0000007431false00000074312023-10-242023-10-24
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): October 24, 2023
ARMSTRONG WORLD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
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Pennsylvania |
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1-2116 |
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23-0366390 |
(State or other jurisdiction of incorporation or organization) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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2500 Columbia Avenue P.O. Box 3001 Lancaster, Pennsylvania |
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17603 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (717) 397-0611
NA
(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
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, $0.01 par value per share |
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AWI |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻
Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition.
On October 24, 2023, Armstrong World Industries, Inc. (the "Company") issued a press release announcing its third quarter 2023 consolidated financial results. The full text of the press release is attached hereto as Exhibit 99.1.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished herewith and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
Section 7 – Regulation FD
Item 7.01 Regulation FD Disclosure.
On October 24, 2023, the Company issued a press release announcing that it will report its third quarter 2023 consolidated financial results via a webcast and conference call on October 24, 2023 at 10:00 a.m. Eastern Time which can be accessed through the “Investors” section of the Company’s website, www.armstrongceilings.com. During this report, the Company will reference a slide presentation, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, is being furnished herewith and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Act, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
2
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.
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ARMSTRONG WORLD INDUSTRIES, INC. |
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By: |
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/s/ Austin K. So |
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Austin K. So |
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Senior Vice President, General Counsel, Secretary and Chief Compliance Officer |
Date: October 24, 2023
3
Exhibit 99.1
Armstrong World Industries Reports Third-Quarter 2023 Results
Third-Quarter 2023 Results
•Net sales up 7% versus the prior-year quarter on strong average unit value ("AUV") performance
•Operating income up 37% with 630 basis points of margin expansion and diluted earnings per share from continuing operations up 32% versus the prior-year quarter
•Adjusted EBITDA up 19% with 380 basis points of margin expansion and adjusted diluted earnings per share up 18% versus the prior-year quarter
•Year-to-date cash flow from operating and investing activities up 30% and adjusted free cash flow up 50% versus the prior-year period
•Raising full year guidance for all key metrics
LANCASTER, Pa., Oct. 24, 2023 -- Armstrong World Industries, Inc. (NYSE:AWI), a leader in the design, innovation and manufacture of ceiling and wall solutions in the Americas, today reported robust third-quarter 2023 financial results demonstrating strong operating income and adjusted EBITDA growth and margin expansion with positive contributions from both the Mineral Fiber and Architectural Specialties segments.
“With record-setting total company net sales and adjusted EBITDA this quarter, we continue to demonstrate the resilience of our business in the face of challenging market conditions. With our diverse set of end markets, consistent Mineral Fiber average unit value growth and attractive growth initiatives, we are showing how Armstrong can deliver strong financial performance in all parts of the cycle,” said Vic Grizzle, President and CEO of Armstrong World Industries. “We remain well on our way to generating solid sales, earnings and cash flow growth for 2023, even as difficult market conditions persist. I’m especially proud of our team’s ability to execute in these challenging conditions and deliver results while continuing to invest in and advance our growth initiatives.”
Third-Quarter Results
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(Dollar amounts in millions except per-share data) |
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For the Three Months Ended September 30, |
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2023 |
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2022 |
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Change |
Net sales |
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$ |
347.3 |
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$ |
325.0 |
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6.9% |
Operating income |
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$ |
100.2 |
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$ |
73.3 |
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36.7% |
Operating income margin (Operating income as a % of net sales) |
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28.9 |
% |
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22.6 |
% |
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630bps |
Earnings from continuing operations |
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$ |
69.5 |
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$ |
54.5 |
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27.5% |
Diluted earnings per share from continuing operations |
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$ |
1.56 |
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$ |
1.18 |
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32.2% |
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Additional Non-GAAP* Measures |
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Adjusted EBITDA |
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$ |
125 |
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$ |
105 |
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19.4% |
Adjusted EBITDA margin (Adjusted EBITDA as a % of net sales) |
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36.0 |
% |
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32.2 |
% |
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380bps |
Adjusted earnings from continuing operations |
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$ |
71 |
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$ |
63 |
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13.8% |
Adjusted diluted earnings per share from continuing operations |
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$ |
1.60 |
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$ |
1.36 |
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17.6% |
* The Company uses non-GAAP adjusted measures in managing the business and believes the adjustments provide meaningful comparisons of operating performance between periods and are useful alternative measures of performance. Reconciliations of the most comparable generally accepted accounting principles in the United States ("GAAP") measure are found in the tables at the end of this press release. Excluding per share data, non-GAAP figures are rounded to the nearest million and corresponding percentages are rounded to the nearest decimal.
Third-quarter 2023 consolidated net sales increased 6.9% from prior-year results, driven by favorable Average Unit Value (dollars per unit sold, or "AUV") of $20 million and higher sales volumes of $2 million. Mineral Fiber net sales increased $16 million while Architectural Specialties net sales increased $6 million.
Third-quarter 2023 operating income increased 36.7% versus the prior-year period driven primarily by favorable AUV performance, a margin benefit from increased Architectural Specialties sales and lower input costs. In the quarter, raw materials remained inflationary while energy and freight costs declined compared to the prior-year period. Input costs also benefited from favorable inventory valuation impacts. Lower acquisition-related charges, primarily due to the absence of the change in fair value of contingent consideration related to the 2020 acquisition of TURF Design, Inc. (“Turf”) that was recorded in the prior-year period, provided an additional benefit to operating income. These benefits were partially offset by an increase in selling expense.
Third-Quarter Segment Results
Mineral Fiber
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(Dollar amounts in millions) |
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For the Three Months Ended September 30, |
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2023 |
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2022 |
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Change |
Net sales |
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$ |
249.7 |
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$ |
233.7 |
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6.8% |
Operating income |
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$ |
85.5 |
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$ |
70.8 |
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20.8% |
Adjusted EBITDA* |
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$ |
105 |
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$ |
89 |
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17.5% |
Operating income margin |
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34.2 |
% |
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30.3 |
% |
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390bps |
Adjusted EBITDA margin* |
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41.9 |
% |
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38.1 |
% |
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380bps |
Mineral Fiber net sales increased $16 million in the third quarter of 2023 due to $18 million of favorable AUV, partially offset by $2 million of lower sales volumes. The increase in AUV was driven primarily by favorable price and to a lesser extent, favorable mix, that resulted largely from positive customer channel mix. The decrease in sales volumes was primarily due to softer market demand and lower sales within our Latin America channel, partially offset by the benefit from our growth initiatives.
Third-quarter 2023 operating income increased primarily due to an $11 million benefit from favorable AUV and a $6 million benefit from lower input costs, including favorable inventory valuation impacts. These increases were partially offset by a $3 million increase in selling expenses, primarily due to advertising expense, and an increase in incentive compensation.
