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Quotes & Info
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| TXI > SEC Filings for TXI > Form 10-Q on 9-Jan-2013 | All Recent SEC Filings |
9-Jan-2013
Quarterly Report
In November 2011 we entered into a joint venture agreement with Ratliff
Ready-Mix, L.P., a ready-mix operator based in Waco, Texas. We contributed seven
of our central Texas ready-mix plants and certain related assets to the joint
venture and guaranteed 50%, or $13.0 million of the debt of the joint venture's
debt which matures November 18, 2013. In addition to our 50% guarantee of the
joint venture's debt, 100% of the debt is guaranteed by the other partner and
secured by the underlying assets of the joint venture. The joint venture was in
compliance with all the terms of the debt as of November 30, 2012. The day to
day business operations are managed by the 60% partner in the venture. The joint
venture owns a total of twenty three ready-mix plants and serves the central
Texas market. We supply cement to the joint venture. The joint venture
operations are reported in our consumer products segment using the equity method
of accounting.
Consolidated net sales for the three-month period ended November 30, 2012 were
$167.7 million, an increase of $21.5 million from the prior year period.
Consolidated cost of products sold for the three-month period ended November 30,
2012 was $155.9 million, an increase of $11.2 million from the prior year
period. Increased sales were primarily due to higher shipments for all major
products and higher average price in aggregates and consumer products. Increase
in cost of products sold is primarily due to cost associated with higher
shipments and cement repair and maintenance costs. Consolidated gross profit for
the three-month periods ended November 30, 2012 and November 30, 2011 was $11.8
million and $1.5 million, respectively.
Consolidated net sales for the six-month period ended November 30, 2012 were
$342.2 million, an increase of $28.4 million from the prior year period.
Consolidated cost of products sold for the six-month period ended November 30,
2012 was $315.3 million, an increase of $13.6 million from the prior year
period. Increased sales were primarily due to higher cement and aggregates
shipments and higher average price in aggregates and consumer products. Increase
in cost of products sold is primarily due to cost associated with higher
shipments and cement repair and maintenance costs. Consolidated gross profit for
the six-month periods ended November 30, 2012 and November 30, 2011 was $27.0
million and $12.1 million, respectively.
Consolidated restructuring charges of $3.2 million were recorded in the
three-month and six-month periods ended November 30, 2011, of which $1.6 million
was paid. These charges consist primarily of severance and benefit costs
associated with the various workforce reduction initiatives.
Consolidated selling, general and administrative expense for the three-month
period ended November 30, 2012 was $17.1 million, an increase of $4.3 million
from the prior year period. Our stock-based compensation includes awards
expected to be settled in cash, the expense for which is based on their fair
value at the end of each period until the awards are paid. The impact of changes
in our stock price on the fair value of these awards increased expense $4.3
million from the prior year period.
Consolidated selling, general and administrative expense for the six-month
period ended November 30, 2012 was $34.6 million, an increase of $5.1 million
from the prior year period. Our stock-based compensation includes awards
expected to be settled in cash, the expense for which is based on their fair
value at the end of each period until the awards are paid. The impact of changes
in our stock price on the fair value of these awards increased expense $7.1
million from the prior period. This increase was offset by $2.0 million decrease
in controllable expenses.
Consolidated other income for the three-month period ended November 30, 2012 was
$1.9 million, an increase of $0.4 million from the prior year period. Other
income includes earnings from a joint venture of $0.5 million in the three-month
period ended November 30, 2012.
Consolidated other income for the six-month period ended November 30, 2012 was
$4.5 million, a decrease of $2.9 million from the prior year period. The July
2011 asset exchange resulted in the recognition of a gain of $2.1 million in the
six-month period ended November 30, 2011.
Net Income from discontinued operations for the three-month period ended
November 30, 2012 was $0.8 million, an increase of $0.7 million from the prior
year on higher shipments from expanded shale and clay lightweight aggregates.
Net Income from discontinued operations for the six-month period ended November
30, 2012 was $5.9 million, an increase of $3.6 million from the prior year
period on higher shipments from expanded shale and clay lightweight aggregates.
Total segment operating profit for the three month period ended November 30,
2012 was $6.9 million. Total segment operating loss for the three-month period
ended November 30, 2011 was $6.9 million. Total segment operating profit was
$17.5 million for the six-month period ended November 30, 2012. Total segment
operating loss was $1.0 million for the six-month period ended November 30,
2011.
The following is a summary of operating results for our business segments and
certain other information related to our principal products and non-operating
expenses.
