EX-99.1 2 dex991.htm PRESS RELEASE RELATING TO FINANCIAL RESULTS Press Release relating to financial results

EXHIBIT 99.1

 

Contact:

   Jane W. McCahon
   Conway Communications
   978-443-0160
   janewmccahon@earthlink.net

XERIUM TECHNOLOGIES REPORTS THIRD QUARTER 2007 RESULTS

Xerium reports improved sales and net income

YOUNGSVILLE, NC, November 8, 2007 – Xerium Technologies, Inc. (NYSE: XRM), a leading global manufacturer of clothing and roll covers used primarily in the paper production process, today reported results for the third quarter ended September 30, 2007. Highlights for the quarter include:

 

   

Net sales for the third quarter of 2007 were $153.6 million, a 5.6% increase from $145.5 million for the third quarter of 2006. Excluding currency effects described below, third quarter 2007 net sales increased 1.4% from the third quarter of 2006.

 

   

Net income was $7.1 million, or $0.16 per diluted share, in the third quarter of 2007, compared to $2.2 million, or $0.05 per diluted share, for the third quarter of 2006. Shares used in computing diluted EPS were 45.0 million for the third quarter of 2007 compared to 43.9 million for the third quarter of 2006.

 

   

Net cash generated by operating activities was $18.4 million for the third quarter of 2007 compared to $22.6 million in the same quarter last year.

 

   

Adjusted EBITDA (as defined in the Company’s credit facility) was $38.4 million for the third quarter of 2007, an increase of 19.3% from $32.2 million for the third quarter of 2006. See “EBITDA and Adjusted EBITDA Reconciliation” below.

 

   

Cash on hand at September 30, 2007 was $32.5 million compared to $24.7 million at June 30, 2007, $16.8 million at December 31, 2006 and $36.7 million at September 30, 2006.

 

   

On August 23, 2007, the Company completed the restatement of certain of its previously-issued financial statements, following a review of the accounting treatment of interest rate swaps that it entered into in June 2005. Only interest expense, related income taxes and net income (loss) were affected and the financial results for prior periods in this release reflect the restatement.

 

   

Separately, the Company announced today that its Board of Directors had declared a dividend of $0.1125 per share of common stock payable on December 17, 2007 to shareholders of record as of the close of business on December 5, 2007.

Thomas Gutierrez, President and Chief Executive Officer of Xerium Technologies, said, “We continue to make meaningful progress as we work to strengthen our core

 

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businesses and position Xerium for future growth. Our clothing business demonstrated exceptional, broad-based growth this quarter, with sales increasing 11.6% over the same period last year. Even more importantly, as a result of numerous programs we initiated to drive efficiencies and reduce costs, segment earnings for clothing grew at almost double the rate of sales growth, improving 22.5% over the same period.”

“As we have described in previous quarters, the roll covers business continues to face a number of challenges that have limited our ability to generate sales increases. These factors led to a decline in roll covers sales of 5.2% for the third quarter of 2007 compared to the same quarter last year. We have, however, made progress offsetting the bottom-line impact of sales declines with programs aimed at reducing costs, and I am pleased that we were able to generate segment earnings this quarter in line with the prior year period.”

He added, “With our cost structure improvement initiatives well under way, we are also focusing on initiatives designed to accelerate growth prospects for Xerium. These efforts include regional expansion in higher-growth areas of the world, improving our access to these markets and enabling us to shift production from higher-cost locations. In clothing, the expansion of our South American capabilities and building of a new manufacturing facility in Vietnam remain on track. For our roll covers business, we continue to expect to establish a physical presence in China by mid-2008, opening up a larger market opportunity for Xerium.”

Mr. Gutierrez concluded, “We remain cautious about market conditions as consolidation amongst our customers continues and the competitive environment, particularly in Western Europe, is still challenging. We are confident that our strategy clearly addresses not only these concerns, but also positions us to capitalize upon the opportunities available to a company with Xerium’s technological leadership, exceptional customer relationships and strong market position. We believe we have a solid framework for future growth.”

