EX-99.1 2 cmc-02282019xex991.htm EXHIBIT 99.1 Exhibit

Exhibit No. 99.1


News Release    image0a37.jpg


COMMERCIAL METALS COMPANY REPORTS SECOND QUARTER FISCAL 2019 RESULTS
Revenue Increased by 33% to $1.4 Billion
Earnings from Continuing Operations Increased 53% to $0.13 per share
Adjusted Earnings from Continuing Operations Increased 13% to $0.29 per share

Irving, TX - March 21, 2019 - Commercial Metals Company (NYSE: CMC) today announced financial results for its fiscal second quarter ended February 28, 2019. For the three months ended February 28, 2019, earnings from continuing operations were $14.9 million, or $0.13 per diluted share, on net sales of $1.4 billion, compared to earnings from continuing operations of $9.8 million, or $0.08 per diluted share, on net sales of $1.1 billion for the prior year period. As a result of the execution of various strategic growth initiatives and favorable market conditions, the Company's revenue increased 33% year-over-year.

Second quarter results included net after tax expenses of $20.0 million related to certain non-operational costs regarding the acquisition of rebar assets from Gerdau S.A., and adjustments related to the Tax Cuts and Jobs Act. Excluding these expenses, adjusted earnings from continuing operations were $35.0 million, or $0.29 per diluted share, as detailed in the non-GAAP reconciliation on page 12. This represents a 13% increase compared to adjusted earnings from continuing operations of $31.0 million, or $0.26 per diluted share, for the three months ended February 28, 2018.

Excluding non-recurring integration related costs and acquisition accounting inventory step up charges related to the four steel mills and rebar fabrication assets purchased from Gerdau S.A., that closed on November 5, 2018, the acquired assets contributed revenue of $383.6 million and operating income of $32.9 million to the consolidated results of CMC in the second quarter of fiscal 2019.

Barbara R. Smith, Chairman of the Board, President and Chief Executive Officer, said, "We are very encouraged by our progress of integrating the rebar assets we acquired from Gerdau last year. We continue to be highly confident they will provide the anticipated benefits and generate attractive returns for our stockholders. The quarter was impacted by typical seasonality and unprecedented rainfall levels in many of our markets, which impacted construction activity resulting in lower shipments in the quarter. I am pleased with the results of our ongoing operations and remain very optimistic about our growth in the second half of fiscal 2019."





(CMC Second Quarter Fiscal 2019 - Page 2)


The Company's liquidity position at February 28, 2019 continued to be strong with cash and cash equivalents of $66.7 million and availability under the Company's credit and accounts receivable sales facilities of $544.1 million.

On March 20, 2019, the board of directors of CMC declared a quarterly dividend of $0.12 per share of CMC common stock payable to stockholders of record on April 5, 2019. The dividend will be paid on April 18, 2019.

Business Segments - Fiscal Second Quarter 2019 Review
Our Americas Recycling segment recorded adjusted EBITDA of $10.1 million for the second quarter of fiscal 2019, compared to adjusted EBITDA of $17.2 million for the prior year second quarter, reflecting a decreasing ferrous and nonferrous scrap price environment. Despite the recent price volatility, we generated positive returns in the quarter due to our low operating cost structure, disciplined buying practices and efficient inventory turnover rates.

Our Americas Mills segment recorded adjusted EBITDA of $112.4 million for the second quarter of fiscal 2019, an increase of 124% compared to adjusted EBITDA of $50.2 million for the second quarter of fiscal 2018. The current quarter results include a non-cash charge of $10.3 million related to the fair value step up of inventory acquired on closing of the acquisition of the four rebar mills from Gerdau S.A.. Excluding this $10.3 million non-cash charge, the second quarter results include adjusted EBITDA of $33.0 million from the acquired mills on shipments of 391 thousand tons.

