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, 2013
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 October 24, 2013, Westinghouse Air Brake Technologies Corporation (the “Company”) issued a press release reporting, among other things, the Company’s 2013 third 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 October 24, 2013, the Company issued a press release which, among other things, updated previously provided earnings guidance for fiscal year 2013. A copy of the press release is attached to this report as Exhibit 99.1 and the second paragraph discussing 2013 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 |
Description | |
| 99.1 | Press release dated October 24, 2013. | |
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: October 24, 2013
| WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION | ||
| By: | /s/ Alvaro Garcia-Tunon | |
| Alvaro Garcia-Tunon | ||
| Chief Financial Officer | ||
EXHIBIT INDEX
| Exhibits | ||
| 99.1 | Press release issued by Westinghouse Air Brake Technologies Corporation on October 24, 2013. | |
Exhibit 99.1
|
|
News Release |
Wabtec Reports 3Q EPS of 76 Cents, Up 17%
WILMERDING, PA, Oct. 24, 2013 – Wabtec Corporation (NYSE: WAB) today reported results for the 2013 third quarter, including the following:
| • | Third quarter sales were $631 million, 8 percent higher than the year-ago quarter, due to strong growth in the Transit Group. |
| • | Income from operations was $110 million, or 17.4 percent of sales, compared to 16.5 percent in the year-ago quarter. |
| • | Earnings per diluted share were 76 cents, 17 percent higher than the year-ago quarter. The results included: pre-tax expenses of $1.9 million for contract charges recorded in cost of sales, pre-tax expenses of $1 million for currency translation recorded in other expense, and a tax benefit of $2.2 million related to changes in deferred taxes in foreign jurisdictions. |
| • | At Sept. 30, 2013, the company had cash of $281 million and debt of $540 million. In the quarter, Wabtec sold $250 million of 4.375% Senior Notes due 2023 and used the proceeds to repay borrowings under its revolving credit facility and for general corporate purposes. Wabtec repurchased 93,205 shares of company stock for about $5 million during the quarter. |
| • | Also during the quarter, the company acquired Longwood Industries, a specialty rubber products manufacturer with annual sales of about $70 million; and Turbonetics, a manufacturer of turbochargers with annual sales of about $15 million. |
| • | The company declared a regular quarterly dividend of 4 cents per share, payable on Nov. 29 to shareholders of record on Nov. 15. |
Based on Wabtec’s year-to-date results and outlook for the rest of the year, the company increased its 2013 guidance for earnings per diluted share to $3.00-$3.04, with revenues expected to be up about 8 percent for the year.
Albert J. Neupaver, Wabtec’s chairman and chief executive officer, said: “Through internal initiatives and execution of our growth strategies, Wabtec continues to perform well, despite a slowly growing global economy. Thanks to our diversified business model and ongoing investment around the world in our key transportation and infrastructure markets, we remain optimistic about the company’s future growth opportunities. As always, the Wabtec Performance System will provide the framework for driving our growth strategies and our programs to increase productivity and reduce costs.”
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 AND NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012
(DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)
(UNAUDITED)
| Third Quarter 2013 |
Third Quarter 2012 |
For the Nine Months Ended 2013 |
For the Nine Months Ended 2012 |
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| Net sales |
$ | 631,398 | $ | 587,593 | $ | 1,884,910 | $ | 1,780,722 | ||||||||
| Cost of sales |
(443,265 | ) | (416,314 | ) | (1,321,008 | ) | (1,266,635 | ) | ||||||||
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| Gross profit |
188,133 | 171,279 | 563,902 | 514,087 | ||||||||||||
| Gross profit as a % of Net Sales |
29.8 | % | 29.1 | % | 29.9 | % | 28.9 | % | ||||||||
| Selling, general and administrative expenses |
(63,402 | ) | (59,743 | ) | (191,576 | ) | (180,935 | ) | ||||||||
| Engineering expenses |
(10,921 | ) | (10,753 | ) | (33,535 | ) | (31,047 | ) | ||||||||
| Amortization expense |
(3,939 | ) | (3,941 | ) | (12,699 | ) | (10,288 | ) | ||||||||
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| Total operating expenses |
(78,262 | ) | (74,437 | ) | (237,810 | ) | (222,270 | ) | ||||||||
| Operating expenses as a % of Net Sales |
12.4 | % | 12.7 | % | 12.6 | % | 12.5 | % | ||||||||
| Income from operations |
109,871 | 96,842 | 326,092 | 291,817 | ||||||||||||
| Income from operations as a % of Net Sales |
17.4 | % | 16.5 | % | 17.3 | % | 16.4 | % | ||||||||
| Interest expense, net |
(3,829 | ) | (3,070 | ) | (10,714 | ) | (10,303 | ) | ||||||||
| Other expense, net |
(1,658 | ) | (1,393 | ) | (1,833 | ) | (1,284 | ) | ||||||||
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| Income from operations before income taxes |
104,384 | 92,379 | 313,545 | 280,230 | ||||||||||||
| Income tax expense |
(30,441 | ) | (29,385 | ) | (95,351 | ) | (93,263 | ) | ||||||||
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| Effective tax rate |
29.2 | % | 31.8 | % | 30.4 | % | 33.3 | % | ||||||||
| Net income attributable to Wabtec shareholders |
$ | 73,943 | $ | 62,994 | $ | 218,194 | $ | 186,967 | ||||||||
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| Earnings Per Common Share | ||||||||||||||||
| Basic | ||||||||||||||||
| Net income attributable to Wabtec shareholders |
$ | 0.77 | $ | 0.66 | $ | 2.28 | $ | 1.95 | ||||||||
| Diluted | ||||||||||||||||
| Net income attributable to Wabtec shareholders |
$ | 0.76 | $ | 0.65 | $ | 2.25 | $ | 1.93 | ||||||||
| Weighted average shares outstanding |
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| Basic |
95,848 | 95,286 | 95,383 | 95,464 | ||||||||||||
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| Diluted |
97,174 | 96,542 | 96,754 | 96,720 | ||||||||||||
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| Sales by Segment | ||||||||||||||||
| Freight Group |
$ | 340,533 | $ | 354,659 | $ | 1,009,069 | $ | 1,159,653 | ||||||||
| Transit Group |
290,865 | 232,934 | $ | 875,841 | $ | 621,069 | ||||||||||
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| Total |
$ | 631,398 | $ | 587,593 | $ | 1,884,910 | $ | 1,780,722 | ||||||||
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