ADDITIONAL QUARTERLY FINANCIAL HIGHLIGHTS

 

   

Capital expenditures for the third quarter of 2007 were $8.9 million, compared to $6.8 million for the third quarter of 2006. Approximately $6.3 million of capital expenditures in this year’s third quarter were directed toward projects designed to support the Company’s growth objectives, with the remaining $2.6 million used to sustain the Company’s existing operations and facilities. The Company expects capital expenditures to continue to increase in the fourth quarter of 2007, as expansion projects in Vietnam and South America ramp up, so that total capital expenditures for 2007 are expected to be approximately $50 million as previously forecast.

 

   

During the third quarter of 2007, the Company continued to streamline its global operating structure, and incurred associated restructuring charges of $0.8 million. Xerium expects to incur up to an additional $1.8 million in restructuring expenses during the remainder of 2007, primarily due to the acceleration of potential cost structure improvements.

 

   

Currently, the Company’s interest rate swaps do not qualify for hedge accounting under U.S. GAAP and accordingly the change in their fair value was recorded as an increase to interest expense of $2.7 million and $4.4 million for the three months ended September 30, 2007 and September 30, 2006, respectively.

 

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The Company had a foreign exchange gain in the third quarter of 2007 of $0.2 million compared to a gain of $0.3 million in the third quarter of 2006. Foreign exchange gains and losses are primarily the result of intercompany activity during 2007 and 2006.

 

   

The Company incurred tax rates of 31% in the third quarter of 2007 and 34% for the first nine months of 2007.

The following table presents net sales for the third quarters of 2007 and 2006 by segment and the effect of currency on pricing and translation on third quarter 2007 net sales:

 

     

Net Sales

Three Months

Ended Sept. 30,

  

Increase
(decrease)
in Net
Sales
from Q3
2006 to Q3

2007

   

Increase in
Q3 2007 Net
Sales due

to Currency
Translation*

  

Percent increase
(decrease) in Net
Sales from Q3 2006 to

Q3 2007

   

**(Decrease)

in Q3 2007

Net Sales

Due to

Currency

Effects on

Pricing

    Percent increase
(decrease) in Net
Sales from Q3
2006 to Q3 2007
Excluding Effect
of Currency on
Pricing and
Translation
 
      2007    2006         Total     Excluding
currency
translation
effect
     

Clothing

   $ 104.0    $ 93.2    $ 10.8     $ 6.1    11.6 %   5.0 %   $ (2.3 )   7.5 %

Roll Covers

     49.6      52.3      (2.7 )     2.2    (5.2 )%   (9.4 )%     —       (9.4 )%
                                                       

Total

   $ 153.6    $ 145.5    $ 8.1     $ 8.3    5.6 %   (0.1 )%   $ (2.3 )   1.4 %
                                                       

 

* Increase in third quarter 2007 net sales due to currency translation is calculated by subtracting (i) an amount equal to net sales for the third quarter of 2006 from (ii) net sales for the third quarter of 2006 at the applicable average foreign currency exchange rate for the third quarter of 2007.

 

** Change in the third quarter 2007 net sales due to currency effect on pricing relates to sales prices indexed in U.S. dollars by certain non-U.S. operations and is calculated based on the difference in the exchange rate from the time of pricing commitment to the customer and the point at which the sale transaction is recorded.

Clothing Segment Commentary

 

   

Clothing segment sales during the third quarter of 2007 increased 11.6% to $104.0 million from $93.2 million in the comparable period last year due to increased volume, primarily in Europe and North America. Excluding the currency effects described above, clothing segment sales for the third quarter of 2007 increased 7.5% as compared with the third quarter of 2006.

 

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Pricing for the clothing segment in the third quarter of 2007 decreased approximately 1.5% compared with third quarter 2006 levels.

