EX-99.1 2 a10-4270_1ex99d1.htm EX-99.1

Exhibit 99.1

 

       NEWS RELEASE

 

Contacts:

Steven J. Janusek

 

Executive Vice President & CFO

sjanusek@reddyice.com

 

 

800-683-4423

 

REDDY ICE REPORTS FOURTH QUARTER

AND FULL YEAR 2009 RESULTS

 

FEBRUARY 19, 2010 - DALLAS, TEXAS - Reddy Ice Holdings, Inc. (NYSE: FRZ) today reported financial results for the fourth quarter and full year ended December 31, 2009.

 

Revenues for the fourth quarter of 2009 were $54.7 million, compared to $57.9 million in the same quarter of 2008.  The Company’s net loss was $2.0 million in the fourth quarter of 2009, compared to a net loss of $9.8 million in the same period of 2008.  Net loss per share was $0.09 in the fourth quarter of 2009 compared to a net loss per share of $0.44 in the same period of 2008.  Included in the fourth quarter 2009 results are a $5.0 million insurance recovery, net of costs, related to the ongoing antitrust investigations and related litigation and a $0.6 million net gain realized in connection with an acquisition.  Included in the fourth quarter 2008 results were $3.6 million of costs related to the antitrust investigations and related litigation.

 

Adjusted EBITDA, defined as earnings before interest, taxes, depreciation and amortization, and the effects of certain other items was $1.9 million in the fourth quarter of 2009 versus $2.0 million in the same period of 2008.  Available Cash for the fourth quarter of 2009 was negative $3.4 million compared to negative $2.1 million in the same period of 2008.  A discussion regarding the presentation of Adjusted EBITDA and Available Cash in this press release, including reconciliations of Adjusted EBITDA to EBITDA and net income (loss) and the calculation of Available Cash, is set forth below in the section titled, “SUPPLEMENTAL DISCLOSURE REGARDING NON-GAAP FINANCIAL INFORMATION.”

 

“Our fourth quarter results continued to be adversely impacted by general economic conditions and unfavorable weather patterns,” commented Chairman of the Board, Chief Executive Officer and President Gilbert M. Cassagne.  “However, we are continuing to pursue growth and efficiency opportunities and expect those efforts to contribute to our results in 2010.”

 

Revenues for the full year of 2009 were $312.3 million, compared to $329.3 million in 2008.  The Company’s net income was $4.2 million for the full year 2009, compared to a net loss of $120.4 million in 2008.  Diluted net income per share was $0.19 for the full year 2009, compared to a net loss per share of $5.47 in 2008.  Included in the full year 2009 results are a $0.9 million insurance recovery, net of costs, related to the ongoing antitrust investigations and related litigation and a $0.6 million net gain realized in connection with an acquisition.  Included in the results for the full year 2008 are a gain of $17.0 million related to the termination of the merger agreement between the Company and affiliates of GSO Capital Partners LP (“GSO”) on January 31, 2008, a gain of $1.0 million related to the settlement of a property insurance claim,

 



 

$15.5 million of costs related to the ongoing antitrust investigations and related civil litigation, $0.8 million of costs related to the GSO transaction and the related stockholder litigation and a non-cash charge of $149.9 million related to the impairment of assets in the third quarter.  The non-cash asset impairment charge is comprised primarily of $149.7 million reduction in the value of the Company’s goodwill recognized in the three months ended September 30, 2008.  The evaluation of the Company’s goodwill and resulting write-down was triggered by the decline in the Company’s stock price during the three months ended September 30, 2008.

 

Adjusted EBITDA was $65.8 million for the full year of 2009 versus $68.5 million in 2008. Available Cash for the full year of 2009 was $28.7 million compared to $50.8 million in 2008.

 

In the fourth quarter of 2009, one acquisition was completed with an aggregate acquisition cost of approximately $1.1 million.  Annual revenues and Adjusted EBITDA associated with this acquisition were approximately $1.7 million and $0.4 million, respectively.  The Company continues to evaluate acquisition opportunities as part of its ongoing acquisition strategy.

