|
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended March 31, 2017
|
|
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
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For the transition period from _______________________________ to_________________________________________
|
Delaware
|
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94-3030279
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(State of incorporation)
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(I.R.S. Employer Identification No.)
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|
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27422 Portola Parkway, Suite 200 Foothill Ranch, California
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92610-2831
|
(Address of principal executive offices)
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(Zip Code)
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(949) 614-1740
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(Registrant's telephone number, including area code)
|
|
|
|
|
|
|
|
|
|
|
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March 31, 2017
|
|
December 31, 2016
|
||||
|
(In millions of dollars, except share and per share amounts)
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
34.4
|
|
|
$
|
55.2
|
|
Short-term investments
|
195.5
|
|
|
231.0
|
|
||
Receivables:
|
|
|
|
||||
Trade receivables – net
|
157.0
|
|
|
137.7
|
|
||
Other
|
11.8
|
|
|
11.9
|
|
||
Inventories
|
203.5
|
|
|
201.6
|
|
||
Prepaid expenses and other current assets
|
34.0
|
|
|
18.5
|
|
||
Total current assets
|
636.2
|
|
|
655.9
|
|
||
Property, plant and equipment – net
|
535.8
|
|
|
530.9
|
|
||
Deferred tax assets – net
|
140.8
|
|
|
159.7
|
|
||
Intangible assets – net
|
26.0
|
|
|
26.4
|
|
||
Goodwill
|
37.2
|
|
|
37.2
|
|
||
Other assets
|
37.1
|
|
|
33.4
|
|
||
Total
|
$
|
1,413.1
|
|
|
$
|
1,443.5
|
|
LIABILITIES AND STOCKHOLDERS
'
EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
84.4
|
|
|
$
|
75.8
|
|
Accrued salaries, wages and related expenses
|
29.1
|
|
|
49.1
|
|
||
Other accrued liabilities
|
40.4
|
|
|
40.1
|
|
||
Total current liabilities
|
153.9
|
|
|
165.0
|
|
||
Net liabilities of Salaried VEBA
|
28.3
|
|
|
28.6
|
|
||
Deferred tax liabilities
|
3.3
|
|
|
3.3
|
|
||
Long-term liabilities
|
60.1
|
|
|
73.2
|
|
||
Long-term debt
|
368.9
|
|
|
368.7
|
|
||
Total liabilities
|
614.5
|
|
|
638.8
|
|
||
Commitments and contingencies – Note 7
|
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
||||
Preferred stock, 5,000,000 shares authorized at both March 31, 2017 and December 31, 2016; no shares were issued and outstanding at March 31, 2017 and December 31, 2016
|
—
|
|
|
—
|
|
||
Common stock, par value $0.01, 90,000,000 shares authorized at both March 31, 2017 and at December 31, 2016; 22,379,247 shares issued and 17,282,630 shares outstanding at March 31, 2017; 22,332,732 shares issued and 17,651,461 shares outstanding at December 31, 2016
|
0.2
|
|
|
0.2
|
|
||
Additional paid in capital
|
1,046.0
|
|
|
1,047.4
|
|
||
Retained earnings
|
101.9
|
|
|
75.2
|
|
||
Treasury stock, at cost, 5,096,617 shares at March 31, 2017 and 4,681,271 shares at December 31, 2016, respectively
|
(314.1
|
)
|
|
(281.4
|
)
|
||
Accumulated other comprehensive loss
|
(35.4
|
)
|
|
(36.7
|
)
|
||
Total stockholders' equity
|
798.6
|
|
|
804.7
|
|
||
Total
|
$
|
1,413.1
|
|
|
$
|
1,443.5
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(In millions of dollars, except share and per share amounts)
|
||||||
Net sales
|
$
|
355.3
|
|
|
$
|
343.2
|
|
Costs and expenses:
|
|
|
|
||||
Cost of products sold:
|
|
|
|
||||
Cost of products sold, excluding depreciation and amortization and other items
|
277.8
|
|
|
262.0
|
|
||
Lower of cost or market inventory write-down
|
—
|
|
|
4.9
|
|
||
Unrealized gain on derivative instruments
|
(15.1
|
)
|
|
(4.0
|
)
|
||
Depreciation and amortization
|
9.6
|
|
|
8.7
|
|
||
Selling, general, administrative, research and development:
|
|
|
|
||||
Selling, general, administrative, research and development
|
23.7
|
|
|
26.1
|
|
||
Net periodic postretirement benefit cost relating to Salaried VEBA
|
1.1
|
|
|
0.8
|
|
||
Gain on removal of Union VEBA net assets – Note 5
|
(1.3
|
)
|
|
(0.1
|
)
|
||
Total selling, general, administrative, research and development
|
23.5
|
|
|
26.8
|
|
||
Total costs and expenses
|
295.8
|
|
|
298.4
|
|
||
Operating income
|
59.5
|
|
|
44.8
|
|
||
Other (expense) income:
|
|
|
|
||||
Interest expense
|
(5.6
|
)
|
|
(3.7
|
)
|
||
Other income, net – Note 12
|
0.6
|
|
|
0.3
|
|
||
Income before income taxes
|
54.5
|
|
|
41.4
|
|
||
Income tax provision
|
(18.5
|
)
|
|
(15.1
|
)
|
||
Net income
|
$
|
36.0
|
|
|
$
|
26.3
|
|
|
|
|
|
||||
Net income per common share:
|
|
|
|
||||
Basic
|
$
|
2.07
|
|
|
$
|
1.47
|
|
Diluted
|
$
|
2.04
|
|
|
$
|
1.44
|
|
Weighted-average number of common shares outstanding (in thousands):
|
|
|
|
||||
Basic
|
17,385
|
|
|
17,864
|
|
||
Diluted
|
17,603
|
|
|
18,200
|
|
||
|
|
|
|
||||
Dividends declared per common share
|
$
|
0.50
|
|
|
$
|
0.45
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(In millions of dollars)
|
||||||
Net income
|
$
|
36.0
|
|
|
$
|
26.3
|
|
Other comprehensive income, net of tax – Note 13:
|
|
|
|
||||
Defined benefit pension plan and VEBAs
|
0.9
|
|
|
0.8
|
|
||
Available for sale securities
|
0.1
|
|
|
—
|
|
||
Foreign currency cash flow hedges
|
0.1
|
|
|
0.1
|
|
||
Alloy Hedges
|
0.2
|
|
|
—
|
|
||
Other comprehensive income, net of tax
|
1.3
|
|
|
0.9
|
|
||
Comprehensive income
|
$
|
37.3
|
|
|
$
|
27.2
|
|
|
Common
Shares
Outstanding
|
|
Common
Stock
|
|
Additional
Paid in Capital
|
|
Retained
Earnings
|
|
Treasury
Stock
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Total
|
|||||||||||||
|
(In millions of dollars, except share and per share amounts)
|
|||||||||||||||||||||||||
BALANCE, December 31, 2016
|
17,651,461
|
|
|
$
|
0.2
|
|
|
$
|
1,047.4
|
|
|
$
|
75.2
|
|
|
$
|
(281.4
|
)
|
|
$
|
(36.7
|
)
|
|
$
|
804.7
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
36.0
|
|
|
—
|
|
|
—
|
|
|
36.0
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
1.3
|
|
||||||
Issuance of common shares to employees upon vesting of restricted stock units and performance shares
|
102,403
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Cancellation of shares to cover employees' tax withholdings upon vesting of non-vested shares
|
(55,888
|
)
|
|
—
|
|
|
(4.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.4
|
)
|
||||||
Repurchase of common stock
|
(415,346
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.7
|
)
|
|
—
|
|
|
(32.7
|
)
|
||||||
Cash dividends on common stock and restricted shares and dividend equivalents on restricted stock units and performance shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|
(9.3
|
)
|
||||||
Amortization of unearned equity compensation
|
—
|
|
|
—
|
|
|
3.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.0
|
|
||||||
BALANCE, March 31, 2017
|
17,282,630
|
|
|
$
|
0.2
|
|
|
$
|
1,046.0
|
|
|
$
|
101.9
|
|
|
$
|
(314.1
|
)
|
|
$
|
(35.4
|
)
|
|
$
|
798.6
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(In millions of dollars)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
36.0
|
|
|
$
|
26.3
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation of property, plant and equipment
|
9.2
|
|
|
8.3
|
|
||
Amortization of definite-lived intangible assets
|
0.4
|
|
|
0.4
|
|
||
Amortization of debt discount and debt issuance costs
|
0.3
|
|
|
0.3
|
|
||
Deferred income taxes
|
18.1
|
|
|
15.1
|
|
||
Non-cash equity compensation
|
3.0
|
|
|
2.6
|
|
||
Lower of cost or market inventory write-down
|
—
|
|
|
4.9
|
|
||
Gain on sale of available for sale securities
|
(0.7
|
)
|
|
—
|
|
||
Non-cash unrealized gains on derivative instruments
|
(15.1
|
)
|
|
(4.0
|
)
|
||
Non-cash net periodic postretirement benefit cost relating to Salaried VEBA
