Worthington Steel Reports Second Quarter Fiscal 2024 Results
- Improved net income and direct volume compared to the prior year quarter
- Acquisition of Voestalpine Automotive Components Nagold GmbH & Co. KG to establish a footprint in Europe and capitalize on growing EV and industrial motor markets
- Entry into a multi-year senior secured revolving credit facility
- Completion of the separation from Worthington Enterprises, Inc. and commencement of trading on the New York Stock Exchange
- Decrease in net sales compared to the prior year quarter
- Net loss attributable to controlling interest for the fiscal 2024 second quarter
- Impact by certain items on net earnings for the current and prior year quarters
- Incremental separation costs and lower restructuring gains compared with the prior year quarter
Insights
Revenue and Profitability Analysis: Worthington Steel, Inc. reported a decrease in net sales from $868.4 million in Q2 2023 to $808.0 million in Q2 2024, a 7% decline year-over-year. The company's net loss improved, decreasing from $15.8 million to $6.0 million in the same period. This indicates challenges in revenue generation but also an improvement in cost management or operational efficiency. The reported adjusted net earnings of $5.4 million for Q2 2024, as opposed to a loss of $11.7 million in Q2 2023, suggest a more favorable underlying business performance when excluding one-time costs like separation expenses.
Market Positioning and Strategic Moves: The acquisition of Voestalpine Automotive Components Nagold GmbH & Co. KG represents strategic expansion into the European market, potentially bolstering future revenue streams, especially in the electric vehicle (EV) sector. The new credit facility established provides liquidity and financial flexibility, which is crucial for ongoing operations and potential future investments.
Operational Performance: The company's gross margin improvement, attributed to better spreads and increased direct volume, reflects an effective response to market conditions and inventory management. However, the increase in SG&A expenses due to inflationary pressures is a concern that could affect future profitability if not managed effectively.
Industry Trends and Competitive Landscape: Worthington Steel's performance must be contextualized within the broader steel industry, which is facing price volatility and supply chain disruptions. The decline in direct selling prices by 11.5% is indicative of such market pressures, though partially offset by a 4.4% increase in direct tons sold. The company's ability to improve gross margins despite these headwinds is commendable and suggests a resilient operational strategy.
Implications of Recent Developments: The company's entry into the European market and focus on the EV sector could provide a competitive edge as global demand for EVs continues to grow. This move aligns with industry trends towards electrification and sustainability. The new credit facility underscores a proactive approach to capital management, but also raises questions about the company's leverage and future interest obligations.
Economic Impact and Financial Health: Worthington Steel's financial results, particularly the net loss and reduced net sales, may reflect broader economic conditions, such as inflation and reduced industrial demand. The reported operating loss improvement and positive adjusted net earnings indicate a potentially strong recovery trajectory, which is significant for stakeholder confidence. The macroeconomic environment, including interest rates and inflation, will continue to play a critical role in the company's cost structure and pricing power.
Long-term Outlook: The company's focus on operational efficiency and strategic growth initiatives, such as the expansion in Europe, positions it to potentially benefit from an economic recovery. However, ongoing inflationary pressures could challenge profitability and the company's ability to navigate these with cost-control measures and pricing strategies will be crucial to its long-term financial stability.
The Company reported net sales of
( |
|||||||||||||||||
|
2Q 2024 |
|
2Q 2023 |
|
|||||||||||||
|
After-Tax |
|
Per Share |
After-Tax |
Per Share |
|
|||||||||||
Net earnings (loss) attributable to controlling interest |
$ |
(6.0 |
) |
$ |
(0.12 |
) |
$ |
(15.8 |
) |
$ |
(0.31 |
) |
|||||
Restructuring and other income, net |
|
- |
|
|
- |
|
|
(1.8 |
) |
|
(0.04 |
) |
|||||
Separation costs |
|
11.4 |
|
|
0.23 |
|
|
5.9 |
|
|
0.12 |
|
|||||
Adjusted net earnings (loss) attributable to controlling interest (Non-GAAP) |
$ |
5.4 |
|
$ |
0.11 |
|
$ |
(11.7 |
) |
$ |
(0.23 |
) |
Financial highlights for the current and comparative periods are as follows:
( |
||||||||||||||
|
2Q 2024 |
2Q 2023 |
6M 2024 |
6M 2023 |
||||||||||
Net sales |
$ |
808.0 |
|
$ |
868.4 |
|
$ |
1,713.8 |
$ |
1,943.0 |
||||
Operating income (loss) |
|
(8.8 |
) |
|
(19.9 |
) |
|
60.9 |
|
21.0 |
||||
Equity in net income of unconsolidated affiliate |
|
3.8 |
|
|
1.9 |
|
|
12.8 |
|
3.7 |
||||
Net earnings (loss) attributable to controlling interest |
|
(6.0 |
) |
|
(15.8 |
) |
|
52.5 |
|
14.4 |
||||
Earnings (loss) per diluted share attributable to controlling interest |
$ |
(0.12 |
) |
$ |
(0.31 |
) |
$ |
1.05 |
$ |
0.29 |
"It’s an exciting time to be at Worthington Steel. As we begin our journey as a standalone company, our team is experienced, energized and focused on our customers and shareholders,” said Geoff Gilmore, president and chief executive officer of Worthington Steel. “This quarter we saw net income and direct volume improve compared to the prior year quarter, despite headwinds in our automotive business due to the UAW strike. I want to thank the employees of Worthington Steel. I’m proud of the team for what they have done to help us achieve this milestone.”