Architectural Specialties
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(Dollar amounts in millions) |
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For the Three Months Ended September 30, |
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2023 |
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2022 |
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Change |
Net sales |
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$ |
97.6 |
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$ |
91.3 |
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6.9% |
Operating income |
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$ |
15.5 |
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$ |
3.4 |
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355.9% |
Adjusted EBITDA* |
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$ |
20 |
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$ |
16 |
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30.1% |
Operating income margin |
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15.9 |
% |
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3.7 |
% |
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1,220bps |
Adjusted EBITDA margin* |
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20.8 |
% |
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17.1 |
% |
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370bps |
Third-quarter 2023 Architectural Specialties net sales increased 6.9% from prior-year results, driven primarily by growth in metal product sales and contributions from the acquisitions of GC Products, Inc. and BOK Modern, LLC.
Operating income increased in the third quarter of 2023 due to an $8 million benefit from increased sales and improved custom project margins and an $8 million reduction in acquisition-related expenses, primarily due to the absence of the change in fair value of contingent consideration related to the acquisition of Turf, that was recorded
2
in the prior-year period. These benefits were partially offset by a $2 million increase in manufacturing costs and a $2 million increase in selling expenses.
Cash Flow
Cash flows from operating activities for the first nine months of 2023 increased $57 million versus the prior-year period, while cash flows used for investing activities decreased $19 million versus the prior-year period. The net $38 million, or 30%, increase in operating and investing cash flows was primarily due to favorable working capital changes, most notably in inventories and accounts receivable, a favorable change in net income taxes payable and an increase in dividends from WAVE. These benefits were partially offset by an increase in purchases of property, plant and equipment and cash paid for acquisitions.
Share Repurchase Program
During the third quarter of 2023, we repurchased 0.5 million shares of common stock for a total cost of $40 million, excluding the cost of commissions and taxes. In the first nine months of 2023, we repurchased 1.3 million shares of common stock for a total cost of $97 million, excluding the cost of commissions and taxes. As of September 30, 2023, there was $752 million remaining under the Board of Directors' current authorized share repurchase program**.
** In July 2016, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $150 million of our outstanding common stock through July 2018 (the “Program”). Pursuant to additional authorization and extensions of the Program approved by our Board of Directors, including $500 million authorized on July 18, 2023, we are authorized to purchase up to $1,700 million of our outstanding shares of common stock through December 2026. Since inception and through September 30, 2023, we have repurchased 13.7 million shares under the Program for a total cost of $948 million, excluding commissions and taxes.
Updating 2023 Outlook
“Our strong third-quarter results with margin expansion in both businesses give us confidence to raise full year 2023 guidance,” said Chris Calzaretta, AWI Senior Vice President and CFO. “We continue to expect full-year margin improvement in both the Mineral Fiber and Architectural Specialties segments and we remain confident in our growth strategy and the strong cash flow generation of the business. This cash flow generation enables us to invest back in our business while also providing direct returns to shareholders. Year-to-date, we have returned over $130 million to shareholders through share repurchases and dividends and, just last week, we announced the fifth consecutive annual increase of our quarterly dividend, further supporting our capital allocation priorities.”
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For the Year Ended December 31, 2023 |
(Dollar amounts in millions except per-share data) |
2022 Actual |
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Current Guidance |
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VPY Growth % |
Net sales |
$ |
1,233 |
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$ |
1,280 |
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to |
$ |
1,295 |
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4% |
to |
5% |
Adjusted EBITDA* |
$ |
385 |
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$ |
418 |
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to |
$ |
426 |
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9% |
to |
11% |
Adjusted diluted net earnings per share* |
$ |
4.74 |
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$ |
5.05 |
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to |
$ |
5.15 |
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7% |
to |
9% |
Adjusted free cash flow* |
$ |
221 |
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$ |
245 |
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to |
$ |
255 |
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11% |
to |
15% |
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Earnings Webcast
Management will host a live webcast conference call at 10:00 a.m. ET today, to discuss third-quarter 2023 results. This event will be available on the Company's website. The call and accompanying slide presentation can be found on the investor relations section of the Company's website at www.armstrongworldindustries.com. The replay of this event will be available on the website for up to one year after the date of the call.
3
Uncertainties Affecting Forward-Looking Statements
Disclosures in this release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, those relating to future financial and operational results, expected savings from cost management initiatives, the performance of our WAVE joint venture, market and broader economic conditions and guidance. Those statements provide our future expectations or forecasts and can be identified by our use of words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “outlook,” “target,” “predict,” “may,” “will,” “would,” “could,” “should,” “seek,” and other words or phrases of similar meaning in connection with any discussion of future operating or financial performance. This includes annual guidance. Forward-looking statements, by their nature, address matters that are uncertain and involve risks because they relate to events and depend on circumstances that may or may not occur in the future. As a result, our actual results may differ materially from our expected results and from those expressed in our forward-looking statements. A more detailed discussion of the risks and uncertainties that could cause our actual results to differ materially from those projected, anticipated or implied is included in the “Risk Factors” and “Management’s Discussion and Analysis” sections of our reports on Form 10-K and 10-Q filed with the U.S. Securities and Exchange Commission (“SEC”), including the Form 10-Q for the quarter ended September 30, 2023, that the Company expects to file today. Forward-looking statements speak only as of the date they are made. We undertake no obligation to update any forward-looking statements beyond what is required under applicable securities law.
About Armstrong and Additional Information
Armstrong World Industries, Inc. is a leader in the design, innovation and manufacture of innovative ceiling and wall system solutions in the Americas. With $1.2 billion in revenue in 2022, AWI has approximately 3,100 employees and a manufacturing network of 16 facilities, plus seven facilities dedicated to its WAVE joint venture.
More details on the Company’s performance can be found in its report on Form 10-Q for the quarter ended September 30, 2023, that the Company expects to file with the SEC today.
