CHARLOTTE, N.C., Feb. 19,
2024 /PRNewswire/ -- JELD-WEN Holding, Inc. (NYSE:
JELD) ("JELD-WEN" or the "Company") today announced results for the
quarter and year ended December 31,
2023 and established its full-year 2024 guidance.
Comparability is to the same period in the prior year and all
periods presented reflect the Company's Australasia segment as a
discontinued operation, as appropriate and unless otherwise
noted.
Fourth Quarter Highlights
- Net revenues from continuing operations of $1,021.1 million decreased (13.4%) in the fourth
quarter driven by a (15%) decline in Core Revenue. The Core Revenue
decline was mostly due to (16%) lower volume/mix.
- Net loss from continuing operations was $(22.6) million or $(0.27) per share, compared to net income from
continuing operations of $25.9
million or $0.31 per share
during the same quarter a year ago. Operating income margin was
0.7% and 2.0% for the quarters ended December 31, 2023 and December 31, 2022, respectively.
- Adjusted EPS from continuing operations was $0.37, compared to Adjusted EPS of $0.34 in the same quarter a year ago. Adjusted
EPS for the fourth quarter of 2023 excludes net after-tax charges
of $54.3 million, or $0.63 per share, of which $29.6 million, or $0.35 per share, relates to discrete tax charges.
Adjusted EPS for the fourth quarter of 2022 excludes net after-tax
charges of $3.0 million or
$0.03 per share.
- Adjusted EBITDA from continuing operations increased
$8.5 million to $86.5 million, compared to $78.0 million during the same quarter a year ago.
Adjusted EBITDA Margin from continuing operations increased by 190
basis points year-over-year to 8.5%.
Full Year 2023 Highlights
- Net revenues from continuing operations of $4,304.3 million decreased (5.3%) driven by a
(5%) decline in Core Revenue. The Core Revenue decline was due to
(10%) lower volume/mix, partially offset by a 5% increase in price
realization.
- Net income from continuing operations was $25.2 million or $0.29 per share, compared to $12.2 million or $0.14 per share in the prior year. Operating
income margin was 3.3% and 1.3% for the years ended December 31, 2023 and December 31, 2022, respectively.
- Adjusted EPS from continuing operations was $1.59, compared to Adjusted EPS of $1.33 a year ago. Adjusted EPS excludes net
after-tax charges of $111.4 million
or $1.30 per share, compared to net
after-tax charges of $103.6 million
or $1.19 per share in the prior
year.
- Adjusted EBITDA from continuing operations increased
$31.6 million to $380.4 million, compared to $348.8 million a year ago. Adjusted EBITDA Margin
from continuing operations increased by 110 basis points
year-over-year to 8.8%.
- On July 2, 2023, the Company
completed the sale of its Australasia segment for approximately
$446 million in net proceeds and
recognized an after-tax gain on sale of $15.7 million. On August
3, 2023, the Company repaid $450
million of senior notes funded by the divestiture
proceeds.
2024 Full-Year Guidance
- Net revenues of $4.0 to
$4.3 billion
- Adjusted EBITDA of $370 to
$420 million
"In the fourth quarter of 2023, our team continued to execute
actions to strengthen the foundation of our business," said Chief
Executive Officer William J.
Christensen. "We increased profitability and generated
strong cash flows, despite challenging macroeconomic conditions. We
continue our disciplined approach to delivering improved financial
results and are investing in the future to unlock significant value
for JELD-WEN shareholders. In 2024, we anticipate that uncertainty
in the markets will remain. However, we expect to mitigate the
impact from potential weaker demand with benefits from our ongoing
activities to reduce operating costs."
Fourth Quarter 2023 Results
Net revenues from continuing operations for the three months
ended December 31, 2023 decreased
$(157.9) million, or (13.4%), to
$1,021.1 million, compared to
$1,179.0 million for the same period
last year. The decrease in net revenues was driven by a (15%) Core
Revenue decline mostly due to (16%) lower volume/mix.