Combined Quarterly Results
Net sales for the second quarter of fiscal 2024 were
Gross margin increased by
Operating loss improved by
Recent Developments
-
On November 16, 2023, the Company acquired Voestalpine Automotive Components Nagold GmbH & Co. KG, a facility in Nagold,
Germany . The acquisition establishes a footprint inEurope for Worthington Steel and allows the Company to capitalize on the growing EV and industrial motor markets in that region. Total consideration was approximately , net of cash acquired. Total net assets acquired were$21.0 million , subject to closing adjustments.$20.4 million -
On November 30, 2023, the Company entered into a multi-year senior secured revolving credit facility (the “Credit Facility”) scheduled to mature on November 30, 2028, with a group of lenders. The Credit Facility will allow for borrowings of up to
, to the extent secured by eligible accounts receivable and inventory balances at period end, which consist primarily of$550 million U.S. Dollar denominated account balances. Amounts drawn under the Credit Facility will have maturities of up to one year and will accrue interest at rates equal to an applicable margin over the SOFR Rate. The Company incurred approximately of issuance costs, of which$2.7 million will be amortized to interest expense over the expected five-year term and are reflected in other assets. As of November 30, 2023,$2.5 million was outstanding under the Credit Facility, of which$175 million was paid to Worthington Enterprises, Inc. on December 1, 2023, in connection with the separation of the Company from Worthington Enterprises, Inc.$150 million - On December 1, 2023, the previously announced separation of the Company from Worthington Enterprises, Inc. (formerly known as Worthington Industries, Inc.) was completed, and the Company’s common shares began trading on the New York Stock Exchange under the ticker symbol “WS.”
-
On December 1, 2023, Worthington Enterprises, Inc., made a pro rata distribution of
100% of the outstanding common shares of the Company to Worthington Enterprises, Inc. shareholders of record as of the close of business on November 21, 2023, in a spin-off that was generally intended to be tax-free to shareholders forU.S. federal income tax purposes.
Outlook
“Our company is performing well,” Gilmore said. “Worthington Steel employees continue to focus on safety and improvements to our business. We have the right team, the right strategy, and we are laser focused on doing the right thing for our employees, customers and shareholders.”
Conference Call
The Company will review fiscal 2024 second quarter results during its quarterly conference call on December 22, 2023, beginning at 8:30 a.m., Eastern Time. Details regarding the conference call are located in the investor section of the Company website at www.WorthingtonSteel.com.
About Worthington Steel
Worthington Steel (NYSE:WS) is a metals processor that partners with customers to deliver highly technical and customized solutions. Worthington Steel’s expertise in carbon flat-roll steel processing, electrical steel laminations and tailor welded solutions are driving steel toward a more sustainable future.
As one of the most trusted metals processors in
Safe Harbor Statement
Selected statements contained in this release constitute “forward-looking statements,” as that term is used in the Private Securities Litigation Reform Act of 1995 (the “Act”). The Company to take advantage of the Safe Harbor provisions included in the Act. Forward-looking statements reflect the Company’s current expectations, estimates or projections concerning future results or events. These statements are often identified by the use of forward-looking words or phrases such as “believe,” “anticipate,” “may,” “could,” “should,” “would,” “intend,” “plan,” “will,” “likely,” “expect,” “estimate,” “project,” “position,” “strategy,” “target,” “aim,” “seek,” “foresee” and similar words or phrases. These forward-looking statements include, without limitation, statements relating to: future or expected cash positions, liquidity and ability to access financial markets and capital; outlook, strategy or business plans; the anticipated benefits of the Company’s separation from Worthington Enterprises, Inc. (the “Separation”); the expected financial and operational performance of, and future opportunities for, the Company following the Separation; the tax treatment of the Separation transaction; the leadership of the Company following the Separation; future or expected growth, growth potential, forward momentum, performance, competitive position, sales, volumes, cash flows, earnings, margins, balance sheet strengths, debt, financial condition or other financial measures; pricing trends for raw materials and finished goods and the impact of pricing changes; the ability to improve or maintain margins; expected demand or demand trends for the Company or its markets; additions to product lines and opportunities to participate in new markets; expected benefits from transformation and innovation efforts; the ability to improve performance and competitive position at the Company’s operations; anticipated working capital needs, capital expenditures and asset sales; anticipated improvements and efficiencies in costs, operations, sales, inventory management, sourcing and the supply chain and the results thereof; projected profitability potential; the ability to make acquisitions and the projected timing, results, benefits, costs, charges and expenditures related to acquisitions, joint ventures, headcount reductions and facility dispositions, shutdowns and consolidations; projected capacity and the alignment of operations with demand; the ability to operate profitably and generate cash in down markets; the ability to capture and maintain market share and to develop or take advantage of future opportunities, customer initiatives, new businesses, new products and new markets; expectations for Company and customer inventories, jobs and orders; expectations for the economy and markets or improvements therein; expectations for generating improving and sustainable earnings, earnings potential, margins or shareholder value; effects of judicial rulings; the ever-changing effects of the novel coronavirus (“COVID-19”) pandemic and the various responses of governmental and nongovernmental authorities thereto on economies and markets, and on our customers, counterparties, employees and third-party service providers; and other non-historical matters.
Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, those that follow: our ability to successfully realize the anticipated benefits of the Separation; the effect of conditions in national and worldwide financial markets, including inflation, increases in interest rates and economic recession, and with respect to the ability of financial institutions to provide capital; the impact of tariffs, the adoption of trade restrictions affecting the Company’s products or suppliers, a
Forward-looking statements should be construed in the light of such risks. The Company notes these factors for investors as contemplated by the Act. It is impossible to predict or identify all potential risk factors. Consequently, you should not consider the foregoing list to be a complete set of all potential risks and uncertainties. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. The Company does not undertake, and hereby disclaims, any obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.
WORTHINGTON STEEL, INC. |
||||||||||||||||
CONDENSED COMBINED STATEMENTS OF EARNINGS |
||||||||||||||||
(In millions, except per share amounts) |
||||||||||||||||
(Unaudited) |
||||||||||||||||
|
Three Months Ended |
|
Six Months Ended |
|
||||||||||||
|
November 30, |
|
November 30, |
|
||||||||||||
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
||||||||
Net sales |
$ |
808.0 |
|
$ |
868.4 |
|
$ |
1,713.8 |
|
$ |
1,943.0 |
|
||||
Cost of goods sold |
|
747.8 |
|
|
833.9 |
|
|
1,525.1 |
|
|
1,819.9 |
|
||||
Gross margin |
|
60.2 |
|
|
34.5 |
|
|
188.7 |
|
|
123.1 |
|
||||
Selling, general and administrative expense |
|
54.1 |
|
|
50.7 |
|
|
107.9 |
|
|
98.0 |
|
||||
Impairment of long-lived assets |
|
- |
|
|
- |
|
|
1.4 |
|
|
0.3 |
|
||||
Restructuring and other income, net |
|
- |
|
|
(4.3 |
) |
|
- |
|
|
(4.2 |
) |
||||
Separation costs |
|
14.9 |
|
|
8.0 |
|
|
18.5 |
|
|
8.0 |
|
||||
Operating income (loss) |
|
(8.8 |
) |
|
(19.9 |
) |
|
60.9 |
|
|
21.0 |
|
||||
Other income (expense): |
|
|
|
|
|
|
|
|
||||||||
Miscellaneous income (expense), net |
|
0.6 |
|
|
0.9 |
|
|
1.5 |
|
|
1.1 |
|
||||
Interest expense, net |
|
(0.2 |
) |
|
(0.9 |
) |
|
(0.7 |
) |
|
(2.2 |
) |
||||
Equity in net income of unconsolidated affiliate |
|
3.8 |
|
|
1.9 |
|
|
12.8 |
|
|
3.7 |
|
||||
Earnings (loss) before income taxes |
|
(4.6 |
) |
|
(18.0 |
) |
|
74.5 |
|
|
23.6 |
|
||||
Income tax expense (benefit) |
|
(2.5 |
) |
|
(5.5 |
) |
|
14.5 |
|
|
4.8 |
|
||||
Net earnings (loss) |
|
(2.1 |
) |
|
(12.5 |
) |
|
60.0 |
|
|
18.8 |
|
||||
Net earnings (loss) attributable to noncontrolling interests |
|
3.9 |
|
|
3.3 |
|
|
7.5 |
|
|
4.4 |
|
||||
Net earnings (loss) attributable to controlling interest |
$ |
(6.0 |
) |
$ |
(15.8 |
) |
$ |
52.5 |
|
$ |
14.4 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding(1) |
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
||||
Earnings (loss) per share attributable to controlling interest |
$ |
(0.12 |
) |
$ |
(0.31 |
) |
$ |
1.05 |
|
$ |
0.29 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Diluted |
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding(1) |
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
||||
Earnings (loss) per share attributable to controlling interest |
$ |
(0.12 |
) |
$ |
(0.31 |
) |
$ |
1.05 |
|
$ |
0.29 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Common shares outstanding at end of period(1) |
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
|
50.0 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Cash dividends declared per share |
n/a |
|
n/a |
|
n/a |
|
n/a |
|
|
(1) |
Reported Weighted average common shares outstanding and Common shares outstanding at end of period reflect basic shares at the Separation date (December 1, 2023). This share amount is being utilized for the calculation of basic and diluted Earnings (loss) per share for periods presented through the Separation date. |
WORTHINGTON STEEL, INC. |
|||||||
CONDENSED COMBINED BALANCE SHEETS |
|||||||
(In millions, except share amounts) |
|||||||
(Unaudited) |
