EX-99.1 2 cmc-05312019xex991.htm EXHIBIT 99.1 Exhibit

Exhibit No. 99.1


News Release    image0a43.jpg


COMMERCIAL METALS COMPANY REPORTS THIRD QUARTER FISCAL 2019 RESULTS
Margins improved in Americas Mills segment
Revenue Increased by 33% to $1.6 Billion
Earnings from Continuing Operations Increased 86% to $0.66 per diluted share
Adjusted Earnings from Continuing Operations Increased 64% to $0.67 per share

Irving, TX - June 20, 2019 - Commercial Metals Company (NYSE: CMC) today announced financial results for its fiscal third quarter ended May 31, 2019. For the three months ended May 31, 2019, earnings from continuing operations were $78.6 million, or $0.66 per diluted share, on net sales of $1.6 billion, compared to earnings from continuing operations of $42.3 million, or $0.36 per diluted share, on net sales of $1.2 billion for the prior year period. Revenue increased 33% on a year-over-year basis driven by the Company's growth strategy and strong fundamentals in its core markets.

Third quarter fiscal 2019 results included net after tax expenses of $1.8 million related to certain non-operational costs related to the acquisition of rebar assets from Gerdau S.A. Excluding these expenses, adjusted earnings from continuing operations were $80.4 million, or $0.67 per diluted share, as detailed in the non-GAAP reconciliation on page 12. This represents a 64% increase compared to adjusted earnings from continuing operations of $49.0 million, or $0.41 per diluted share, for the three months ended May 31, 2018. In comparison to the most recent quarter ended February 28, 2019, this represents an increase of 130% compared to adjusted earnings from continuing operations of $35.0 million or $0.29 per diluted share.

Excluding non-recurring integration related costs 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 $453.5 million and operating income of $56.6 million to the consolidated results of CMC in the third quarter of fiscal 2019.

Barbara R. Smith, Chairman of the Board, President and Chief Executive Officer, said, "The strong results for the quarter reflect the strength of construction activity, as well as solid industrial production levels and the resilient U.S. and Polish economies. Our recent acquisition, our greenfield Oklahoma facility, and introduction of hot spooled rebar were all meaningful contributors to top and bottom line financial results. In addition, the fundamentals of the fabrication segment have improved significantly as we have shipped the majority of the lower priced work in our backlog which has resulted in a significant improvement in the segment results."





(CMC Third Quarter Fiscal 2019 - Page 2)


The Company's liquidity position at May 31, 2019 continued to be strong with cash and cash equivalents of $120.3 million and availability under the Company's credit and accounts receivable sales facilities of $617.2 million.

On June 19, 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 July 5, 2019. The dividend will be paid on July 18, 2019.

Business Segments - Fiscal Third Quarter 2019 Review
Our Americas Recycling segment recorded adjusted EBITDA of $12.3 million for the third quarter of fiscal 2019, compared to adjusted EBITDA of $19.5 million for the prior year third quarter. Despite a decline in ferrous pricing, we generated good EBITDA results in this segment as a result of our diligent buying practice, high inventory turnover and recent investment in separation technology to better refine our end non-ferrous purity levels to achieve higher margins.

Our Americas Mills segment recorded adjusted EBITDA of $158.1 million for the third quarter of fiscal 2019, an increase of 76% compared to adjusted EBITDA of $89.6 million for the third quarter of fiscal 2018. The third quarter results include adjusted EBITDA of $53.6 million from the acquired mills on shipments of 469 thousand tons. As a result of decreases in both ferrous scrap cost and our manufacturing costs due to higher production levels, combined with relatively flat selling prices, the per ton EBITDA contribution for our Americas Mills segment increased $26 per ton in comparison to the third quarter of fiscal 2018.

Our Americas Fabrication segment recorded an adjusted EBITDA loss of $23.3 million for the third quarter of fiscal 2019, compared to an adjusted EBITDA loss of $8.2 million for the third quarter of fiscal 2018. This year's third quarter results include an adjusted EBITDA loss of $13.9 million related to the acquired fabrication operations on shipments of 184 thousand tons. This loss excludes the benefit of a purchase accounting adjustment of $23.4 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 $10.1 million for the quarter.

The segment had significantly improved results in comparison to the results of the past three quarters. Average selling prices in the Americas Fabrication segment rose 19% compared to the third quarter of fiscal 2018. The existing business is approaching break-even levels at current rebar prices. The backlog acquired from Gerdau had a lower per ton value, so a return to positive EBITDA is expected to occur in fiscal 2020. Rebar fabrication bidding activity remains strong. Selling prices for contracted work during fiscal 2019, including the acquired locations, has averaged above $1,000 per ton, which is expected to be profitable when shipped in future quarters at current rebar prices.