 

CONFERENCE CALL

 

The Company has scheduled a conference call for today, Friday, February 19, 2010 at 10:00 a.m. Eastern time.  To participate, dial 800-860-2442 ten minutes prior to the start time, referencing confirmation code 437951.  A telephonic replay will be available through February 26, 2010 and may be accessed by calling 877-344-7529 and using the confirmation code above.  A live webcast and archived replay of the conference call can also be accessed on the Company’s website at www.reddyice.com.

 

ABOUT REDDY ICE

 

Reddy Ice Holdings, Inc. is the largest manufacturer and distributor of packaged ice in the United States. With approximately 2,000 year-round employees, the Company sells its products primarily under the widely known Reddy Ice® brand to a variety of customers in 33 states and the District of Columbia.  The Company provides a broad array of product offerings in the marketplace through traditional direct store delivery, warehouse programs and its proprietary in-store bagging technology, The Ice Factory®.  Reddy Ice serves most significant consumer packaged goods channels of distribution, as well as restaurants, special entertainment events, commercial users and the agricultural sector.

 

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

 

— Financial Tables Follow —

 

2



 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

54,740

 

$

57,930

 

$

312,331

 

$

329,298

 

Cost of sales (excluding depreciation)

 

40,687

 

42,461

 

198,241

 

214,905

 

Depreciation expense related to cost of sales

 

5,618

 

5,126

 

21,406

 

20,796

 

Gross profit

 

8,435

 

10,343

 

92,684

 

93,597

 

Operating expenses

 

12,692

 

12,446

 

50,782

 

47,550

 

Depreciation and amortization expense

 

1,855

 

1,765

 

7,066

 

6,715

 

Loss on dispositions of assets

 

1,727

 

1,567

 

2,329

 

1,869

 

Impairment of goodwill and long-lived assets

 

 

 

 

149,905

 

Gain on diesel hedge

 

 

 

(581

)

 

Cost of antitrust investigations and related litigation, net of insurance proceeds

 

(4,966

)

3,597

 

(891

)

15,524

 

Transaction costs related to merger agreement

 

 

(114

)

 

835

 

Gain on property insurance settlement

 

 

 

 

(1,036

)

Income (loss) from operations

 

(2,873

)

(8,918

)

33,979

 

(127,765

)

Interest expense

 

(6,093

)

(8,184

)

(26,802

)

(31,893

)

Interest income

 

9

 

212

 

133

 

825

 

Gain on bargain purchase, net of acquisition costs

 

582

 

 

582

 

 

Gain on termination of merger agreement

 

 

 

 

17,000

 

Income (loss) before income taxes

 

(8,375

)

(16,890

)

7,892

 

(141,833

)

Income tax (expense) benefit

 

6,350

 

7,102

 

(3,658

)

21,402

 

Net income (loss)

 

$

(2,025

)

$

(9,788

)

$

4,234

 

$

(120,431

)

 

 

 

 

 

 

 

 

 

 

Basic net income (loss) per share:

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(0.09

)

$

(0.44

)

$

0.19

 

$

(5.47

)

Weighted average common shares outstanding

 

22,579

 

22,064

 

22,364

 

22,025

 

 

 

 

 

 

 

 

 

 

 

Diluted net income (loss) per share:

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(0.09

)

$

(0.44

)

$

0.19

 

$

(5.47

)

Weighted average common shares outstanding

 

22,579

 

22,064

 

22,537

 

22,025

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

 

$

 

$

 

$

0.84

 

 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

OTHER SUPPLEMENTAL INFORMATION

(Unaudited)

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

Packaged ice revenues

 

$

52,917

 

$

56,036

 

$

303,845

 

$

321,299

 

Other ice revenues

 

1,823

 

1,894

 

8,486

 

7,999

 

Total revenues

 

$

54,740

 

$

57,930

 

$

312,331

 

$

329,298

 

 

3



 

REDDY ICE HOLDINGS, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEET DATA

(Unaudited)

 

 

 

December 31,

 

 

 

2009

 

2008

 

 

 

(in thousands)

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

44,649

 

$

39,684

 

All other current assets

 

42,930

 

45,365

 

Total assets

 

455,665

 

454,559

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

27,156

 

$

35,592

 

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

 

390,602

 

390,500

 

Total stockholders’ equity

 

8,796

 

872

 

Total liabilities and stockholders’ equity

 

455,665

 

454,559

 

 

