Tower International Reports First Quarter 2019 in-line with Outlook, Closes on Sale of Europe and Affirms 2020 Outlook

LIVONIA, Mich., May 2, 2019 /PRNewswire/ -- Tower International, Inc. (NYSE: TOWR), a leading manufacturer of engineered automotive structural metal components and assemblies, today announced First Quarter 2019 results and updated its business outlook.

During the First Quarter 2019, Tower completed the sale of its European operations. In December 2018, Tower entered into an agreement to sell all of its European operations to Financière SNOP Dunois S.A. ("FSD"), a privately owned French auto supplier. The sale price represents an Enterprise Value of EUR 255 million, or an EV / Adjusted EBITDA multiple of 5.4x 2018 full year earnings. The transaction closed March 1, 2019. Tower received $250 million in net proceeds after fees and settlement of fixed rate Term Loan swaps. Upon completion of the divestiture, a payment of $50 million was made on the Term Loan, reducing the balance to $253 million.

    --  Revenue for the First Quarter was $379 million compared with $407
        million in 2018, and previous Outlook of $375 million.  The year over
        year revenue decrease reflects primarily lower sales resulting from
        launch cadence and program changeover, offset partially by higher
        revenue from new platforms.
    --  Income from continuing operations for the First Quarter 2019 was $7.7
        million compared with $16.5 million in 2018.  Including discontinued
        operations, GAAP net income was negative $5.1 million for the first
        quarter or $(0.24) per share, compared with net income of $17.3 million
        or $0.83 per diluted share last year.  As detailed below, this year's
        results included certain items which adversely impacted net income by
        $9.8 million.  Excluding these items and comparable items in 2018,
        earnings per diluted share for the First Quarter 2019 was $0.23 compared
        with $0.82 a year ago and previous Outlook of $0.18 per share.
    --  Adjusted EBITDA for the First Quarter 2019 was $30.4 million compared
        with $43.0 million a year ago and previous Outlook of $30 million.

"Tower delivered First Quarter 2019 results in-line with our Outlook. The sale of Tower Europe further strengthens our balance sheet and positions Tower to capitalize on the healthy and growing light truck and SUV market in North America. We continue to balance our capital allocation, by investing in profitable growth, reducing debt and returning capital to shareholders," said CEO Jim Gouin. "Near-term results will continue to be impacted by significant launch activity. However, with the completion of these launches, projected second half 2019 performance will result in higher run rate revenue, EBITDA and Free Cash Flow leading the way to a step function improvement in financial results for Full Year 2020."

    --  Full Year 2019 Outlook includes:
        --  Revenue of $1.575 billion to $1.6 billion;
        --  Adjusted EBITDA of $165 million to $170 million;
        --  Adjusted EPS of $2.10 to $2.30 per diluted share which is adversely
            impacted by the adoption of ASC 842 and a higher tax rate; and
        --  Positive Full Year Free Cash Flow, with strong Free Cash Flow in the
            second half of the year more than offsetting the expected cash
            outflow in the first half of the year.
    --  With the completion of significant launch activity in 2019, financial
        results are expected to improve substantially.  Full Year 2020 Outlook
        includes:
        --  Revenue of $1.69 billion to $1.74 billion;
        --  Adjusted EBITDA of $200 million to $210 million;
        --  Adjusted EBITDA margin of approximately 12 percent; and
        --  Free Cash Flow of more than $60 million.

Tower to Host Conference Call Today at 1:00 p.m. EDT

Tower will discuss its First Quarter 2019 results and other related matters in a conference call at 1:00 p.m. EDT today. Participants may listen to the audio portion of the conference call either through a live audio webcast on the Company's website or by telephone. The slide presentation and webcast can be accessed via the investor relations portion of Tower's website www.towerinternational.com. To dial into the conference call, domestic callers should dial (866) 393-4576, international callers should dial (706) 679-1462. An audio recording of the call will be available approximately two hours after the completion of the call. To access this recording, please dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and reference Conference I.D. # 1508207. A webcast replay will also be available and may be accessed via Tower's website.