|
1.1
|
|
|
0.8
|
|
||
Other non-cash changes in assets and liabilities
|
(1.2
|
)
|
|
0.3
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Trade and other receivables
|
(19.2
|
)
|
|
(24.6
|
)
|
||
Inventories, excluding lower of cost or market write-down
|
(1.9
|
)
|
|
4.1
|
|
||
Prepaid expenses and other current assets
|
(3.3
|
)
|
|
(2.2
|
)
|
||
Accounts payable
|
9.4
|
|
|
1.9
|
|
||
Accrued liabilities
|
(11.4
|
)
|
|
21.2
|
|
||
Annual variable cash contributions to VEBAs
|
(20.0
|
)
|
|
(19.5
|
)
|
||
Long-term assets and liabilities, net
|
(0.6
|
)
|
|
(14.6
|
)
|
||
Net cash provided by operating activities
|
4.1
|
|
|
21.3
|
|
||
Cash flows from investing activities
1
:
|
|
|
|
||||
Capital expenditures
|
(14.8
|
)
|
|
(25.9
|
)
|
||
Purchase of available for sale securities
|
(74.7
|
)
|
|
—
|
|
||
Proceeds from disposition of available for sale securities
|
110.9
|
|
|
20.0
|
|
||
Net cash provided by (used in) investing activities
|
21.4
|
|
|
(5.9
|
)
|
||
Cash flows from financing activities
1
:
|
|
|
|
||||
Repayment of capital lease
|
(0.2
|
)
|
|
—
|
|
||
Cancellation of shares to cover employees' tax withholdings upon vesting of non-vested shares
|
(4.4
|
)
|
|
(2.7
|
)
|
||
Repurchase of common stock
|
(32.6
|
)
|
|
(6.3
|
)
|
||
Cash dividends and dividend equivalents paid
|
(9.3
|
)
|
|
(8.2
|
)
|
||
Net cash used in financing activities
|
(46.5
|
)
|
|
(17.2
|
)
|
||
Net decrease in cash, cash equivalents and restricted cash during the period
|
(21.0
|
)
|
|
(1.8
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
67.7
|
|
|
83.7
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
46.7
|
|
|
$
|
81.9
|
|
1
|
See
Note 11
for the supplemental disclosure on non-cash transactions.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
(In millions of dollars)
|
||||||
Cash and Cash Equivalents
|
|
|
|
||||
Cash and money market funds
|
$
|
23.5
|
|
|
$
|
37.9
|
|
Commercial paper
|
10.9
|
|
|
17.3
|
|
||
Total
|
$
|
34.4
|
|
|
$
|
55.2
|
|
|
|
|
|
||||
Trade Receivables
–
Net
|
|
|
|
||||
Billed trade receivables
|
$
|
157.6
|
|
|
$
|
138.2
|
|
Unbilled trade receivables
|
0.5
|
|
|
0.3
|
|
||
Trade receivables, gross
|
158.1
|
|
|
138.5
|
|
||
Allowance for doubtful receivables
|
(1.1
|
)
|
|
(0.8
|
)
|
||
Trade receivables – net
|
$
|
157.0
|
|
|
$
|
137.7
|
|
|
|
|
|
||||
Inventories
|
|
|
|
||||
Finished products
|
$
|
68.4
|
|
|
$
|
73.8
|
|
Work-in-process
|
75.3
|
|
|
71.7
|
|
||
Raw materials
|
54.7
|
|
|
51.1
|
|
||
Operating supplies
|
5.1
|
|
|
5.0
|
|
||
Total
|
$
|
203.5
|
|
|
$
|
201.6
|
|
|
|
|
|
||||
Property, Plant and Equipment
–
Net
|
|
|
|
||||
Land and improvements
|
$
|
22.7
|
|
|
$
|
22.7
|
|
Buildings and leasehold improvements
|
89.0
|
|
|
88.6
|
|
||
Machinery and equipment
|
620.8
|
|
|
615.1
|
|
||
Construction in progress
|
42.3
|
|
|
34.8
|
|
||
Property, plant and equipment – gross
|
774.8
|
|
|
761.2
|
|
||
Accumulated depreciation
|
(239.3
|
)
|
|
(230.6
|
)
|
||
Assets held for sale
|
0.3
|
|
|
0.3
|
|
||
Property, plant and equipment – net
|
$
|
535.8
|
|
|
$
|
530.9
|
|
|
|
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
(In millions of dollars)
|
||||||
Other Accrued Liabilities
|
|
|
|
||||
Uncleared cash disbursements
|
$
|
4.6
|
|
|
$
|
5.8
|
|
Accrued income taxes and taxes payable
|
9.5
|
|
|
4.3
|
|
||
Accrued annual contribution to VEBAs
|
11.5
|
|
|
20.0
|
|
||
Accrued interest
|
8.4
|
|
|
2.9
|
|
||
Other
|
6.4
|
|
|
7.1
|
|
||
Total
|
$
|
40.4
|
|
|
$
|
40.1
|
|
|
|
|
|
||||
Long-Term Liabilities
|
|
|
|
|
|||
Workers' compensation accruals
|
$
|
24.5
|
|
|
$
|
25.0
|
|
Long-term environmental accrual – Note 7
|
15.8
|
|
|
15.8
|
|
||
Long-term portion of contingent contribution to Union VEBA – Note 5
|
—
|
|
|
12.8
|
|
||
Other long-term liabilities
|
19.8
|
|
|
19.6
|
|
||
Total
|
$
|
60.1
|
|
|
$
|
73.2
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Domestic
|
$
|
18.3
|
|
|
$
|
14.9
|
|
Foreign
|
0.2
|
|
|
0.2
|
|
||
Total
|
$
|
18.5
|
|
|
$
|
15.1
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Salaried VEBA:
|
|
|
|
||||
Service cost
1
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
0.7
|
|
|
0.7
|
|
||
Expected return on plan assets
|
(1.0
|
)
|
|
(1.0
|
)
|
||
Amortization of prior service cost
|
1.2
|
|
|
1.0
|
|
||
Amortization of net actuarial loss
|
0.2
|
|
|
0.1
|
|
||
Total net periodic postretirement benefit cost relating to Salaried VEBA
|
$
|
1.1
|
|
|
$
|
0.8
|
|
1
|
The service cost was insignificant for all periods presented.
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Included within Fabricated Products:
|
|
|
|
||||
Deferred compensation plan
|
$
|
0.1
|
|
|
$
|
—
|
|
Defined contribution plans
|
4.1
|
|
|
3.6
|
|
||
Multiemployer pension plans
|
1.1
|
|
|
1.1
|
|
||
Total Fabricated Products
|
$
|
5.3
|
|
|
$
|
4.7
|
|
|
|
|
|
||||
Included within All Other:
|
|
|
|
||||
Net periodic postretirement benefit cost relating to Salaried VEBA
|
$
|
1.1
|
|
|
$
|
0.8
|
|
(Gain) loss on removal of Union VEBA net assets
|
(1.3
|
)
|
|
(0.1
|
)
|
||
Deferred compensation plan
|
0.4
|
|
|
0.1
|
|
||
Defined contribution plans
|
0.5
|
|
|
0.4
|
|
||
Total All Other
|
$
|
0.7
|
|
|
$
|
1.2
|
|
|
|
|
|
||||
Total
|
$
|
6.0
|
|
|
$
|
5.9
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Non-vested common shares and restricted stock units
|
$
|
1.3
|
|
|
$
|
1.1
|
|
TSR-Based Performance Shares
|
1.3
|
|
|
1.1
|
|
||
CP-Based Performance Shares
|
0.4
|
|
|
0.1
|
|
||
EVA-Based Performance Shares
|
—
|
|
|
0.3
|
|
||
Total non-cash compensation expense
|
$
|
3.0
|
|
|
$
|
2.6
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Fabricated Products
|
$
|
1.2
|
|
|
$
|
0.8
|
|
All Other
|
1.8
|
|
|
1.8
|
|
||
Total non-cash compensation expense
|
$
|
3.0
|
|
|
$
|
2.6
|
|
|
Unrecognized Gross Compensation Costs
(in millions of dollars)
|
|
Expected Period (in years) Over Which the Remaining Gross Compensation Costs Will Be Recognized
|
||
Non-vested common shares and restricted stock units
|
$
|
8.7
|
|
|
2.3
|
TSR-Based Performance Shares
|
$
|
8.1
|
|
|
2.0
|
CP-Based Performance Shares
|
$
|
7.6
|
|
|
2.6
|
EVA-Based Performance Shares
|
$
|
1.1
|
|
|
2.9
|
|
Non-Vested
Common Shares
|
|
Restricted
Stock Units
|
|
TSR-Based Performance Shares
|
|
CP-Based Performance Shares
|
|
EVA-Based Performance
Shares
|
|||||||||||||||||||||||||
|
Shares
|
|
Weighted-Average
Grant-Date Fair
Value per Share
|
|
Units
|
|
Weighted-Average
Grant-Date Fair
Value per Unit
|
|
Shares
|
|
Weighted-Average
Grant-Date Fair Value per Share |
|
Shares
|
|
Weighted-Average
Grant-Date Fair Value per Share |
|
Shares
|
|
Weighted-Average
Grant-Date Fair
Value per Share
|
|||||||||||||||
Outstanding at December 31, 2016
|
114,658
|
|
|
$
|
69.51
|
|
|
61,800
|
|
|
$
|
74.94
|
|
|
394,525
|
|
|
$
|
90.30
|
|
|
63,678
|
|
|
$
|
80.46
|
|
|
—
|
|
|
$
|
—
|
|
Granted
1
|
—
|
|
|
—
|
|
|
62,275
|
|
|
73.14
|
|
|
65,044
|
|
|
97.88
|
|
|
65,044
|
|
|
79.69
|
|
|
32,504
|
|
|
79.69
|
|
|||||
Vested
|
(36,406
|
)
|
|
67.63
|
|
|
(8,321
|
)
|
|
77.04
|
|
|
(94,082
|
)
|
|
83.18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Forfeited
1
|
—
|
|
|
—
|
|
|
(3,425
|
)
|
|
82.32
|
|
|
(1,340
|
)
|
|
97.88
|
|
|
(1,340
|
)
|
|
79.69
|
|
|
(670
|
)
|
|
79.69
|
|
|||||
Canceled
1
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(55,288
|
)
|
|
83.18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Outstanding at March 31, 2017
|
78,252
|
|
|
$
|
70.39
|
|
|
112,329
|
|
|
$
|
73.56
|
|
|
308,859
|
|
|
$
|
95.31
|
|
|
127,382
|
|
|
$
|
80.07
|
|
|
31,834
|
|
|
$
|
79.69
|
|
1
|
For performance shares, the number of shares granted and forfeited are presented at their maximum payout; and the number of shares canceled includes the number of shares that did not vest due to performance results falling below those required for maximum payout.