Total mill shipment volumes for the existing operations, excluding the incremental shipments from our new micro mill in Durant, OK, were down in comparison to the second quarter of fiscal 2018. While demand from U.S. non-residential and infrastructure construction activity remains strong; during the quarter, construction activity was impacted adversely by rainfall in many markets that far exceeded historical norms, resulting in lower shipment volumes. Metal margins increased by $91 per ton from the same period of the prior year. A combination of higher costs associated with the new facilities, reduced production levels and inflationary pressures on certain costs, resulted in increased manufacturing costs of approximately 28% per ton as compared to the prior year.

Our Americas Fabrication segment recorded an adjusted EBITDA loss of $49.6 million for the second quarter of fiscal 2019, compared to an adjusted EBITDA loss of $8.6 million for the second quarter of fiscal 2018. This year's second quarter results include an adjusted EBITDA loss of $12.7 million related to the acquired fabrication operations on shipments of 162 thousand tons and excludes the benefit of a purchase accounting adjustment of $23.5 million related to amortization of the unfavorable contract backlog reserve that was assumed in the acquisition. Including this adjustment, the operating income of the acquired fabrication assets was $9.2 million for the quarter.

Average selling prices in the Americas Fabrication segment rose 6% compared to the second quarter of fiscal 2018, but were outpaced by steel input costs, which increased by 18% higher labor costs and losses recorded on specific




(CMC Second Quarter Fiscal 2019 - Page 3)


contracts. Rebar fabrication bidding activity remains strong and average selling prices for contracted work during the first half of fiscal 2019 were above $1,000 per ton, which will be profitable when shipped in future quarters using current rebar prices.

Our International Mill segment in Poland recorded adjusted EBITDA of $20.5 million for the second quarter of fiscal 2019, compared to adjusted EBITDA of $32.1 million for the comparable prior year quarter. While margins remained strong, volumes declined as customers were hesitant to place orders until the European Union tariff rate quota safeguard measures were finalized which occurred in February. These measures, designed to reduce the flood of unfairly priced imports, are expected to be in place until July 2021.
    
Our Corporate and Other segment recorded an adjusted EBITDA loss of $24.1 million for the second quarter of fiscal 2019 compared to an adjusted EBITDA loss of $26.1 million for the prior year's second quarter. The current quarter loss includes $5.5 million related to acquisition costs.


Outlook
"Performance from our acquired assets have exceeded our initial transaction rationale business case. Looking ahead, we are optimistic that the upcoming construction season will be strong both in the U.S. and Poland," said Ms. Smith. "The combination of a good mill margin environment, ongoing progress on executing cost reduction opportunities afforded by the acquisition, and completing some of the lower margin rebar fabrication backlog, gives us confidence that we will deliver strong results for the balance of the fiscal year."

Conference Call
CMC invites you to listen to a live broadcast of its second quarter fiscal 2019 conference call today, Thursday, March 21, 2019, at 11:00 a.m. ET. Barbara Smith, Chairman of the Board of Directors, President, and Chief Executive Officer, and Mary Lindsey, Senior Vice President and Chief Financial Officer, will host the call. The call is accessible via our website at www.cmc.com. In the event you are unable to listen to the live broadcast, the call will be archived and available for replay on our website on the next business day. Financial and statistical information presented in the broadcast are located on CMC's website under “Investors”.

About Commercial Metals Company
Commercial Metals Company and its subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network of facilities that includes eight electric arc furnace ("EAF") mini mills, two EAF micro mills, a rerolling mill, steel fabrication and processing plants, construction-related product warehouses, and metal recycling facilities in the U.S. and Poland.