SUPPLEMENTAL DISCLOSURE REGARDING NON-GAAP FINANCIAL INFORMATION

 

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

 

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

 

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

 

4



 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(2,025

)

$

(9,788

)

$

4,234

 

$

(120,431

)

Depreciation expense related to costs of sales

 

5,618

 

5,126

 

21,406

 

20,796

 

Depreciation and amortization expense

 

1,855

 

1,765

 

7,066

 

6,715

 

Interest expense

 

6,093

 

8,184

 

26,802

 

31,893

 

Interest income

 

(9

)

(212

)

(133

)

(825

)

Income tax expense (benefit)

 

(6,350

)

(7,102

)

3,658

 

(21,402

)

EBITDA

 

5,182

 

(2,027

)

63,033

 

(83,254

)

Other non-cash charges:

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

289

 

(1,056

)

1,951

 

1,611

 

Loss on dispositions of assets

 

1,727

 

1,567

 

2,329

 

1,869

 

Loss on diesel hedge

 

290

 

 

 

 

Gain on property insurance settlement

 

 

 

 

(1,036

)

Impairment of goodwill and long-lived assets

 

 

 

 

149,905

 

Gain on bargain purchase, net of acquisition costs

 

(582

)

 

(582

)

 

Reddy Holdings items:

 

 

 

 

 

 

 

 

 

Cost of antitrust investigations and related litigation, net of insurance recoveries (a)

 

(4,966

)

3,597

 

(891

)

15,524

 

Transaction costs related to merger agreement (a)

 

 

(114

)

 

835

 

Gain on termination of merger agreement (a)

 

 

 

 

(17,000

)

Adjusted EBITDA

 

$

1,940

 

$

1,967

 

$

65,840

 

$

68,454

 

 


(a)          Represents the elimination of (i) the costs incurred in connection with the ongoing antitrust investigations and related litigation, net of insurance recoveries, (ii) the costs related to the GSO transaction and the related stockholder litigation and (iii) the gain recognized in connection with the termination of the merger agreement with affiliates of GSO on January 31, 2008.  The gain related to the termination of the merger agreement is excluded from Adjusted EBITDA for purposes of the Company’s credit facility as the proposed acquisition was of Reddy Holdings.  The costs related to GSO merger agreement and the antitrust investigations and related litigation are excluded from the calculation of Adjusted EBITDA as these costs have been paid by Reddy Holdings.  Reddy Holdings is currently paying these costs with the excess cash remaining from the initial public offering of its common stock in August 2005, the funds paid to Reddy Holdings by affiliates of GSO in February 2008 in connection with the termination of the merger agreement and proceeds from insurance recoveries.

 

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

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

1,940

 

$

1,967

 

$

65,840

 

$

68,454

 

Acquisition adjustments (a)

 

(188

)

(100

)

405

 

530

 

Elimination of lease expense (b)

 

 

5

 

 

42

 

Pro forma adjusted EBITDA

 

$

1,752

 

$

1,872

 

$

66,245

 

$

69,026

 

 


(a)          Represents the incremental Adjusted EBITDA of acquired businesses as if each acquisition had been consummated on the first day of the period presented.  All acquisitions included herein were consummated on or before December 31, 2009.

 

(b)         Represents the elimination of historical lease expense resulting from the purchase of certain leased real estate in the fourth quarter of 2008.

 

5



 

Available Cash is a defined term in the Company’s credit agreement and is a key measure in evaluating Reddy Ice Corporation’s ability to pay dividends to Reddy Holdings to fund cash interest payments on its senior discount notes and any dividends to its stockholders.  Available cash for the three and twelve month periods ended December 31, 2009 and 2008 is calculated as follows:

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in thousands, unaudited)

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

1,940

 

$

1,967

 

$

65,840

 

$

68,454

 

Less:

 

 

 

 

 

 

 

 

 

Cash paid for interest expense, net

 

1,813

 

3,500

 

12,561

 

15,359

 

Cash paid for income taxes

 

 

174

 

658

 

1,145

 

Capital expenditures, net of applied proceeds from dispositions

 

3,549

 

360

 

23,875

 

1,160

 

Principal repayments of indebtedness

 

 

 

 

20

 

Available Cash

 

$

(3,422

)

$

(2,067

)

$

28,746

 

$

50,770

 

 

6