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Restricted stock units
|
$
|
73.14
|
|
|
$
|
74.49
|
|
TSR-Based Performance Shares
|
$
|
97.88
|
|
|
$
|
93.02
|
|
CP-Based Performance Shares
|
$
|
79.69
|
|
|
$
|
80.46
|
|
EVA-Based Performance Shares
|
$
|
79.69
|
|
|
$
|
—
|
|
Aluminum
|
Maturity Period (month/year)
|
|
Notional Amount of contracts (mmlbs)
|
|
Purchased put option contracts
|
7/17 through 12/17
|
|
26.8
|
|
Fixed price purchase contracts
|
4/17 through 12/21
|
|
205.8
|
|
Fixed price sales contracts
|
4/17 through 6/18
|
|
1.4
|
|
Midwest premium swap contracts
1
|
4/17 through 12/21
|
|
203.5
|
|
Alloying Metals
|
Maturity Period (month/year)
|
|
Notional Amount of contracts (mmlbs)
|
|
Fixed price purchase contracts
|
4/17 through 12/17
|
|
5.7
|
|
Natural Gas
2
|
Maturity Period (month/year)
|
|
Notional Amount of contracts (mmbtu)
|
|
Fixed price purchase contracts
|
4/17 through 12/19
|
|
4,640,000
|
|
Euro
|
Maturity Period (month/year)
|
|
Notional Amount of contracts (euro)
|
|
Fixed price purchase contracts
|
8/17
|
|
105,600
|
|
1
|
Regional premiums represent the premium over the London Metal Exchange price for primary aluminum which is incurred on our purchases of primary aluminum.
|
2
|
As of
March 31, 2017
, we had derivative and/or physical delivery commitments with energy companies in place to cover exposure to fluctuations in prices for approximately
74%
,
72%
and
61%
of the expected natural gas purchases for the remainder of
2017
,
2018
and
2019
respectively.
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Realized gain (loss):
|
|
|
|
||||
Aluminum
|
$
|
4.6
|
|
|
$
|
(2.7
|
)
|
Natural gas
|
—
|
|
|
(1.7
|
)
|
||
Alloy Hedges
|
0.1
|
|
|
—
|
|
||
Total realized gain (loss)
1
|
$
|
4.7
|
|
|
$
|
(4.4
|
)
|
|
|
|
|
||||
Unrealized gain (loss):
|
|
|
|
||||
Aluminum
|
$
|
16.3
|
|
|
$
|
3.2
|
|
Natural gas
|
(1.2
|
)
|
|
0.8
|
|
||
Total unrealized gain
2
|
$
|
15.1
|
|
|
$
|
4.0
|
|
1
|
Recorded within Cost of products sold, excluding depreciation, amortization and other items.
|
2
|
Recorded within Unrealized gain on derivative instruments.
|
|
March 31, 2017
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
DERIVATIVE ASSETS:
|
|
|
|
|
|
|
|
||||||||
Non-Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Aluminum –
|
|
|
|
|
|
|
|
||||||||
Put option purchase contracts
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Fixed price purchase contracts
|
—
|
|
|
18.4
|
|
|
—
|
|
|
18.4
|
|
||||
Midwest premium swap contracts
|
—
|
|
|
1.8
|
|
|
—
|
|
|
1.8
|
|
||||
Natural gas
– Fixed price purchase contracts
|
—
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Alloying metals
– Fixed price purchase contracts
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
Total derivative assets
1
|
$
|
—
|
|
|
$
|
21.2
|
|
|
$
|
—
|
|
|
$
|
21.2
|
|
|
|
|
|
|
|
|
|
|
March 31, 2017
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
DERIVATIVE LIABILITIES:
|
|
|
|
|
|
|
|
||||||||
Non-Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Aluminum –
|
|
|
|
|
|
|
|
||||||||
Fixed price sales contracts
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
Midwest premium swap contracts
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
||||
Natural gas
– Fixed price purchase contracts
|
—
|
|
|
(0.7
|
)
|
|
—
|
|
|
(0.7
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Alloying metals
– Fixed price purchase contracts
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
Total derivative liabilities
2
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
1
|
Of the
$21.2 million
in total derivative assets,
$17.2 million
and
$4.0 million
was recorded within Prepaid expenses and other current assets and Other assets, respectively.
|
2
|
Of the
$1.8 million
in total derivative liabilities,
$1.1 million
and
$0.7 million
was recorded within Other accrued liabilities and Long-term liabilities, respectively.
|
|
December 31, 2016
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
DERIVATIVE ASSETS:
|
|
|
|
|
|
|
|
||||||||
Non-Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Aluminum –
|
|
|
|
|
|
|
|
||||||||
Fixed price purchase contracts
|
$
|
—
|
|
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
3.3
|
|
Midwest premium swap contracts
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
||||
Natural gas
– Fixed price purchase contracts
|
—
|
|
|
1.6
|
|
|
—
|
|
|
1.6
|
|
||||
Total derivative assets
1
|
$
|
—
|
|
|
$
|
5.8
|
|
|
$
|
—
|
|
|
$
|
5.8
|
|
|
|
|
|
|
|
|
|
||||||||
DERIVATIVE LIABILITIES:
|
|
|
|
|
|
|
|
||||||||
Non-Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Aluminum
–
|
|
|
|
|
|
|
|
||||||||
Fixed price purchase contracts
|
$
|
—
|
|
|
$
|
(1.1
|
)
|
|
$
|
—
|
|
|
$
|
(1.1
|
)
|
Midwest premium swap contracts
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
||||
Natural gas
– Fixed price purchase contracts
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Designated Hedges:
|
|
|
|
|
|
|
|
||||||||
Alloying metals
– Fixed price purchase contracts
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
Total derivative liabilities
2
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
1
|
Of the
$5.8 million
in total derivative assets,
$5.0 million
and
$0.8 million
was recorded within Prepaid expenses and other current assets and Other assets, respectively.
|
2
|
Of the
$1.8 million
in total derivative liabilities,
$0.8 million
and
$1.0 million
was recorded within Other accrued liabilities and Long-term liabilities, respectively.