Non-GAAP Financial Measures

This press release includes the following non-GAAP financial measures: "adjusted EBITDA", "adjusted EBITDA margin", "adjusted earnings per share", and "free cash flow". We define adjusted EBITDA as net income/(loss) before interest, taxes, depreciation, amortization, restructuring items and other adjustments described in the reconciliations provided in this press release. We define adjusted EBITDA margin as adjusted EBITDA as a percentage of revenues. Adjusted earnings per share exclude certain income and expense items described in the reconciliation provided in this press release. Free cash flow is defined as cash provided by continuing operating activities less cash disbursed for purchases of property, plant and equipment. We use adjusted EBITDA, adjusted EBITDA margin, adjusted earnings per share, and free cash flow as supplements to information provided in accordance with generally accepted accounting principles ("GAAP") in evaluating our business and they are included in this press release because they are principal factors upon which our management assesses performance and in certain instances in measuring performance for compensation purposes. Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated in accordance with GAAP are set forth below. The non-GAAP measures presented above are not measures of performance under GAAP. These measures should not be considered as alternatives for the most directly comparable financial measures calculated in accordance with GAAP. Other companies in our industry may define these non-GAAP measures differently than we do and, as a result, these non-GAAP measures may not be comparable to similarly titled measures used by other companies in our industry; and certain of our non-GAAP financial measures exclude financial information that some may consider important in evaluating our performance. Given the inherent uncertainty regarding fair value adjustments to our pension plan, potential restructuring expenses, adjustments related to our long-term incentive compensation programs in any future period, and earnings that occur within the separate tax jurisdictions in which we have operations, a quantitative reconciliation of forward-looking financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP is not feasible.

Forward-Looking Statements and Risk Factors

This press release contains statements which constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to statements regarding prospective program launches, business growth, and the Company's projected earnings, free cash flow, revenues, Adjusted EBITDA and Adjusted EBITDA margin. The forward-looking statements can be identified by words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "project," "target," and other similar expressions. Forward-looking statements are made as of the date of this press release and are based upon management's current expectations and beliefs concerning future developments and their potential effects on us. Such forward-looking statements are not guarantees of future performance. The following important factors, as well as risk factors described in our reports filed with the SEC, could cause our actual results to differ materially from estimates or expectations reflected in such forward-looking statements:

    --  global automobile production volumes;
    --  the financial condition of our customers and suppliers;
    --  our ability to make scheduled payments of principal or interest on our
        indebtedness and comply with the covenants and restrictions contained in
        the instruments governing our indebtedness;
    --  our ability to refinance our indebtedness;
    --  any increase in the expense and funding requirements of our pension and
        other postretirement benefits;
    --  our customers' ability to obtain equity and debt financing for their
        businesses;
    --  our dependence on our largest customers;
    --  pricing pressure from our customers;
    --  work stoppages or other labor issues affecting us or our customers or
        suppliers;
    --  our ability to integrate acquired businesses;
    --  our ability to take advantage of emerging secular trends;
    --  risks related to changes to U.S. trade policies;
    --  risks associated with our non-U.S. operations, including foreign
        exchange risks and economic uncertainty in some regions;
    --  risks associated with business divestitures; and
    --  costs or liabilities relating to environmental and safety regulations.

We do not assume any obligation to update or revise the forward-looking statements contained in this press release.

Contact:
Derek Fiebig
Executive Director, Investor & External Relations
(248) 675-6457
fiebig.derek@towerinternational.com


                                                                            
        
              TOWER INTERNATIONAL, INC. AND SUBSIDIARIES


                                                                          
       
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                      
     
         (Amounts in thousands, except share and per share amounts - unaudited)




                                                                                                                                           Three Months Ended March 31,



                                                                                                                                                                   2019       2018






            Revenues                                                                                                                                          $378,738   $407,233



            Cost of sales                                                                                                                                      341,971    359,049




            Gross profit                                                                                                                                        36,767     48,184



            Selling, general, and administrative expenses                                                                                                       25,186     23,345



            Amortization expense                                                                                                                                   109        112



            Restructuring and asset impairment charges, net                                                                                                        123      1,243




              Operating income                                                                                                                                  11,349     23,484



            Interest expense                                                                                                                                     5,640      4,676



            Interest income                                                                                                                                        609        325



            Net periodic benefit income                                                                                                                             31        558



            Other income                                                                                                                                         4,540




            Income before provision for income taxes and income /                                                                                               10,889     19,691
    (loss) from discontinued operations



            Provision for income taxes                                                                                                                           3,217      3,236




            Income from continuing operations                                                                                                                    7,672     16,455



            Income / (loss) from discontinued operations, net of tax                                                                                          (12,740)       845




            Net income / (loss)                                                                                                                               $(5,068)   $17,300






            Weighted average basic shares outstanding                                                                                                       20,632,128 20,556,613



            Weighted average diluted shares outstanding                                                                                                     21,063,287 20,951,973





            Basic income / (loss) per share:



            Income per share from continuing operations                                                                                                          $0.37      $0.80



            Income / (loss) per share from discontinued operations                                                                                              (0.62)      0.04



            Income / (loss) per share                                                                                                                           (0.25)      0.84





            Diluted income / (loss) per share:



            Income per share from continuing operations                                                                                                          $0.36      $0.79



            Income / (loss) per share from discontinued operations                                                                                              (0.60)      0.04



