EX-99.1 2 a07-27504_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

 

 

 

 

 

 

NEWS RELEASE

 

 

Contacts:

Steven J. Janusek

 

 

Executive Vice President & CFO

 

 

sjanusek@reddyice.com

 

 

800-683-4423

 

REDDY ICE REPORTS THIRD QUARTER

AND NINE MONTHS 2007 RESULTS

 

Annual Guidance for 2007 Lowered

 

OCTOBER 25, 2007 - DALLAS, TEXAS - Reddy Ice Holdings, Inc. (NYSE: FRZ), today reported financial results for the third quarter and nine months ended September 30, 2007.

 

Revenues for the third quarter of 2007 were $125.7 million, compared to $123.3 million in the same quarter of 2006.  The Company’s income from continuing operations was $15.6 million in the third quarter of 2007, compared to $17.0 million in the same quarter of 2006.  Net income was $16.6 million in the third quarter of 2007 versus $15.1 million in 2006.  Diluted net income per share was $0.75 in the third quarter of 2007, compared to $0.69 in the third quarter of 2006.  Adjusted EBITDA, defined as earnings before interest, taxes, depreciation and amortization, and the effects of certain other items, was $44.0 million in the third quarter of 2007, compared to $42.5 million in the third quarter of 2006.  Adjusted EBITDA from continuing operations was $43.5 million in the third quarter of 2007 versus $41.9 million in 2006.  Available Cash for the third quarter of 2007 was $28.3 million, compared to $34.5 million in the third quarter of 2006.  A discussion regarding the presentation of Adjusted EBITDA and Available Cash in this press release, including reconciliations of Adjusted EBITDA to EBITDA and net income and the calculation of Available Cash, is set forth below in the section titled, “SUPPLEMENTAL DISCLOSURE REGARDING NON-GAAP FINANCIAL INFORMATION.”

 

“Weather conditions returned to more typical patterns in the second half of the third quarter.  As a result of these improvements and the effects of acquisitions, we were able to post a modest increase in results as compared to the third quarter of 2006.  Although weather conditions and results in September were better than 2006, they did not fully meet our expectations, which necessitates a further reduction in our full year 2007 guidance,” commented Chief Executive Officer Jimmy C. Weaver. “We continue to believe that the fundamentals of the business remain solid and that we are well positioned to take advantage of improving weather trends and our ongoing internal operating initiatives.”

 

Revenues in the first nine months of 2007 were $274.8 million, compared to $275.7 million in 2006.  The Company’s income from continuing operations was $16.1 million in the first nine months of 2007, compared to $20.8 million in 2006.  Net income in the first nine months of 2007 was $17.0 million, compared to $19.5 million in 2006.  Diluted net income per

 



 

share was $0.77 in the first nine months of 2007, compared to $0.90 in the same period of 2006.  Adjusted EBITDA was $76.8 million in the first nine months of 2007, compared to $80.3 million in the first nine months of 2006.  Adjusted EBITDA from continuing operations was $75.8 million in the first nine months of 2007 versus $78.1 million in 2006.  Available Cash for the first nine months of 2007 was $42.6 million, compared to $53.5 million in the first nine months of 2006.

 

In connection with its ongoing acquisition strategy, the Company completed four acquisitions during the third quarter of 2007, bringing the year-to-date total to seventeen.  These seventeen acquisitions had an aggregate acquisition cost of approximately $21.8 million.  Annual revenues and Adjusted EBITDA associated with these acquisitions are approximately $14.7 million and $4.0 million, respectively.

 

The Company sold its bottled water business and substantially all of its cold storage business during the third quarter of 2007 for total gross cash proceeds of $20.3 million and a total gain of  $1.4 million.  The historical results of these businesses are now presented as “Discontinued Operations”.  The Company’s existing senior credit agreement requires that the net proceeds from the sale of the Company’s non-ice businesses must be used either to repay term borrowings under the credit facility or to make acquisitions and/or capital expenditures within twelve months of the receipt of such proceeds.  Until used, the proceeds will be deposited in a restricted account with the administrative agent under the credit facility.

 

Results for the third quarter of 2007 and for the nine months ended September 30, 2007 include $2.0 million of transaction expenses incurred in connection with the previously announced potential acquisition of the Company by entities formed by funds affiliated with GSO Capital Partners LP.