Contacts
Investors & Media: Theresa Womble, tlwomble@armstrongceilings.com or (717) 396-6354
4
Reported Financial Results
(Amounts in millions, except per share data)
SELECTED FINANCIAL RESULTS
Armstrong World Industries, Inc. and Subsidiaries
(Unaudited)
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net sales |
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$ |
347.3 |
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$ |
325.0 |
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$ |
982.9 |
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$ |
928.6 |
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Cost of goods sold |
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205.9 |
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207.5 |
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605.4 |
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591.0 |
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Gross profit |
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141.4 |
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117.5 |
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377.5 |
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337.6 |
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Selling, general and administrative expenses |
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64.6 |
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59.3 |
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189.2 |
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177.9 |
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Loss related to change in fair value of contingent consideration |
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- |
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7.1 |
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- |
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13.3 |
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Equity (earnings) from joint venture |
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(23.4 |
) |
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(22.2 |
) |
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(69.1 |
) |
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(61.7 |
) |
Operating income |
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100.2 |
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73.3 |
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257.4 |
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208.1 |
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Interest expense |
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8.8 |
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7.0 |
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26.7 |
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17.9 |
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Other non-operating (income), net |
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(2.3 |
) |
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(1.4 |
) |
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(6.9 |
) |
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(4.1 |
) |
Earnings from continuing operations before income taxes |
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93.7 |
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67.7 |
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237.6 |
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194.3 |
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Income tax expense |
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24.2 |
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13.2 |
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60.6 |
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43.2 |
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Earnings from continuing operations |
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69.5 |
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54.5 |
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177.0 |
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151.1 |
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Net earnings from discontinued operations |
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- |
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3.0 |
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- |
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3.0 |
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Net earnings |
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$ |
69.5 |
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$ |
57.5 |
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$ |
177.0 |
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$ |
154.1 |
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Diluted earnings per share of common stock, continuing operations |
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$ |
1.56 |
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$ |
1.18 |
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$ |
3.93 |
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$ |
3.23 |
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Diluted earnings per share of common stock, discontinued operations |
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$ |
- |
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$ |
0.07 |
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$ |
- |
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$ |
0.06 |
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Diluted net earnings per share of common stock |
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$ |
1.56 |
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$ |
1.25 |
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$ |
3.93 |
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$ |
3.29 |
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Average number of diluted common shares outstanding |
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44.6 |
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46.1 |
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45.0 |
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46.7 |
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SEGMENT RESULTS
Armstrong World Industries, Inc. and Subsidiaries
(Unaudited)
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net Sales |
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Mineral Fiber |
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$ |
249.7 |
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$ |
233.7 |
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$ |
712.1 |
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$ |
671.4 |
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Architectural Specialties |
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97.6 |
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91.3 |
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270.8 |
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257.2 |
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Total net sales |
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$ |
347.3 |
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$ |
325.0 |
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$ |
982.9 |
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$ |
928.6 |
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Segment operating income (loss) |
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Mineral Fiber |
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$ |
85.5 |
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$ |
70.8 |
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$ |
224.8 |
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$ |
199.8 |
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Architectural Specialties |
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15.5 |
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3.4 |
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34.9 |
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11.0 |
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Unallocated Corporate |
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(0.8 |
) |
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(0.9 |
) |
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(2.3 |
) |
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(2.7 |
) |
Total consolidated operating income |
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$ |
100.2 |
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$ |
73.3 |
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$ |
257.4 |
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$ |
208.1 |
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5
SELECTED BALANCE SHEET INFORMATION
Armstrong World Industries, Inc. and Subsidiaries
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Unaudited |
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September 30, 2023 |
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|
December 31, 2022 |
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Assets |
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Current assets |
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$ |
350.1 |
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$ |
356.5 |
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Property, plant and equipment, net |
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559.1 |
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|
554.4 |
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Other non-current assets |
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804.6 |
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|
776.3 |
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Total assets |
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$ |
1,713.8 |
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$ |
1,687.2 |
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Liabilities and shareholders’ equity |
|
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Current liabilities |
|
$ |
185.8 |
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$ |
182.7 |
|
Non-current liabilities |
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|
942.5 |
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|
969.5 |
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Equity |
|
|
585.5 |
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|
|
535.0 |
|
Total liabilities and shareholders’ equity |
|
$ |
1,713.8 |
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|
$ |
1,687.2 |
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SELECTED CASH FLOW INFORMATION
Armstrong World Industries, Inc. and Subsidiaries
(Unaudited)
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For the Nine Months Ended September 30, |
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|
|
2023 |
|
|
2022 |
|
Net earnings |
|
$ |
177.0 |
|
|
$ |
154.1 |
|
Other adjustments to reconcile net earnings to net cash provided by operating activities |
|
|
5.4 |
|
|
|
25.7 |
|
Changes in operating assets and liabilities, net |
|
|
(6.0 |
) |
|
|
(60.6 |
) |
Net cash provided by operating activities |
|
|
176.4 |
|
|
|
119.2 |
|
Net cash (used for) provided by investing activities |
|
|
(10.6 |
) |
|
|
8.1 |
|
Net cash (used for) financing activities |
|
|
(175.1 |
) |
|
|
(137.6 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
(0.1 |
) |
|
|
(1.0 |
) |
Net (decrease) in cash and cash equivalents |
|
|
(9.4 |
) |
|
|
(11.3 |
) |
Cash and cash equivalents at beginning of year |
|
|
106.0 |
|
|
|
98.1 |
|
Cash and cash equivalents at end of period |
|
$ |
96.6 |
|
|
$ |
86.8 |
|
6
Supplemental Reconciliations of GAAP to non-GAAP Results (unaudited)
(Amounts in millions, except per share data)
To supplement its consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company provides additional measures of performance adjusted to exclude the impact of certain discrete expenses and income including adjusted Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), adjusted diluted earnings per share ("EPS") and adjusted free cash flow. Investors should not consider non-GAAP measures as a substitute for GAAP measures. The Company excludes certain acquisition related expenses (i.e. – changes in the fair value of contingent consideration and deferred compensation accruals for recent acquisitions). The deferred compensation accruals are for cash and stock awards that are recorded over each award's respective vesting period, as such payments are subject to the sellers’ and employees’ continued employment with the Company. The Company excludes all acquisition-related intangible amortization from adjusted earnings from continuing operations and in calculations of adjusted diluted EPS. Examples of other excluded items have included plant closures, restructuring charges and related costs, impairments, separation costs and other cost reduction initiatives, environmental site expenses and environmental insurance recoveries, endowment level charitable contributions, and certain other gains and losses. The Company also excludes income/expense from its U.S. Retirement Income Plan (“RIP”) in the non-GAAP results as it represents the actuarial net periodic benefit credit/cost recorded. For all periods presented, the Company was not required and did not make cash contributions to the RIP based on guidelines established by the Pension Benefit Guaranty Corporation, nor does the Company expect to make cash contributions to the plan in 2023. Adjusted free cash flow is defined as cash from operating and investing activities, adjusted to remove the impact of cash used or proceeds received for acquisitions and divestitures, environmental site expenses and environmental insurance recoveries. Management's adjusted free cash flow measure includes returns of investment from WAVE and cash proceeds received from the settlement of company-owned life insurance policies, which are presented within investing activities on our condensed consolidated statement of cash flows. The Company uses these adjusted performance measures in managing the business, including communications with its Board of Directors and employees, and believes that they provide users of this financial information with meaningful comparisons of operating performance between current results and results in prior periods. The Company believes that these non-GAAP financial measures are appropriate to enhance understanding of its past performance, as well as prospects for its future performance. The Company also uses adjusted EBITDA and adjusted free cash flow as factors in determining at-risk compensation for senior management. These non-GAAP measures may not be defined and calculated the same as similar measures used by other companies. Non-GAAP financial measures utilized by the Company may not be comparable to non-GAAP financial measures used by other companies. A reconciliation of these adjustments to the most directly comparable GAAP measures is included in this release and on the Company’s website. These non-GAAP measures should not be considered in isolation or as a substitute for the most comparable GAAP measures.
In the following charts, numbers may not sum due to rounding. Excluding adjusted diluted EPS, non-GAAP figures are rounded to the nearest million and corresponding percentages are rounded to the nearest percent based on unrounded figures.