 

   

Clothing segment earnings for the third quarter of 2007 of $27.8 million increased by 22.5% from $22.7 million in the prior year quarter. Key drivers of this improvement include higher sales volumes and the positive impact of the Company’s restructuring and efficiency programs.

Roll Covers Segment Commentary

 

   

Roll covers segment sales during the third quarter of 2007 decreased 5.2% to $49.6 million from $52.3 million in the comparable period last year, due to decreased volume. Excluding the currency effects described above, roll covers segment sales in the third quarter of 2007 would have decreased 9.4% from the third quarter of 2006.

 

   

Pricing for the roll covers segment in the third quarter of 2007 declined approximately 1.0% compared with third quarter 2006 levels.

 

   

Roll covers segment earnings for the third quarter of 2007 of $13.1 million increased by 0.8% from $13.0 million in the prior year quarter, as the benefits of a lower cost structure generated by cost reduction activities offset the lower sales volumes.

NINE MONTHS RESULTS

 

   

Net sales for the first nine months of 2007 were $451.2 million, a 1.0% increase from $446.9 million for the first nine months of 2006. The total impact of currency fluctuations on net sales for the first nine months of 2007, as compared to the first nine months of 2006, was an increase of $16.5 million, including a gain of $21.8 million from currency translation and a loss of $5.3 million from the effect of currency on pricing. Excluding these currency effects, net sales for the first three quarters of 2007 decreased from those of the same period in 2006 by 2.7%.

 

   

Net income was $17.8 million, or $0.40 per diluted share, for the first nine months of 2007, compared to $27.8 million, or $0.63 per diluted share, for the same period of 2006. Shares used in computing diluted EPS were 44.6 million for the 2007 period, compared to 43.9 million for the 2006 period.

 

   

Net cash generated by operating activities was $48.5 million for the first nine months of 2007 compared to $44.6 million in the same period last year.

 

   

Adjusted EBITDA (as defined in the Company’s credit facility) was $109.5 million for the first nine months of 2007, compared to $109.6 million for the first nine months of 2006. See “EBITDA and Adjusted EBITDA Reconciliation” below.

 

   

Currently, the Company’s interest rate swaps do not qualify for hedge accounting under U.S. GAAP and accordingly the change in their fair value was recorded as an increase (decrease) to interest expense of $4.2 million and $(1.5) million for the nine months ended September 30, 2007 and September 30, 2006, respectively.

 

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CONFERENCE CALL

The Company plans to hold a conference call to discuss these results tomorrow morning, Friday, November 9, 2007, beginning at 8:30 am ET. The call is accessible via the Company’s website (www.xerium.com) following the links to investor relations and webcasts. To access the conference call, please dial 1-800-659-2056, using passcode 2354204, at least 10 minutes prior to the call’s start. Internationally, the call may be accessed by dialing 1-617-614-2714, using the same passcode. The call will be available as an archived webcast on the Company’s website beginning approximately an hour after the call is completed.

NON-GAAP FINANCIAL MEASURES

Adjusted EBITDA and EBITDA are not measures of performance under generally accepted accounting principles (“GAAP”); they are non-GAAP financial measures. Xerium Technologies uses these measures as supplementary non-GAAP financial measures to assist in evaluating liquidity and financial performance, specifically in evaluating the Company’s ability to service indebtedness and to fund ongoing capital expenditures and dividends. Xerium Technologies’ credit facility includes covenants based upon Adjusted EBITDA. If Adjusted EBITDA declines below certain levels, the Company could go into default under the credit facility or be required to prepay the credit facility or could be prohibited from paying dividends. Neither Adjusted EBITDA nor EBITDA should be considered in isolation or as a substitute for net cash provided by operating activities (as determined in accordance with GAAP) or income from operations (as determined in accordance with GAAP). For additional information regarding Adjusted EBITDA and EBITDA, and a reconciliation of such measures to the most comparable financial measures under GAAP, please see below. The information in this press release should be read in conjunction with the financial statements and footnotes contained in our documents to be filed with the Securities and Exchange Commission.