Forward-Looking Statements




(CMC Second Quarter Fiscal 2019 - Page 4)


This news release contains forward-looking statements within the meaning of the federal securities laws with respect to general economic conditions, key macro-economic drivers that impact our business, the effects of ongoing trade actions, the effects of continued pressure on the liquidity of our customers, potential synergies provided by our recent acquisitions, demand for our products, steel margins, the ability to operate our mills at full capacity, future supplies of raw materials and energy for our operations, share repurchases, legal proceedings, renewing the credit facilities of our Polish subsidiary, the reinvestment of undistributed earnings of our non-U.S. subsidiaries, U.S. non-residential construction activity, international trade, capital expenditures, our liquidity and our ability to satisfy future liquidity requirements, our new Oklahoma micro mill, estimated contractual obligations, the effects of the acquisition of substantially all of the U.S. rebar fabrication facilities and the steel mini-mills located in or around Rancho Cucamonga, California, Jacksonville, Florida, Sayreville, New Jersey and Knoxville, Tennessee previously owned by Gerdau S.A. and certain of its subsidiaries (collectively, the “Acquired Businesses”), and our expectations or beliefs concerning future events. These forward-looking statements can generally be identified by phrases such as we or our management "expects," "anticipates," "believes," "estimates," "intends," "plans to," "ought," "could," "will," "should," "likely," "appears," "projects," "forecasts," "outlook" or other similar words or phrases. There are inherent risks and uncertainties in any forward-looking statements. We caution readers not to place undue reliance on any forward-looking statements.

Although we believe that our expectations are reasonable, we can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Except as required by law, we undertake no obligation to update, amend or clarify any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or any other changes. Important factors that could cause actual results to differ materially from our expectations include those described in Part I, Item 1A, Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended August 31, 2018 as well as the following: changes in economic conditions which affect demand for our products or construction activity generally, and the impact of such changes on the highly cyclical steel industry; rapid and significant changes in the price of metals, potentially impairing our inventory values due to declines in commodity prices or reducing the profitability of our fabrication contracts due to rising commodity pricing; excess capacity in our industry, particularly in China, and product availability from competing steel mills and other steel suppliers including import quantities and pricing; compliance with and changes in environmental laws and regulations, including increased regulation associated with climate change and greenhouse gas emissions; involvement in various environmental matters that may result in fines, penalties or judgments; potential limitations in our or our customers' abilities to access credit and non-compliance by our customers with our contracts; activity in repurchasing shares of our common stock under our repurchase program; financial covenants and restrictions on the operation of our business contained in agreements governing our debt; our ability to successfully identify, consummate, and integrate acquisitions and the effects that acquisitions may have on our financial leverage; risks associated with acquisitions generally, such as the inability to obtain, or delays in obtaining, required approvals under applicable antitrust legislation and other regulatory and third party consents and approvals; failure to retain key management and employees of the Acquired Businesses; issues or delays in the successful integration of the Acquired Businesses’ operations with those of the Company, including the inability to substantially increase utilization of the Acquired Businesses’ steel mini




(CMC Second Quarter Fiscal 2019 - Page 5)


mills, and incurring or experiencing unanticipated costs and/or delays or difficulties; difficulties or delays in the successful transition of the Acquired Businesses to the information technology systems of the Company as well as risks associated with other integration or transition of the operations, systems and personnel of the Acquired Businesses; unfavorable reaction to the acquisition of the Acquired Businesses by customers, competitors, suppliers and employees; lower than expected future levels of revenues and higher than expected future costs; failure or inability to implement growth strategies in a timely manner; impact of goodwill impairment charges; impact of long-lived asset impairment charges; currency fluctuations; global factors, including political uncertainties and military conflicts; availability and pricing of electricity, electrodes and natural gas for mill operations; ability to hire and retain key executives and other employees; competition from other materials or from competitors that have a lower cost structure or access to greater financial resources; information technology interruptions and breaches in security; ability to make necessary capital expenditures; availability and pricing of raw materials and other items over which we exert little influence, including scrap metal, energy and insurance; unexpected equipment failures; ability to realize the anticipated benefits of our investment in our new micro mill in Durant, Oklahoma; losses or limited potential gains due to hedging transactions; litigation claims and settlements, court decisions, regulatory rulings and legal compliance risks; risk of injury or death to employees, customers or other visitors to our operations; impacts of the Tax Cuts and Jobs Act ("TCJA"); and increased costs related to health care reform legislation.