7
Consolidated Results from Continuing Operations – Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Net sales |
|
$ |
347 |
|
|
$ |
325 |
|
|
$ |
983 |
|
|
$ |
929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
$ |
70 |
|
|
$ |
58 |
|
|
$ |
177 |
|
|
$ |
154 |
|
Less: Net earnings from discontinued operations |
|
|
- |
|
|
|
3 |
|
|
|
- |
|
|
|
3 |
|
Earnings from continuing operations |
|
$ |
70 |
|
|
$ |
55 |
|
|
$ |
177 |
|
|
$ |
151 |
|
Add: Income tax expense |
|
|
24 |
|
|
|
13 |
|
|
|
61 |
|
|
|
43 |
|
Earnings from continuing operations before income taxes |
|
$ |
94 |
|
|
$ |
68 |
|
|
$ |
238 |
|
|
$ |
194 |
|
Add: Interest/other income and expense, net |
|
|
7 |
|
|
|
6 |
|
|
|
20 |
|
|
|
14 |
|
Operating income |
|
$ |
100 |
|
|
$ |
73 |
|
|
$ |
257 |
|
|
$ |
208 |
|
Add: RIP expense (1) |
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
Add: Acquisition-related impacts (2) |
|
|
1 |
|
|
|
9 |
|
|
|
4 |
|
|
|
19 |
|
Add: Cost reduction initiatives |
|
|
- |
|
|
|
- |
|
|
|
3 |
|
|
|
- |
|
Adjusted operating income |
|
$ |
102 |
|
|
$ |
83 |
|
|
$ |
266 |
|
|
$ |
230 |
|
Add: Depreciation and amortization |
|
|
23 |
|
|
|
22 |
|
|
|
66 |
|
|
|
64 |
|
Adjusted EBITDA |
|
$ |
125 |
|
|
$ |
105 |
|
|
$ |
332 |
|
|
$ |
294 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income margin |
|
|
28.9 |
% |
|
|
22.6 |
% |
|
|
26.2 |
% |
|
|
22.4 |
% |
Adjusted EBITDA margin |
|
|
36.0 |
% |
|
|
32.2 |
% |
|
|
33.8 |
% |
|
|
31.6 |
% |
(1) RIP expense represents only the plan service cost that is recorded within Operating income. For all periods presented, we were not required to and did not make cash contributions to our RIP.
(2) Represents the impact of acquisition-related adjustments for changes in fair value of contingent consideration, deferred compensation and restricted stock expenses.
Mineral Fiber
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Net sales |
|
$ |
250 |
|
|
$ |
234 |
|
|
$ |
712 |
|
|
$ |
671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income |
|
$ |
86 |
|
|
$ |
71 |
|
|
$ |
225 |
|
|
$ |
200 |
|
Add: Cost reduction initiatives |
|
|
- |
|
|
|
- |
|
|
|
3 |
|
|
|
- |
|
Adjusted operating income |
|
$ |
86 |
|
|
$ |
71 |
|
|
$ |
227 |
|
|
$ |
200 |
|
Add: Depreciation and amortization |
|
|
19 |
|
|
|
18 |
|
|
|
56 |
|
|
|
52 |
|
Adjusted EBITDA |
|
$ |
105 |
|
|
$ |
89 |
|
|
$ |
283 |
|
|
$ |
252 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income margin |
|
|
34.2 |
% |
|
|
30.3 |
% |
|
|
31.6 |
% |
|
|
29.8 |
% |
Adjusted EBITDA margin |
|
|
41.9 |
% |
|
|
38.1 |
% |
|
|
39.8 |
% |
|
|
37.5 |
% |
Architectural Specialties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Net sales |
|
$ |
98 |
|
|
$ |
91 |
|
|
$ |
271 |
|
|
$ |
257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income |
|
$ |
16 |
|
|
$ |
3 |
|
|
$ |
35 |
|
|
$ |
11 |
|
Add: Acquisition-related impacts (1) |
|
|
1 |
|
|
|
9 |
|
|
|
4 |
|
|
|
19 |
|
Adjusted operating income |
|
$ |
17 |
|
|
$ |
12 |
|
|
$ |
39 |
|
|
$ |
30 |
|
Add: Depreciation and amortization |
|
|
3 |
|
|
|
3 |
|
|
|
10 |
|
|
|
11 |
|
Adjusted EBITDA |
|
$ |
20 |
|
|
$ |
16 |
|
|
$ |
49 |
|
|
$ |
41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income margin |
|
|
15.9 |
% |
|
|
3.7 |
% |
|
|
12.9 |
% |
|
|
4.3 |
% |
Adjusted EBITDA margin |
|
|
20.8 |
% |
|
|
17.1 |
% |
|
|
18.0 |
% |
|
|
16.1 |
% |
(1) Represents the impact of acquisition-related adjustments for changes in fair value of contingent consideration, deferred compensation and restricted stock expenses.
8
Unallocated Corporate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Operating (loss) |
|
$ |
(1 |
) |
|
$ |
(1 |
) |
|
$ |
(2 |
) |
|
$ |
(3 |
) |
Add: RIP expense (1) |
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
Adjusted operating (loss) |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
Add: Depreciation and amortization |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Adjusted EBITDA |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
(1) RIP expense represents only the plan service cost that is recorded within Operating income. For all periods presented, we were not required to and did not make cash contributions to our RIP.
Adjusted Free Cash Flow
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Net cash provided by operating activities |
|
$ |
83 |
|
|
$ |
56 |
|
|
$ |
176 |
|
|
$ |
119 |
|
Net cash (used for) provided by investing activities |
|
|
(5 |
) |
|
|
10 |
|
|
|
(11 |
) |
|
|
8 |
|
Net cash provided by operating and investing activities |
|
$ |
78 |
|
|
$ |
66 |
|
|
$ |
166 |
|
|
$ |
127 |
|
Add: Acquisition of co-ownership interest in software-related intellectual property |
|
|
- |
|
|
|
- |
|
|
|
10 |
|
|
|
- |
|
Add: Acquisition of BOK Modern |
|
|
14 |
|
|
|
- |
|
|
|
14 |
|
|
|
- |
|
Add: Net environmental expenses |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
Add: Contingent consideration in excess of acquisition-date fair value (1) |
|
|
- |
|
|
|
- |
|
|
|
5 |
|
|
|
2 |
|
Adjusted Free Cash Flow |
|
$ |
92 |
|
|
$ |
66 |
|
|
$ |
195 |
|
|
$ |
130 |
|
(1) Contingent compensation payments related to 2020 acquisitions recorded as a component of net cash provided by operating activities.
