlement) ("FSP APB 14-1"), for our 2.625% Convertible Senior Debentures due
2025 (the "2025 Debentures") and 1.75% Convertible Senior Debentures due 2026
(the "2026 Debentures"). This change in accounting treatment results in an
increase in non-cash interest reported in the financial statements, a decrease
in long-term debt, an increase in equity and an increase in deferred income
taxes Interest expense for the 2025 Debentures and 2026 Debentures totaled
$6.1 million and $5.9 million for the three months ended March 31, 2009 and
2008, respectively, of which $3.8 million and $3.6 million, respectively, was
non-cash interest.
Other income totaled $1.6 million for the first quarter of 2009 versus
$2.7 million in the comparable period for 2008. We account for our investment in
the LADD joint venture on an equity basis, and earnings are reported as other
income in the consolidated statement of income. The decrease in other income is
primarily due to the decrease in the joint venture's income.
Income tax expense totaled $9.4 million in the first quarter of 2009, and the
effective tax rate was 28.7% compared to 30.8% in the same quarter in 2008. The
decrease in the effective tax rate is primarily a result of a lower tax rate
from foreign operations.
For the first quarter of 2009, net income decreased by $19.4 million to
$23.3 million compared to $42.7 million in the first quarter of 2008. Diluted
earnings per share was $0.55 for the first quarter of 2009 compared with $0.97
per diluted share for the first quarter of 2008. The decrease in net income was
primarily due to the decline in sales attributable to the weak market
conditions.
Liquidity and Capital Resources
Total assets were $2.6 billion at March 31, 2009, compared to $2.7 billion at
December 31, 2008. The $147.2 million decrease in total assets was principally
attributable to the decrease in accounts receivable and inventory of
$103.6 million and $44.6 million, respectively. These reductions were due to the
decrease in sales activity. Total liabilities at March 31, 2009 compared to
December 31, 2008 decreased by $167.8 million to $1.8 billion. Contributing to
the decrease in total liabilities was a decrease in short-term and long-term
debt of $94.2 million; a decrease in accounts payable of $47.6 million due to
reduced purchasing activity; a decrease in accrued payroll and benefit costs of
$16.1 million due to the payment of the 2008 management incentive compensation;
and a decrease in bank overdrafts of $11.9 million. Stockholders' equity
increased 2.7% to $775.7 million at March 31, 2009, compared with $755.1 million
at December 31, 2008, primarily as a result of net earnings of $23.3 million and
stock-based compensation expense of $3.2 million. These increases were partially
offset by foreign currency translation adjustments of $6.0 million.
A possible indicator of impairment is the relationship of a company's market
capitalization to its book value. As of March 31, 2009, our market
capitalization exceeded our book value. The persistence or further acceleration
of the recent downturn in the global economic conditions and turbulence in
financial markets could have a further negative impact on our market
capitalization and/or financial performance. Our recent large acquisitions are
most sensitive to a decline in financial performance. Therefore, we cannot
predict whether or not there will be certain events that could adversely affect
the reported value of goodwill and trademarks, which totaled $900.9 million and
$900.7 million at March 31, 2009 and December 31, 2008, respectively.
Our liquidity needs arise from working capital requirements, capital
expenditures, acquisitions and debt service obligations. As of March 31, 2009,
we had $151.9 million in available borrowing capacity under our revolving credit
facility, which combined with our $149.0 million of available borrowing capacity
under our Receivables Facility and our invested cash provides us with liquidity
of $364.8 million. We believe cash provided by operations and financing
activities will be adequate to cover our current operational and business needs.
The worldwide financial turmoil has had significant impacts on global credit
markets. We communicate on a regular basis with our lenders regarding our
financial and working capital performance and liquidity position. We are in
compliance with all covenants and restrictions as of March 31, 2009. On
April 13, 2009, we entered into a $400 million amended and restated receivables
purchase agreement. As previously mentioned, the amended and restated
Receivables Facility is not subject to renewal until April 2012. In addition, in
October 2008 Moody's Investor Services and Standard & Poor's affirmed our credit
rating and stable outlook.
Over the next several quarters we expect to maintain working capital
productivity, and it is expected that excess cash will be directed primarily at
debt reduction. Our near term focus will continue to be on our cost structure,
right sizing of the business and maintaining ample liquidity and credit
availability. We believe our balance sheet and ability to generate ample cash
flow provides us with a durable business model and should allows us to fund
expansion needs and growth initiatives in this time of economic contraction
while maintaining targeted levels of leverage. To the extent that operating cash
flow is materially lower than current levels or external financing sources are
not available on terms competitive with those currently available, including
increases in interest rates, future liquidity may be adversely affected.