ABOUT XERIUM TECHNOLOGIES

Xerium Technologies Inc. (NYSE: XRM) is a leading global manufacturer and supplier of two types of consumable products used primarily in the production of paper: clothing and roll covers. The company, which operates around the world under a variety of brand names, utilizes a broad portfolio of patented and proprietary technologies to provide customers with tailored solutions and products integral to production, all designed to optimize performance and reduce operational costs. With 33 manufacturing facilities in 14 countries around the world, Xerium has approximately 3,700 employees.

FORWARD LOOKING STATEMENTS

This press release may contain forward-looking statements that are not based on historical fact, including without limitation, statements containing the words “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “indicates,” “suggests” and similar expressions. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual

 

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results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Such factors include, but are not limited to: (i) adverse changes in general economic or market conditions, including without limitation those affecting the paper industry; (ii) labor unrest; (iii) currency and interest rate fluctuations; (iv) competitive factors, including but not limited to pricing pressures and new product introductions; (v) the relative and varying rates of product price and component cost changes and the volume and mixture of product and service revenues; (vi) transitions to new products, the uncertainty of customer acceptance of new product offerings and technological and market change; (vii) the lack of any requirement to make dividend payments on our common stock at any particular level or at all; (viii) limitations imposed by our credit facility on the amount of dividends we are permitted to pay; (ix) our high degree of leverage and significant debt service obligations, together with our dividend policy, may cause us to have insufficient cash to fund growth and unexpected cash needs; (x) our credit facility contains restrictive covenants that will require us to improve our financial performance over time to remain in compliance therewith; (xi) war or acts of terrorism in any country in which we conduct business; (xii) changes in U.S. or foreign government policies, laws, regulations and practices, including without limitation those regarding the repatriation of funds and taxes; and (xiii) those other risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K/A for period ended December 31, 2006 filed with the Securities and Exchange Commission and subsequent SEC filings. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such forward-looking statements after the date of this release.

— Financial Tables Follow —

 

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Xerium Technologies, Inc.

Condensed Consolidated Income Statements—(Unaudited)

(dollars in thousands, except per share data)

 

    

Three Months Ended

September 30,

   

Nine Months Ended

September 30,

 
     2007     2006     2007     2006  

Net sales

   $ 153,592     $ 145,546     $ 451,210     $ 446,880  

Costs and expenses:

        

Cost of products sold

     90,272       87,132       262,934       262,531  

Selling

     19,747       19,305       59,138       57,219  

General and administrative

     16,291       16,961       50,337       49,574  

Restructuring and impairments

     805       1,274       6,158       1,672  

Research and development

     2,356       2,515       7,617       7,417  
                                
     129,471       127,187       386,184       378,413  
                                

Income from operations

     24,121       18,359       65,026       68,467  

Interest expense

     (14,386 )     (14,916 )     (38,223 )     (30,526 )

Interest income

     391       432       886       1,440  

Foreign exchange gain (loss)

     158       328       (681 )     (1,004 )
                                

Income before provision for income taxes

     10,284       4,203       27,008       38,377  

Provision for income taxes

     3,208       1,963       9,213       10,597  
                                

Net income

   $ 7,076     $ 2,240     $ 17,795     $ 27,780  
                                

Net income per share:

        

Basic

   $ 0.16     $ 0.05     $ 0.40     $ 0.63  
                                

Diluted

   $ 0.16     $ 0.05     $ 0.40     $ 0.63  
                                

Shares used in computing net income per share:

        

Basic

     44,977,352       43,799,662       44,477,059       43,758,144  
                                

Diluted

     45,028,634       43,930,908       44,576,009       43,875,961  
                                

Cash dividends per common share

   $ 0.1125     $ 0.225     $ 0.45     $ 0.675  
                                

 

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Xerium Technologies, Inc.