Consolidated Results from Continuing Operations – Adjusted Diluted Earnings Per Share (EPS)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
2023 |
|
2022 |
|
|
2023 |
|
2022 |
|
|
Total |
|
Per Diluted
Share |
|
Total |
|
Per Diluted
Share |
|
|
Total |
|
Per Diluted
Share |
|
Total |
|
Per Diluted
Share |
|
Net earnings |
$ |
70 |
|
$ |
1.56 |
|
$ |
58 |
|
$ |
1.25 |
|
|
$ |
177 |
|
$ |
3.93 |
|
$ |
154 |
|
$ |
3.29 |
|
Less: Net earnings from discontinued operations |
|
- |
|
|
- |
|
|
3 |
|
|
0.07 |
|
|
|
- |
|
|
- |
|
|
3 |
|
|
0.06 |
|
Earnings from continuing operations |
$ |
70 |
|
$ |
1.56 |
|
$ |
55 |
|
$ |
1.18 |
|
|
$ |
177 |
|
$ |
3.93 |
|
$ |
151 |
|
$ |
3.23 |
|
Add: Income tax expense |
|
24 |
|
|
|
|
13 |
|
|
|
|
|
61 |
|
|
|
|
43 |
|
|
|
Earnings from continuing operations before income taxes |
$ |
94 |
|
|
|
$ |
68 |
|
|
|
|
$ |
238 |
|
|
|
$ |
194 |
|
|
|
(Less): RIP (credit) (1) |
|
- |
|
|
|
|
- |
|
|
|
|
|
(1 |
) |
|
|
|
(1 |
) |
|
|
Add: Acquisition-related impacts (2) |
|
1 |
|
|
|
|
9 |
|
|
|
|
|
4 |
|
|
|
|
19 |
|
|
|
Add: Acquisition-related amortization (3) |
|
2 |
|
|
|
|
2 |
|
|
|
|
|
4 |
|
|
|
|
6 |
|
|
|
Add: Cost reduction initiatives |
|
- |
|
|
|
|
- |
|
|
|
|
|
3 |
|
|
|
|
- |
|
|
|
Adjusted earnings from continuing operations before income taxes |
$ |
96 |
|
|
|
$ |
78 |
|
|
|
|
$ |
248 |
|
|
|
$ |
219 |
|
|
|
(Less): Adjusted income tax expense (4) |
|
(25 |
) |
|
|
|
(15 |
) |
|
|
|
|
(63 |
) |
|
|
|
(49 |
) |
|
|
Adjusted net earnings |
$ |
71 |
|
$ |
1.60 |
|
$ |
63 |
|
$ |
1.36 |
|
|
$ |
184 |
|
$ |
4.10 |
|
$ |
171 |
|
$ |
3.65 |
|
Adjusted diluted EPS change versus prior year |
|
|
17.6% |
|
|
|
|
|
|
|
|
12.3% |
|
|
|
|
|
Diluted shares outstanding |
|
|
|
44.6 |
|
|
|
|
46.1 |
|
|
|
|
|
45.0 |
|
|
|
|
46.7 |
|
Effective tax rate |
|
|
26% |
|
|
|
20% |
|
|
|
|
26% |
|
|
|
22% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) RIP (credit) represents the entire actuarial net periodic pension (credit) recorded as a component of net earnings. For all periods presented, we were not required to and did not make cash contributions to our RIP.
(2) Represents the impact of acquisition-related adjustments for changes in fair value of contingent consideration, deferred compensation and restricted stock expenses.
(3) Represents acquisition-related intangible amortization, including customer relationships, developed technology, software, trademarks and brand names, non-compete agreements and other intangibles.
(4) Adjusted income tax expense is calculated using the effective tax rate multiplied by the adjusted earnings from continuing operations before income taxes.
9
Adjusted EBITDA Guidance
|
|
|
|
|
|
|
|
|
|
|
For the Year Ending December 31, 2023 |
|
|
|
Low |
|
|
High |
|
Net earnings |
|
$ |
218 |
|
to |
$ |
220 |
|
Add: Income tax expense |
|
|
73 |
|
|
|
75 |
|
Earnings before income taxes |
|
$ |
291 |
|
to |
$ |
295 |
|
Add: Interest expense |
|
|
36 |
|
|
|
37 |
|
Add: Other non-operating (income), net |
|
|
(8 |
) |
|
|
(9 |
) |
Operating income |
|
$ |
319 |
|
to |
$ |
323 |
|
Add: RIP expense (1) |
|
|
3 |
|
|
|
3 |
|
Add: Acquisition-related impacts (2) |
|
|
5 |
|
|
|
6 |
|
Add: Cost reduction initiatives |
|
|
3 |
|
|
|
3 |
|
Adjusted operating income |
|
$ |
330 |
|
to |
$ |
335 |
|
Add: Depreciation and amortization |
|
|
88 |
|
|
|
91 |
|
Adjusted EBITDA |
|
$ |
418 |
|
to |
$ |
426 |
|
(1) RIP expense represents only the plan service cost that is recorded within Operating Income. For all periods presented, we were not required to and did not make cash contributions to our RIP.
(2) Represents the impact of acquisition-related adjustments for deferred compensation and restricted stock expenses.
Adjusted Diluted Net Earnings Per Share Guidance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Year Ending December 31, 2023 |
|
|
|
Low |
|
|
Per Diluted
Share(1) |
|
|
High |
|
|
Per Diluted
Share(1) |
|
Net earnings |
|
$ |
218 |
|
|
$ |
4.84 |
|
to |
$ |
220 |
|
|
$ |
4.89 |
|
Add: Income tax expense |
|
|
73 |
|
|
|
|
|
|
75 |
|
|
|
|
Earnings before income taxes |
|
$ |
291 |
|
|
|
|
to |
$ |
295 |
|
|
|
|
Add: RIP (credit) (2) |
|
|
(1 |
) |
|
|
|
|
|
(1 |
) |
|
|
|
Add: Acquisition-related amortization (3) |
|
|
6 |
|
|
|
|
|
|
6 |
|
|
|
|
Add: Acquisition-related impacts (4) |
|
|
5 |
|
|
|
|
|
|
6 |
|
|
|
|
Add: Cost reduction initiatives |
|
|
3 |
|
|
|
|
|
|
3 |
|
|
|
|
Adjusted earnings before income taxes |
|
$ |
304 |
|
|
|
|
to |
$ |
308 |
|
|
|
|
(Less): Adjusted income tax expense (5) |
|
|
(76 |
) |
|
|
|
|
|
(77 |
) |
|
|
|
Adjusted net earnings |
|
$ |
228 |
|
|
$ |
5.05 |
|
to |
$ |
231 |
|
|
$ |
5.15 |
|
(1) Adjusted diluted EPS guidance for 2023 is calculated based on ~45 million of diluted shares outstanding.
(2) RIP (credit) represents the entire actuarial net periodic pension (credit) recorded as a component of net earnings. We do not expect to make any cash contributions to our RIP.
(3) Represents acquisition-related intangible amortization, including customer relationships, developed technology, software, trademarks and brand names, non-compete agreements and other intangibles.
(4) Represents the impact of acquisition-related adjustments for deferred compensation and restricted stock expenses.