|
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Amounts of Assets Presented in the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheets
|
|
Net Amount
|
||||||||||
Counterparty
(with netting agreements)
|
$
|
21.2
|
|
|
$
|
—
|
|
|
$
|
21.2
|
|
|
$
|
1.8
|
|
|
$
|
19.4
|
|
Total
|
$
|
21.2
|
|
|
$
|
—
|
|
|
$
|
21.2
|
|
|
$
|
1.8
|
|
|
$
|
19.4
|
|
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Amounts of Liabilities Presented in the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheets
|
|
Net Amount
|
||||||||||
Counterparty
(with netting agreements)
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
Total
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Amounts of Assets Presented in the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheets
|
|
Net Amount
|
||||||||||
Counterparty
(with netting agreements)
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
3.3
|
|
|
$
|
1.0
|
|
|
$
|
2.3
|
|
Counterparty
(with partial netting agreements)
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
0.7
|
|
|
1.8
|
|
|||||
Total
|
$
|
5.8
|
|
|
$
|
—
|
|
|
$
|
5.8
|
|
|
$
|
1.7
|
|
|
$
|
4.1
|
|
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Amounts of Liabilities Presented in the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheets
|
|
Net Amount
|
||||||||||
Counterparty
(with netting agreements)
|
$
|
(1.0
|
)
|
|
$
|
—
|
|
|
$
|
(1.0
|
)
|
|
$
|
(1.0
|
)
|
|
$
|
—
|
|
Counterparty
(with partial netting agreements)
|
(0.8
|
)
|
|
—
|
|
|
(0.8
|
)
|
|
(0.7
|
)
|
|
(0.1
|
)
|
|||||
Total
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
(1.7
|
)
|
|
$
|
(0.1
|
)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents
|
$
|
23.5
|
|
|
$
|
10.9
|
|
|
$
|
—
|
|
|
$
|
34.4
|
|
Short-term investments
|
—
|
|
|
195.5
|
|
|
—
|
|
|
195.5
|
|
||||
Total
|
$
|
23.5
|
|
|
$
|
206.4
|
|
|
$
|
—
|
|
|
$
|
229.9
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents
|
$
|
37.9
|
|
|
$
|
17.3
|
|
|
$
|
—
|
|
|
$
|
55.2
|
|
Short-term investments
|
—
|
|
|
231.0
|
|
|
—
|
|
|
231.0
|
|
||||
Total
|
$
|
37.9
|
|
|
$
|
248.3
|
|
|
$
|
—
|
|
|
$
|
286.2
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Numerator:
|
|
|
|
||||
Net income
|
$
|
36.0
|
|
|
$
|
26.3
|
|
Denominator – Weighted-average common shares outstanding (in thousands):
|
|
|
|
||||
Basic
1
|
17,385
|
|
|
17,864
|
|
||
Add: dilutive effect of non-vested common shares, restricted stock units, performance shares and stock options
|
218
|
|
|
336
|
|
||
Diluted
2
|
17,603
|
|
|
18,200
|
|
||
|
|
|
|
||||
Net income per common share, Basic:
|
$
|
2.07
|
|
|
$
|
1.47
|
|
Net income per common share, Diluted:
|
$
|
2.04
|
|
|
$
|
1.44
|
|
1
|
The basic weighted-average number of common shares outstanding during the periods presented excludes non-vested common shares, restricted stock units and performance shares.
|
2
|
The diluted weighted-average number of common shares outstanding during the periods presented was calculated using the treasury method.
|
|
|
Quarter Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
Number of common shares repurchased
|
|
415,346
|
|
|
83,265
|
|
||
Weighted-average repurchase price (dollars per share)
|
|
$
|
78.70
|
|
|
$
|
76.85
|
|
Total cost of repurchased common shares (in millions of dollars)
|
|
$
|
32.7
|
|
|
$
|
6.4
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Net sales:
|
|
|
|
||||
Fabricated Products
|
$
|
355.3
|
|
|
$
|
343.2
|
|
Segment operating income (loss):
|
|
|
|
||||
Fabricated Products
1
|
$
|
70.6
|
|
|
$
|
57.9
|
|
All Other
|
(11.1
|
)
|
|
(13.1
|
)
|
||
Total operating income
|
$
|
59.5
|
|
|
$
|
44.8
|
|
Interest expense
|
(5.6
|
)
|
|
(3.7
|
)
|
||
Other income, net
|
0.6
|
|
|
0.3
|
|
||
Income before income taxes
|
$
|
54.5
|
|
|
$
|
41.4
|
|
Depreciation and amortization:
|
|
|
|
||||
Fabricated Products
|
$
|
9.4
|
|
|
$
|
8.6
|
|
All Other
|
0.2
|
|
|
0.1
|
|
||
Total depreciation and amortization
|
$
|
9.6
|
|
|
$
|
8.7
|
|
Capital expenditures:
|
|
|
|
||||
Fabricated Products
|
$
|
14.6
|
|
|
$
|
25.8
|
|
All Other
|
0.2
|
|
|
0.1
|
|
||
Total capital expenditures
|
$
|
14.8
|
|
|
$
|
25.9
|
|
1
|
Fabricated Products segment operating income included non-cash mark-to-market gain on primary aluminum, natural gas and foreign currency hedging activities, which totaled
$15.1 million
and
$4.0 million
for the quarters ended
March 31, 2017
and
March 31, 2016
, respectively. For further discussion regarding mark-to-market matters, see
Note 8
.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Assets:
|
|
|
|
||||
Fabricated Products
|
$
|
1,017.3
|
|
|
$
|
969.4
|
|
All Other
1
|
395.8
|
|
|
474.1
|
|
||
Total assets
|
$
|
1,413.1
|
|
|
$
|
1,443.5
|
|
1
|
Assets in All Other represent primarily all of our cash and cash equivalents, short-term investments, financial derivative assets (see
Note 8
) and net deferred income tax assets.
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Net sales:
|
|
|
|
||||
Aero/HS products
|
$
|
167.5
|
|
|
$
|
176.9
|
|
Automotive Extrusions
|
53.0
|
|
|
48.4
|
|
||
GE products
|
123.2
|
|
|
105.4
|
|
||
Other products
|
11.6
|
|
|
12.5
|
|
||
Total net sales
|
$
|
355.3
|
|
|
$
|
343.2
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Income taxes paid:
|
|
|
|
||||
Fabricated Products
–
|
|
|
|
||||
Domestic
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Foreign
|
0.1
|
|
|
0.2
|
|
||
Total income taxes paid
|
$
|
0.2
|
|
|
$
|
0.3
|
|
|
Quarter Ended
|
||||
|
March 31,
|
||||
|
2017
|
|
2016
|
||
Percentage of total primary aluminum supply (lbs):
|
|
|
|
||
Supply from our top five major suppliers
|
86
|
%
|
|
83
|
%
|
Supply from our largest supplier
|
37
|
%
|
|
30
|
%
|
Supply from our second and third largest suppliers
|
34
|
%
|
|
35
|
%
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(In millions of dollars)
|
||||||
Interest paid
|
$
|
0.3
|
|
|
$
|
0.3
|
|
Non-cash investing and financing activities (included in Accounts payable):
|
|
|
|
||||
Unpaid purchases of property and equipment
|
$
|
3.7
|
|
|
$
|
2.0
|
|
Stock repurchases not yet settled
|
$
|
2.0
|
|
|
$
|
0.1
|
|
|
|
|
|
||||
|
|
|
|
||||
Cash and cash equivalents
|
$
|
34.4
|
|
|
$
|
70.7
|
|
Restricted cash included in Prepaid expenses and other current assets
|
0.3
|
|
|
0.3
|
|
||
Restricted cash included in Other assets
|
12.0
|
|
|
10.9
|
|
||
Total cash, cash equivalents and restricted cash shown in the Statements of Consolidated Cash Flows
|
$
|
46.7
|
|
|
$
|
81.9
|
|
|
Quarter Ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Interest income
|
$
|
—
|
|
|
$
|
0.1
|
|
Realized gain on investments
|
0.7
|
|
|
—
|
|
||
All other (expense) income, net
|
(0.1
|
)
|
|
0.2
|
|
||
Other income, net
|
$
|
0.6
|
|
|
$
|
0.3
|
|
|
|
Quarter Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
Salaried VEBA and defined benefit pension plan:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
(37.1
|
)
|
|
$
|
(31.3
|
)
|
Amortization of net actuarial loss
1
|
|
0.2
|
|
|
0.1
|
|
||
Amortization of prior service cost
1
|
|
1.2
|
|
|
1.0
|
|
||
Less: income tax expense
2
|
|
(0.5
|
)
|
|
(0.4
|
)
|
||
Net amortization reclassified from AOCI to Net income
|
|
0.9
|
|
|
0.7
|
|
||
Translation impact on Canadian pension plan AOCI balance
|
|
—
|
|
|
0.1
|
|
||
Other comprehensive income, net of tax
|
|
0.9
|
|
|
0.8
|
|
||
Ending balance
|
|
$
|
(36.2
|
)
|
|
$
|
(30.5
|
)
|
|
|
|
|
|
||||
Available for sale securities:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
0.8
|
|
|
$
|
(0.1
|
)
|
Unrealized gain on available for sale securities
|
|
1.1
|
|
|
—
|
|
||
Less: income tax expense
|
|
(0.4
|
)
|
|
—
|
|
||
Net unrealized gain on available for sale securities
|
|
0.7
|
|
|
—
|
|
||
Reclassification of unrealized gain upon sale of available for sale securities
3
|
|
(0.9
|
)
|
|
—
|
|
||
Less: income tax benefit
2
|
|
0.3
|
|
|
—
|
|
||
Net unrealized gain reclassified from AOCI to Net income
|
|
(0.6
|
)
|
|
—
|
|
||
Other comprehensive income, net of tax
|
|
0.1
|
|
|
—
|
|
||
Ending balance
|
|
$
|
0.9
|
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
||||
Foreign currency cash flow hedges:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
(0.1
|
)
|
|
$
|
(0.2
|
)
|
Unrealized gain on foreign currency cash flow hedges
|
|
—
|
|
|
0.2
|
|
||
Less: income tax benefit
|
|
—
|
|
|
(0.1
|
)
|
||
Net unrealized gain on foreign currency cash flow hedges
|
|
—
|
|
|
0.1
|
|
||
Unrealized loss reclassified from AOCI to Net income
4
|
|
0.2
|
|
|
—
|
|
||
Less: income tax expense
2
|
|
(0.1
|
)
|
|
—
|
|
||
Net unrealized loss reclassified from AOCI to Net income
|
|
0.1
|
|
|
—
|
|
||
Other comprehensive income, net of tax
|
|
0.1
|
|
|
0.1
|
|
||
Ending balance
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
|
|
Quarter Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
Alloy Hedges:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
Unrealized gain on Alloy Hedges
|
|
0.3
|
|
|
—
|
|
||
Less: income tax expense
|
|
(0.1
|
)
|
|
—
|
|
||
Net unrealized gain on Alloy Hedges
|
|
0.2
|
|
|
—
|
|
||
Other comprehensive income, net of tax
|
|
0.2
|
|
|
—
|
|
||
Ending balance
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
|
|
|
|
||||
Foreign currency translation:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
(0.2
|
)
|
|
$
|
(0.1
|
)
|
(Loss) gain on foreign currency translation
|
|
—
|
|
|
—
|
|
||
Less: income tax (expense) benefit
|
|
—
|
|
|
—
|
|
||
Other comprehensive (loss) income, net of tax
|
|
—
|
|
|
—
|
|
||
Ending balance
|
|
$
|
(0.2
|
)
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
||||
Total AOCI ending balance
|
|
$
|
(35.4
|
)
|
|
$
|
(30.8
|
)
|
1
|
Amounts reclassified out of AOCI relating to Salaried VEBA adjustments were included as a component of Net periodic postretirement benefit cost relating to Salaried VEBA.