 

OUTLOOK

 

The following statements are based on current expectations.  These statements are forward-looking and actual results may differ materially.  These statements do not include the potential impact of, or costs related to, any mergers, acquisitions or other business combinations or divestitures that may be completed after October 25, 2007, except as noted below.  The projections for 2007 include the effects of the acquisitions completed through the date of this press release and estimated transaction costs related to the previously announced potential acquisition of the Company by entities formed by funds affiliated with GSO Capital Partners LP.

 

As a result of less favorable results than anticipated in the last half of the third quarter, management is revising its previously issued guidance for 2007.  Revenues in 2007 are currently expected to range between $332 million and $338 million and net income to range from $11.3 million to $15.4 million.  Diluted net income per share is expected to be in the range of $0.51 to $0.70.  Adjusted EBITDA from continuing operations for 2007 is expected to be in the range of $83 million to $87 million, which excludes Adjusted EBITDA related to discontinued operations of approximately $1.0 million.  Available Cash, as defined in the Company’s credit agreement, is expected to range from $44.4 million to $50.1 million in 2007, with diluted Available Cash per share ranging from $2.02 to $2.28.  Capital expenditures for the full year

 

2



 

 

2007 are expected to range between $23 million and $24 million and dispositions to total $1 million to $3 million, for net capital expenditures of $20 million to $23 million.

 

CONFERENCE CALL

 

The Company has scheduled a conference call for today, Thursday, October 25, 2007 at 10:00 a.m. Eastern Time.  To participate, dial (888) 321-8161 ten minutes prior to the start time, referencing confirmation code 21566543 or the Reddy Ice conference call.  A telephonic replay will be available through November 1, 2007 and may be accessed by calling (800) 642-1687 and using the above confirmation code.  A live webcast and archived replay of the conference call can also be accessed on the Company’s Web site at www.reddyice.com.

 

3



 

ABOUT REDDY ICE

 

Reddy Ice Holdings, Inc. is the largest manufacturer and distributor of packaged ice in the United States.  With over 2,000 year-round employees, the Company sells its products primarily under the widely known Reddy Ice® brand to approximately 82,000 locations in 31 states and the District of Columbia.  The Company provides a broad array of product offerings in the marketplace through traditional direct store delivery, warehouse programs, and its proprietary technology, The Ice Factory®.  Reddy Ice serves most significant consumer packaged goods channels of distribution, as well as restaurants, special entertainment events, commercial users and the agricultural sector.  For more information on Reddy Ice, visit the Company’s website at www.reddyice.com.

 

This press release contains various “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s belief as well as assumptions made by and information currently available to management.   Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct.  Such statements contain certain risks, uncertainty and assumptions. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected.

 

– Financial Tables Follow –

 

4



 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

125,701

 

$

123,311

 

$

274,750

 

$

275,652

 

Cost of sales (excluding depreciation)

 

72,015

 

70,585

 

169,696

 

165,498

 

Depreciation expense related to cost of sales

 

5,029

 

4,571

 

14,798

 

13,741

 

Gross profit

 

48,657

 

48,155

 

90,256

 

96,413

 

Operating expenses

 

11,047

 

11,999

 

32,324

 

36,414

 

Transaction expenses related to merger

 

1,982

 

 

1,982

 

 

Depreciation and amortization expense

 

1,559

 

1,439

 

4,532

 

4,213

 

Loss on dispositions of assets

 

71

 

15

 

329

 

129

 

Impairment of assets

 

 

 

 

370

 

Income from operations

 

33,998

 

34,702

 

51,089

 

55,287

 

Interest expense

 

8,111

 

7,304

 

23,692

 

21,636

 

Interest income

 

(175

)

 

(509

)

 

Income from continuing operations before income taxes

 

26,062

 

27,398

 

27,906

 

33,651

 

Income tax expense

 

(10,468

)

(10,416

)

(11,830

)

(12,821

)

Income from continuing operations

 

15,594

 

16,982

 

16,076

 

20,830

 

Income (loss) from discontinued operations, net of tax

 

980

 

(1,910

)

911

 

(1,284

)

Net income

 

$

16,574

 

$

15,072

 

$

16,987

 

$

19,546

 

 

 

 

 

 

 

 

 

 

 

Basic net income (loss) per share:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.72

 

$

0.79

 

$

0.74

 

$

0.98

 

Income (loss) from discontinued operations

 

0.04

 

(0.09

)

0.04

 

(0.06

)

Net income

 

$

0.76

 

$

0.70

 

$

0.78

 

$

0.92

 

Weighted average common shares outstanding

 

21,840

 

21,454

 