(5) Income tax expense is based on an adjusted effective tax rate of ~25%, multiplied by adjusted earnings before income taxes.
Adjusted Free Cash Flow Guidance
|
|
|
|
|
|
|
|
|
|
|
For the Year Ending December 31, 2023 |
|
|
|
Low |
|
|
High |
|
Net cash provided by operating activities |
|
$ |
235 |
|
to |
$ |
245 |
|
Add: Return of investment from joint venture |
|
|
90 |
|
|
|
95 |
|
Adjusted net cash provided by operating activities |
|
$ |
325 |
|
to |
$ |
340 |
|
Less: Capital expenditures |
|
|
(80 |
) |
|
|
(85 |
) |
Adjusted Free Cash Flow |
|
$ |
245 |
|
to |
$ |
255 |
|
10
3rd Quarter 2023 Earnings Presentation October 24, 2023 Exhibit 99.2
Safe Harbor Statement Worthington Armstrong Joint Venture (“WAVE”). Disclosures in this presentation contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, those relating to future financial and operational results, expected savings from cost management initiatives, the performance of our WAVE1 joint venture, market and broader economic conditions and guidance. Those statements provide our future expectations or forecasts and can be identified by our use of words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “outlook,” “target,” “predict,” “may,” “will,” “would,” “could,” “should,” “seek,” and other words or phrases of similar meaning in connection with any discussion of future operating or financial performance. This includes annual guidance. Forward-looking statements, by their nature, address matters that are uncertain and involve risks because they relate to events and depend on circumstances that may or may not occur in the future. As a result, our actual results may differ materially from our expected results and from those expressed in our forward-looking statements. A more detailed discussion of the risks and uncertainties that could cause our actual results to differ materially from those projected, anticipated or implied is included in the “Risk Factors” and “Management’s Discussion and Analysis” sections of our reports on Form 10-K and 10-Q filed with the U.S. Securities and Exchange Commission (“SEC”). Forward-looking statements speak only as of the date they are made. We undertake no obligation to update any forward-looking statements beyond what is required under applicable securities law. In addition, we will be referring to non-Generally Accepted Accounting Principles (“GAAP”) financial measures within the meaning of SEC Regulation G. A reconciliation of the differences between these measures with the most directly comparable financial measures calculated in accordance with GAAP are included within this presentation and available on the Investor Relations page of our website at www.armstrongceilings.com. The guidance in this presentation is only effective as of the date given, October 24, 2023, and will not be updated or affirmed unless and until we publicly announce updated or affirmed guidance.
Basis of Presentation Explanation The deferred compensation accruals are for cash and stock awards that will be recorded over each awards’ respective vesting period, as such payments are subject to the sellers’ and employees’ continued employment with the Company. Results throughout this presentation are presented on a normalized basis. We remove the impact of certain discrete expenses and income in certain measures including adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”), adjusted diluted earnings per share (“EPS”) and adjusted free cash flow. The Company excludes certain acquisition related expenses (i.e. – changes in the fair value of contingent consideration and deferred compensation accruals1 for recent acquisitions). The Company excludes all acquisition-related amortization from adjusted earnings from continuing operations and in calculations of adjusted diluted EPS. Examples of other excluded items have included plant closures, restructuring charges and related costs, impairments, separation costs and other cost reduction initiatives, environmental site expenses and related insurance recoveries, endowment level charitable contributions, and certain other gains and losses. The Company also excludes income/expense from its U.S. Retirement Income Plan (“RIP”) in the non-GAAP results as it represents the actuarial net periodic benefit credit/cost recorded. Our tax rate may be adjusted for certain discrete items which are identified in the footnotes. Investors should not consider non-GAAP measures as a substitute for GAAP measures. Excluding adjusted diluted EPS, non-GAAP figures are rounded to the nearest million and corresponding percentages are based on unrounded figures. Operating Segments: “MF”: Mineral Fiber, “AS”: Architectural Specialties, “UC”: Unallocated Corporate All dollar figures throughout the presentation are in $ millions, expect per share data, and all comparisons are versus prior year unless otherwise noted. Figures may not sum due to rounding.
GAAP and non-GAAP Financial Results AWI Consolidated Results Q3 2023 Q3 2022 YTD 2023 YTD 2022 Net sales $347.3 $325.0 $982.9 $928.6 Earnings from continuing operations $69.5 $54.5 $177.0 $151.1 Operating income $100.2 $73.3 $257.4 $208.1 Adj. EBITDA* $125 $105 $332 $294 Operating income margin (operating income % of net sales) 28.9% 22.6% 26.2% 22.4% Adj. EBITDA margin* (Adj. EBITDA % of net sales) 36.0% 32.2% 33.8% 31.6% Diluted earnings per share, continuing operations $1.56 $1.18 $3.93 $3.23 Adj. diluted earnings per share from continuing operations $1.60 $1.36 $4.10 $3.65 Net cash provided by operating & investing activities $77.9 $65.8 $165.8 $127.3 Adj. free cash flow* $92 $66 $195 $130 Net cash provided by operating & investing activities % of net sales 22.4% 20.2% 16.9% 13.7% Adj. free cash flow margin* (Adj. free cash flow % of net sales) 26.4% 20.2% 19.8% 14.0% Segment Results Q3 2023 Q3 2022 MF AS UC MF AS UC Net sales $249.7 $97.6 - $233.7 $91.3 - Operating income (loss) $85.5 $15.5 ($0.8) $70.8 $3.4 ($0.9) Adj. EBITDA* $105 $20 - $89 $16 - Operating income margin (Operating income % of net sales) 34.2% 15.9% NM 30.3% 3.7% NM Adj. EBITDA margin* (Adj. EBITDA % of net sales) 41.9% 20.8% NM 38.1% 17.1% NM *Non-GAAP measure. See appendix for reconciliation to nearest GAAP measure. “NM”: Not meaningful.