Condensed Consolidated Statements of Cash Flows—(Unaudited)

(dollars in thousands)

 

    

Nine Months Ended

September 30,

 
     2007     2006  

Operating activities

    

Net income

   $ 17,795     $ 27,780  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Stock-based compensation

     1,773       1,946  

Depreciation

     30,358       30,601  

Amortization of intangibles

     3,336       3,311  

Deferred financing cost amortization

     2,732       2,477  

Unrealized foreign exchange loss on revaluation of debt

     518       1,535  

Deferred taxes

     3,550       4,491  

Asset impairment

     389       —    

Gain on disposition of property and equipment

     (1,223 )     (22 )

Change in fair value of interest rate swaps

     4,205       (1,529 )

Change in assets and liabilities which provided (used) cash:

    

Accounts receivable

     4,856       813  

Inventories

     (4,671 )     (6,660 )

Prepaid expenses

     (2,489 )     (368 )

Other current assets

     1,686       (939 )

Accounts payable and accrued expenses

     (13,458 )     (15,531 )

Deferred and other long term liabilities

     (854 )     (3,276 )
                

Net cash provided by operating activities

     48,503       44,629  

Investing activities

    

Capital expenditures

     (23,320 )     (24,378 )

Proceeds from disposals of property and equipment

     2,798       256  

Proceeds from disposition of business

     —         1,666  

Payment for acquisitions, net of cash acquired

     (511 )     (7,699 )

Other

     (4 )     (4 )
                

Net cash used in investing activities

     (21,037 )     (30,159 )

Financing activities

    

Net increase (decrease) in borrowings (maturities of 90 days or less)

     (881 )     2,370  

Proceeds from borrowings (maturities longer than 90 days)

     5,680       155  

Principal payments on debt

     (9,132 )     (12,043 )

Cash dividends on common stock

     (9,426 )     (29,548 )

Other

     (1,787 )     (1,204 )
                

Net cash used in financing activities

     (15,546 )     (40,270 )

Effect of exchange rate changes on cash flows

     3,797       2,492  
                

Net increase (decrease) in cash

     15,717       (23,308 )

Cash and cash equivalents at beginning of period

     16,816       59,976  
                

Cash and cash equivalents at end of period

   $ 32,533     $ 36,668  
                

 

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Xerium Technologies, Inc.

Condensed Consolidated Balance Sheets—(Unaudited)

(dollars in thousands, except per share data)

 

    

September 30,

2007

   

December 31,

2006

 

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 32,533     $ 16,816  

Accounts receivable (net of allowance for doubtful accounts of $5,538 at September 30, 2007 and $4,220 at December 31, 2006)

     111,735       109,694  

Inventories

     117,002       103,853  

Prepaid expenses

     7,223       4,426  

Other current assets

     18,115       19,273  
                

Total current assets

     286,608       254,062  

Property and equipment, net

     394,968       375,179  

Goodwill

     331,478       318,019  

Intangible assets and deferred financing costs, net

     33,125       37,151  

Other assets

     6,543       6,315  
                

Total assets

   $ 1,052,722     $ 990,726  
                

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Notes payable

   $ 8,786     $ 10,571  

Accounts payable

     35,213       39,778  

Accrued expenses

     51,061       48,574  

Current maturities of long-term debt

     9,576       10,110  
                

Total current liabilities

     104,636       109,033  

Long-term debt, net of current maturities

     646,960       618,379  

Deferred taxes

     47,126       40,479  

Pension, other postretirement and postemployment obligations

     110,316       106,255  

Commitments and contingencies

     —         —    

Stockholders’ equity

    

Preferred stock, $0.01 par value, 1,000,000 shares authorized; no shares outstanding as of September 30, 2007 and December 31, 2006