|
2
|
Income tax amounts reclassified out of AOCI were included as a component of Income tax provision.
|
3
|
Amounts reclassified out of AOCI relating to sales of available for sale securities were included as a component of Other income, net. We use the specific identification method to determine the amount reclassified out of AOCI.
|
4
|
Amounts reclassified out of AOCI relating to foreign currency cash flow hedges were related to equipment purchases placed into service during the period and will be included as a component of Depreciation and amortization over the life of the related assets acquired.
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
29.7
|
|
|
$
|
4.7
|
|
|
$
|
—
|
|
|
$
|
34.4
|
|
Short-term investments
|
|
—
|
|
|
195.5
|
|
|
—
|
|
|
—
|
|
|
195.5
|
|
|||||
Receivables:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trade receivables – net
|
|
—
|
|
|
151.5
|
|
|
5.5
|
|
|
—
|
|
|
157.0
|
|
|||||
Intercompany loans receivable
|
|
85.8
|
|
|
0.1
|
|
|
0.6
|
|
|
(86.5
|
)
|
|
—
|
|
|||||
Other
|
|
—
|
|
|
10.9
|
|
|
0.9
|
|
|
—
|
|
|
11.8
|
|
|||||
Inventories
|
|
—
|
|
|
199.7
|
|
|
8.0
|
|
|
(4.2
|
)
|
|
203.5
|
|
|||||
Prepaid expenses and other current assets
|
|
0.1
|
|
|
33.5
|
|
|
0.4
|
|
|
—
|
|
|
34.0
|
|
|||||
Total current assets
|
|
85.9
|
|
|
620.9
|
|
|
20.1
|
|
|
(90.7
|
)
|
|
636.2
|
|
|||||
Investments in and advances to subsidiaries
|
|
1,059.1
|
|
|
40.5
|
|
|
—
|
|
|
(1,099.6
|
)
|
|
—
|
|
|||||
Property, plant and equipment – net
|
|
—
|
|
|
504.9
|
|
|
30.9
|
|
|
—
|
|
|
535.8
|
|
|||||
Long-term intercompany loans receivable
|
|
33.6
|
|
|
—
|
|
|
4.2
|
|
|
(37.8
|
)
|
|
—
|
|
|||||
Deferred tax assets – net
|
|
—
|
|
|
136.0
|
|
|
—
|
|
|
4.8
|
|
|
140.8
|
|
|||||
Intangible assets – net
|
|
—
|
|
|
26.0
|
|
|
—
|
|
|
—
|
|
|
26.0
|
|
|||||
Goodwill
|
|
—
|
|
|
37.2
|
|
|
—
|
|
|
—
|
|
|
37.2
|
|
|||||
Other assets
|
|
—
|
|
|
37.1
|
|
|
—
|
|
|
—
|
|
|
37.1
|
|
|||||
Total
|
|
$
|
1,178.6
|
|
|
$
|
1,402.6
|
|
|
$
|
55.2
|
|
|
$
|
(1,223.3
|
)
|
|
$
|
1,413.1
|
|
LIABILITIES AND STOCKHOLDERS
'
EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
|
$
|
2.7
|
|
|
$
|
76.1
|
|
|
$
|
5.6
|
|
|
$
|
—
|
|
|
$
|
84.4
|
|
Intercompany loans payable
|
|
—
|
|
|
86.4
|
|
|
0.1
|
|
|
(86.5
|
)
|
|
—
|
|
|||||
Accrued salaries, wages and related expenses
|
|
—
|
|
|
27.8
|
|
|
1.3
|
|
|
—
|
|
|
29.1
|
|
|||||
Other accrued liabilities
|
|
8.4
|
|
|
34.4
|
|
|
0.1
|
|
|
(2.5
|
)
|
|
40.4
|
|
|||||
Total current liabilities
|
|
11.1
|
|
|
224.7
|
|
|
7.1
|
|
|
(89.0
|
)
|
|
153.9
|
|
|||||
Net liabilities of Salaried VEBA
|
|
—
|
|
|
28.3
|
|
|
—
|
|
|
—
|
|
|
28.3
|
|
|||||
Deferred tax liabilities
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
|||||
Long-term intercompany loans payable
|
|
—
|
|
|
37.8
|
|
|
—
|
|
|
(37.8
|
)
|
|
—
|
|
|||||
Long-term liabilities
|
|
—
|
|
|
57.4
|
|
|
2.7
|
|
|
—
|
|
|
60.1
|
|
|||||
Long-term debt
|
|
368.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
368.9
|
|
|||||
Total liabilities
|
|
380.0
|
|
|
348.2
|
|
|
13.1
|
|
|
(126.8
|
)
|
|
614.5
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total stockholders' equity
|
|
798.6
|
|
|
1,054.4
|
|
|
42.1
|
|
|
(1,096.5
|
)
|
|
798.6
|
|
|||||
Total
|
|
$
|
1,178.6
|
|
|
$
|
1,402.6
|
|
|
$
|
55.2
|
|
|
$
|
(1,223.3
|
)
|
|
$
|
1,413.1
|
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
52.9
|
|
|
$
|
2.3
|
|
|
$
|
—
|
|
|
$
|
55.2
|
|
Short-term investments
|
|
—
|
|
|
231.0
|
|
|
—
|
|
|
—
|
|
|
231.0
|
|
|||||
Receivables:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trade receivables – net
|
|
—
|
|
|
133.1
|
|
|
4.6
|
|
|
—
|
|
|
137.7
|
|
|||||
Intercompany receivables
|
|
85.8
|
|
|
0.1
|
|
|
0.6
|
|
|
(86.5
|
)
|
|
—
|
|
|||||
Other
|
|
—
|
|
|
11.4
|
|
|
0.5
|
|
|
—
|
|
|
11.9
|
|
|||||
Inventories
|
|
—
|
|
|
197.5
|
|
|
8.0
|
|
|
(3.9
|
)
|
|
201.6
|
|
|||||
Prepaid expenses and other current assets
|
|
0.1
|
|
|
18.0
|
|
|
0.9
|
|
|
(0.5
|
)
|
|
18.5
|
|
|||||
Total current assets
|
|
85.9
|
|
|
644.0
|
|
|
16.9
|
|
|
(90.9
|
)
|
|
655.9
|
|
|||||
Investments in and advances to subsidiaries
|
|
1,012.4
|
|
|
40.1
|
|
|
—
|
|
|
(1,052.5
|
)
|
|
—
|
|
|||||
Property, plant and equipment – net
|
|
—
|
|
|
499.5
|
|
|
31.4
|
|
|
—
|
|
|
530.9
|
|
|||||
Long-term intercompany receivables
|
|
80.2
|
|
|
—
|
|
|
4.9
|
|
|
(85.1
|
)
|
|
—
|
|
|||||
Deferred tax assets – net
|
|
—
|
|
|
154.9
|
|
|
—
|
|
|
4.8
|
|
|
159.7
|
|
|||||
Intangible assets – net
|
|
—
|
|
|
26.4
|
|
|
—
|
|
|
—
|
|
|
26.4
|
|
|||||
Goodwill
|
|
—
|
|
|
37.2
|
|
|
—
|
|
|
—
|
|
|
37.2
|
|
|||||
Other assets
|
|
—
|
|
|
33.4
|
|
|
—
|
|
|
—
|
|
|
33.4
|
|
|||||
Total
|
|
$
|
1,178.5
|
|
|
$
|
1,435.5
|
|
|
$
|
53.2
|
|
|
$
|
(1,223.7
|
)
|
|
$
|
1,443.5
|
|
LIABILITIES AND STOCKHOLDERS
'
EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
|
$
|
2.2
|
|
|
$
|
68.9
|
|
|
$
|
4.7
|
|
|
$
|
—
|
|
|
$
|
75.8
|
|
Intercompany payable
|
|
—
|
|
|
86.4
|
|
|
0.1
|
|
|
(86.5
|
)
|
|
—
|
|
|||||
Accrued salaries, wages and related expenses
|
|
—
|
|
|
47.2
|
|
|
1.9
|
|
|
—
|
|
|
49.1
|
|
|||||
Other accrued liabilities
|
|
2.9
|
|
|
52.6
|
|
|
(0.7
|
)
|
|
(14.7
|
)
|
|
40.1
|
|
|||||
Total current liabilities
|
|
5.1
|
|
|
255.1
|
|
|
6.0
|
|
|
(101.2
|
)
|
|
165.0
|
|
|||||
Net liabilities of Salaried VEBA
|
|
—
|
|
|
28.6
|
|
|
—
|
|
|
—
|
|
|
28.6
|
|
|||||
Deferred tax liabilities
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
|||||
Long-term intercompany payable