$347M (+7% VPY) Net Sales $125M (+19% VPY) Adj. EBITDA* $1.60 (+18% VPY) Adj. Diluted EPS* $195M (+50% VPY) YTD Adj. Free Cash Flow* 3rd Quarter 2023 Key Takeaways Record-Setting Earnings on Solid Execution *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. 1. Average Unit Value (“AUV”). Includes both like-for-like price and mix impacts. Net Sales up 7% and Adj. EBITDA* up 19% Total company Adjusted EBITDA margin* expanded 380bps Mineral Fiber segment Adj. EBITDA* up 18% Driven by AUV1 improvement and lower input costs; Adjusted EBITDA margin* expanded 380bps to 41.9% Architectural Specialties segment Adj. EBITDA* up 30% Adj. EBITDA margin* expanded 370bps to 20.8%, driven by sales growth and operating leverage Strong Adj. free cash flow* generation Year-to-date growth of 50% supports all capital allocation priorities
Mineral Fiber Q3 2023 Results Strong AUV and Lower Input Costs Drive Margin Expansion *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Excludes the change in depreciation throughout the presentation. Includes raw material, energy and freight impacts in addition to inventory valuation impacts. Excludes the change in amortization throughout the presentation. Net Sales Growth VPY Q3 Mineral Fiber Key Highlights ● Record-setting sales and earnings ● Adj. EBITDA margin* expanded 380bps to 41.9% ● Strong topline with AUV growth of 8% driven by like-for-like price and favorable mix ● Lower volume from softer market demand and Lat Am, partially offset by growth initiatives ● Lower input costs and favorable inventory valuation impact; raws remain elevated Adj. EBITDA* Comparison VPY Q1 Q2 Q3 2022 Adjusted EBITDA* $74 $89 $89 AUV 5 14 11 Volume 12 (12) - Manufacturing1 3 3 - Input Costs2 (10) (2) 6 SG&A3 (3) - (3) WAVE 3 4 1 2023 Adjusted EBITDA* $84 $95 $105 % Change 13% 7% 18% +7%
Architectural Specialties Q3 2023 Results Steady Sales Growth and Operating Leverage Improvement Adj. EBITDA* Comparison VPY Q1 Q2 Q3 2022 Adjusted EBITDA* $13 $13 $16 Sales 2 7 8 Manufacturing1 (1) (1) (1) SG&A2 (2) (2) (2) 2023 Adjusted EBITDA* $12 $17 $20 % Change (10%) 31% 30% Q3 Architectural Specialties Key Highlights ● Record-setting sales and earnings ● Adj. EBITDA margin* of 20.8% with 370bps of expansion on improved operating leverage ● Recent acquisitions, including BOK Modern, contribute incremental sales growth ● Continuing to monitor project delays and overall market backdrop Net Sales Growth VPY +7% *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Excludes the change in depreciation throughout the presentation. Excludes the change in amortization throughout the presentation.
Q3 2023 Consolidated Company Key Metrics Strong Margin Expansion and Solid Sales Growth Q3 2022 Q3 2023 Variance Net Sales $325 $347 7% Adj. EBITDA* $105 $125 19% Adj. EBITDA Margin* (Adj. EBITDA % of Net Sales) 32.2% 36.0% 380bps Adj. Diluted Earnings Per Share* $1.36 $1.60 18% Adj. Free Cash Flow* $66 $92 39% *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Excludes the change in depreciation throughout the presentation. 2. Includes raw material, energy and freight impacts in addition to inventory valuation impacts. 3. Excludes the change in amortization throughout the presentation.. 1 2 3 $125 $105
Year-to-Date 2023 Consolidated Company Key Metrics Double-Digit Adj. EBITDA* Growth & Robust Adj. Free Cash Flow* Growth YTD 2022 YTD 2023 Variance Net Sales $929 $983 6% Adj. EBITDA* $294 $332 13% Adj. EBITDA Margin* (Adj. EBITDA % of Net Sales) 31.6% 33.8% 220bps Adj. Diluted Earnings Per Share* $3.65 $4.10 12% Adj. Free Cash Flow* $130 $195 50% *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Excludes the change in depreciation throughout the presentation. 2. Includes raw material, energy and freight impacts in addition to inventory valuation impacts. 3. Excludes the change in amortization throughout the presentation.. 1 2 3 $294 $332
Adjusted Free Cash Flow* Enables Balanced Capital Allocation Strategy *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Includes cash earnings, working capital and other current assets and liabilities. 2023 Year-to-Date Capital Deployment 2023 Year-to-Date Adj. Free Cash Flow* Up 50% vs PY
Driving Growth in a Challenging Macroeconomic Environment Updating Full Year 2023 Guidance Commentary1 $1,280M to $1,295M 4% to 5% YoY Prior: 3% to 6% YoY Net Sales $5.05 to $5.15 7% to 9% YoY Prior: 2% to 7% Adjusted Diluted EPS* $418M to $426M 9% to 11% YoY Prior: 4% to 9% YoY Adjusted EBITDA* $245M to $255M 11% to 15% YoY Prior: 9% to 13% Adjusted Free Cash Flow* Challenging environment remains, but better-than-expected market supports improved outlook Expect lower market demand, partially offset by initiatives, to result in low single digit MF volume decline Expect above average MF AUV growth with historical fall-through rates Managing investments and working capital to offset weaker macroeconomic conditions Expect positive WAVE equity earnings versus prior year, rebounding from 2022 results *Non-GAAP measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Additional assumptions available in the appendix of this presentation. Reflects guidance update from prior quarter
Appendix
Full Year 2023 Assumptions *Non-GAAP Measure. See slide 4 and appendix for reconciliation to nearest GAAP measure. Includes acquisition of BOK Modern. Assumes no contribution from future acquisitions. Based on preliminary expectations. Subject to change. Segment Net Sales Adjusted EBITDA Margin* Mineral Fiber 4% to 5% growth YoY (prior: 1% to 5%) ~39% (prior: >37.5%) Architectural Specialties1 4% to 5% growth YoY (prior: >6%) 17% to 18% (prior: >18%) Consolidated Metrics Full Year 2023 Capital expenditures $80M to $85M Depreciation and amortization $88M to $91M Interest expense $36M to $37M Book / cash tax rate ~25% / ~25% Shares outstanding ~45 million Return of investment from joint venture $90M to $95M Shipping Days vs Prior Year 2022 2023 20242 Q1 (1) +1 - Q2 +1 - - Q3 - (1) +1 Q4 (1) - +1 Full Year (1) - +2 13
