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 23, 2012
MOHAWK INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 01-13697 | 52-1604305 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 160 South Industrial Blvd., Calhoun, Georgia | 30701 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code (706) 629-7721
(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 (see General Instruction A.2. below):
| ¨ | Written communication pursuant to Rule 425 under 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 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act CFR 240.17R 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
The following information, including the Exhibit attached hereto, is being furnished pursuant to this Item 2.02 and shall not be deemed “filed” for purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
On February 23, 2012, Mohawk Industries, Inc., issued a press release announcing its fourth quarter financial results. A copy of the press release is attached hereto and hereby incorporated by reference as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
99.1 Press release dated February 23, 2012.
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.
| Mohawk Industries, Inc. | ||||||
| Date: February 23, 2012 |
By: | /s/ James F. Brunk | ||||
| James F. Brunk | ||||||
| V.P. & Corporate Controller | ||||||
INDEX TO EXHIBITS
| Exhibit |
||
| 99.1. | Press release dated February 23, 2012. | |
Exhibit 99.1
| For Release: | Immediately | |
| Contact: | Frank H. Boykin, Chief Financial Officer (706) 624-2695 |
MOHAWK INDUSTRIES, INC. ANNOUNCES
FOURTH QUARTER EARNINGS
Calhoun, Georgia, February 23, 2012 - Mohawk Industries, Inc. (NYSE:MHK) today announced 2011 fourth quarter net earnings of $43 million and diluted earnings per share (EPS) of $0.62. Excluding unusual items, net earnings for the fourth quarter of 2011 were $50 million and EPS was $0.72, a 9% increase over last year. Net sales for the fourth quarter of 2011 were $1.4 billion, increasing 9% as reported and 10% with a constant exchange rate. For the fourth quarter of 2010, net earnings were $46 million and EPS was $0.66. Excluding unusual items for the fourth quarter of 2010, net earnings were $45 million and EPS was $0.66.
For the full year of 2011, our net earnings were $174 million and EPS was $2.52. Excluding unusual items, net earnings for the full year of 2011 were $202 million and EPS was $2.92, a 16% increase over last year. Net sales for the full year of 2011 were $5.6 billion, representing a 6% increase over 2010. For the full year of 2010, our net earnings were $185 million, and EPS was $2.65. Excluding unusual items for the full year of 2010, net earnings were $173 million and EPS was $2.52.
Commenting on Mohawk Industries’ performance, Jeffrey S. Lorberbaum, Chairman and CEO, stated, “The Company’s fourth quarter results reflect improvements in sales and adjusted net earnings over last year with all segments showing sales growth for the last three quarters. In the U.S., sales in both the residential and commercial categories expanded, with commercial growing at a faster pace. Increased prices across many product categories are being implemented in the first quarter to recover higher material costs. Each segment has reduced costs through process improvements, investments in technology and strategic realignment of assets. Our net debt to adjusted EBITDA ratio was 2.0 and we have available liquidity of more than $900 million to redeem the 2012 bonds and provide flexibility for future opportunities”
Mohawk segment net sales grew by more than 8% with both the residential and commercial channels showing improvement. Operating margins were compressed by higher material costs and the delay of our price increase until the first quarter of 2012. A price increase of 5-7% is presently being implemented to offset material inflation. We introduced the next generation of soft carpets, branded SmartStrand Silk, which have an unparalleled softness, performance and environmental position. We expanded our filament extrusion and carpet tile capacity to satisfy the growing demand. We reduced our costs with improved manufacturing productivity, re-engineered processes and a more streamlined infrastructure.
1
Dal-Tile segment net sales grew almost 10% during the quarter with commercial growth exceeding residential. Our residential sales continued their positive growth trends for the third consecutive period. In the first quarter, we are implementing price increases of 3-5% on certain products to recover higher material and transportation costs. We have increased our presence in the home center channel, broadened design alternatives for larger sizes, and introduced ceramic tiles replicating wood. In Mexico, we are significantly growing our sales anticipating the completion of our new facility in April of this year. Our investments in design technology, product expansion, marketing and distribution sustained the growth of our business.