Cash Flow
Operating Activities. Cash provided by operating activities for the first
three months of 2009 totaled $134.6 million compared with $92.0 million of cash
generated for the first three months of 2008. Cash provided by operating
activities in the first three months of 2009 included net income of
$23.3 million and adjustments to net income totaling $18.5 million. The
increased level of cash flow is primarily attributable to a decrease in trade
and other receivables of $113.9 million resulting from the decrease in sales and
a decrease in inventory of $42.9 million. Cash used by operating activities in
the first three months of 2009 included: $45.4 million for the decrease in
accounts payable, resulting from the decrease in purchasing activity; and
$16.1 million for the decrease in accrued payroll and benefit costs, resulting
from the payment of the 2008 management incentive compensation. In the first
three months of 2008, primary sources of cash were net income of $42.7 million
and adjustments to net income totaling $12.2 million; an inventory reduction of
$26.9 million; and an accounts payable increase of $23.4 million, resulting from
the increase in the cost of sales. Cash used by operating activities in the
first three months of 2008 included $16.9 million for the increase in trade and
other receivables, resulting from the increase in sales; and $14.5 million for
the decrease in accrued payroll and benefit costs, resulting from the payment of
the 2007 management incentive compensation.
Investing Activities. Net cash used by investing activities for the first
three months of 2009 was $2.8 million, compared with $48.6 million of net cash
provided during the first three months of 2008. Included in 2008 were proceeds
of $60.0 million from the partial divestiture of the LADD operations. Capital
expenditures were $2.9 million and $11.3 million in the first three months of
2009 and 2008, respectively. The decrease in capital expenditures in 2009 is due
to cash management initiatives.
Financing Activities. Net cash used by financing activities for the first
three months of 2009 and 2008 was $110.3 million and $116.1 million,
respectively. During the first three months of 2009, borrowings and repayments
of long-term debt of $71.0 million and $118.5 million, respectively, were made
to our revolving credit facility. Borrowings and repayments of $55.0 million and
$105.0 million, respectively, were applied to our Receivables Facility, and
there were repayments of $0.4 million to our mortgage financing facility. During
the first three months of 2008, borrowings and repayments of long-term debt of
$241.5 million and $323.8 million, respectively, were made to our revolving
credit facility. Borrowings and repayments of $83.0 million and $80.0 million,
respectively, were applied to our Receivables Facility, and there were
repayments of $0.3 million to our mortgage financing facility. In addition,
during the first three months of 2008, we purchased shares of our common stock
under our share repurchase plan for approximately $24.9 million. The exercise of
stock-based compensation arrangements resulted in proceeds of $0.1 million and
$2.2 million during the first three months of 2009 and 2008, respectively.
Contractual Cash Obligations and Other Commercial Commitments
There were no material changes in our contractual obligations and other
commercial commitments that would require an update to the disclosure provided
in our 2008 Annual Report on Form 10-K other than the subsequent events
disclosure in Note 13 to the condensed consolidated financial statements..
Management believes that cash generated from operations, together with amounts
available under our revolving credit facility and the Receivables Facility, will
be sufficient to meet our working capital, capital expenditures and other cash
requirements for the foreseeable future. There can be no assurances, however,
that this will be or will continue to be the case.
Inflation
The rate of inflation affects different commodities, the cost of products
purchased and ultimately the pricing of our different products and product
classes to our customers. As a result of the worldwide financial turmoil, we
experienced price deflation during the three months ended March 31, 2009. On an
overall basis, our pricing related to deflation comprised an estimated $25.0
million of our sales decline.
Seasonality
Our operating results are not significantly affected by certain seasonal
factors. Sales during the first quarter are generally less than 2% below the
sales of the remaining three quarters due to reduced level of activity during
the winter months of January and February. Sales typically increase beginning in
March with slight fluctuations per month through December.