|||||||
|
November 30, |
May 31, |
|
||||
|
2023 |
|
2023 |
|
|||
Assets |
|
|
|
||||
Current assets: |
|
|
|
||||
Cash and cash equivalents |
$ |
214.4 |
$ |
32.7 |
|
||
Receivables, less allowances of |
|
426.0 |
|
468.0 |
|
||
Inventories |
|
|
|
||||
Raw materials |
|
160.1 |
|
173.9 |
|
||
Work in process |
|
137.3 |
|
164.1 |
|
||
Finished products |
|
76.4 |
|
76.8 |
|
||
Total inventories |
|
373.8 |
|
414.8 |
|
||
Income taxes receivable |
|
4.1 |
|
4.3 |
|
||
Assets held for sale |
|
1.8 |
|
3.4 |
|
||
Prepaid expenses and other current assets |
|
66.4 |
|
57.7 |
|
||
Total current assets |
|
1,086.5 |
|
980.9 |
|
||
Investment in unconsolidated affiliate |
|
127.4 |
|
114.6 |
|
||
Operating lease assets |
|
72.1 |
|
75.3 |
|
||
Goodwill |
|
79.2 |
|
78.6 |
|
||
Other intangible assets, net of accumulated amortization of |
|
80.2 |
|
83.4 |
|
||
Deferred tax asset |
|
6.3 |
|
6.3 |
|
||
Other assets |
|
12.3 |
|
10.9 |
|
||
Property, plant and equipment: |
|
|
|
||||
Land |
|
38.7 |
|
37.6 |
|
||
Buildings and improvements |
|
171.5 |
|
168.6 |
|
||
Machinery and equipment |
|
868.6 |
|
847.5 |
|
||
Construction in progress |
|
42.1 |
|
20.3 |
|
||
Total property, plant and equipment |
|
1,120.9 |
|
1,074.0 |
|
||
Less: accumulated depreciation |
|
687.5 |
|
659.6 |
|
||
Total property, plant and equipment, net |
|
433.4 |
|
414.4 |
|
||
Total assets |
$ |
1,897.4 |
$ |
1,764.4 |
|
||
|
|
|
|
||||
Liabilities and equity |
|
|
|
||||
Current liabilities: |
|
|
|
||||
Accounts payable |
$ |
349.9 |
$ |
402.2 |
|
||
Short-term borrowings |
|
175.0 |
|
2.8 |
|
||
Accrued compensation, contributions to employee benefit plans and related taxes |
|
29.9 |
|
31.9 |
|
||
Other accrued items |
|
14.7 |
|
15.6 |
|
||
Current operating lease liabilities |
|
5.8 |
|
5.9 |
|
||
Current maturities of long-term debt due to Worthington Enterprises, Inc. |
|
20.0 |
|
20.0 |
|
||
Total current liabilities |
|
595.3 |
|
478.4 |
|
||
Other liabilities |
|
34.6 |
|
33.6 |
|
||
Noncurrent operating lease liabilities |
|
69.0 |
|
71.7 |
|
||
Deferred income taxes |
|
27.0 |
|
26.1 |
|
||
Total liabilities |
|
725.9 |
|
609.8 |
|
||
Preferred shares, without par value; authorized - 1,000,000 shares at November 30, 2023; no shares issued or outstanding |
|
- |
|
- |
|
||
Common shares, without par value; authorized - 150,000,000 shares at November 30, 2023; issued and outstanding 50,025,115 shares and 100 shares at November 30, 2023 and May 31, 2023, respectively |
|
- |
|
- |
|
||
Net Worthington Enterprises, Inc. investment |
|
1,039.5 |
|
1,031.1 |
|
||
Accumulated other comprehensive income (loss), net of taxes of |
|
0.8 |
|
(2.1 |
) |
||
Total equity - controlling interest |
|
1,040.3 |
|
1,029.0 |
|
||
Noncontrolling interests |
|
131.2 |
|
125.6 |
|
||
Total equity |
|
1,171.5 |
|
1,154.6 |
|
||
Total liabilities and equity |
$ |
1,897.4 |
$ |
1,764.4 |
|
WORTHINGTON STEEL, INC. |
||||||||||||||||
CONDENSED COMBINED STATEMENTS OF CASH FLOWS |
||||||||||||||||
(In millions) |
||||||||||||||||
(Unaudited) |
||||||||||||||||
|
Three Months Ended |
|
Six Months Ended |
|
||||||||||||
|
November 30, |
|
November 30, |
|
||||||||||||
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
||||||||
Operating activities: |
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss) |
$ |
(2.1 |
) |
$ |
(12.5 |
) |
$ |
60.0 |
|
$ |
18.8 |
|
||||
Adjustment to reconcile net earnings (loss) to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization |
|
16.4 |
|
|
17.8 |
|
|
33.3 |
|
|
35.5 |
|
||||
Impairment of long-lived assets |
|
- |
|
|
- |
|
|
1.4 |
|
|
0.3 |
|
||||
Benefit from deferred income taxes |
|
(0.1 |
) |
|
(0.1 |
) |
|
(0.2 |
) |
|
(0.2 |
) |
||||
Bad debt expense (income) |
|
0.3 |
|
|
1.0 |
|
|
(0.4 |
) |
|
1.3 |
|
||||
Equity in net income of unconsolidated affiliate, net of distributions |
|
(3.8 |
) |
|
(1.9 |
) |
|
(12.8 |
) |
|
(3.7 |
) |
||||
Net gain on sale of assets |
|
(0.4 |
) |
|
(3.8 |
) |
|
(0.4 |
) |
|
(3.8 |
) |
||||
Stock-based compensation |
|
3.3 |
|
|
2.5 |
|
|
6.1 |