            Income / (loss) per share                                                                                                                           (0.24)      0.83


                                                                                   
         
        TOWER INTERNATIONAL, INC. AND SUBSIDIARIES


                                                                                      
        
         CONDENSED CONSOLIDATED BALANCE SHEETS


                                                                                       
        
         (Amounts in thousands - unaudited)




                                                                                                                                
            
     March 31,       
     
     December 31,


                                                                                                                                                      2019                  2018





                                                
              
                ASSETS



     Cash and cash equivalents                                                                                                                   $197,947               $68,066



     Accounts receivable, net of allowance of $846 and $823                                                                                       154,094               113,128



     Inventories                                                                                                                                   64,005                69,434



     Assets held for sale                                                                                                                                              431,613



     Prepaid tooling, notes receivable, and other                                                                                                  32,424                27,552



     Total current assets                                                                                                                         448,470               709,793






     Property, plant, and equipment, net                                                                                                          537,763               347,803



     Operating lease right-of-use assets                                                                                                          106,414



     Goodwill                                                                                                                                       7,560                 7,453



     Deferred tax asset                                                                                                                            86,769                82,832



     Other assets, net                                                                                                                             22,775                22,511



     Total assets                                                                                                                              $1,209,751            $1,170,392





                                        
              
                LIABILITIES AND EQUITY



     Short-term debt and current maturities of finance lease liabilities                                                                          $26,274                $4,148



     Short-term operating lease liabilities                                                                                                        13,256



     Accounts payable                                                                                                                             187,603               188,760



     Accrued liabilities                                                                                                                           94,733                84,306



     Liabilities held for sale                                                                                                                                         167,882



     Total current liabilities                                                                                                                    321,866               445,096






     Long-term debt, net of current maturities                                                                                                    242,870               294,457



     Finance lease liabilities, net of current maturities                                                                                         140,496



     Operating lease liabilities, net of current maturities                                                                                        96,185



     Pension liability                                                                                                                             44,381                45,762



     Other non-current liabilities                                                                                                                 51,459                84,163



     Total non-current liabilities                                                                                                                575,391               424,382




         Total liabilities                                                                                                                        897,257               869,478






     Stockholders' equity:



     Common stock                                                                                                                                     225                   224



     Additional paid in capital                                                                                                                   349,272               347,816



     Treasury stock                                                                                                                              (37,743)             (36,882)



     Retained earnings                                                                                                                             61,060                64,676



     Accumulated other comprehensive loss                                                                                                        (60,320)             (74,920)



     Total stockholders' equity                                                                                                                   312,494               300,914






     Total liabilities and stockholders' equity                                                                                                $1,209,751            $1,170,392


                                                                                            
         
          TOWER INTERNATIONAL, INC. AND SUBSIDIARIES


                                                                                          
         
         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                              
         
            (Amounts in thousands - unaudited)




                                                                                                                                                      Three Months Ended March 31,



                                                                                                                                                                              2019       2018






              
                OPERATING ACTIVITIES:



              Net income / (loss)                                                                                                                                        $(5,068)   $17,300



              Less: Income / (loss) from discontinued operations, net of tax                                                                                             (12,740)       845




              Income from continuing operations                                                                                                                             7,672     16,455





              Adjustments required to reconcile income from continuing operations to net
    cash used in continuing operating activities:



              Deferred income tax provision                                                                                                                                 2,272      2,080



              Depreciation and amortization                                                                                                                                15,425     14,511



              Non-cash share-based compensation                                                                                                                               986        703



              Pension income, net of contributions                                                                                                                        (1,381)   (2,237)



              Change in working capital and other operating items                                                                                                        (40,574)  (61,934)



              Net cash used in continuing operating activities                                                                                                          $(15,600) $(30,422)






              
                INVESTING ACTIVITIES:



              Cash disbursed for purchases of property, plant, and equipment, net                                                                                       $(39,642) $(12,075)



              Proceeds from disposition of European operations, net                                                                                                       277,406



              Net cash provided by / (used in) continuing investing activities                                                                                           $237,764  $(12,075)






              
                FINANCING ACTIVITIES:



              Proceeds from borrowings                                                                                                                                    $44,500     $1,339



              Repayments of  borrowings                                                                                                                                  (48,658)   (1,138)



              Repayment on Term Loan Credit Facility                                                                                                                     (50,000)



              Debt financing costs                                                                                                                                        (2,276)



              Payments for termination of hedging instruments                                                                                                            (28,582)



              Dividend payment to Tower shareholders                                                                                                                      (2,680)   (2,465)



              Proceeds from stock options exercised                                                                                                                           160        112



              Purchase of treasury stock                                                                                                                                    (861)     (474)