     —         —    

Common stock, $0.01 par value, 150,000,000 shares authorized; 45,459,274 shares and 43,799,662 shares outstanding as of September 30, 2007 and December 31, 2006

     455       438  

Paid-in capital

     213,616       201,563  

Accumulated deficit

     (72,369 )     (65,137 )

Accumulated other comprehensive income (loss)

     1,982       (20,284 )
                

Total stockholders’ equity

     143,684       116,580  
                

Total liabilities and stockholders’ equity

   $ 1,052,722     $ 990,726  
                

 

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EBITDA and Adjusted EBITDA Reconciliation

EBITDA is defined as net income (loss) before interest expense, income tax provision (benefit) and depreciation and amortization. Adjusted EBITDA is defined in our credit facility and is EBITDA plus (i) expenses or losses incurred on or prior to the completion of our initial public offering in connection with proposed or completed debt or equity financing transactions, including expenses or losses related to the early retirement or extinguishment of debt and any bonuses paid in connection with such financing transactions, (ii) unrealized foreign exchange (gain) loss on certain indebtedness, net, (iii) restructuring or related impairment costs and costs for programs intended to increase productivity and economic efficiency or our market share capacity, reduce cost structure, improve equipment utilization or provide additional regional capacity to better serve growth markets (not to exceed $11.0 million in the aggregate for 2005, $4.0 million in the aggregate for 2006, $12.0 million in the aggregate for 2007 and $5.0 million in the aggregate in each year thereafter), (iv) reserves for inventory in connection with plant closings, (v) stock-based and other non-cash compensation charges, charges from forgiveness of loans made to employees in connection with the purchase of equity and any tax gross-up payments made in respect of such loan forgiveness in connection with or prior to the completion of our initial public offering, (vi) certain transaction costs, including costs incurred in connection with our initial public offering and the related debt financing and the legal reorganization of Brazilian subsidiaries, (vii) costs associated with payments to management prior to the completion of our initial public offering in connection with the termination of incentive plans, (viii) non-cash charges resulting from the application of purchase accounting, (ix) any fees, expenses or charges deducted in computing net income (loss) which have been determined by management, which determination is reasonably acceptable to the administrative agent under our credit facility, to be non-recurring by virtue of changes in our method of operations pursuant to our cost reduction programs, (x) non-cash losses (net of non-cash gains) resulting from marking-to-market hedging obligations, (xi) non-cash expenses resulting from the granting of stock options, restricted stock or restricted stock unit awards under equity compensation programs solely with respect to our common stock and (xii) expenses not exceeding $5 million per year incurred as a result of the repurchase, redemption or retention of our own common stock earned under equity compensation programs solely in order to make withholding tax payments. Adjusted EBITDA, as defined in the credit facility and calculated below, may not be comparable to similarly titled measurements used by other companies. The following table provides a reconciliation from net cash provided by operating activities, which is the most directly comparable GAAP financial measure, to EBITDA and Adjusted EBITDA.

 

    

Three Months Ended

September 30,

 
(in thousands)    2007     2006  

Net cash provided by operating activities

   $ 18,424     $ 22,580  

Interest expense, net

     13,995       14,484  

Net change in operating assets and liabilities

     2,531       (5,255 )

Income tax provision

     3,208       1,963  

Stock-based compensation

     (578 )     (389 )

Deferred financing cost amortization

     (914 )     (777 )

Deferred taxes

     2,230       1,720  

Gain on disposition of property and equipment

     78       69  

Unrealized foreign exchange gain (loss) on indebtedness, net

     (519 )     322  

Change in fair value of interest rate swaps

     (2,711 )     (4,411 )
                

EBITDA

     35,744       30,306  

Unrealized foreign exchange (gain) loss on indebtedness, net

     519       (322 )

Change in fair value of other derivatives

     (451 )     —    

Restructuring expenses

     805       1,274  

Growth program costs (B)