|
|
4.8 |
|
||||
Changes in assets and liabilities, net of impact of acquisitions: |
|
|
|
|
|
|
|
|
||||||||
Receivables |
|
89.4 |
|
|
98.9 |
|
|
56.5 |
|
|
114.0 |
|
||||
Inventories |
|
91.5 |
|
|
86.9 |
|
|
48.3 |
|
|
145.1 |
|
||||
Accounts payable |
|
(53.5 |
) |
|
(84.4 |
) |
|
(49.9 |
) |
|
(176.1 |
) |
||||
Accrued compensation and employee benefits |
|
0.8 |
|
|
1.3 |
|
|
(2.7 |
) |
|
(5.5 |
) |
||||
Other operating items, net |
|
(1.9 |
) |
|
(2.4 |
) |
|
(20.0 |
) |
|
(13.0 |
) |
||||
Net cash provided by operating activities |
|
139.9 |
|
|
103.3 |
|
|
119.2 |
|
|
117.5 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Investing activities: |
|
|
|
|
|
|
|
|
||||||||
Investment in property, plant and equipment |
|
(18.9 |
) |
|
(14.5 |
) |
|
(36.2 |
) |
|
(25.6 |
) |
||||
Proceeds from sale of assets, net of selling costs |
|
0.8 |
|
|
23.2 |
|
|
0.8 |
|
|
23.2 |
|
||||
Acquisitions, net of cash acquired |
|
(21.0 |
) |
|
- |
|
|
(21.0 |
) |
|
- |
|
||||
Net cash provided by (used in) investing activities |
|
(39.1 |
) |
|
8.7 |
|
|
(56.4 |
) |
|
(2.4 |
) |
||||
|
|
|
|
|
|
|
|
|
||||||||
Financing activities: |
|
|
|
|
|
|
|
|
||||||||
Transfers to Worthington Enterprises, Inc., net |
|
(88.8 |
) |
|
(75.3 |
) |
|
(51.4 |
) |
|
(39.2 |
) |
||||
Proceeds from (repayment of) short-term borrowings |
|
175.0 |
|
|
(10.6 |
) |
|
172.2 |
|
|
(43.1 |
) |
||||
Principal payments on long-term debt |
|
- |
|
|
(10.0 |
) |
|
- |
|
|
(10.0 |
) |
||||
Payments to noncontrolling interests |
|
- |
|
|
(11.8 |
) |
|
(1.9 |
) |
|
(11.8 |
) |
||||
Net cash provided by (used in) financing activities |
|
86.2 |
|
|
(107.7 |
) |
|
118.9 |
|
|
(104.1 |
) |
||||
|
|
|
|
|
|
|
|
|
||||||||
Increase (decrease) in cash and cash equivalents |
|
187.0 |
|
|
4.3 |
|
|
181.7 |
|
|
11.0 |
|
||||
Cash and cash equivalents at beginning of period |
|
27.4 |
|
|
26.8 |
|
|
32.7 |
|
|
20.1 |
|
||||
Cash and cash equivalents at end of period |
$ |
214.4 |
|
$ |
31.1 |
|
$ |
214.4 |
|
$ |
31.1 |
|
WORTHINGTON STEEL, INC.
NON-GAAP FINANCIAL MEASURES / SUPPLEMENTAL DATA
(In millions, except volume and per share amounts)
The Company reports its financial results in accordance with accounting principles generally accepted in
These non-GAAP financial measures typically exclude impairment and restructuring charges (gains), but may also exclude other items that management believes are not reflective of, and thus should not be included when evaluating the performance of the Company’s ongoing operations. Management uses these non-GAAP financial measures to evaluate the Company’s performance, engage in financial and operational planning, and determine incentive compensation and believes these non-GAAP financial measures provide useful information to investors because they provide additional perspective of the performance of the Company’s ongoing operations. Additionally, management believes these non-GAAP financial measures provide useful information to investors because they allow for meaningful comparisons and analysis of trends in the Company’s businesses and enables investors to evaluate operations and future prospects in the same manner as management.
For the purposes of the subsequent tables, the below non-GAAP measures have been adjusted for the reasons identified below:
- Impairment of long-lived assets - impairments are excluded because they do not occur in the ordinary course of the Registrant’s ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results.
- Restructuring activities - these activities consist of established programs that are not part of the Company's ongoing operations, such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions).
- Separation Costs - direct and incremental costs incurred in connection with the Separation from Worthington Enterprises, Inc., including audit, legal, and other fees paid to third-party advisors as well as direct and incremental costs associated with the separation of shared corporate functions which are not part of the Registrant’s ongoing operations.