|
|
—
|
|
|
85.1
|
|
|
—
|
|
|
(85.1
|
)
|
|
—
|
|
|||||
Long-term liabilities
|
|
—
|
|
|
70.5
|
|
|
2.7
|
|
|
—
|
|
|
73.2
|
|
|||||
Long-term debt
|
|
368.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
368.7
|
|
|||||
Total liabilities
|
|
373.8
|
|
|
439.3
|
|
|
12.0
|
|
|
(186.3
|
)
|
|
638.8
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total stockholders' equity
|
|
804.7
|
|
|
996.2
|
|
|
41.2
|
|
|
(1,037.4
|
)
|
|
804.7
|
|
|||||
Total
|
|
$
|
1,178.5
|
|
|
$
|
1,435.5
|
|
|
$
|
53.2
|
|
|
$
|
(1,223.7
|
)
|
|
$
|
1,443.5
|
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
Net sales
|
|
$
|
—
|
|
|
$
|
346.8
|
|
|
$
|
29.3
|
|
|
$
|
(20.8
|
)
|
|
$
|
355.3
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold, excluding depreciation and amortization and other items
|
|
—
|
|
|
272.6
|
|
|
25.3
|
|
|
(20.1
|
)
|
|
277.8
|
|
|||||
Unrealized gain on derivative instruments
|
|
—
|
|
|
(15.1
|
)
|
|
—
|
|
|
—
|
|
|
(15.1
|
)
|
|||||
Depreciation and amortization
|
|
—
|
|
|
9.0
|
|
|
0.6
|
|
|
—
|
|
|
9.6
|
|
|||||
Selling, general, administrative, research and development:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selling, general, administrative, research and development
|
|
0.9
|
|
|
20.9
|
|
|
2.4
|
|
|
(0.5
|
)
|
|
23.7
|
|
|||||
Net periodic postretirement benefit cost relating to Salaried VEBA
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|||||
Gain on removal of Union VEBA net assets
|
|
—
|
|
|
(1.3
|
)
|
|
—
|
|
|
—
|
|
|
(1.3
|
)
|
|||||
Total selling, general, administrative, research and development
|
|
0.9
|
|
|
20.7
|
|
|
2.4
|
|
|
(0.5
|
)
|
|
23.5
|
|
|||||
Total costs and expenses
|
|
0.9
|
|
|
287.2
|
|
|
28.3
|
|
|
(20.6
|
)
|
|
295.8
|
|
|||||
Operating (loss) income
|
|
(0.9
|
)
|
|
59.6
|
|
|
1.0
|
|
|
(0.2
|
)
|
|
59.5
|
|
|||||
Other (expense) income:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest (expense) income
|
|
(5.7
|
)
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
(5.6
|
)
|
|||||
Other income, net
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|||||
(Loss) income before income taxes
|
|
(6.6
|
)
|
|
60.3
|
|
|
1.0
|
|
|
(0.2
|
)
|
|
54.5
|
|
|||||
Income tax provision
|
|
—
|
|
|
(20.8
|
)
|
|
(0.2
|
)
|
|
2.5
|
|
|
(18.5
|
)
|
|||||
Earnings in equity of subsidiaries
|
|
42.6
|
|
|
0.6
|
|
|
—
|
|
|
(43.2
|
)
|
|
—
|
|
|||||
Net income
|
|
$
|
36.0
|
|
|
$
|
40.1
|
|
|
$
|
0.8
|
|
|
$
|
(40.9
|
)
|
|
$
|
36.0
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
|
|
$
|
37.3
|
|
|
$
|
41.4
|
|
|
$
|
0.8
|
|
|
$
|
(42.2
|
)
|
|
$
|
37.3
|
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
Net sales
|
|
$
|
—
|
|
|
$
|
335.7
|
|
|
$
|
26.4
|
|
|
$
|
(18.9
|
)
|
|
$
|
343.2
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold, excluding depreciation and amortization and other items
|
|
—
|
|
|
257.1
|
|
|
23.1
|
|
|
(18.2
|
)
|
|
262.0
|
|
|||||
Lower of cost or market inventory write-down
|
|
—
|
|
|
4.9
|
|
|
—
|
|
|
—
|
|
|
4.9
|
|
|||||
Unrealized gain on derivative instruments
|
|
—
|
|
|
(4.0
|
)
|
|
—
|
|
|
—
|
|
|
(4.0
|
)
|
|||||
Depreciation and amortization
|
|
—
|
|
|
8.2
|
|
|
0.5
|
|
|
—
|
|
|
8.7
|
|
|||||
Selling, general, administrative, research and development:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selling, general, administrative, research and development
|
|
0.8
|
|
|
23.6
|
|
|
2.2
|
|
|
(0.5
|
)
|
|
26.1
|
|
|||||
Net periodic postretirement benefit cost relating to Salaried VEBA
|
|
—
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|||||
Gain on removal of Union VEBA net assets
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|||||
Total selling, general, administrative, research and development
|
|
0.8
|
|
|
24.3
|
|
|
2.2
|
|
|
(0.5
|
)
|
|
26.8
|
|
|||||
Total costs and expenses
|
|
0.8
|
|
|
290.5
|
|
|
25.8
|
|
|
(18.7
|
)
|
|
298.4
|
|
|||||
Operating (loss) income
|
|
(0.8
|
)
|
|
45.2
|
|
|
0.6
|
|
|
(0.2
|
)
|
|
44.8
|
|
|||||
Other (expense) income:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest (expense) income
|
|
(4.3
|
)
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
(3.7
|
)
|
|||||
Other income, net
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||
(Loss) income before income taxes
|
|
(5.1
|
)
|
|
46.1
|
|
|
0.6
|
|
|
(0.2
|
)
|
|
41.4
|
|
|||||
Income tax provision
|
|
—
|
|
|
(16.9
|
)
|
|
(0.2
|
)
|
|
2.0
|
|
|
(15.1
|
)
|
|||||
Earnings in equity of subsidiaries
|
|
31.4
|
|
|
0.3
|
|
|
—
|
|
|
(31.7
|
)
|
|
—
|
|
|||||
Net income
|
|
$
|
26.3
|
|
|
$
|
29.5
|
|
|
$
|
0.4
|
|
|
$
|
(29.9
|
)
|
|
$
|
26.3
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
|
|
$
|
27.2
|
|
|
$
|
30.3
|
|
|
$
|
0.5
|
|
|
$
|
(30.8
|
)
|
|
$
|
27.2
|
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
|
$
|
(0.3
|
)
|
|
$
|
2.6
|
|
|
$
|
1.8
|
|
|
$
|
—
|
|
|
$
|
4.1
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
|
—
|
|
|
(14.7
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(14.8
|
)
|
|||||
Purchase of available for sale securities
|
|
—
|
|
|
(74.7
|
)
|
|
—
|
|
|
—
|
|
|
(74.7
|
)
|
|||||
Proceeds from disposition of available for sale securities
|
|
—
|
|
|
110.9
|
|
|
—
|
|
|
—
|
|
|
110.9
|
|
|||||
Intercompany loans receivable
|
|
46.6
|
|
|
—
|
|
|
0.7
|
|
|
(47.3
|
)
|
|
—
|
|
|||||
Net cash provided by investing activities
|
|
46.6
|
|
|
21.5
|
|
|
0.6
|
|
|
(47.3
|
)
|
|
21.4
|
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Repayment of capital lease
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|||||