Our International Mill segment in Poland recorded adjusted EBITDA of $24.1 million for the third quarter of fiscal 2019, compared to adjusted EBITDA of $32.0 million for the comparable prior year quarter. Elevated levels of




(CMC Third Quarter Fiscal 2019 - Page 3)


imported product resulted in a slight compression of metal margins during the quarter. Despite the reduction in selling prices, this segment is on track to earn the second highest level of profitability in its history due to the continued strong non-residential construction market in Poland.
    
Our Corporate and Other segment recorded an adjusted EBITDA loss of $27.3 million for the third quarter of fiscal 2019 compared to an adjusted EBITDA loss of $31.8 million for the prior year's third quarter. The current quarter loss includes $2.3 million related to acquisition costs in comparison to $5.0 million in the third quarter of fiscal 2018. Excluding these costs, our Corporate segment costs have remained relatively flat as the newly acquired operations were absorbed with little impact to the overall cost structure.

Outlook
"Our outlook for demand remains very positive driven by the continued strength in non-residential construction activity levels in our markets," said Ms. Smith. "Leveraging the growth in our business from the acquisition, combined with the continued favorable long steel margin environment and improvement in our fabrication segment, we anticipate a strong finish to our fiscal year. We also anticipate that our business will generate strong cash flows, creating the opportunity to reduce our indebtedness levels."

Conference Call
CMC invites you to listen to a live broadcast of its third quarter fiscal 2019 conference call today, Thursday, June 20, 2019, at 2:00 p.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
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, 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, legal proceedings, U.S. non-residential construction activity, international trade, capital expenditures, our liquidity and our ability to satisfy




(CMC Third Quarter Fiscal 2019 - Page 4)


future liquidity requirements, our 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 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




(CMC Third Quarter Fiscal 2019 - Page 5)


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 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 Third Quarter Fiscal 2019 - Page 6)



COMMERCIAL METALS COMPANY
FINANCIAL & OPERATING STATISTICS (UNAUDITED)
 
 
Three Months Ended
 
Nine Months Ended
(in thousands, except per ton amounts)
 
5/31/2019
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
5/31/2019
 
5/31/2018
 Americas Recycling
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
289,015

 
287,075

 
302,009

 
361,363

 
364,098

 
878,099

 
1,004,066

Adjusted EBITDA
 
$
12,331

 
10,124

 
15,434

 
16,996

 
19,477

 
37,889

 
51,698

Short tons shipped (in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ferrous
 
597

 
570

 
579

 
644

 
642

 
1,746

 
1,791

 Nonferrous
 
60

 
59

 
63

 
69

 
65

 
182

 
194

 Total short tons shipped
 
657

 
629

 
642

 
713

 
707

 
1,928

 
1,985

 Average selling price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ferrous
 
$
252

 
266

 
273

 
298

 
314

 
263

 
286

 Nonferrous
 
$
2,047

 
1,998

 
1,982

 
2,155

 
2,252

 
2,009

 
2,267

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Mills
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
866,903

 
774,709

 
601,853

 
604,435

 
553,063

 
2,243,465

 
1,392,468

Adjusted EBITDA
 
$
158,114

 
112,396

 
113,873

 
106,830

 
89,590

 
384,383

 
194,975

 Short tons shipped
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Rebar
 
913

 
773

 
530

 
482

 
503

 
2,216

 
1,313

     Merchant & Other
 
323

 
322

 
317

 
359

 
308

 
962

 
859

Total short tons shipped
 
1,236

 
1,095

 
847

 
841

 
811

 
3,178

 
2,172

 Average price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total selling price
 
$
670

 
677

 
682

 
674

 
632

 
674

 
587

Cost of ferrous scrap utilized
 
$
284

 
303

 
307

 
326

 
329

 
297

 
293

Metal margin
 
$
386

 
374

 
375

 
348

 
303

 
377

 
294

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Fabrication
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
633,047

 
530,836

 
437,111

 
403,889

 
378,241

 
1,600,994

 
1,023,993

Adjusted EBITDA
 
$
(23,289
)
 
(49,578
)
 
(36,996
)
 
(24,607
)
 
(8,208
)
 
(109,863
)
 
(14,787
)
Total short tons shipped
 
469

 
396

 
319

 
307

 
302

 
1,184

 
808

Total selling price (per short ton)
 
$
925

 
845

 
868

 
843

 
777

 
886

 
784

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 International Mill
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
209,365