RIP expense represents only the plan service cost that is recorded within Operating income. For all periods presented, we were not required to and did not make cash contributions to our RIP. Represents the impact of acquisition-related adjustments for changes in fair value of contingent consideration, deferred compensation and restricted stock expenses. RIP (credit) represents the entire actuarial net periodic pension (credit) recorded as a component of earnings from continuing operations. For all periods presented, we were not required to and did not make cash contributions to our RIP. Represents acquisition-related intangible amortization, including customer relationships, developed technology, software, trademarks and brand names, non-compete agreements and other intangibles. Adjusted income tax expense is calculated using the effective tax rate multiplied by the adjusted earnings from continuing operations before income taxes. For the Three Months Ended Sept. 30, For the Nine Months Ended Sept. 30, 2023 2022 2023 2022 Net sales $347 $325 $983 $929 Net earnings $70 $58 $177 $154 Less: Net earnings from discontinued operations - 3 - 3 Earnings from continuing operations $70 $55 $177 $151 Add: Income tax expense 24 13 61 43 Earnings from continuing operations before income taxes $94 $68 $238 $194 Add: Interest/other income and expense, net 7 6 20 14 Operating income $100 $73 $257 $208 Add: RIP expense1 1 1 2 3 Add: Acquisition-related impacts2 1 9 4 19 Add: Cost reduction initiatives - - 3 - Adjusted operating income $102 $83 $266 $230 Add: Depreciation and amortization 23 22 66 64 Adjusted EBITDA $125 $105 $332 $294 Operating income margin 28.9% 22.6% 26.2% 22.4% Adjusted EBITDA margin 36.0% 32.2% 33.8% 31.6% For the Three Months Ended Sept. 30, For the Nine Months Ended Sept. 30, 2023 2022 2023 2022 Net earnings $70 $58 $177 $154 Less: Net earnings from discontinued operations - 3 - 3 Earnings from continuing operations $70 $55 $177 $151 Add: Income tax expense 24 13 61 43 Earnings from continuing operations before income taxes $94 $68 $238 $194 (Less): RIP (credit)3 - - (1) (1) Add: Acquisition-related impacts2 1 9 4 19 Add: Acquisition-related amortization4 2 2 4 6 Add: Cost reduction initiatives - - 3 - Adjusted earnings from continuing operations before income taxes $96 $78 $248 $219 Less: Adjusted income tax expense5 (25) (15) (63) (49) Adjusted net earnings from continuing operations $71 $63 $184 $171 Diluted shares outstanding 44.6 46.1 45.0 46.7 Effective tax rate 26% 20% 26% 22% Diluted earnings per share from continuing operations $1.56 $1.18 $3.93 $3.23 Adjusted diluted earnings per share $1.60 $1.36 $4.10 $3.65 Q3 2023 Adjusted EBITDA Reconciliation Q3 2023 Adjusted Diluted EPS Reconciliation
Contingent compensation payments related to 2020 acquisitions recorded as a component of net cash provided by operating activities. RIP expense represents only the plan service cost related to the RIP that is recorded within Operating Income. For all periods presented, we were not required to and did not make cash contributions to our RIP. Represents the impact of acquisition-related adjustments for changes in fair value of contingent consideration, deferred compensation and restricted stock expenses. “NM”: Not meaningful. For the Three Months Ended Sept. 30, For the Nine Months Ended Sept. 30, 2023 2022 2023 2022 Net cash provided by operating activities $83 $56 $176 $119 Net cash (used for) provided by investing activities ($5) $10 ($11) $8 Net cash provided by operating and investing activities $78 $66 $166 $127 Add: Acquisition of co-ownership interest in software-related intellectual property - - 10 - Add: Acquisition of BOK Modern 14 - 14 - Add: Net environmental expenses - - - 1 Add: Contingent consideration in excess of acquisition-date fair value1 - - 5 2 Adjusted free cash flow $92 $66 $195 $130 For the Three Months Ended Sept. 30, For the Nine Months Ended Sept. 30, MF AS UC UNALLOCATED CORPORATE MF AS UC UNALLOCATED CORPORATE 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 Net sales $250 $234 $98 $91 - - $712 $671 $271 $257 - - Operating income (loss) $86 $71 $16 $3 ($1) ($1) $225 $200 $35 $11 ($2) ($3) Add: RIP expense2 - - - - 1 1 - - - - 2 3 Add: Acquisition-related impacts3 - - 1 9 - - - - 4 19 - - Add: Cost reduction initiatives - - - - - - 3 - - - - - Adjusted operating income (loss) $86 $71 $17 $12 - - $227 $200 $39 $30 - - Add: Depreciation and amortization 19 18 3 3 - - 56 52 10 11 - - Adjusted EBITDA $105 $89 $20 $16 - - $283 $252 $49 $41 - - Operating income margin (Operating income % of net sales) 34.2% 30.3% 15.9% 3.7% NM NM 31.6% 29.8% 12.9% 4.3% NM NM Adjusted EBITDA margin (Adjusted EBITDA % of net sales) 41.9% 38.1% 20.8% 17.1% NM NM 39.8% 37.5% 18.0% 16.1% NM NM Q3 2023 Adjusted Free Cash Flow Reconciliation Q3 2023 Segment Adj. EBITDA Reconciliation
Full Year 2023 Low High Net earnings $218 $220 Add: Income tax expense 73 75 Earnings before income taxes $291 $295 Add: Interest expense 36 37 Add: Other non-operating (income), net (8) (9) Operating income $319 $323 Add: RIP expense1 3 3 Add: Acquisition-related impacts2 5 6 Add: Cost reduction initiatives 3 3 Adjusted operating income $330 $335 Add: Depreciation and amortization $88 $91 Adjusted EBITDA $418 $426 1. RIP expense represents only the plan service cost related to the RIP that is recorded within Operating income. For all periods presented, we were not required to and did not make cash contributions to our RIP. 2. Represents the impact of acquisition-related adjustments for deferred compensation and restricted stock expenses. 3. Assumes rounding to sum segments to consolidated company figures. “NM”: Not meaningful. Full Year 20233 (Supports low-end Adj. EBITDA Margin % assumption) For the Three months Ended March 31, MF AS UC Net sales $921 $359 $ - Operating income (loss) $278 $45 ($3) Add: RIP expense1 - - 3 Add: Acquisition-related impacts2 - 5 - Add: Cost reduction initiatives 3 - - Adjusted operating income $280 $50 - Add: Depreciation and amortization 77 11 - Adjusted EBITDA $357 $61 $ - Operating income margin (Operating income % of net sales) 30% 14% NM Adjusted EBITDA margin (Adjusted EBITDA % of net sales) 39% 17% NM 2023 Adj. EBITDA Guidance Reconciliation 2023 Segment Adj. EBITDA Margin Guidance Reconciliation
RIP (credit) represents the entire actuarial net periodic pension (credit) recorded as a component of Net earnings. We do not expect to make cash contributions to our RIP. Represents the impact of acquisition-related adjustments for deferred compensation and restricted stock expenses. Represents acquisition-related intangible amortization, including customer relationships, developed technology, software, trademarks and brand names, non-compete agreements and other intangibles. Adjusted income tax expense is based on an adjusted effective tax rate of ~25%, multiplied by adjusted earnings before income tax. Full Year 2023 Low High Net earnings $218 $220 Add: Income tax expense 73 75 Earnings before income taxes $291 $295 Add: RIP (credit)1 (1) (1) Add: Acquisition-related impacts2 5 6 Add: Acquisition-related amortization3 6 6 Add: Cost reduction initiatives 3 3 Adjusted earnings before income taxes $304 $308 Less: Adjusted income tax expense4 (76) (77) Adjusted net earnings $228 $231 Diluted shares outstanding ~45M ~45M Effective tax rate ~25% ~25% Diluted net earnings per share $4.84 $4.89 Adjusted diluted net earnings per share $5.05 $5.15 Full Year 2023 Low High Net cash provided by operating activities $235 $245 Add: Return of investment from joint venture 90 95 Adjusted net cash provided by operating activities $325 $340 Less: Capital expenditures (80) (85) Adjusted Free Cash Flow $245 $255 2023 Adj. Diluted EPS Guidance Reconciliation 2023 Adj. Free Cash Flow Guidance Reconciliation
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Armstrong World Industries (NYSE:AWI)
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Von Mär 2024 bis Apr 2024
Armstrong World Industries (NYSE:AWI)
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Von Apr 2023 bis Apr 2024