The following provides a reconciliation to adjusted operating income (loss), adjusted earnings (loss) before income taxes, adjusted income tax expense (benefit), adjusted net earnings (loss) attributable to controlling interest and adjusted net earnings (loss) per diluted share attributable to controlling interest from the most comparable GAAP measures for the three months ended November 30, 2023 and November 30, 2022.
|
Three Months Ended November 30, 2023 |
|
||||||||||||||||||
|
Operating
|
|
|
Earnings
|
|
|
Income Tax
|
|
|
Net Earnings
|
|
|
Net Earnings
|
|
||||||
GAAP |
$ |
(8.8 |
) |
|
$ |
(4.6 |
) |
|
$ |
(2.5 |
) |
|
$ |
(6.0 |
) |
|
$ |
(0.12 |
) |
|
Separation costs |
|
14.9 |
|
|
|
14.9 |
|
|
|
(3.5 |
) |
|
|
11.4 |
|
|
|
0.23 |
|
|
Non-GAAP |
$ |
6.1 |
|
|
$ |
10.3 |
|
|
$ |
(6.0 |
) |
|
$ |
5.4 |
|
|
$ |
0.11 |
|
|
|
Three Months Ended November 30, 2022 |
|
||||||||||||||||||
|
Operating
|
|
|
Earnings
|
|
|
Income Tax
|
|
|
Net Earnings
|
|
|
Net Earnings
|
|
||||||
GAAP |
$ |
(19.9 |
) |
|
$ |
(18.0 |
) |
|
$ |
(5.5 |
) |
|
$ |
(15.8 |
) |
|
$ |
(0.31 |
) |
|
Restructuring and other income, net |
|
(4.3 |
) |
|
|
(4.3 |
) |
|
|
0.6 |
|
|
|
(1.8 |
) |
|
|
(0.04 |
) |
|
Separation costs |
|
8.0 |
|
|
|
8.0 |
|
|
|
(2.1 |
) |
|
|
5.9 |
|
|
|
0.12 |
|
|
Non-GAAP |
$ |
(16.2 |
) |
|
$ |
(14.3 |
) |
|
$ |
(7.0 |
) |
|
$ |
(11.7 |
) |
|
$ |
(0.23 |
) |
The following provides a reconciliation to adjusted operating income, adjusted earnings before income taxes, adjusted income tax expense, adjusted net earnings attributable to controlling interest and adjusted net earnings per diluted share attributable to controlling interest from the most comparable GAAP measures for the six months ended November 30, 2023 and November 30, 2022.
|
|
Six Months Ended November 30, 2023 |
|
|||||||||||||||||
|
|
Operating
|
|
|
Earnings
|
|
|
Income Tax
|
|
|
Net Earnings
|
|
|
Net Earnings
|
|
|||||
GAAP |
|
$ |
60.9 |
|
|
$ |
74.5 |
|
|
$ |
14.5 |
|
|
$ |
52.5 |
|
|
$ |
1.05 |
|
Impairment of long-lived assets |
|
|
1.4 |
|
|
|
1.4 |
|
|
|
(0.2 |
) |
|
|
0.7 |
|
|
|
0.01 |
|
Separation costs |
|
|
18.5 |
|
|
|
18.5 |
|
|
|
(4.3 |
) |
|
|
14.2 |
|
|
|
0.28 |
|
Non-GAAP |
|
$ |
80.8 |
|
|
$ |
94.4 |
|
|
$ |
10.0 |
|
|
$ |
67.4 |
|
|
$ |
1.34 |
|
|
|
Six Months Ended November 30, 2022 |
|
|||||||||||||||||
|
|
Operating
|
|
|
Earnings
|
|
|
Income Tax
|
|
|
Net Earnings
|
|
|
Net Earnings
|
|
|||||
GAAP |
|
$ |
21.0 |
|
|
$ |
23.6 |
|
|
$ |
4.8 |
|
|
$ |
14.4 |
|
|
$ |
0.29 |
|
Impairment of long-lived assets |
|
|
0.3 |
|
|
|
0.3 |
|
|
|
(0.1 |
) |
|
|
0.1 |
|
|
|
- |
|
Restructuring and other income, net |
|
|
(4.2 |
) |
|
|
(4.2 |
) |
|
|
0.6 |
|
|
|
(1.7 |
) |
|
|
(0.03 |
) |
Separation costs |
|
|
8.0 |
|
|
|
8.0 |
|
|
|
(2.1 |
) |
|
|
5.9 |
|
|
|
0.12 |
|
Non-GAAP |
|
$ |
25.1 |
|
|
$ |
27.7 |
|
|
$ |
3.2 |
|
|
$ |
18.7 |
|
|
$ |
0.38 |
|
To further assist in the analysis of results for the periods presented, the following volume and net sales information for three and six months ended November 30, 2023 and November 30, 2022 has been provided below along with a reconciliation of adjusted EBIT and adjusted EBITDA to the most comparable GAAP measure, which is net earnings (loss) attributable to controlling interests. Adjusted EBIT margin is calculated by dividing adjusted EBIT by net sales. Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by net sales.