 
175,198

 
227,024

 
253,058

 
201,737

 
611,587

 
633,980

Adjusted EBITDA
 
$
24,120

 
20,537

 
32,779

 
36,654

 
31,987

 
77,436

 
95,066

 Short tons shipped
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Rebar
 
126

 
66

 
80

 
145

 
79

 
272

 
314

     Merchant & Other
 
250

 
238

 
312

 
289

 
241

 
800

 
752

Total short tons shipped
 
376

 
304

 
392

 
434

 
320

 
1,072

 
1,066

 Average price (per short ton)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total selling price
 
$
524

 
545

 
547

 
555

 
599

 
539

 
562

Cost of ferrous scrap utilized
 
$
288

 
301

 
295

 
305

 
329

 
295

 
317

Metal margin
 
$
236

 
244

 
252

 
250

 
270

 
244

 
245







(CMC Third Quarter Fiscal 2019 - Page 7)


COMMERCIAL METALS COMPANY
BUSINESS SEGMENTS (UNAUDITED)
(in thousands)
 
Three Months Ended
 
Nine Months Ended
Net sales
 
5/31/2019
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
5/31/2019
 
5/31/2018
 Americas Recycling
 
$
289,015

 
$
287,075

 
$
302,009

 
$
361,363

 
$
364,098

 
$
878,099

 
$
1,004,066

 Americas Mills
 
866,903

 
774,709

 
601,853

 
604,435

 
553,063

 
2,243,465

 
1,392,468

 Americas Fabrication
 
633,047

 
530,836

 
437,111

 
403,889

 
378,241

 
1,600,994

 
1,023,993

 International Mill
 
209,365

 
175,198

 
227,024

 
253,058

 
201,737

 
611,587

 
633,980

 Corporate and Other
 
(392,458
)
 
(365,035
)
 
(290,655
)
 
(314,307
)
 
(292,655
)
 
(1,048,148
)
 
(719,222
)
Total Net Sales
 
$
1,605,872

 
$
1,402,783

 
$
1,277,342

 
$
1,308,438

 
$
1,204,484

 
$
4,285,997

 
$
3,335,285

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Americas Recycling
 
$
12,331

 
$
10,124

 
$
15,434

 
$
16,996

 
$
19,477

 
$
37,889

 
$
51,698

 Americas Mills
 
158,114

 
112,396

 
113,873

 
106,830

 
89,590

 
384,383

 
194,975

 Americas Fabrication
 
(23,289
)
 
(49,578
)
 
(36,996
)
 
(24,607
)
 
(8,208
)
 
(109,863
)
 
(14,787
)
 International Mill
 
24,120

 
20,537

 
32,779

 
36,654

 
31,987

 
77,436

 
95,066

 Corporate and Other
 
(27,305
)
 
(24,146
)
 
(59,554
)
 
(28,827
)
 
(31,814
)
 
(111,005
)
 
(81,777
)





(CMC Third Quarter Fiscal 2019 - Page 8)


COMMERCIAL METALS COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
 
 
Three Months Ended May 31,
 
Nine Months Ended May 31,
(in thousands, except share data)
 
2019
 
2018
 
2019
 
2018
Net sales
 
$
1,605,872

 
$
1,204,484

 
$
4,285,997

 
$
3,335,285

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of goods sold
 
1,364,242

 
1,035,914

 
3,735,168

 
2,896,531

Selling, general and administrative expenses
 
115,461

 
101,422

 
331,404

 
306,009

Interest expense
 
18,513

 
11,511

 
53,671

 
25,303

 
 
1,498,216

 
1,148,847

 
4,120,243

 
3,227,843

 
 
 
 
 
 
 
 
 
Earnings from continuing operations before income taxes
 
107,656

 
55,637

 
165,754

 
107,442

Income taxes
 
29,105

 
13,312

 
52,855

 
23,465

Earnings from continuing operations
 
78,551

 
42,325

 
112,899

 
83,977

 
 
 
 
 
 
 
 
 
Earnings (loss) from discontinued operations before income taxes
 
(190
)
 
(3,389
)
 
(808
)
 
5,021

Income taxes (benefit)
 
(29
)
 
(1,029
)
 
109

 
2,052

Earnings (loss) from discontinued operations
 
(161
)
 
(2,360
)
 
(917
)
 
2,969

 
 
 
 
 
 
 
 
 
Net earnings
 
$
78,390

 
$
39,965

 
$
111,982

 
$
86,946

 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share*
 
 
 
 
 
 
 