Cancellation of shares to cover employees' tax withholdings upon vesting of non-vested shares
|
|
(4.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.4
|
)
|
|||||
Repurchase of common stock
|
|
(32.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.6
|
)
|
|||||
Cash dividends and dividend equivalents paid
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.3
|
)
|
|||||
Intercompany loans payable
|
|
—
|
|
|
(47.3
|
)
|
|
—
|
|
|
47.3
|
|
|
—
|
|
|||||
Net cash used in financing activities
|
|
(46.3
|
)
|
|
(47.5
|
)
|
|
—
|
|
|
47.3
|
|
|
(46.5
|
)
|
|||||
Net (decrease) increase in cash, cash equivalents and restricted cash during the period
|
|
—
|
|
|
(23.4
|
)
|
|
2.4
|
|
|
—
|
|
|
(21.0
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
|
—
|
|
|
65.1
|
|
|
2.6
|
|
|
—
|
|
|
67.7
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
—
|
|
|
$
|
41.7
|
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
46.7
|
|
|
|
Parent
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Consolidating Adjustments
|
|
Consolidated
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by operating activities
1
|
|
$
|
17.2
|
|
|
$
|
201.4
|
|
|
$
|
2.7
|
|
|
$
|
(200.0
|
)
|
|
$
|
21.3
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
|
—
|
|
|
(25.3
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
(25.9
|
)
|
|||||
Proceeds from disposition of available for sale securities
|
|
—
|
|
|
20.0
|
|
|
—
|
|
|
—
|
|
|
20.0
|
|
|||||
Net cash used in investing activities
|
|
—
|
|
|
(5.3
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
(5.9
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cancellation of shares to cover employees' tax withholdings upon vesting of non-vested shares
|
|
(2.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|||||
Repurchase of common stock
|
|
(6.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.3
|
)
|
|||||
Cash dividends and dividend equivalents paid
|
|
(8.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.2
|
)
|
|||||
Cash dividends paid to Parent
|
|
—
|
|
|
(200.0
|
)
|
|
—
|
|
|
200.0
|
|
|
—
|
|
|||||
Intercompany loan
|
|
—
|
|
|
0.8
|
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|||||
Net cash used in financing activities
|
|
(17.2
|
)
|
|
(199.2
|
)
|
|
(0.8
|
)
|
|
200.0
|
|
|
(17.2
|
)
|
|||||
Net (decrease) increase in cash, cash equivalents and restricted cash during the period
|
|
—
|
|
|
(3.1
|
)
|
|
1.3
|
|
|
—
|
|
|
(1.8
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
|
—
|
|
|
83.0
|
|
|
0.7
|
|
|
—
|
|
|
83.7
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
—
|
|
|
$
|
79.9
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
|
$
|
81.9
|
|
1
|
The Guarantor Subsidiaries’ Net cash provided by operating activities reflects a decrease in current Intercompany receivables from the Parent and an increase in current Intercompany payable to the Parent related to the
$200.0 million
dividend made by the Guarantor Subsidiaries to the Parent. The dividend to the Parent and intercompany activity is eliminated within the consolidating adjustments.
|
•
|
Overview;
|
•
|
Highlights of the Quarter Ended
March 31, 2017
;
|
•
|
Results of Operations;
|
•
|
Liquidity and Capital Resources;
|
•
|
Contractual Obligations, Commercial Commitments and Off-Balance-Sheet Arrangements;
|
•
|
Critical Accounting Estimates and Policies;
|
•
|
New Accounting Pronouncements; and
|
•
|
Available Information.
|
•
|
Shipment increase driven by strong GE demand, partially offset by the impact of aerospace supply chain destocking;
|
•
|
Improved manufacturing efficiency across our extrusion facilities more than offset construction-related inefficiencies at our Spokane, Washington facility ("Trentwood");
|
•
|
Significant work completed at Trentwood in preparation of planned second quarter of 2017 equipment outages;
|
•
|
Combined cash and cash equivalents, short-term investments and net borrowing availability under our Revolving Credit Facility of approximately
$516.1 million
, with no borrowings under the revolving credit facility, as of
March 31, 2017
;
|
•
|
Cash dividend and dividend equivalents payment of
$9.3 million
; and
|
•
|
Repurchase of
415,346
shares of our common stock at the weighted average price per share of
$78.69
.
|
|
Quarter Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Segment operating income
|
$
|
70.6
|
|
|
$
|
57.9
|
|
Impact to segment operating income of non-run-rate items:
|
|
|
|
||||
Adjustments to plant-level LIFO
1
|
(0.4
|
)
|
|
(0.2
|
)
|
||
Mark-to-market gain on derivative instruments
|
15.1
|
|
|
4.0
|
|
||
Non-cash lower of cost or market inventory write-down
2
|
—
|
|
|
(4.9
|
)
|
||
Workers' compensation cost due to discounting
|
(0.1
|
)
|
|
—
|
|
||
Total non-run-rate items
|
14.6
|
|
|
(1.1
|
)
|
||
Segment operating income excluding non-run-rate items
|
$
|
56.0
|
|
|
$
|
59.0
|
|
1
|
We manage our Fabricated Products segment business on a monthly last-in, first-out ("LIFO") basis at each plant, but report inventory externally on an annual LIFO basis in accordance with GAAP on a consolidated basis. This amount represents the conversion from GAAP LIFO applied on a consolidated basis for the Fabricated Products segment to monthly LIFO applied on a plant-by-plant basis.
|
2
|
The
$4.9 million
lower of cost or market inventory write-down during the
quarter ended
March 31, 2016 was due primarily to a decrease in our net realizable value of inventory (less a normal profit margin).