Cement Operations
Three months ended Six months ended
November 30, November 30,
In thousands except per unit 2012 2011 2012 2011
Operating Results
Cement sales $ 82,584 $ 68,994 $ 169,897 $ 144,972
Other sales and delivery fees 8,858 8,240 18,750 17,899
Total segment sales 91,442 77,234 188,647 162,871
Cost of products sold 82,706 78,050 168,825 156,282
Gross profit 8,736 (816 ) 19,822 6,589
Selling, general and administrative (3,729 ) (4,165 ) (7,273 ) (8,243 )
Restructuring charges - (1,074 ) - (1,074 )
Other income 1,050 700 1,930 3,890
Operating Profits $ 6,057 $ (5,355 ) $ 14,479 $ 1,162
Cement
Shipments (tons) 1,034 884 2,153 1,853
Prices ($/ton) $ 79.82 $ 78.07 $ 78.91 $ 78.25
Cost of sales ($/ton) $ 72.56 $ 78.34 $ 70.47 $ 74.90
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Three months ended November 30, 2012
Cement operating profit (loss) for the three-month periods ended November 30,
2012 and November 30, 2011 was $6.1 million and $(5.4) million, respectively.
Total segment sales for the three-month period ended November 30, 2012 were
$91.4 million compared to $77.2 million for the prior year period. Cement sales
increased $14.2 million from the prior year period. Our Texas market area
accounted for approximately 69% of cement sales in the current period compared
to 67% of cement sales in the prior year period. Average cement prices increased
3% in our Texas market from the prior year period. Average cement prices
decreased less than 1% due to a change in product mix in our California market
from the prior year period. Shipments increased 19% in our Texas market area and
13% in our California market area.
Cost of products sold for the three-month period ended November 30, 2012
increased $4.7 million from the prior year period primarily due to higher
shipments. Cement unit cost of sales decreased 7% from prior year period
primarily due to higher shipments and lower energy costs offset slightly by
higher maintenance costs.
Selling, general and administrative expense for the three-month period ended
November 30, 2012 decreased $0.5 million from the prior year period primarily
due to our work force reduction initiatives.
Restructuring charges of $1.1 million were recorded in the three-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Other income for the three-month period ended November 30, 2012 increased $0.3
million from the prior year period primarily due to higher royalties.
Six months ended November 30, 2012
Cement operating profit for the six-month periods ended November 30, 2012 and
November 30, 2011 was $14.5 million and $1.2 million, respectively.
Total segment sales for the six-month period ended November 30, 2012 were $188.6
million compared to $162.9 million for the prior year period. Cement sales
increased $25.7 million from the prior year period. Our Texas market area
accounted for approximately 68% of cement sales in the current period compared
to 67% of cement sales in the prior year period. Average cement prices increased
3% in our Texas market from the prior year period. Average cement prices
decreased 4% due to a change in product mix in our California market from the
prior year period. Shipments increased 15% in our Texas market area and 19% in
our California market area.
Cost of products sold for the six-month period ended November 30, 2012 increased
$12.5 million from the prior year period primarily due to higher shipments.
Cement unit cost of sales decreased 6% from prior year period primarily due to
higher shipments.
Selling, general and administrative expense for the six-month period ended
November 30, 2012 decreased $1.0 million from the prior year period primarily
due to our work force reduction initiatives.
Restructuring charges of $1.1 million were recorded in the six-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Other income for the six-month period ended November 30, 2012 decreased $2.0
million from the prior year period. The sales of emission credits associated
with our Crestmore cement plant in Riverside, California resulted in gain of
$2.5 million in the six-month period ended November 30, 2011.
Aggregates Operations
Three months ended Six months ended
November 30, November 30,
In thousands except per unit 2012 2011 2012 2011
Operating Results
Stone, sand and gravel sales $ 27,739 $ 20,993 $ 55,890 $ 43,193
Delivery fees 12,473 7,854 25,302 15,971
Total segment sales 40,212 28,847 81,192 59,164
Cost of products sold 35,951 25,459 72,188 52,378
Gross profit 4,261 3,388 9,004 6,786
Selling, general and administrative (856 ) (1,226 ) (1,864 ) (3,102 )
Restructuring charges - (373 ) - (373 )
Other income 115 202 378 473
Operating Profit $ 3,520 $ 1,991 $ 7,518 $ 3,784
Stone, sand and gravel
Shipments (tons) 3,808 2,818 7,722 5,961
Prices ($/ton) $ 7.28 $ 7.45 $ 7.24 $ 7.25
Cost of sales ($/ton) $ 5.99 $ 6.35 $ 5.99 $ 6.28
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Previously, the aggregates segment included our expanded shale and clay lightweight aggregates which has been classified as discontinued operations in the current period and all prior periods. Therefore, amounts for these operations are not included in the information presented.