 
Earnings from continuing operations
 
$
0.67

 
$
0.36

 
$
0.96

 
$
0.72

Earnings (loss) from discontinued operations
 

 
(0.02
)
 
(0.01
)
 
0.03

Net earnings
 
$
0.66

 
$
0.34

 
$
0.95

 
$
0.74

 
 
 
 
 
 
 
 
 
Diluted earnings (loss) per share*
 
 
 
 
 
 
 
 
Earnings from continuing operations
 
$
0.66

 
$
0.36

 
$
0.95

 
$
0.71

Earnings (loss) from discontinued operations
 

 
(0.02
)
 
(0.01
)
 
0.03

Net earnings
 
$
0.66

 
$
0.34

 
$
0.94

 
$
0.74

 
 
 
 
 
 
 
 
 
Average basic shares outstanding
 
118,045,362

 
117,111,799

 
117,762,945

 
116,722,504

Average diluted shares outstanding
 
119,145,566

 
118,254,791

 
119,013,014

 
118,050,864

*Earning Per Share ("EPS") is calculated independently for each component and may not sum to Net EPS due to rounding




(CMC Third Quarter Fiscal 2019 - Page 9)



COMMERCIAL METALS COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except share data)
 
May 31, 2019
 
August 31, 2018
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
120,315

 
$
622,473

Accounts receivable (less allowance for doubtful accounts of $17,318 and $4,489)
 
1,014,157

 
749,484

Inventories, net
 
807,593

 
589,005

Other current assets
 
172,007

 
116,243

Total current assets
 
2,114,072

 
2,077,205

Property, plant and equipment, net
 
1,473,568

 
1,075,038

Goodwill
 
64,226

 
64,310

Other noncurrent assets
 
115,144

 
111,751

Total assets
 
$
3,767,010

 
$
3,328,304

Liabilities and stockholders' equity
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable-trade
 
$
278,390

 
$
261,258

Accrued expenses and other payables
 
318,975

 
260,939

Acquired unfavorable contract backlog
 
51,998

 

Current maturities of long-term debt and short-term borrowings
 
54,895

 
19,746

Total current liabilities
 
704,258

 
541,943

Deferred income taxes
 
63,413

 
37,834

Other non-current liabilities
 
128,281

 
116,325

Long-term debt
 
1,306,863

 
1,138,619

Total liabilities
 
2,202,815

 
1,834,721

Stockholders' equity
 
1,563,999

 
1,493,397

Stockholders' equity attributable to noncontrolling interests
 
196

 
186

Total stockholders' equity
 
1,564,195

 
1,493,583

Total liabilities and stockholders' equity
 
$
3,767,010

 
$
3,328,304






(CMC Third Quarter Fiscal 2019 - Page 10)



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

 
 
Nine Months Ended May 31,
(in thousands)
 
2019
 
2018
Cash flows from (used by) operating activities:
 
 
 
 
Net earnings
 
$
111,982

 
$
86,946

Adjustments to reconcile net earnings to cash flows from (used by) operating activities:
 
 
 
 
Depreciation and amortization
 
117,617

 
99,443

Amortization of acquired unfavorable contract backlog
 
(58,202
)
 

Stock-based compensation
 
17,350

 
18,247

Net gain on disposals of subsidiaries, assets and other
 
(1,334
)
 
(1,578
)
Deferred income taxes and other long-term taxes
 
36,367

 
5,829

Write-down of inventories
 
551

 
1,358

Provision for losses on receivables, net
 
100

 
2,193

Asset impairment
 
15

 
14,265

Changes in operating assets and liabilities
 
(75,422
)
 
(65,612
)
Beneficial interest in securitized accounts receivable
 
(367,521
)
 
(491,577
)
Net cash flows used by operating activities
 
(218,497
)
 
(330,486
)
 
 
 
 
 
Cash flows from (used by) investing activities:
 
 
 
 
Acquisitions, net of cash acquired
 
(700,941
)
 
(6,980
)
Capital expenditures
 
(91,753
)
 
(144,268
)
Proceeds from insurance
 
4,405

 
25,000

Proceeds from the sale of property, plant and equipment
 
2,503

 
6,315

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

 
75,483

Advances under accounts receivable programs
 

 
132,979

Repayments under accounts receivable programs
 

 
(202,423
)
Beneficial interest in securitized accounts receivable
 
367,521

 
491,577

Net cash flows from (used by) investing activities:
 
(416,372
)
 
377,683

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

 
350,000

Repayments of long-term debt
 
(24,138
)
 
(15,382
)
Proceeds from accounts receivable programs
 
223,143

 

Repayments under accounts receivable programs
 
(209,363
)
 