(CMC Second Quarter Fiscal 2019 - Page 6)



COMMERCIAL METALS COMPANY
FINANCIAL & OPERATING STATISTICS (UNAUDITED)
 
 
Three Months Ended
 
Six Months Ended
(in thousands, except per ton amounts)
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
2/28/2018
 
2/28/2019
 
2/28/2018
 Americas Recycling
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Net Sales
 
$
287,075

 
302,009

 
361,363

 
364,098

 
320,627

 
589,084

 
639,968

 Adjusted EBITDA
 
$
10,124

 
15,434

 
16,996

 
19,477

 
17,216

 
25,558

 
32,221

Short tons shipped
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ferrous
 
570

 
579

 
644

 
642

 
560

 
1,149

 
1,149

 Nonferrous
 
59

 
63

 
69

 
65

 
63

 
122

 
129

 Total short tons shipped
 
629

 
642

 
713

 
707

 
623

 
1,271

 
1,278

 Average selling price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ferrous
 
$
266

 
273

 
298

 
314

 
285

 
269

 
271

 Nonferrous
 
$
1,998

 
1,982

 
2,155

 
2,252

 
2,345

 
1,990

 
2,275

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Mills
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Net Sales
 
$
774,709

 
601,853

 
604,435

 
553,063

 
425,887

 
1,376,562

 
839,405

 Adjusted EBITDA
 
$
112,396

 
113,873

 
106,830

 
89,590

 
50,219

 
226,269

 
105,385

 Short tons shipped
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Rebar
 
773

 
530

 
482

 
503

 
405

 
1,303

 
810

     Merchant & Other
 
322

 
317

 
359

 
308

 
279

 
639

 
551

Total Short Tons Shipped
 
1,095

 
847

 
841

 
811

 
684

 
1,942

 
1,361

 Average price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Total selling price
 
$
677

 
682

 
674

 
632

 
571

 
677

 
561

 Cost of ferrous scrap utilized
 
$
303

 
307

 
326

 
329

 
288

 
305

 
272

 Metal margin
 
$
374

 
375

 
348

 
303

 
283

 
372

 
289

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Fabrication
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Net Sales
 
$
530,836

 
437,111

 
403,889

 
378,241

 
312,973

 
967,947

 
645,752

 Adjusted EBITDA
 
$
(49,578
)
 
(36,996
)
 
(24,607
)
 
(8,208
)
 
(8,611
)
 
(86,574
)
 
(6,579
)
Total short tons shipped
 
396

 
319

 
307

 
302

 
241

 
715

 
506

Total selling price (per short ton)
 
$
845

 
868

 
843

 
777

 
799

 
856

 
788

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 International Mill
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Net Sales
 
$
175,198

 
227,024

 
253,058

 
201,737

 
211,765

 
402,222

 
432,242

 Adjusted EBITDA
 
$
20,537

 
32,779

 
36,654

 
31,987

 
32,135

 
53,316

 
63,079

 Short tons shipped
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Rebar
 
66

 
80

 
145

 
79

 
95

 
146

 
235

     Merchant & Other
 
238

 
312

 
289

 
241

 
251

 
550

 
511

Total short tons shipped
 
304

 
392

 
434

 
320

 
346

 
696

 
746

 Average price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Total selling price
 
$
545

 
547

 
555

 
599

 
578

 
546

 
546

 Cost of ferrous scrap utilized
 
$
301

 
295

 
305

 
329

 
324

 
298

 
311

 Metal margin
 
$
244

 
252

 
250

 
270

 
254

 
248

 
235







(CMC Second Quarter Fiscal 2019 - Page 7)


COMMERCIAL METALS COMPANY
BUSINESS SEGMENTS (UNAUDITED)
(in thousands)
 
Three Months Ended
 
Six Months Ended
Net sales
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
2/28/2018
 