21,748

 

21,331

 

 

 

 

 

 

 

 

 

 

 

Diluted net income (loss) per share:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.71

 

$

0.78

 

$

0.73

 

$

0.96

 

Income (loss) from discontinued operations

 

0.04

 

(0.09

)

0.04

 

(0.06

)

Net income

 

$

0.75

 

$

0.69

 

$

0.77

 

$

0.90

 

Weighted average common shares outstanding

 

22,088

 

21,774

 

22,031

 

21,684

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

0.4200

 

$

0.4000

 

$

1.2400

 

$

1.1825

 

 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

OTHER SUPPLEMENTAL INFORMATION

(Unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Packaged ice revenues

 

$

123,626

 

$

120,387

 

$

267,528

 

$

267,509

 

Other revenues

 

2,075

 

2,924

 

7,222

 

8,143

 

Total revenues

 

$

125,701

 

$

123,311

 

$

274,750

 

$

275,652

 

 

5



 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEET DATA

(Unaudited)

 

 

 

September 30,

 

December 31,

 

 

 

2007

 

2006

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

Cash and cash equivalents and restricted cash

 

$

34,988

 

$

39,434

 

All other current assets

 

59,982

 

41,517

 

Total assets

 

626,200

 

610,272

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

38,083

 

$

32,749

 

Dividends payable

 

9,236

 

8,828

 

Total current and non-current debt (including revolving credit facility)

 

374,766

 

364,895

 

Total stockholders’ equity

 

156,147

 

167,648

 

Total liabilities and stockholders’ equity

 

626,200

 

610,272

 

 

SUPPLEMENTAL DISCLOSURE REGARDING NON-GAAP FINANCIAL INFORMATION

 

EBITDA represents net income before income taxes, interest and depreciation and amortization. Adjusted EBITDA represents EBITDA as further adjusted to give effect to unusual items, non-cash items and other adjustments set forth below, such additional adjustments being required to calculate covenant ratios and compliance under the Company’s credit facility. EBITDA and Adjusted EBITDA are not presentations made in accordance with generally accepted accounting principles (“GAAP”) and are not measures of financial condition or profitability. EBITDA and Adjusted EBITDA should not be considered in isolation or as a substitute for “net income”, the most directly comparable GAAP financial measure, as an indicator of operating performance.

 

By presenting Adjusted EBITDA, Reddy Ice intends to provide investors with a better understanding of its core operating results to measure past performance as well as prospects for the future. Reddy Ice evaluates operating performance based on several measures, including Adjusted EBITDA, as Reddy Ice believes it is an important measure of the operational strength of its business. Furthermore, the additional adjustments included in the calculation of Adjusted EBITDA are required to calculate covenant ratios and compliance under the Company’s credit facility, including its ability to pay dividends.

 

Adjusted EBITDA as we have presented it, may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA is not necessarily a measure of Reddy Ice’s ability to fund its cash needs, as it excludes certain financial information when compared to “net income”. Users of this financial information should consider the types of events and transactions which are excluded.

 

As a result of the sale of substantially all of the Company’s non-ice businesses during the third quarter of 2007, the results of operation of those businesses, as well as the gain on their sale, are presented as “discontinued operations” in the accompanying condensed consolidated statements of operations. Adjusted EBITDA, as defined in the Company’s credit facility, includes the results of operations of discontinued operations through their date of sale. Adjusted EBITDA associated with discontinued operations is eliminated to calculate pro forma Adjusted EBITDA. Therefore, in the following reconciliation of net income to EBITDA and Adjusted EBITDA, the following line items are calculated as the total of continuing and discontinued operations:  depreciation expense related to cost of sales, depreciation and amortization expense, income tax expense, loss on disposition of assets and impairment of assets.

 

6



 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

16,574

 

$

15,072

 

$

16,987

 

$

19,546

 

Depreciation expense related to costs of sales

 

5,258

 

4,818

 

15,511

 

14,479

 

Depreciation and amortization expense

 

1,627

 

1,504

 

4,738

 

4,403

 

Interest expense

 

8,111

 

7,304

 

23,692

 

21,636

 

Interest income

 

(175

)

 

(509

)

 

Income tax expense

 

11,140

 

9,241

 

12,461

 

12,030

 

EBITDA

 

42,535

 

37,939

 

72,880

 

72,094

 

Other non-cash charges:

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

829

 

1,178

 

3,046

 

3,726

 

Loss on disposition of assets

 

53

 

16

 