|
|
Quarter Ended
March 31, |
||||||||||||||
|
2017
|
|
2016
|
||||||||||||
Aero/HS Products:
|
|
|
|
|
|
|
|
||||||||
Shipments (mmlbs)
|
60.4
|
|
63.7
|
||||||||||||
|
$
|
|
$ / lb
|
|
$
|
|
$ / lb
|
||||||||
Net sales
|
$
|
167.5
|
|
|
$
|
2.77
|
|
|
$
|
176.9
|
|
|
$
|
2.78
|
|
Less: Hedged Cost of Alloyed Metal
|
(55.6
|
)
|
|
(0.92
|
)
|
|
(54.3
|
)
|
|
(0.86
|
)
|
||||
Value added revenue
|
$
|
111.9
|
|
|
$
|
1.85
|
|
|
$
|
122.6
|
|
|
$
|
1.92
|
|
|
|
|
|
|
|
|
|
||||||||
Automotive Extrusions:
|
|
|
|
|
|
|
|
||||||||
Shipments (mmlbs)
|
25.5
|
|
24.5
|
||||||||||||
|
$
|
|
$ / lb
|
|
$
|
|
$ / lb
|
||||||||
Net sales
|
$
|
53.0
|
|
|
$
|
2.08
|
|
|
$
|
48.4
|
|
|
$
|
1.98
|
|
Less: Hedged Cost of Alloyed Metal
|
(23.5
|
)
|
|
(0.92
|
)
|
|
(19.7
|
)
|
|
(0.81
|
)
|
||||
Value added revenue
|
$
|
29.5
|
|
|
$
|
1.16
|
|
|
$
|
28.6
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
||||||||
GE Products:
|
|
|
|
|
|
|
|
||||||||
Shipments (mmlbs)
|
71.2
|
|
63.1
|
||||||||||||
|
$
|
|
$ / lb
|
|
$
|
|
$ / lb
|
||||||||
Net sales
|
$
|
123.2
|
|
|
$
|
1.73
|
|
|
$
|
105.4
|
|
|
$
|
1.67
|
|
Less: Hedged Cost of Alloyed Metal
|
(66.2
|
)
|
|
(0.93
|
)
|
|
(52.0
|
)
|
|
(0.83
|
)
|
||||
Value added revenue
|
$
|
57.0
|
|
|
$
|
0.80
|
|
|
$
|
53.3
|
|
|
$
|
0.84
|
|
|
|
|
|
|
|
|
|
||||||||
Other Products:
|
|
|
|
|
|
|
|
||||||||
Shipments (mmlbs)
|
6.5
|
|
8.0
|
||||||||||||
|
$
|
|
$ / lb
|
|
$
|
|
$ / lb
|
||||||||
Net sales
|
$
|
11.6
|
|
|
$
|
1.78
|
|
|
$
|
12.5
|
|
|
$
|
1.56
|
|
Less: Hedged Cost of Alloyed Metal
|
(6.1
|
)
|
|
(0.93
|
)
|
|
(6.4
|
)
|
|
(0.80
|
)
|
||||
Value added revenue
|
$
|
5.5
|
|
|
$
|
0.85
|
|
|
$
|
6.1
|
|
|
$
|
0.76
|
|
|
|
|
|
|
|
|
|
||||||||
Total:
|
|
|
|
|
|
|
|
||||||||
Shipments (mmlbs)
|
163.6
|
|
159.3
|
||||||||||||
|
$
|
|
$ / lb
|
|
$
|
|
$ / lb
|
||||||||
Net sales
|
$
|
355.3
|
|
|
$
|
2.17
|
|
|
$
|
343.2
|
|
|
$
|
2.15
|
|
Less: Hedged Cost of Alloyed Metal
|
(151.4
|
)
|
|
(0.92
|
)
|
|
(132.5
|
)
|
|
(0.83
|
)
|
||||
Value added revenue
|
$
|
203.9
|
|
|
$
|
1.25
|
|
|
$
|
210.7
|
|
|
$
|
1.32
|
|
|
Quarter Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Operating loss
|
$
|
(11.1
|
)
|
|
$
|
(13.1
|
)
|
Impact to operating loss of non-run-rate items:
|
|
|
|
||||
Net periodic post retirement benefit cost relating to Salaried VEBA
|
(1.1
|
)
|
|
(0.8
|
)
|
||
Gain on removal of Union VEBA net assets
|
1.3
|
|
|
0.1
|
|
||
Total non-run-rate items
|
0.2
|
|
|
(0.7
|
)
|
||
Operating loss excluding non-run-rate items
|
$
|
(11.3
|
)
|
|
$
|
(12.4
|
)
|
|
March 31,
2017 |
|
December 31, 2016
|
||||
Available cash and cash equivalents
|
$
|
34.4
|
|
|
$
|
55.2
|
|
Short-term investments
|
195.5
|
|
|
231.0
|
|
||
Net borrowing availability under Revolving Credit Facility after letters of credit
|
286.2
|
|
|
275.3
|
|
||
Total liquidity
|
$
|
516.1
|
|
|
$
|
561.5
|
|
|
Quarter Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Total cash provided by (used in):
|
|
|
|
||||
Operating activities:
|
|
|
|
||||
Fabricated Products
|
$
|
41.3
|
|
|
$
|
52.0
|
|
All Other
|
(37.2
|
)
|
|
(30.7
|
)
|
||
Total cash provided by operating activities
|
$
|
4.1
|
|
|
$
|
21.3
|
|
Investing activities:
|
|
|
|
||||
Fabricated Products
|
$
|
(14.6
|
)
|
|
$
|
(25.8
|
)
|
All Other
|
36.0
|
|
|
19.9
|
|
||
Total cash provided by (used in) investing activities
|
$
|
21.4
|
|
|
$
|
(5.9
|
)
|
Financing activities:
|
|
|
|
||||
Fabricated Products
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
All Other
|
(46.3
|
)
|
|
(17.2
|
)
|
||
Total cash used in financing activities
|
$
|
(46.5
|
)
|
|
$
|
(17.2
|
)
|
|
April 17, 2017
|
|
March 31, 2017
|
||||
Revolving Credit Facility borrowing commitment
|
$
|
300.0
|
|
|
$
|
300.0
|
|
Borrowing base availability
|
$
|
300.0
|
|
|
$
|
293.9
|
|
Less: Outstanding borrowings under Revolving Credit Facility
|
—
|
|
|
—
|
|
||
Less: Outstanding letters of credit under Revolving Credit Facility
|
(7.7
|
)
|
|
(7.7
|
)
|
||
Net remaining borrowing availability
|
$
|
292.3
|
|
|
$
|
286.2
|
|
Borrowing rate (if applicable)
1
|
4.25
|
%
|
|
4.25
|
%
|
1
|
Such borrowing rate, if applicable, represents the interest rate for any overnight borrowings under the Revolving Credit Facility.
|
|
|
Amended and Restated 2016 Equity and Performance Incentive Plan
|
|
Stock Repurchase Plan
|
||||||||||||||
|
|
Total Number of Shares Purchased
1
|
|
Average Price per Share
|
|
Total Number of Shares Purchased
2
|
|
Average Price per Share
|
|
Maximum Dollar Value of Shares that May Yet Be Purchased Under the Programs (millions)
2
|
||||||||
January 1, 2017 - January 31, 2017
|
|
—
|
|
|
$
|
—
|
|
|
110,935
|
|
|
$
|
79.08
|
|
|
$
|
79.7
|
|
February 1, 2017 - February 28, 2017
|
|
—
|
|
|
—
|
|
|
101,663
|
|
|
79.56
|
|
|
$
|
71.6
|
|
||
March 1, 2017 - March 31, 2017
|
|
55,888
|
|
|
79.68
|
|
|
202,748
|
|
|
78.05
|
|
|
$
|
55.7
|
|
||
Total
|
|
55,888
|
|
|
$
|
79.68
|
|
|
415,346
|
|
|
$
|
78.69
|
|
|
N/A
|
|
1
|
Under our equity incentive plans, participants may elect to have us withhold common shares to satisfy minimum statutory tax withholding obligations arising from the recognition of income and the vesting of restricted stock, restricted stock units and performance shares. When we withhold these shares, we are required to remit to the appropriate taxing authorities the market price of the shares withheld by us on the date of withholding. The withholding of common shares by us could be deemed a purchase of such common shares. All such shares withheld by us were canceled on the applicable vesting dates or dates on which income to the employees was recognized, and the number of shares withheld was determined based on the closing price per common share as reported on the Nasdaq Global Select Market on such dates.
|
2
|
In April 2015, our Board of Directors authorized an increase of
$100.0 million
for repurchases of our common stock, of which
$55.7 million
remained available for further share repurchases as of
March 31, 2017
. On
April 17, 2017
, we announced that our Board of Directors authorized an additional
$100.0 million
for share repurchases under our share repurchase program. Repurchase transactions will occur at such times and prices as management deems appropriate and will be funded with our excess liquidity after giving consideration to internal and external growth opportunities and future cash flows. Repurchases may be in open-market transactions or in privately negotiated transactions, and the program may be modified or terminated by our Board of Directors at any time.
|
*
|
Filed herewith.
|
|
KAISER ALUMINUM CORPORATION
|
||
|
/s/ Daniel J. Rinkenberger
|
||
|
Daniel J. Rinkenberger
|
||
|
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
|
||
|
|||
|
|
||
|
/s/ Neal West
|
||
|
Neal West
|
||
|
Vice President and Chief Accounting Officer
(Principal Accounting Officer)
|
||
|
*
|
Filed herewith.
|
Executive Name
|
Executive Title
|
Percent of Pool Allocated
to Executive
1
|
Jack A. Hockema
|
Chief Executive Officer
|
37.9976%
|
Keith A. Harvey
|
President and Chief Operating Officer
|
26.2364%
|
John M. Donnan
|
EVP - Legal, Compliance and Human Resources
|
17.1894%
|
John Barneson
|
SVP - Corporate Development
|
10.2533%
|
[Other Designated Participant]
|
[Designated Participant Title]
|
8.3233%
|
Executive Name
|
Executive Title
|
Percent of Pool Allocated
to Executive
1
|
Jack A. Hockema
|
Chief Executive Officer
|
49.2390%
|
Keith A. Harvey
|
President and Chief Operating Officer
|
26.5170%
|
John M. Donnan
|
EVP - Legal, Compliance and Human Resources
|
10.5047%
|
John Barneson
|
SVP - Corporate Development
|
8.6368%
|
[Other Designated Participant]
|
[Designated Participant Title]
|
5.1026%
|
|
|
|
/s/ Jack A. Hockema
|
|
|
|
|
Jack A. Hockema
|
|
|
|
|
Chief Executive Officer and Chairman
|
|
Date:
|
April 21, 2017
|
|
|
|
|
|
|
/s/ Daniel J. Rinkenberger
|
|
|
|
|
Daniel J. Rinkenberger
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
Date:
|
April 21, 2017
|
|
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.
|
|
/s/ Jack A. Hockema
|
|
|
Jack A. Hockema
|
|
|
Chief Executive Officer and Chairman
|
|
|
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.
|
|
/s/ Daniel J. Rinkenberger
|
|
|
Daniel J. Rinkenberger
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
|