2/28/2019
 
2/28/2018
 Americas Recycling
 
$
287,075

 
$
302,009

 
$
361,363

 
$
364,098

 
$
320,627

 
$
589,084

 
$
639,968

 Americas Mills
 
774,709

 
601,853

 
604,435

 
553,063

 
425,887

 
1,376,562

 
839,405

 Americas Fabrication
 
530,836

 
437,111

 
403,889

 
378,241

 
312,973

 
967,947

 
645,752

 International Mill
 
175,198

 
227,024

 
253,058

 
201,737

 
211,765

 
402,222

 
432,242

 Corporate and Other
 
(365,035
)
 
(290,655
)
 
(314,307
)
 
(292,655
)
 
(216,984
)
 
(655,690
)
 
(426,566
)
Total Net Sales
 
$
1,402,783

 
$
1,277,342

 
$
1,308,438

 
$
1,204,484

 
$
1,054,268

 
$
2,680,125

 
$
2,130,801

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Recycling
 
$
10,124

 
$
15,434

 
$
16,996

 
$
19,477

 
$
17,216

 
$
25,558

 
$
32,221

 Americas Mills
 
112,396

 
113,873

 
106,830

 
89,590

 
50,219

 
226,269

 
105,385

 Americas Fabrication
 
(49,578
)
 
(36,996
)
 
(24,607
)
 
(8,208
)
 
(8,611
)
 
(86,574
)
 
(6,579
)
 International Mill
 
20,537

 
32,779

 
36,654

 
31,987

 
32,135

 
53,316

 
63,079

 Corporate and Other
 
(24,146
)
 
(59,554
)
 
(28,827
)
 
(31,814
)
 
(26,083
)
 
(83,700
)
 
(49,963
)





(CMC Second Quarter Fiscal 2019 - Page 8)


COMMERCIAL METALS COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
 
 
Three Months Ended February 28,
 
Six Months Ended February 28,
(in thousands, except share data)
 
2019
 
2018
 
2019
 
2018
Net sales
 
$
1,402,783

 
$
1,054,268

 
$
2,680,125

 
$
2,130,801

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of goods sold
 
1,252,493

 
927,101

 
2,370,926

 
1,860,617

Selling, general and administrative expenses
 
98,726

 
108,477

 
215,943

 
204,587

Interest expense
 
18,495

 
7,181

 
35,158

 
13,792

 
 
1,369,714

 
1,042,759

 
2,622,027

 
2,078,996

 
 
 
 
 
 
 
 
 
Earnings from continuing operations before income taxes
 
33,069

 
11,509

 
58,098

 
51,805

Income taxes
 
18,141

 
1,728

 
23,750

 
10,153

Earnings from continuing operations
 
14,928

 
9,781

 
34,348

 
41,652

 
 
 
 
 
 
 
 
 
Earnings (loss) from discontinued operations before income taxes
 
(1,075
)
 
290

 
(618
)
 
8,410

Income taxes (benefit)
 
3

 
(98
)
 
138

 
3,082

Earnings (loss) from discontinued operations
 
(1,078
)
 
388

 
(756
)
 
5,328

 
 
 
 
 
 
 
 
 
Net earnings
 
$
13,850

 
$
10,169

 
$
33,592

 
$
46,980

 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share*
 
 
 
 
 
 
 
 
Earnings from continuing operations
 
$
0.13

 
$
0.08

 
$
0.29

 
$
0.36

Earnings (loss) from discontinued operations
 
(0.01
)
 

 
(0.01
)
 
0.05

Net earnings
 
$
0.12

 
$
0.09

 
$
0.29

 
$
0.40

 
 
 
 
 
 
 
 
 
Diluted earnings (loss) per share*
 
 
 
 
 
 
 
 
Earnings from continuing operations
 
$
0.13

 
$
0.08

 
$
0.29

 
$
0.35

Earnings (loss) from discontinued operations
 
(0.01
)
 

 
(0.01
)
 