311

 

131

 

Gain on sale of discontinued operations

 

(1,400

)

 

(1,400

)

 

Impairment of assets

 

 

3,348

 

 

3,718

 

Transaction expenses (a)

 

1,982

 

 

1,982

 

649

 

Adjusted EBITDA

 

$

43,999

 

$

42,481

 

$

76,819

 

$

80,318

 

 


(a)          Represents costs incurred in connection with (i) the potential acquisition of the Company by GSO Capital Partners LP and (ii) the Company’s secondary stock offering in May 2006. These costs have been or will be paid by Reddy Holdings from the excess cash remaining from the initial public offering of its common stock in August 2005, and are therefore excluded from the calculation of Adjusted EBITDA for purposes of the Company’s credit facility.

 

The Company’s credit agreement requires that pro forma effect be given to certain items, such as acquisitions or dispositions of businesses and the purchase of leased assets, when calculating Adjusted EBITDA. The following table sets forth the calculation of pro forma Adjusted EBITDA:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

43,999

 

$

42,481

 

$

76,819

 

$

80,318

 

Disposition adjustments (a)

 

(531

)

(575

)

(1,043

)

(2,202

)

Adjusted EBITDA from continuing operations

 

43,468

 

41,906

 

75,776

 

78,116

 

Acquisition adjustments (b)

 

176

 

2,463

 

870

 

4,402

 

Pro forma adjusted EBITDA

 

$

43,644

 

$

44,369

 

$

76,646

 

$

82,518

 

 


(a)          Represents the elimination of the historical Adjusted EBITDA associated with discontinued operations.

 

(b)         Represents the incremental Adjusted EBITDA of acquired businesses as if each acquisition had been consummated on the first day of the period presented. All acquisitions included herein were consummated on or before September 30, 2007.

 

7



 

Available Cash is a defined term in the Company’s credit agreement and is a key measure in evaluating the Company’s ability to pay dividends. Available cash for the three and nine month periods ended September 30, 2007 and 2006 is calculated as follows:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

43,999

 

$

42,481

 

$

76,819

 

$

80,318

 

Less:

 

 

 

 

 

 

 

 

 

Cash paid for interest expense

 

4,298

 

3,936

 

12,476

 

11,808

 

Cash paid for income taxes

 

137

 

310

 

152

 

310

 

Capital expenditures, net of reinvested proceeds from dispositions

 

11,235

 

3,530

 

21,476

 

14,559

 

Principal repayments of indebtedness

 

40

 

157

 

67

 

191

 

Available Cash

 

$

28,289

 

$

34,548

 

$

42,648

 

$

53,450

 

 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

RECONCILIATION OF PROJECTED NET INCOME TO

PROJECTED ADJUSTED EBITDA, PROJECTED ADJUSTED EBITDA FROM CONTINUING

OPERATIONS AND PROJECTED AVAILABLE CASH

(Unaudited)

 

 

 

Projected

 

 

 

Year Ending

 

 

 

December 31,

 

 

 

2007

 

2007

 

 

 

Lower Range

 

Upper Range

 

 

 

(in millions)

 

 

 

 

 

 

 

 

 

Net income

 

$

11.3

 

$

15.4

 

Depreciation expense related to cost of sales

 

20.8

 

20.2

 

Depreciation and amortization expense

 

6.7

 

6.3

 

Interest expense, net

 

31.1

 

30.3

 

Income tax expense

 

7.8

 

10.7

 

EBITDA

 

77.7

 

82.9

 

Other non-cash charges:

 

 

 

 

 

Stock-based compensation expense

 

4.1

 

3.9

 

Loss on disposition of assets

 

0.5

 

0.3

 

Gain on sale of discontinued operations

 

(1.3

)

(1.4

)

Transaction expenses related to merger

 

3.0

 

2.3

 

Adjusted EBITDA

 

84.0

 

88.0

 

Elimination of Adjusted EBITDA from discontinued operations

 

(1.0

)

(1.0

)

Adjusted EBITDA from continuing operations

 

$

83.0

 

$

87.0

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

84.0

 

$

88.0

 

Cash paid for interest expense, net

 

(16.6

)

(15.8

)

Cash paid for income taxes

 

(1.1

)

(0.5

)

Capital expenditures, net of reinvested proceeds from dispositions

 

(21.8

)

(21.5

)

Principal payments on debt

 

(0.1

)

(0.1

)

Available Cash

 

$

44.4

 

$

50.1

 

 

8