Unilin net sales increased approximately 10% as reported and on a local currency basis. Our laminate and wood flooring products continued growing in Europe supported by the success of our new product introductions, expansion of our DIY strategy, and the addition of Australian distribution and Russian manufacturing. In Europe, we are implementing laminate price increases of 2-3% in the first quarter. In the U.S., wood sales grew, laminate sales were slightly softer, and we received new commitments from home centers for both laminate and wood which will begin shipping in the first quarter. Our Russian laminate plant is manufacturing products comparable to our European production and will expand as we broaden the styles produced locally. We continue the integration of our Australian distributor, re-configuration of our Malaysian wood manufacturing and investments in our DidIt click furniture.
Improving consumer confidence, a positive employment outlook and lower housing inventories are cause for future optimism. In the first quarter, we anticipate additional sales growth, but at a lower rate than the fourth quarter which had easier comparisons. Presently, we are raising the prices on many of our products to recover the inflation of our materials. These increases will not be fully implemented until the second quarter reducing our first quarter margins. The start-up expenses of our major projects will impact our short term results and the additional costs will decline as they ramp up. We expect continued sales growth, higher pricing, and productivity improvements will impact favorably our full year 2012 results. With these factors, our first quarter guidance for earnings is $0.47 to $0.57 per share, excluding any restructuring costs.
The flooring industry should continue its improvement throughout 2012. We have many initiatives to strengthen our product offering, expand our geographical reach, recover raw material inflation and reduce our costs. Our financial structure is strong and we can take advantage of new opportunities.
Mohawk is a leading supplier of flooring for both residential and commercial applications. Mohawk provides a complete selection for all markets of carpet, ceramic tile, laminate, wood, stone, vinyl, and rugs. These products are marketed under the premier brands in the industry including Mohawk, Karastan, Lees, Bigelow, Durkan, Daltile, American Olean, Unilin
2
and Quick-Step. Mohawk’s unique merchandising and marketing assists the consumer in creating exquisite floors to fulfill their dreams. Mohawk provides a premium level of service with its own trucking fleet and local distribution in the U.S. Mohawk’s international presence includes operations in Australia, China, Europe, Malaysia, Mexico and Russia.
Certain of the statements in the immediately preceding paragraphs, particularly anticipating future performance, business prospects, growth and operating strategies and similar matters and those that include the words “could,” “should,” “believes,” “anticipates,” “expects,” and “estimates,” or similar expressions constitute “forward-looking statements.” For those statements, Mohawk claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. There can be no assurance that the forward-looking statements will be accurate because they are based on many assumptions, which involve risks and uncertainties. The following important factors could cause future results to differ: changes in economic or industry conditions; competition; inflation in raw material prices and other input costs; energy costs and supply; timing and level of capital expenditures; timing and implementation of price increases for the Company’s products; impairment charges; integration of acquisitions; international operations; introduction of new products; rationalization of operations; tax, product and other claims; litigation; and other risks identified in Mohawk’s SEC reports and public announcements.
Conference call Friday, February 24, 2012 at 11:00 AM Eastern Time.
The telephone number is 1-800-603-9255 for US/Canada and 1-706-634-2294 for International/Local.
Conference ID # 45556735. A replay will also be available until March 9, 2012 by dialing 855-859-2056
for US/local calls and 404-537-3406 for International/Local calls and entering Conference ID # 45556735.