0.05

Net earnings
 
$
0.12

 
$
0.09

 
$
0.28

 
$
0.40

 
 
 
 
 
 
 
 
 
Cash dividends per share
 
$
0.12

 
$
0.12

 
$
0.24

 
$
0.24

Average basic shares outstanding
 
117,854,335

 
116,808,838

 
117,677,422

 
116,524,630

Average diluted shares outstanding
 
118,942,758

 
118,269,721

 
118,996,427

 
118,149,815


* EPS is calculated independently for each component and may not sum to net earnings EPS due to rounding





(CMC Second Quarter Fiscal 2019 - Page 9)



COMMERCIAL METALS COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except share data)
 
February 28, 2019
 
August 31, 2018
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
66,742

 
$
622,473

Accounts receivable (less allowance for doubtful accounts of $14,511 and $4,489)
 
976,681

 
749,484

Inventories, net
 
866,419

 
589,005

Other current assets
 
160,416

 
116,243

Total current assets
 
2,070,258

 
2,077,205

Property, plant and equipment, net
 
1,478,320

 
1,075,038

Goodwill
 
64,257

 
64,310

Other noncurrent assets
 
115,857

 
111,751

Total assets
 
$
3,728,692

 
$
3,328,304

Liabilities and stockholders' equity
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable-trade
 
$
322,147

 
$
261,258

Accrued expenses and other payables
 
265,924

 
260,939

Acquired unfavorable contract backlog
 
75,358

 

Current maturities of long-term debt and short-term borrowings
 
88,902

 
19,746

Total current liabilities
 
752,331

 
541,943

Deferred income taxes
 
38,370

 
37,834

Other long-term liabilities
 
129,345

 
116,325

Long-term debt
 
1,310,150

 
1,138,619

Total liabilities
 
2,230,196

 
1,834,721

Stockholders' equity
 
1,498,300

 
1,493,397

Stockholders' equity attributable to noncontrolling interests
 
196

 
186

Total stockholders' equity
 
1,498,496

 
1,493,583

Total liabilities and stockholders' equity
 
$
3,728,692

 
$
3,328,304






(CMC Second Quarter Fiscal 2019 - Page 10)



COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 
 
Six Months Ended February 28,
(in thousands)
 
2019
 
2018
Cash flows from (used by) operating activities:
 
 
 
 
Net earnings
 
$
33,592

 
$
46,980

Adjustments to reconcile net earnings to cash flows from (used by) operating activities:
 
 
 
 
Depreciation and amortization
 
76,430

 
66,316

Amortization of acquired unfavorable contract backlog
 
(34,808
)
 

Stock-based compensation
 
10,007

 
13,338

Net (gain) loss on disposals of subsidiaries, assets and other
 
(1,202
)
 
518

Deferred income taxes and other long-term taxes
 
11,705

 
(9,420
)
Write-down of inventories
 
237

 
1,296

Provision for losses on (recovery of) receivables, net
 
(518
)
 
2,048

Asset impairment
 

 
12,774

Changes in operating assets and liabilities
 
(80,809
)
 
4,937

Beneficial interest in securitized accounts receivable
 
(367,521
)
 
(322,403
)
Net cash flows used by operating activities
 
(352,887
)
 
(183,616
)
 
 
 
 
 
Cash flows from (used by) investing activities:
 
 
 
 
Acquisitions, net of cash acquired
 
(700,982
)
 
(6,980
)
Capital expenditures
 
(67,497
)
 
(101,028
)
Proceeds from insurance
 
3,905

 
25,000

Proceeds from the sale of property, plant and equipment
 
2,042

 
631

Proceeds from the sale of discontinued operations and other
 
1,893

 
7,406

Advances under accounts receivable programs
 

 
25,247

Repayments under accounts receivable programs
 

 
(115,247
)
Beneficial interest in securitized accounts receivable
 
367,521

 
322,403

Net cash flows from (used by) investing activities:
 
(393,118
)
 
157,432

 
 