|
Three Months Ended |
|
||||||
|
November 30, |
|
||||||
|
2023 |
|
|
2022 |
|
|||
Volume (tons) |
|
968,595 |
|
|
|
952,888 |
|
|
Net Sales |
$ |
808.0 |
|
|
$ |
868.4 |
|
|
|
|
|
|
|
|
|||
Net earnings (loss) attributable to controlling interest |
$ |
(6.0 |
) |
|
$ |
(15.8 |
) |
|
Interest expense, net |
|
0.2 |
|
|
|
0.9 |
|
|
Income tax expense (benefit) |
|
(2.5 |
) |
|
|
(5.5 |
) |
|
Restructuring and other income, net(1) |
|
- |
|
|
|
(2.5 |
) |
|
Separation costs |
|
14.9 |
|
|
|
8.0 |
|
|
Adjusted EBIT |
|
6.6 |
|
|
|
(14.9 |
) |
|
Depreciation and amortization |
|
16.4 |
|
|
|
17.8 |
|
|
Adjusted EBITDA |
$ |
23.0 |
|
|
$ |
2.9 |
|
|
|
|
|
|
|
|
|||
Adjusted EBIT margin |
|
0.8 |
% |
|
|
-1.7 |
% |
|
Adjusted EBITDA margin |
|
2.8 |
% |
|
|
0.3 |
% |
|
|
Six Months Ended |
|
||||||
|
November 30, |
|
||||||
|
2023 |
|
|
2022 |
|
|||
Volume (tons) |
|
1,992,140 |
|
|
|
1,956,796 |
|
|
Net Sales |
$ |
1,713.8 |
|
|
$ |
1,943.0 |
|
|
|
|
|
|
|
|
|||
Net earnings (loss) attributable to controlling interest |
$ |
52.5 |
|
|
$ |
14.4 |
|
|
Interest expense, net |
|
0.7 |
|
|
|
2.2 |
|
|
Income tax expense (benefit) |
|
14.5 |
|
|
|
4.8 |
|
|
Impairment of long-lived assets(2) |
|
0.9 |
|
|
|
0.1 |
|
|
Restructuring and other income, net(1) |
|
- |
|
|
|
(2.4 |
) |
|
Separation costs |
|
18.5 |
|
|
|
8.0 |
|
|
Adjusted EBIT |
|
87.1 |
|
|
|
27.1 |
|
|
Depreciation and amortization |
|
33.3 |
|
|
|
35.5 |
|
|
Adjusted EBITDA |
$ |
120.4 |
|
|
$ |
62.6 |
|
|
|
|
|
|
|
|
|||
Adjusted EBIT margin |
|
5.1 |
% |
|
|
1.4 |
% |
|
Adjusted EBITDA margin |
|
7.0 |
% |
|
|
3.2 |
% |
(1) |
Excludes the noncontrolling interest portion of restructuring and other income, net of |
(2) |
Excludes the noncontrolling interest portion of impairment of long-lived assets of |
The table below provides a reconciliation from net earnings (loss) attributable to controlling interest (the most comparable GAAP financial measure) to the non-GAAP financial measures, EBITDA and adjusted EBITDA, for the three months ended November 30, 2023 and November 30, 2022, and the twelve months ended November 30, 2023.
|
Second |
|
First |
|
Fourth |
|
Third |
|
Second |
|
|||||||
|
Quarter |
|
Quarter |
|
Quarter |
|
Quarter |
|
Quarter |
|
|||||||
|
2024 |
|
2024 |
|
2023 |
|
2023 |
|
2023 |
|
|||||||
Net earnings (loss) attributable to controlling interest |
$ |
(6.0 |
) |
$ |
58.5 |
|
$ |
67.3 |
|
$ |
5.4 |
$ |
(15.8 |
) |
|||
Interest expense, net |
|
0.2 |
|
|
0.5 |
|
|
0.4 |
|
|
0.5 |
|
|
0.9 |
|
||
Income tax expense (benefit) |
|
(2.5 |
) |
|
17.0 |
|
|
23.4 |
|
|
0.8 |
|
|
(5.5 |
) |
||
Depreciation and amortization |
|
16.4 |
|
|
16.9 |
|
|
17.1 |
|
|
17.0 |
|
|
17.8 |
|
||
EBITDA |
|
8.1 |
|
|
92.9 |
|
|
108.2 |
|
|
23.7 |
|
|
(2.6 |
) |
||
Impairment of long-lived assets |
|
- |
|
|
0.9 |
|
|
1.8 |
|
|
- |
|
|
- |
|
||
Restructuring and other income, net |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(2.5 |
) |
||
Separation costs |
|
14.9 |
|
|
3.6 |
|
|
5.5 |
|
|
4.0 |
|
|
8.0 |
|
||
Adjusted EBITDA |
$ |
23.0 |
|
$ |
97.4 |
|
$ |
115.5 |
|
$ |
27.7 |
|
$ |
2.9 |
|
||
|
|
|
|
|
|
|
|
|
|
|
|||||||
Trailing twelve months adjusted EBITDA |
$ |
263.6 |
|
|
|
|
|
|
|
|
|
The following provides a reconciliation of net cash provided by operating activities (the most comparable GAAP financial measure) to free cash flow for the three months and the twelve months ended November 30, 2023. Free cash flow is a non-GAAP financial measure that management believes measures the Company's ability to generate cash beyond what is required for its business operations and capital expenditures.