3
MOHAWK INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Statement of Operations
(Amounts in thousands, except per share data)
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, 2011 |
December 31, 2010 |
December 31, 2011 |
December 31, 2010 |
|||||||||||||
| Net sales |
$ | 1,378,297 | 1,262,198 | 5,642,258 | 5,319,072 | |||||||||||
| Cost of sales |
1,042,880 | 920,532 | 4,225,379 | 3,916,472 | ||||||||||||
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|
|||||||||
| Gross profit |
335,417 | 341,666 | 1,416,879 | 1,402,600 | ||||||||||||
| Selling, general and administrative expenses |
269,123 | 256,026 | 1,101,337 | 1,088,431 | ||||||||||||
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|
|||||||||
| Operating income |
66,294 | 85,640 | 315,542 | 314,169 | ||||||||||||
| Interest expense |
24,130 | 30,166 | 101,617 | 133,151 | ||||||||||||
| Other (income) expense, net |
257 | (3,002 | ) | 14,051 | (11,630 | ) | ||||||||||
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|||||||||
| Earnings before income taxes |
41,907 | 58,476 | 199,874 | 192,648 | ||||||||||||
| Income tax expense (benefit) |
(1,990 | ) | 11,040 | 21,649 | 2,713 | |||||||||||
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|||||||||
| Net earnings |
43,897 | 47,436 | 178,225 | 189,935 | ||||||||||||
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|||||||||
| Net earnings attributable to noncontrolling interest |
(966 | ) | (1,678 | ) | (4,303 | ) | (4,464 | ) | ||||||||
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| Net earnings attributable to Mohawk Industries, Inc. |
$ | 42,931 | 45,758 | 173,922 | 185,471 | |||||||||||
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| Basic earnings per share attributable to Mohawk Industries, Inc. (1) |
$ | 0.62 | 0.67 | 2.53 | 2.66 | |||||||||||
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| Weighted-average common shares outstanding - basic |
68,768 | 68,612 | 68,736 | 68,578 | ||||||||||||
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| Diluted earnings per share attributable to Mohawk Industries, Inc. (1) |
$ | 0.62 | 0.66 | 2.52 | 2.65 | |||||||||||
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| Weighted-average common shares outstanding - diluted |
69,016 | 68,843 | 68,964 | 68,764 | ||||||||||||
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| (1) | Basic and diluted earnings per share attributable to Mohawk Industries, Inc. for the twelve months ended December 31, 2010, includes a decrease of approximately $0.04 and $0.05, respectively, related to the change in fair value for a redeemable noncontrolling interest in a consolidated subsidiary of the Company. |
Other Financial Information
(Amounts in thousands)
| Net cash provided by operating activities |
$ | 162,805 | 109,318 | 300,993 | 319,712 | |||||||||||
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| Depreciation and amortization |
$ | 74,930 | 74,522 | 297,734 | 296,773 | |||||||||||
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| Capital expenditures |
$ | 93,313 | 69,940 | 275,573 | 156,180 | |||||||||||
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Consolidated Balance Sheet Data
(Amounts in thousands)
| December 31, 2011 |
December 31, 2010 |
|||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 311,945 | 354,217 | |||||
| Restricted cash |
— | 27,954 | ||||||
| Receivables, net |
686,165 | 614,473 | ||||||
| Inventories |
1,113,630 | 1,007,503 | ||||||