 
 
 
Cash flows from (used by) financing activities:
 
 
 
 
Proceeds from issuance of long-term debt
 
180,000

 

Repayments of long-term debt
 
(14,605
)
 
(10,106
)
Proceeds from accounts receivable programs
 
140,070

 

Repayments under accounts receivable programs
 
(92,664
)
 

Dividends
 
(28,181
)
 
(27,995
)
Stock issued under incentive and purchase plans, net of forfeitures
 
(2,856
)
 
(7,394
)
Increase in documentary letters of credit, net
 

 
10

Contribution from noncontrolling interests
 
10

 
13

Net cash flows from (used by) financing activities
 
181,774

 
(45,472
)
Effect of exchange rate changes on cash
 
(221
)
 
249

Decrease in cash, restricted cash and cash equivalents
 
(564,452
)
 
(71,407
)
Cash, restricted cash and cash equivalents at beginning of period
 
632,615

 
285,881

Cash, restricted cash and cash equivalents at end of period
 
$
68,163

 
$
214,474

Supplemental information:
 
Six Months Ended February 28,
(in thousands)
 
2019
 
2018
Cash and cash equivalents
 
$
66,742

 
$
195,184

Restricted cash
 
1,421

 
19,290

Total cash, restricted cash and cash equivalents
 
$
68,163

 
$
214,474







(CMC Second Quarter Fiscal 2019 - Page 11)


COMMERCIAL METALS COMPANY
NON-GAAP FINANCIAL MEASURES (UNAUDITED)

This press release contains financial measures not derived in accordance with generally accepted accounting principles ("GAAP"). Reconciliations to the most comparable GAAP measures are provided below.
Core EBITDA from Continuing Operations is a non-GAAP financial measure. Core EBITDA from continuing operations is the sum of earnings (loss) from continuing operations before interest expense and income taxes (benefit). It also excludes recurring non-cash charges for depreciation and amortization, asset impairments, and equity compensation. Core EBITDA from continuing operations also excludes certain material acquisition and integration related costs and other legal fees, mill operational start-up costs, CMC Steel Oklahoma incentives, net debt restructuring and extinguishment gains and losses, purchase accounting adjustments to inventory and severance expenses. Core EBITDA from continuing operations should not be considered an alternative to earnings (loss) from continuing operations or net earnings (loss), or as a better measure of liquidity than net cash flows from operating activities, as determined by GAAP. However, we believe that Core EBITDA from continuing operations provides relevant and useful information, which is often used by analysts, creditors and other interested parties in our industry as it allows: (i) comparison of our earnings to those of our competitors; (ii) a supplemental measure of our ongoing core performance; and (iii) the assessment of period-to-period performance trends. Additionally, Core EBITDA from continuing operations is the target benchmark for our annual and long-term cash incentive performance plans for management. Core EBITDA from continuing operations may be inconsistent with similar measures presented by other companies.

A reconciliation of earnings from continuing operations to Core EBITDA from continuing operations is provided below:

 
Three Months Ended
 
Six Months Ended
(in thousands)
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
2/28/2018
 
2/28/2019
 
2/28/2018
Earnings from continuing operations
$
14,928

 
$
19,420

 
$
51,260

 
$
42,325

 
$
9,781

 
34,348

 
41,652

Interest expense
18,495

 
16,663

 
15,654

 
11,511

 
7,181

 
35,158

 
13,792

Income taxes
18,141

 
5,609

 
6,682

 
13,312

 
1,728

 
23,750

 
10,153

Depreciation and amortization
41,245

 
35,176

 
32,610

 
32,949

 
34,050

 
76,421

 
65,949

Asset impairments

 

 
840

 
935

 
12,136

 

 
12,597

Non-cash equity compensation
5,791

 
4,215

 
5,679

 
5,376

 
8,550

 
10,006

 
12,983

Acquisition and integration related costs and other
5,475

 
27,970

 
10,907

 
4,975

 
5,905

 
33,445

 
9,625

Amortization of acquired unfavorable contract backlog
(23,476
)
 