     1,255       —    

Inventory write-offs under restructuring programs

     (21 )     —    

Non-cash compensation and related expenses

     578       389  

Non-recurring expenses resulting from cost reduction programs (C)

     —         561  
                

Adjusted EBITDA

   $ 38,429     $ 32,208  
                

 

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Nine Months Ended

September 30,

 
(in thousands)    2007     2006  

Net cash provided by operating activities

   $ 48,503     $ 44,629  

Interest expense, net

     37,337       29,086  

Net change in operating assets and liabilities

     14,930       25,961  

Income tax provision

     9,213       10,597  

Stock-based compensation

     (1,773 )     (1,946 )

Deferred financing cost amortization

     (2,732 )     (2,477 )

Deferred taxes

     (3,550 )     (4,491 )

Asset impairment

     (389 )     —    

Gain on disposition of property and equipment

     1,223       22  

Unrealized foreign exchange loss on indebtedness, net

     (518 )     (1,535 )

Change in fair value of interest rate swaps

     (4,205 )     1,529  
                

EBITDA

     98,039       101,375  

Unrealized foreign exchange loss on indebtedness, net

     518       1,535  

Change in fair value of other derivatives

     (451 )     —    

Restructuring expenses

     5,769       1,672  

Non-cash impairment charges (A)

     389       —    

Growth program costs (B)

     3,459       —    

Inventory write-offs under restructuring programs

     73       —    

Non-cash compensation and related expenses

     1,773       1,946  

Non-recurring expenses resulting from cost reduction programs (C)

     (68 )     3,035  
                

Adjusted EBITDA

   $ 109,501     $ 109,563  
                

 

  (A) In accordance with the definition of Adjusted EBITDA in our credit facility, non-cash impairment charges resulting from application of Statement of Financial Accounting Standards Nos. 142 and 144 have been added back to Adjusted EBITDA.

 

  (B) In accordance with the definition of Adjusted EBITDA in our credit facility, as amended on May 2, 2007, growth programs are those intended to increase productivity and economic efficiency or the market share capacity of the Company, reduce cost structure, improve equipment utilization or provide additional regional capacity to better serve growth markets. These growth program costs for the three and nine months ended September 30, 2007 include expenses incurred for our lean manufacturing initiatives, expansion into Vietnam and other growth programs. Growth program costs were not added back to net income in calculating Adjusted EBITDA for the three and nine months ended September 30, 2006 based upon the credit facility as in effect at that time.

 

  (C) In accordance with the definition of Adjusted EBITDA in our credit facility, certain fees, expenses and charges deducted in computing net income determined by us to be non-recurring, which determination was accepted by the administrative agent under the facility, by virtue of changes in our method of operations pursuant to our cost reduction programs have been added back to Adjusted EBITDA for the three and nine months ended September 30, 2007 and September 30, 2006. These fees, expenses and charges are presented in the following tables:

 

(in thousands)    Three Months Ended
September 30, 2007
   Three Months Ended
September 30, 2006

Environmental charges in connection with facilities closures pursuant to cost reduction programs

   $ —      $ —  

Certain operating costs incurred in connection with the transition of production operations from closed facilities to other facilities (2)

     —        561
             

Total

   $ —      $ 561
             

 

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(in thousands)   

Nine Months Ended

September 30, 2007

   

Nine Months Ended

September 30, 2006

Environmental charges in connection with facilities closures pursuant to cost reduction programs (1)

   $ (200 )   $ —  

Certain operating costs incurred in connection with the transition of production operations from closed facilities to other facilities (2)

     132       3,035
              

Total

   $ (68 )   $ 3,035
              

 

(1) For the nine months ended September 30, 2007, reflects the reversal of amounts accrued in prior periods.

 

(2) For the nine months ended September 30, 2007, the amount includes added operating costs related to restructuring programs in Italy. For the three and nine months ended September 30, 2006, the amount includes added operating costs related to facility closures in North America.

 

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