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): April 24, 2012

 

 

WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or other Jurisdiction of Incorporation)

 

1-13782		25-1615902
(Commission File No.)		(I.R.S. Employer Identification No.)
1001 Air Brake Avenue Wilmerding, Pennsylvania		15148
(Address of Principal Executive Offices)		(Zip Code)

(412) 825-1000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

---

Item 2.02. Results of Operations and Financial Condition.

On April 24, 2012, Westinghouse Air Brake Technologies Corporation (the “Company”) issued a press release reporting, among other things, the Company’s 2012 first quarter results. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 2.02 by reference.

In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

On April 24, 2012, the Company issued a press release which, among other things, affirmed previously provided earnings guidance for fiscal year 2012. A copy of the press release is attached to this report as Exhibit 99.1 and the second paragraph discussing 2012 guidance is incorporated into this Item 7.01 by reference.

In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 7.01 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

 

(d)

Exhibit.

The following exhibit is furnished with this report on Form 8-K:

 

Exhibit No.		Description
99.1		Press release dated April 24, 2012.

---

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 24, 2012

---

EXHIBIT INDEX

 

Exhibits
99.1		Press release issued by Westinghouse Air Brake Technologies Corporation on April 24, 2012.

Exhibit 99.1

 

			News Release

Wabtec Reports Record Quarterly Sales and Earnings; 1Q EPS of $1.22, Up 44 Percent

WILMERDING, PA, April 24, 2012 – Wabtec Corporation (NYSE: WAB) today reported record results for the 2012 first quarter, including the following:

 

•

First quarter sales were a record $583 million, 28 percent higher than the year-ago quarter, due to strong growth in the Freight Group.

 

•

Income from operations was a record $94 million, or 16.1 percent of sales, compared to 14.6 percent in the year-ago quarter.

 

•

Earnings per diluted share were a record $1.22, which was 44 percent higher than the year-ago quarter.

 

•

At March 31, 2012, the company had cash of $269 million and debt of $386 million.

 

•

Backlog at the end of the first quarter was a record $1.6 billion, 3 percent higher than at year-end 2011.

Based on its first quarter results and outlook for the rest of the year, Wabtec affirmed its 2012 guidance for earnings per diluted share of about $4.80, with revenues now expected to be up about 15 percent for the year.

Albert J. Neupaver, Wabtec’s president and chief executive officer, said: “We’re off to a strong start in 2012, and we’re optimistic about our performance for the rest of the year. The global freight rail market continues to grow, with increasing demand for new freight cars and locomotives. We have also benefited from ongoing investments in our strategic growth opportunities, such as global expansion, new product development and acquisitions. In addition, rigorous application of the Wabtec Performance System has resulted in productivity and cost improvements.”

Wabtec Corporation (www.wabtec.com) is a global provider of value-added, technology-based products and services for rail and other industrial markets.

This release contains forward-looking statements, such as statements regarding the company’s expectations about future earnings. Actual results could differ materially from the results suggested in any forward-looking statement. Factors that could cause or contribute to these material differences include, but are not limited to, an economic slowdown in the markets we serve; a decrease in freight or passenger rail traffic; an increase in manufacturing costs; and other factors contained in the company’s filings with the Securities and Exchange Commission. The company assumes no obligation to update these statements or advise of changes in the assumptions on which they are based.

The company will conduct a conference call with analysts and investors at 10 a.m., eastern time, today. To listen to the call via webcast, please go to www.wabtec.com and click on the “Webcasts” tab in the “Investor Relations” section.

 

 

Tim Wesley		Phone: 412.825.1543		Wabtec Corporation
		E-mail: twesley@wabtec.com Website: www.wabtec.com		1001 Air Brake Avenue Wilmerding, PA 15148

---

WABTEC CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011

(DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)

(UNAUDITED)

 

		First Quarter 2012				First Quarter 2011
Net sales		$	583,309			$	455,259
Cost of sales			(413,928	)			(322,064	)
Gross profit			169,381				133,195
Gross profit as a % of Net Sales			29.0	%			29.3	%
Selling, general and administrative expenses			(62,029	)			(54,816	)
Engineering expenses			(10,149	)			(8,888	)
Amortization expense			(3,093	)			(3,114	)
Total operating expenses			(75,271	)			(66,818	)
Operating expenses as a % of Net Sales			12.9	%			14.7	%
Income from operations			94,110				66,377
Income from operations as a % of Net Sales			16.1	%			14.6	%
Interest (expense) income, net			(3,724	)			(3,684	)
Other income (expense), net			(114	)			460
Income from operations before income taxes			90,272				63,153
Income tax expense			(31,011	)			(22,201	)
Effective tax rate			34.4	%			35.2	%
Net income attributable to Wabtec shareholders		$	59,261			$	40,952
Earnings Per Common Share
Basic
Net income attributable to Wabtec shareholders		$	1.24			$	0.85
Diluted
Net income attributable to Wabtec shareholders		$	1.22			$	0.85
Weighted average shares outstanding
Basic			47,707				47,738
Diluted			48,341				48,251
Sales by Segment
Freight Group		$	397,288			$	264,856
Transit Group			186,021				190,403
Total		$	583,309			$	455,259