| Prepaid expenses and other current assets |
135,514 | 111,162 | ||||||
| Deferred income taxes |
150,910 | 133,304 | ||||||
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|||||
| Total current assets |
2,398,164 | 2,248,613 | ||||||
| Property, plant and equipment, net |
1,712,154 | 1,687,124 | ||||||
| Goodwill |
1,375,175 | 1,369,394 | ||||||
| Intangible assets, net |
605,100 | 677,127 | ||||||
| Deferred income taxes and other non-current assets |
115,635 | 116,668 | ||||||
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|||||
| $ | 6,206,228 | 6,098,926 | ||||||
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Current portion of long-term debt |
$ | 386,255 | 350,588 | |||||
| Accounts payable and accrued expenses |
715,091 | 698,326 | ||||||
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|||||
| Total current liabilities |
1,101,346 | 1,048,914 | ||||||
| Long-term debt, less current portion |
1,200,184 | 1,302,994 | ||||||
| Deferred income taxes and other long-term liabilities |
455,190 | 440,021 | ||||||
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|||||
| Total liabilities |
2,756,720 | 2,791,929 | ||||||
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|||||
| Noncontrolling interest |
33,723 | 35,441 | ||||||
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|
|||||
| Total stockholders’ equity |
3,415,785 | 3,271,556 | ||||||
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|
|||||
| $ | 6,206,228 | 6,098,926 | ||||||
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Segment Information
(Amounts in thousands)
| Three Months Ended | As of or for the Twelve Months Ended |
|||||||||||||||
| December 31, 2011 |
December 31, 2010 |
December 31, 2011 |
December 31, 2010 |
|||||||||||||
| Net sales: |
||||||||||||||||
| Mohawk |
$ | 723,975 | 667,230 | 2,927,674 | 2,844,876 | |||||||||||
| Dal-Tile |
348,541 | 317,354 | 1,454,316 | 1,367,442 | ||||||||||||
| Unilin |
326,321 | 297,415 | 1,344,764 | 1,188,274 | ||||||||||||
| Intersegment sales |
(20,540 | ) | (19,801 | ) | (84,496 | ) | (81,520 | ) | ||||||||
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| Consolidated net sales |
$ | 1,378,297 | 1,262,198 | 5,642,258 | 5,319,072 | |||||||||||
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| Operating income (loss): |
||||||||||||||||
| Mohawk |
$ | 30,687 | 48,804 | 109,874 | 122,904 | |||||||||||
| Dal-Tile |
18,387 | 19,902 | 101,298 | 97,334 | ||||||||||||
| Unilin |
21,640 | 20,864 | 127,147 | 114,298 | ||||||||||||
| Corporate and eliminations |
(4,420 | ) | (3,930 | ) | (22,777 | ) | (20,367 | ) | ||||||||
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|||||||||
| Consolidated operating income |
$ | 66,294 | 85,640 | 315,542 | 314,169 | |||||||||||
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| Assets: |
||||||||||||||||
| Mohawk |
$ | 1,769,065 | 1,637,319 | |||||||||||||
| Dal-Tile |
1,732,818 | 1,644,448 | ||||||||||||||
| Unilin |
2,533,070 | 2,475,049 | ||||||||||||||
| Corporate and eliminations |
171,275 | 342,110 | ||||||||||||||
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|||||||||||||
| Consolidated assets |
$ | 6,206,228 | 6,098,926 | |||||||||||||
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|||||||||||||
Reconciliation of Net Earnings Attributable to Mohawk Industries, Inc. to Adjusted Net Earnings Attributable to Mohawk Industries, Inc. and Adjusted Diluted Earnings Per Share Attributable to Mohawk Industries, Inc.