On December 4, 2012, our subsidiaries entered into agreements to exchange their
expanded shale and clay lightweight aggregates manufacturing business for the
ready-mix concrete business of subsidiaries of Trinity Industries, Inc. in east
Texas and southwest Arkansas. Pursuant to the agreements, we will transfer our
expanded shale and clay manufacturing facilities in Streetman, Texas; Boulder,
Colorado and Frazier Park, California; and our DiamondProŽ product line in
exchange for 42 ready-mix concrete plants stretching from Texarkana to Beaumont
in east Texas and in southwestern Arkansas, as well as 2 aggregate distribution
facilities in Beaumont and Port Arthur, Texas, and related assets. We anticipate
recognizing a gain on the transaction, the amount of which will be determined
after the transaction closes. Closing is subject to negotiations of ancillary
agreements, satisfactory completion of due diligence, receipt of required
consents, approvals and permit amendments and other customary conditions.
Three months ended November 30, 2012
Aggregates operating profit for the three-month periods ended November 30, 2012
and November 30, 2011 was $3.5 million and $2.0 million, respectively.
Total segment sales for the three-month period ended November 30, 2012 were
$40.2 million compared to $28.8 million for the prior year period. Stone, sand
and gravel sales increased $6.7 million from the prior year period on 35% higher
shipments.
Cost of products sold for the three-month period ended November 30, 2012
increased $10.5 million from the prior year period primarily due to increased
stone, sand and gravel shipments. Stone, sand and gravel unit costs decreased 6%
from the prior year period primarily due to the effect of higher shipments on
unit costs.
Selling, general and administrative expense for the three-month period ended
November 30, 2012 decreased $0.4 million from the prior year period primarily
due to our work force reduction initiatives.
Restructuring charges of $0.4 million were recorded in the three-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Six months ended November 30, 2012
Aggregates operating profit for the six-month periods ended November 30, 2012
and November 30, 2011 was $7.5 million and $3.8 million, respectively.
Total segment sales for the six-month period ended November 30, 2012 were $81.2
million compared to $59.2 million for the prior year period. Stone, sand and
gravel sales increased $12.7 million from the prior year period on 30% higher
shipments.
Cost of products sold for the six-month period ended November 30, 2012 increased
$19.8 million from the prior year period primarily due to increased stone, sand
and gravel shipments. Stone, sand and gravel unit costs decreased 5% from the
prior year period primarily due to the effect of higher shipments on unit costs.
Selling, general and administrative expense for the six-month period ended
November 30, 2012 decreased $1.2 million from the prior year period primarily
due to our work force reduction initiatives.
Restructuring charges of $0.4 million were recorded in the six-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Consumer Products Operations
Three months ended Six months ended
November 30, November 30,
In thousands except per unit 2012 2011 2012 2011
Operating Results
Ready-mix concrete sales $ 52,776 $ 44,579 $ 104,694 $ 100,807
Package products sales and delivery fees 101 13,542 228 28,338
Total segment sales 52,877 58,121 104,922 129,145
Cost of products sold 54,123 59,212 106,796 130,409
Gross loss (1,246 ) (1,091 ) (1,874 ) (1,264 )
Selling, general and administrative (2,074 ) (2,436 ) (4,764 ) (6,810 )
Restructuring charges - (536 ) - (536 )
Other income 713 457 2,123 2,664
Operating Loss $ (2,607 ) $ (3,606 ) $ (4,515 ) $ (5,946 )
Ready-mix concrete
Shipments (cubic yards) 643 587 1,292 1,328
Prices ($/cubic yard) $ 81.99 $ 75.85 $ 81.03 $ 75.89
Cost of sales ($/cubic yard) $ 84.16 $ 80.66 $ 82.56 $ 79.69
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Three months ended November 30, 2012
Consumer products operating loss for the three-month periods ended November 30,
2012 and November 30, 2011 was $2.6 million and $3.6 million, respectively.
Total segment sales for the three-month period ended November 30, 2012 were
$52.9 million compared to $58.1 million for the prior year period. Segment sales
decreased $5.2 million from the prior year period due to the effect of exiting
the Houston, Texas ready-mix market and the sale of our Texas-based package
products operations. Ready-mix concrete sales from ongoing operations increased
$8.2 million from the prior year period on 9% higher shipments and 8% higher
average prices.
Cost of products sold for the three-month period ended November 30, 2012
decreased $5.1 million from the prior year period primarily due to the sale of
our Texas-based package products operation and having exited the Houston
ready-mix
market. Ready-mix concrete unit costs increased 4% from the prior year period on
higher maintenance, diesel and material costs.
Selling, general and administrative expense for the three-month period ended
November 30, 2012 decreased $0.3 million from the prior year period primarily
due to the effect of the sale of our Texas-based package products operations and
our work force reduction initiatives.
Restructuring charges of $0.5 million were recorded in the three-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Other income for the three-month period ended November 30, 2012 increased $0.3
million from the prior year period primarily due to earnings from joint venture
of $0.7 million.