Impact of Recently Issued Accounting Standards
In September 2006, the Financial Accounting Standards Board (the "FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 157, Fair Value
Measurements ("SFAS 157") which defines fair value, establishes a framework for
measuring fair value in generally accepted accounting principles, and expands
disclosures about fair value measurements. This statement applies whenever other
accounting standards require or permit assets or liabilities to be measured at
fair value but does not expand the use of fair value to new accounting
transactions and does not apply to pronouncements that address share-based
payment transactions. On February 12, 2008, the FASB issued FASB Staff Position
("FSP") SFAS No. 157-2, Effective Date of SFAS No. 157. The FSP amends SFAS 157
to delay the effective date of SFAS 157 for all nonfinancial assets and
liabilities, except those that are recognized or disclosed at fair value in the
financial statements on a recurring basis (that is, at least annually) to fiscal
years beginning after November 15, 2008. Except for the delay for nonfinancial
assets and liabilities, SFAS 157 was effective for fiscal years beginning after
November 15, 2007. Consistent with its requirements, we adopted SFAS 157 for our
financial assets and liabilities on January 1, 2008. Our financial instruments
consist of cash and cash equivalents, accounts receivable, accounts payable,
bank overdrafts and debt. We believe that the recorded values of our financial
instruments, except for long-term debt, approximate fair value because of their
nature and respective duration. The partial adoption of SFAS 157 did not impact
our financial position, results of operations, or cash flows. On January 1,
2009, we adopted SFAS 157 for our nonfinancial assets and liabilities which
include those measured at fair value in goodwill and indefinite lived intangible
asset impairment testing, and assets acquired and liabilities assumed in a
business combination. The adoption of SFAS 157 for nonfinancial assets and
liabilities did not impact our financial position, results of operations or cash
flows. However, in the event that we acquire a new business or have an
impairment issue related to goodwill or indefinite lived intangible assets, the
determination of fair value of the assets and liabilities will be subject to
SFAS 157.
In December 2007, the FASB issued SFAS No. 141 (revised 2007), Business
Combinations ("SFAS 141R") which establishes additional principles and
requirements for how the acquirer in a business combination recognizes and
measures in its financial statements the identifiable assets acquired, the
liabilities assumed and any noncontrolling interest in the acquiree at the
acquisition date fair value. SFAS 141R is designed to improve the relevance,
representational faithfulness, and comparability of the financial information
that a reporting entity provides in its financial reports about a business
combination and its effects. SFAS 141R applies prospectively to business
combinations for which the acquisition date is in or after the beginning of the
first annual reporting period beginning after December 15, 2008. As there were
no acquisitions executed in the first quarter of 2009, the adoption of SFAS 141R
did not impact our financial position, results of operations or cash flows.
In April 2008, the FASB issued FSP No. FAS 142-3, Determination of the Useful
Life of Intangible Assets ("FSP FAS 142-3") which amends the factors that should
be considered in developing renewal or extension assumptions used to determine
the useful life of a recognized intangible asset under SFAS No. 142, Goodwill
and Other Intangible Assets ("SFAS 142"), and requires additional disclosure.
The objective of FSP FAS 142-3 is to improve the consistency between the useful
life of a recognized intangible asset under SFAS 142 and the period of expected
cash flows used to measure the fair value of the asset under SFAS 141R and other
generally accepted accounting principles. FSP FAS 142-3 is effective for fiscal
years beginning after December 15, 2008 and shall be applied prospectively to
intangible assets acquired after the effective date. The adoption of FSP FAS
142-3 did not impact our financial position, results of operations or cash
flows.
Forward-Looking Statements
From time to time in this report and in other written reports and oral
statements, references are made to expectations regarding our future
performance. When used in this context, the words "anticipates," "plans,"
"believes," "estimates," "intends," "expects," "projects," "will" and similar
expressions may identify forward-looking statements, although not all
forward-looking statements contain such words. Such statements including, but
not limited to, our statements regarding our business strategy, growth strategy,
productivity and profitability enhancement, new product and service
introductions and liquidity and capital resources are based on management's
beliefs, as well as on assumptions made by, and information currently available
to, management, and involve various risks and uncertainties, certain of which
are beyond our control. Our actual results could differ materially from those
expressed in any forward-looking statement made by or on our behalf. In light of
these risks and uncertainties there can be no assurance that the forward-looking
information will in fact prove to be accurate. Factors that might cause actual
results to differ from such forward-looking statements include, but are not
limited to, an increase in competition, the amount of outstanding indebtedness,
the availability of appropriate acquisition opportunities, availability of key
products, functionality of information systems, international operating
environments, global and national economic and market factors and other risks
that are described in our Annual Report on Form 10-K for our fiscal year ended
December 31, 2008, or other documents subsequently filed with the Securities and
Exchange Commission. We have undertaken no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise.
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