(Amounts in thousands, except per share data)
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, 2011 |
December 31, 2010 |
December 31, 2011 |
December 31, 2010 |
|||||||||||||
| Net earnings attributable to Mohawk Industries, Inc. |
$ | 42,931 | 45,758 | 173,922 | 185,471 | |||||||||||
| Unusual items: |
||||||||||||||||
| Unrealized foreign currency losses (1) |
— | — | 9,085 | — | ||||||||||||
| Operating lease correction (2) |
6,035 | — | 6,035 | — | ||||||||||||
| Business restructurings |
7,696 | 893 | 23,209 | 13,156 | ||||||||||||
| Debt extinguishment costs |
— | — | 1,116 | 7,514 | ||||||||||||
| Acquisitions purchase accounting |
— | — | — | 1,713 | ||||||||||||
| U.S. customs refund |
— | (1,965 | ) | — | (7,730 | ) | ||||||||||
| Discrete tax items, net |
— | — | — | (24,407 | ) | |||||||||||
| Income taxes |
(7,152 | ) | 407 | (11,749 | ) | (2,592 | ) | |||||||||
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| Adjusted net earnings attributable to Mohawk Industries, Inc. |
$ | 49,510 | 45,093 | 201,618 | 173,125 | |||||||||||
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| Adjusted diluted earnings per share attributable to Mohawk Industries, Inc. |
$ | 0.72 | 0.66 | 2.92 | 2.52 | |||||||||||
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|||||||||
| Weighted-average common shares outstanding - diluted |
69,016 | 68,843 | 68,964 | 68,764 | ||||||||||||
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Reconciliation of Total Debt to Net Debt
(Amounts in thousands)
| December 31, 2011 |
||||
| Current portion of long-term debt |
$ | 386,255 | ||
| Long-term debt, less current portion |
1,200,184 | |||
| Less: Cash and cash equivalents |
311,945 | |||
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| Net Debt |
$ | 1,274,494 | ||
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Reconciliation of Operating Income to Adjusted EBITDA
(Amounts in thousands)
| Three Months Ended | Trailing Twelve Months Ended |
|||||||||||||||||||
| April 2, 2011 |
July 2, 2011 |
October 1, 2011 |
December 31, 2011 |
December 31, 2011 |
||||||||||||||||
| Operating income |
$ | 56,084 | 101,700 | 91,464 | 66,294 | 315,542 | ||||||||||||||
| Other (expense) income |
15 | (396 | ) | (13,413 | ) | (257 | ) | (14,051 | ) | |||||||||||
| Net earnings attributable to noncontrolling interest |
(1,096 | ) | (1,191 | ) | (1,050 | ) | (966 | ) | (4,303 | ) | ||||||||||
| Depreciation and amortization |
74,253 | 74,344 | 74,207 | 74,930 | 297,734 | |||||||||||||||
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|||||||||||
| EBITDA |
129,256 | 174,457 | 151,208 | 140,001 | 594,922 | |||||||||||||||
| Unrealized foreign currency losses (1) |
— | — | 9,085 | — | 9,085 | |||||||||||||||
| Operating lease correction (2) |
— | — | — | 6,035 | 6,035 | |||||||||||||||
| Business restructurings |
6,813 | 6,514 | 2,186 | 7,696 | 23,209 | |||||||||||||||
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| Adjusted EBITDA |
$ | 136,069 | 180,971 | 162,479 | 153,732 | 633,251 | ||||||||||||||
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| Net Debt to Adjusted EBITDA |
2.0 | |||||||||||||||||||
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Reconciliation of Net Sales to Adjusted Net Sales
(Amounts in thousands)
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, 2011 |
December 31, 2010 |
December 31, 2011 |
December 31, 2010 |
|||||||||||||
| Net sales |
$ | 1,378,297 | 1,262,198 | 5,642,258 | 5,319,072 | |||||||||||
| Adjustments to net sales: |
||||||||||||||||
| Exchange rate |
4,193 | — | (53,337 | ) | — | |||||||||||
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|||||||||
| Adjusted net sales |
$ | 1,382,490 | 1,262,198 | 5,588,921 | 5,319,072 | |||||||||||
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Reconciliation of Segment Net Sales to Adjusted Segment Net Sales
(Amounts in thousands)
| Three Months Ended | ||||||||
| Unilin |
December 31, 2011 |
December 31, 2010 |
||||||
| Net sales |
$ | 326,321 | 297,415 | |||||
| Adjustment to net sales: |
||||||||
| Exchange rate |
1,996 | — | ||||||
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|
|||||
| Adjusted net sales |
$ | 328,317 | 297,415 | |||||
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|||||
Reconciliation of Operating Income to Adjusted Operating Income