Dividends
 
(42,387
)
 
(42,036
)
Stock issued under incentive and purchase plans, net of forfeitures
 
(2,364
)
 
(9,836
)
Debt issuance costs
 

 
(5,254
)
Other
 
10

 
31

Net cash flows from financing activities
 
124,901

 
277,523

Effect of exchange rate changes on cash
 
(341
)
 
(461
)
Increase (decrease) in cash, restricted cash and cash equivalents
 
(510,309
)
 
324,259

Cash, restricted cash and cash equivalents at beginning of period
 
632,615

 
285,881

Cash, restricted cash and cash equivalents at end of period
 
$
122,306

 
$
610,140

Supplemental information:
 
Nine Months Ended May 31,
(in thousands)
 
2019
 
2018
Cash and cash equivalents
 
$
120,315

 
$
600,444

Restricted cash
 
1,991

 
9,696

Total cash, restricted cash and cash equivalents
 
$
122,306

 
$
610,140







(CMC Third 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
 
Nine Months Ended
(in thousands)
5/31/2019
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
5/31/2019
 
5/31/2018
Earnings from continuing operations
$
78,551

 
$
14,928

 
$
19,420

 
$
51,260

 
$
42,325

 
112,899

 
83,977

Interest expense
18,513

 
18,495

 
16,663

 
15,654

 
11,511

 
53,671

 
25,303

Income taxes
29,105

 
18,141

 
5,609

 
6,682

 
13,312

 
52,855

 
23,465

Depreciation and amortization
41,181

 
41,245

 
35,176

 
32,610

 
32,949

 
117,602

 
98,898

Asset impairments
15

 

 

 
840

 
935

 
15

 
13,532

Non-cash equity compensation
7,342

 
5,791

 
4,215

 
5,679

 
5,376

 
17,348

 
18,359

Acquisition and integration related costs and other
2,336

 
5,475

 
27,970

 
10,907

 
4,975

 
35,781

 
14,600

Amortization of acquired unfavorable contract backlog
(23,394
)
 
(23,476
)
 
(11,332
)
 

 

 
(58,202
)
 

Mill operational start-up costs*

 

 

 

 
1,473

 

 
13,471

CMC Steel Oklahoma incentives

 

 

 

 
(3,000
)
 

 
(3,000
)
Purchase accounting effect on inventory

 
10,315

 

 

 

 
10,315

 

Core EBITDA from continuing operations
$
153,649

 
$
90,914

 
$
97,721

 
$
123,632

 
$
109,856

 
$
342,284

 
$
288,605

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




(CMC Third 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
 
Nine Months Ended
(in thousands)
5/31/2019
 
2/28/2019
 
11/30/2018
 
8/31/2018
 
5/31/2018
 
5/31/2019
 
5/31/2018
Earnings from continuing operations
$
78,551

 
$
14,928

 
$
19,420

 
$
51,260

 
$
42,325

 
$
112,899

 
$
83,977

Impairment of structural steel assets

 

 

 

 

 

 
12,136

Acquisition and integration related costs and other
2,336

 
5,475

 
27,970

 
10,907

 
4,975

 
35,781

 
14,600

Mill operational start-up costs

 

 

 

 
6,456

 

 
18,016

CMC Steel Oklahoma incentives

 

 

 

 
(3,000
)
 

 
(3,000
)
Purchase accounting effect on inventory

 
10,315

 

 

 

 
10,315

 

Total adjustments (pre-tax)
$
2,336

 
$
15,790

 
$
27,970

 
$
10,907

 
$
8,431

 
$
46,096

 
$
41,752

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax impact
 
 
 
 
 
 
 
 
 
 
 
 
 
TCJA impact
$

 
$
7,550

 
$

 
$

 
$

 
$
7,550

 
$
10,600

International reorganization

 

 

 

 

 

 
(9,200
)
Related tax effects on adjustments
(490
)
 
(3,316
)
 
(5,874
)
 
(2,290
)
 
(1,771
)
 
(9,680
)
 
(10,946
)
Total tax impact
(490
)
 
4,234

 
(5,874
)
 
(2,290
)
 
(1,771
)
 
(2,130
)
 
(9,546
)
Adjusted earnings from continuing operations
$
80,397

 
$
34,952

 
$
41,516

 
$
59,877

 
$
48,985

 
$
156,865

 
$
116,183

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings from continuing operations per diluted share
$
0.67

 
$
0.29

 
$
0.35

 
$
0.51

 
$
0.41

 
$
1.32

 
$
0.98












Media Contact:
Susan Gerber
214.689.4300