Six months ended November 30, 2012
Consumer products operating loss for the six-month periods ended November 30,
2012 and November 30, 2011 was $4.5 million and $5.9 million, respectively.
Total segment sales for the six-month period ended November 30, 2012 were $104.9
million compared to $129.1 million for the prior year period. Segment sales
decreased $24.2 million from the prior year period due to the effect of exiting
the Houston, Texas ready-mix market and the sale of our Texas-based package
products operations. Ready-mix concrete sales increased $3.9 million from the
prior year period on 7% higher average prices against 3% lower shipments.
Cost of products sold for the six-month period ended November 30, 2012 decreased
$23.6 million from the prior year period primarily due to the sale of our
Texas-based package products operation and having exited the Houston ready-mix
market. Ready-mix concrete unit costs increased 4% from the prior year period on
higher material and diesel costs.
Selling, general and administrative expense for the six-month period ended
November 30, 2012 decreased $2.0 million from the prior year period primarily
due to the effect of the sale of our Texas-based package products operations and
our work force reduction initiatives.
Restructuring charges of $0.5 million were recorded in the six-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Other income for the six-month period ended November 30, 2012 decreased $0.5
million from the prior year period. Earnings from the joint venture of $1.1
million were recognized in the six-month period ended November 30, 2012. Gain of
$2.1 million from the disposition of the Houston ready-mix operations was
recognized in the six-month period ended November 30, 2011. Excluding these
items, other income increased $0.4 million dollars from the prior year period
due to miscellaneous sales.
Corporate
Three months ended Six months ended
November 30, November 30,
In thousands 2012 2011 2012 2011
Other income $ 46 $ 163 $ 92 $ 366
Selling, general and administrative (10,405 ) (4,953 ) (20,718 ) (11,355 )
Restructuring charges - (1,169 ) - (1,169 )
$ (10,359 ) $ (5,959 ) $ (20,626 ) $ (12,158 )
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Three months ended November 30, 2012
Other income for the three-month period ended November 30, 2012 decreased $0.1
million from the prior year period primarily due to lower oil and gas royalty
payments.
Selling, general and administrative expense for the three-month period ended
November 30, 2012 increased $5.5 million from the prior year period. Stock-based
compensation includes awards expected to be settled in cash, the expense for
which is based on their fair value at the end of each period until the awards
are paid. The impact of changes in our stock price on the fair value of these
awards increased expense $4.3 million for the three-month period ended November
30, 2012 and the realignment of administration functions resulted in
approximately $1.0 million higher expense, which was more than offset by the
savings from the work force reduction in the operating segments.
Restructuring charges of $1.2 million were recorded for the three-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Six months ended November 30, 2012
Other income for the six-month period ended November 30, 2012 decreased $0.3
million from the prior year period primarily due to lower oil and gas royalty
payments.
Selling, general and administrative expense for the six-month period ended
November 30, 2012 increased $9.4 million from the prior year period. Stock-based
compensation includes awards expected to be settled in cash, the expense for
which is based on their fair value at the end of each period until the awards
are paid. The impact of changes in our stock price on the fair value of these
awards increased expense $7.1 million for the six-month period ended November
30, 2012 and the realignment of administration functions resulted in
approximately 2.0 million higher expense.
Restructuring charges of $1.2 million were recorded for the six-month period
ended November 30, 2011. These charges consist primarily of severance and
benefit costs associated with various workforce reduction initiatives.
Interest
Interest expense incurred for the three-month period ended November 30, 2012 was
$17.4 million, of which $9.9 million was capitalized in connection with our
Hunter, Texas cement plant expansion project and $7.5 million was expensed.
Interest expense incurred for the three-month period ended November 30, 2011 was
$17.1 million, of which $8.3 million was capitalized in connection with our
Hunter, Texas cement plant expansion project and $8.8 million was expensed.
Interest expense incurred for the six-month period ended November 30, 2012 was
$34.4 million, of which $19.2 million was capitalized in connection with our
Hunter, Texas cement plant expansion project and $15.2 million was expensed.
Interest expense incurred for the six-month period ended November 30, 2011 was
$34.4 million, of which $16.1 million was capitalized in connection with our
Hunter, Texas cement plant expansion project and $18.3 million was expensed.
Interest expense to be capitalized in connection with our Hunter, Texas cement
plant expansion project during the remainder of our current fiscal year is
expected to be between $11 million and $17 million.
Income Taxes
Income taxes for the interim periods ended November 30, 2012 and November 30,
2011 have been included in the accompanying financial statements on the basis of
an estimated annual rate. The tax rate differs from the 35% federal statutory
corporate rate primarily due to percentage depletion that is tax deductible,
state income taxes and valuation allowances against deferred tax assets. The
estimated annualized rate for continuing operations is 4.3% for fiscal year 2013
. . .
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