(Amounts in thousands)
| Three Months Ended | ||||||||
| December 31, 2011 |
December 31, 2010 |
|||||||
| Operating income |
$ | 66,294 | 85,640 | |||||
| Adjustments to operating income: |
||||||||
| Operating lease correction (2) |
6,035 | — | ||||||
| Business restructurings |
7,696 | 893 | ||||||
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|
|||||
| Adjusted operating income |
$ | 80,025 | 86,533 | |||||
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|||||
| Adjusted operating margin as a percent of net sales |
5.8 | % | 6.9 | % | ||||
Reconciliation of Segment Operating Income to Adjusted Segment Operating Income
(Amounts in thousands)
| Three Months Ended | ||||||||
| Mohawk |
December 31, 2011 |
December 31, 2010 |
||||||
| Operating income |
$ | 30,687 | 48,804 | |||||
| Adjustments to operating income: |
||||||||
| Operating lease correction (2) |
2,761 | — | ||||||
| Business restructurings |
7,696 | 893 | ||||||
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|
|||||
| Adjusted operating income |
$ | 41,144 | 49,697 | |||||
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| Adjusted operating margin as a percent of net sales |
5.7 | % | 7.4 | % | ||||
| Dal-Tile |
||||||||
| Operating income |
$ | 18,387 | 19,902 | |||||
| Adjustments to operating income: |
||||||||
| Operating lease correction (2) |
3,274 | — | ||||||
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|
|||||
| Adjusted operating income |
$ | 21,661 | 19,902 | |||||
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|
|||||
| Adjusted operating margin as a percent of net sales |
6.2 | % | 6.3 | % | ||||
Reconciliation of Earnings Before Income Taxes to Adjusted Earnings Before Income Taxes
(Amounts in thousands)
| Three Months Ended | ||||||||
| December 31, 2011 |
December 31, 2010 |
|||||||
| Earnings before income taxes |
$ | 41,907 | 58,476 | |||||
| Unusual items: |
||||||||
| Operating lease correction (2) |
6,035 | — | ||||||
| Business restructurings |
7,696 | 893 | ||||||
| U.S. customs refund |
— | (1,965 | ) | |||||
|
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|
|||||
| Adjusted earnings before income taxes |
$ | 55,638 | 57,404 | |||||
|
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|
|||||
Reconciliation of Income Tax Expense (Benefit) to Adjusted Income Tax Expense
(Amounts in thousands)
| Three Months Ended | ||||||||
| December 31, 2011 |
December 31, 2010 |
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| Income tax expense (benefit) |
$ | (1,990 | ) | 11,040 | ||||
| Unusual items: |
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| Income taxes |
7,152 | (407 | ) | |||||
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| Adjusted income tax expense |
$ | 5,162 | 10,633 | |||||
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| Adjusted income tax rate |
9 | % | 19 | % | ||||
Reconciliation of Selling, General and Administrative Expenses to Adjusted Selling, General and Administrative Expenses
(Amounts in thousands)
| Three Months Ended | ||||||||
| December 31, 2011 |
December 31, 2010 |
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| Selling, general and administrative expenses |
$ | 269,123 | 256,026 | |||||
| Adjustments to selling, general and administrative expenses: |
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| Operating lease correction (2) |
(6,035 | ) | — | |||||
| Business restructurings |
(3,214 | ) | 403 | |||||
| Exchange rate |
765 | — | ||||||
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| Adjusted selling, general and administrative expenses |
$ | 260,639 | 256,429 | |||||
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| Adjusted selling, general and administrative expenses as a percent of net sales |
18.9 | % | 20.3 | % | ||||
| (1) | Unrealized foreign currency losses in Q3 2011 for certain of the Company’s consolidated foreign subsidiaries that measure financial position and results using the U.S. dollar rather than the local currency. |
| (2) | Correction of an immaterial error related to accounting for operating leases |
The Company believes it is useful for itself and investors to review, as applicable, both GAAP and the above non-GAAP measures in order to assess the performance of the Company’s business for planning and forecasting in subsequent periods.