(11,332
)
 

 

 

 
(34,808
)
 

Mill operational start-up costs*

 

 

 
1,473

 
6,565

 

 
11,998

CMC Steel Oklahoma incentives

 

 

 
(3,000
)
 

 

 

Purchase accounting effect on inventory
10,315

 

 

 

 

 
10,315

 

Core EBITDA from continuing operations
$
90,914

 
$
97,721

 
$
123,632

 
$
109,856

 
$
85,896

 
$
188,635

 
$
178,749

*Net of interest, taxes, depreciation and amortization, impairments, and non-cash equity compensation.




(CMC Second Quarter Fiscal 2019 - Page 12)


Adjusted earnings from continuing operations is a non-GAAP financial measure that is equal to earnings (loss) from continuing operations before certain acquisition and integration related and costs and other legal expenses, mill operational start-up costs, CMC Steel Oklahoma incentives, asset impairments, debt restructuring and extinguishment gains and losses, purchase accounting adjustments to inventory and severance expenses, including the estimated income tax effects thereof. Additionally, we adjust adjusted earnings from continuing operations for the effects of the TCJA as well as the tax benefit associated with an international reorganization. Adjusted earnings from continuing operations should not be considered as an alternative to earnings from continuing operations or any other performance measure derived in accordance with GAAP. However, we believe that adjusted earnings from continuing operations provides relevant and useful information to investors as it allows: (i) a supplemental measure of our ongoing core performance and (ii) the assessment of period-to-period performance trends. Management uses adjusted earnings from continuing operations to evaluate our financial performance. Adjusted earnings from continuing operations may be inconsistent with similar measures presented by other companies. Adjusted earnings from continuing operations per diluted share is defined as adjusted earnings from continuing operations on a diluted per share basis.

A reconciliation of earnings from continuing operations to adjusted earnings from continuing operations is provided below:

 
Three Months Ended
 
Six Months Ended
(in thousands)
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
2/28/2018
 
2/28/2019
 
2/28/2018
Earnings from continuing operations
$
14,928

 
$
19,420

 
$
51,260

 
$
42,325

 
$
9,781

 
$
34,348

 
$
41,652

Impairment of structural steel assets

 

 

 

 
12,136

 

 
12,136

Acquisition and integration related costs and other
5,475

 
27,970

 
10,907

 
4,975

 
5,905

 
33,445

 
9,625

Mill operational start-up costs

 

 

 
6,456

 
8,651

 

 
11,560

CMC Steel Oklahoma incentives

 

 

 
(3,000
)
 

 

 

Purchase accounting effect on inventory
10,315

 

 

 

 

 
10,315

 

Total adjustments (pre-tax)
$
15,790

 
$
27,970

 
$
10,907

 
$
8,431

 
$
26,692

 
$
43,760

 
$
33,321

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax impact
 
 
 
 
 
 
 
 
 
 
 
 
 
TCJA impact
$
7,550

 
$

 
$

 
$

 
$
10,600

 
$
7,550

 
$
10,600

International reorganization

 

 

 

 
(9,200
)
 

 
(9,200
)
Related tax effects on adjustments
(3,316
)
 
(5,874
)
 
(2,290
)
 
(1,771
)
 
(6,855
)
 
(9,190
)
 
(9,175
)
Total tax impact
4,234

 
(5,874
)
 
(2,290
)
 
(1,771
)
 
(5,455
)
 
(1,640
)
 
(7,775
)
Adjusted earnings from continuing operations
$
34,952

 
$
41,516

 
$
59,877

 
$
48,985

 
$
31,018

 
$
76,468

 
$
67,198

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings from continuing operations per diluted share
$
0.29

 
$
0.35

 
$
0.51

 
$
0.41

 
$
0.26

 
$
0.64

 
$
0.57












Media Contact:
Susan Gerber
214.689.4300