|
Second |
|
First |
|
Fourth |
|
Third |
|
||||||||
|
Quarter |
|
Quarter |
|
Quarter |
|
Quarter |
|
||||||||
|
2024 |
|
2024 |
|
2023 |
|
2023 |
|
||||||||
Net cash provided by (used by) operating activities |
$ |
139.9 |
|
$ |
(20.7 |
) |
$ |
79.2 |
|
$ |
118.3 |
|
||||
Investment in property, plant and equipment |
|
(18.9 |
) |
|
(17.3 |
) |
|
(9.0 |
) |
|
(10.9 |
) |
||||
Free cash flow |
$ |
121.0 |
|
$ |
(38.0 |
) |
$ |
70.2 |
|
$ |
107.4 |
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Trailing twelve months free cash flow |
$ |
260.6 |
|
|
|
|
|
|
|
To further assist in the analysis of results for the periods presented, the following information for the three and six months ended November 30, 2023 and November 30, 2022 has been provided below along with a reconciliation of net earnings (loss) attributable to controlling interest to pro forma adjusted EBIT. Pro forma adjusted EBIT is a non-GAAP financial measure that management believes includes incremental and on-going impacts to the Company's operating results as a stand-alone public company resulting from the separation from Worthington Enterprises, Inc. The pro forma financial information assumes the separation occurred on June 1, 2022, the first day of our fiscal 2023.
This pro forma financial information has been prepared based upon the best available information and management estimates and is subject to assumptions and adjustments described in the accompanying footnotes. It is not intended to be a complete presentation of the Company’s financial position or results of operations had the separation occurred as of and for the periods indicated. In addition, the pro forma financial information is being provided for informational purposes only, and is not necessarily indicative of the Company’s future results of operations or financial condition had the separation and related transactions been completed on the dates assumed. Management believes these assumptions and estimates are reasonable, given the information available on the filing date.
|
Three Months Ended |
|
||||||
|
November 30, |
|
||||||
|
2023 |
|
|
2022 |
|
|||
Net earnings (loss) attributable to controlling interest |
$ |
(6.0 |
) |
|
$ |
(15.8 |
) |
|
Interest expense, net |
|
0.2 |
|
|
|
0.9 |
|
|
Income tax expense (benefit) |
|
(2.5 |
) |
|
|
(5.5 |
) |
|
Restructuring and other income, net(3) |
|
- |
|
|
|
(2.5 |
) |
|
Separation costs |
|
14.9 |
|
|
|
8.0 |
|
|
Adjusted EBIT |
|
6.6 |
|
|
|
(14.9 |
) |
|
Pro Forma Adjustments: |
|
|
|
|
|
|||
Incremental steel supply agreement margin(1) |
|
1.0 |
|
|
|
1.0 |
|
|
Incremental stand-alone corporate costs(2) |
|
(4.1 |
) |
|
|
(3.4 |
) |
|
Total Pro Forma Adjustments |
|
(3.1 |
) |
|
|
(2.4 |
) |
|
Pro Forma Adjusted EBIT |
$ |
3.5 |
|
|
$ |
(17.3 |
) |
|
|
Six Months Ended |
|
||||||
|
November 30, |
|
||||||
|
2023 |
|
|
2022 |
|
|||
Net earnings (loss) attributable to controlling interest |
$ |
52.5 |
|
|
$ |
14.4 |
|
|
Interest expense, net |
|
0.7 |
|
|
|
2.2 |
|
|
Income tax expense (benefit) |
|
14.5 |
|
|
|
4.8 |
|
|
Impairment of long-lived assets(4) |
|
0.9 |
|
|
|
0.1 |
|
|
Restructuring and other income, net(3) |
|
- |
|
|
|
(2.4 |
) |
|
Separation costs |
|
18.5 |
|
|
|
8.0 |
|
|
Adjusted EBIT |
|
87.1 |
|
|
|
27.1 |
|
|
Pro Forma Adjustments: |
|
|
|
|
|
|||
Incremental steel supply agreement margin(1) |
|
1.9 |
|
|
|
1.9 |
|
|
Incremental stand-alone corporate costs(2) |
|
(8.5 |
) |
|
|
(6.7 |
) |
|
Total Pro Forma Adjustments |
|
(6.6 |
) |
|
|
(4.8 |
) |
|
Pro Forma Adjusted EBIT |
$ |
80.5 |
|
|
$ |
22.3 |
|
(1) |
Reflects the incremental margin on sales to Worthington Enterprise, Inc. under the steel supply agreement between the Company and Worthington Enterprise, Inc. |
(2) |
Includes an increase in SG&A expense for the three and six months ended November 30, 2023 and November 30, 2022 respectively, to capture the effects of recurring and ongoing costs required to operate our stand-alone corporate functions as well as public company costs, offset by lower corporate profit sharing and bonus expense post-separation than what was allocated to the Company in the combined financial statements due to the employee matters agreement. |
(3) |
Excludes the noncontrolling interest portion of restructuring and other income, net of |
(4) |
Excludes the noncontrolling interest portion of impairment of long-lived assets of |
View source version on businesswire.com: https://www.businesswire.com/news/home/20231221328354/en/
Melissa Dykstra
Vice President, Corporate Communications and Investor Relations
Phone: 614-840-4144
Melissa.Dykstra@worthingtonsteel.com
Source: Worthington Steel, Inc.
FAQ
What are the net sales reported by Worthington Steel, Inc. for the fiscal 2024 second quarter?
What is the net loss attributable to controlling interest for the fiscal 2024 second quarter?
What acquisition did Worthington Steel, Inc. make in November 2023?