              Net cash used in continuing financing activities                                                                                                          $(88,397)  $(2,626)






              Discontinued operations:



              Net cash from discontinued operating activities                                                                                                              $7,142    $29,615



              Net cash used in discontinued investing activities                                                                                                          (9,086)  (18,079)



              Net cash used in discontinued financing activities                                                                                                          (1,787)  (12,613)



              Net cash used in discontinued operations                                                                                                                   $(3,731)  $(1,077)






              Effect of exchange rate changes on continuing cash and cash equivalents                                                                                      $(155)    $1,856

                                                                                                                                                                                         ---




              
                NET CHANGE IN CASH AND CASH EQUIVALENTS                                                                                                       $129,881  $(44,344)





              
                CASH AND CASH EQUIVALENTS:



              Beginning of period                                                                                                                                         $68,066    $96,313






              End of period                                                                                                                                              $197,947    $51,969


                                                                          
       
       TOWER INTERNATIONAL, INC. AND SUBSIDIARIES


                                                                          
       
       NON-GAAP FINANCIAL MEASURE RECONCILIATIONS


                                                                            
       
         (Amounts in thousands - unaudited)









     
                Adjusted EBITDA Reconciliation                                                                              Three Months Ended March 31,


                                                                                                                                                       2019                  2018




     Net income / (loss)                                                                                                                          $(5,068)              $17,300



     Restructuring and asset impairment charges, net                                                                                                   123                 1,243



     Depreciation and amortization                                                                                                                  15,425                14,511



     Acquisition costs and other                                                                                                                        28                    69



     Long-term compensation expense                                                                                                                  3,436                 1,287



     Lease expense                                                                                                                                                        2,450



     Interest expense, net                                                                                                                           5,031                 4,351



     Net periodic benefit income                                                                                                                      (31)                (558)



     Other income                                                                                                                                  (4,540)



     Provision for income taxes                                                                                                                      3,217                 3,236



     (Income) / loss from discontinued operations, net of tax                                                                                       12,740                 (845)



     Adjusted EBITDA                                                                                                                               $30,361               $43,044








     
                Free Cash Flow Reconciliation                                                                               Three Months Ended March 31,


                                                                                                                                                       2019                  2018




     Net cash from continuing operating activities                                                                                               $(15,600)            $(30,422)



     Cash disbursed for purchases of PP&E                                                                                                         (39,642)             (12,075)



     Free cash flow                                                                                                                              $(55,242)            $(42,497)








     
                Net Debt Reconciliation                                                                             
         
               March 31,          
     
     December 31,


                                                                                                                                                       2019                  2018




     Short-term debt and current maturities of finance lease liabilities                                                                           $26,274                $4,148



     Long-term debt, net of current maturities                                                                                                     249,776               300,417



     Finance lease liabilities, net of current maturities                                                                                          140,496



     Debt issue costs                                                                                                                              (6,906)              (5,960)



     Total debt                                                                                                                                    409,640               298,605



     Less: Cash and cash equivalents                                                                                                             (197,947)             (68,066)



     Net debt                                                                                                                                     $211,693              $230,539


                                                                              
        
               TOWER INTERNATIONAL, INC. AND SUBSIDIARIES


                                                                                 
       
                CERTAIN ITEMS INCLUDED IN NET INCOME


                                                                            
       
         (Amounts in thousands, except per share amounts - unaudited)




                                                                                                               After tax                               Before tax


                                                                                                          Three Months Ended                       Three Months Ended


                                                                                                               March 31,                                March 31,



                                                                                                                        2019                                      2018          2019      2018






     Income / (expense) items included in net income / (loss), net of tax:



     
                Restructuring and asset impairment charges, net



     One-time restructuring actions                                                          
              $                 -                                   $(623)  
     $       -   $(794)



     
                Other income



     PIS and COFINS tax credit in Brazil                                                                              3,458                                                  5,240



     Swap termination fee                                                                                             (532)                                                 (700)



     
                Discontinued operations



     Income / (loss) from discontinued operations                                                                   (5,845)                                      845       (5,845)      845



     Loss from sale of discontinued operation                                                                       (6,895)                                               (6,895)



     Total items included in net income / (loss), net of tax                                                       $(9,814)                                     $222






     Net income / (loss)                                                                                           $(5,068)                                  $17,300





     Memo:  Average shares outstanding (in thousands)



     Basic                                                                                                           20,632                                    20,557



     Diluted                                                                                                         21,063                                    20,952





     Income / (loss) per common share (GAAP)



     Basic                                                                                                          $(0.25)                                    $0.84



     Diluted                                                                                                         (0.24)                                     0.83





     Diluted adjusted earnings per share (non-GAAP)                                                                   $0.23                                     $0.82

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SOURCE Tower International, Inc.