Net loss from continuing operations was $(22.6) million in the fourth quarter, compared
to $25.9 million of net income from
continuing operations in the same period last year, a decrease of
$(48.5) million. The decrease was
mostly driven by discrete tax charges of $29.6 million that primarily relate to a
valuation allowance. Adjusted Net Income from continuing operations
for the fourth quarter increased $2.8
million, to $31.7 million,
compared to $28.9 million in the same
period last year.
Net loss per share from continuing operations for the fourth
quarter was $(0.27), compared to EPS
of $0.31 in the same quarter last
year. Adjusted EPS from continuing operations for the fourth
quarter was $0.37 compared to
Adjusted EPS of $0.34 in the same
quarter last year.
Adjusted EBITDA from continuing operations increased
$8.5 million, to $86.5 million, compared to $78.0 million during the same quarter last year.
Adjusted EBITDA Margin from continuing operations increased 190
basis points to 8.5%, as productivity improvements and positive
price/cost were partially offset by lower volume/mix.
On a segment basis for the fourth quarter of 2023, compared to
the same period last year:
- North America - Net
revenue decreased $(115.1) million,
or (13.3%), to $747.6 million, driven
by a (13%) decline in Core Revenue due to (14%) lower volume/mix.
Net income decreased $(22.7) million
to $49.0 million. Operating income
margin was 7.8% for the quarter ended December 31, 2023 and 7.3% for the quarter ended
December 31, 2022. Adjusted EBITDA
increased $7.2 million to
$94.2 million, while Adjusted EBITDA
Margin increased by 250 basis points to 12.6%.
- Europe - Net revenue
decreased $(42.8) million, or
(13.5%), to $273.4 million, due to an
(18%) decline in Core Revenue. Core Revenue declined due to lower
volume/mix (20%) partially offset by higher price realization of
2%. Net income decreased $(32.4)
million to a net loss of $(32.0)
million. Operating income margin was 1.4% for the quarter
ended December 31, 2023 and 0.6% for
the quarter ended December 31, 2022.
Adjusted EBITDA decreased $(6.0)
million to $15.5 million,
while Adjusted EBITDA Margin decreased by (110) basis points to
5.7%.
Full Year 2023 Results
Net revenues from continuing operations for the full year ended
December 31, 2023 decreased
$(239.5) million, or (5.3%), to
$4,304.3 million, compared to
$4,543.8 million in the prior year.
The decrease in net revenues was driven by a (5%) Core Revenue
decline due to (10%) lower volume/mix partially offset by increased
price realization of 5%.
Net income from continuing operations was $25.2 million in full year 2023, compared to
$12.2 million of net income from
continuing operations in full year 2022, an increase of
$13.0 million. The increase was
driven by higher operating income, including a non-recurring
goodwill impairment in the prior year, partially offset by higher
income tax expense and lower other income. Adjusted Net Income from
continuing operations for 2023 increased $20.8 million, to $136.7
million, compared to $115.9
million in the prior year.
Earnings per share from continuing operations for full year 2023
was $0.29, compared to $0.14 in the prior year. Adjusted EPS from
continuing operations in 2023 was $1.59, compared to Adjusted EPS of $1.33 in 2022.
Adjusted EBITDA from continuing operations increased
$31.6 million, to $380.4 million, compared to last year. Adjusted
EBITDA Margin from continuing operations increased 110 basis points
to 8.8%, as positive price/cost and productivity improvements were
partially offset by lower volume/mix.
On a segment basis for full year 2023, compared to the prior
year:
- North America - Net
revenue decreased $(136.3) million,
or (4.2%), to $3,123.1 million,
driven by a (4%) decline in Core Revenue which was due to lower
volume/mix (8%) partially offset by increased price realization of
4%. Net income decreased $(84.6)
million to $176.0 million.
Operating income margin was 8.2% for the year ended December 31, 2023 and 7.8% for the prior year.
Adjusted EBITDA increased $29.3
million to $382.2 million,
while Adjusted EBITDA Margin increased by 140 basis points to
12.2%.
- Europe - Net revenue
decreased $(103.2) million, or
(8.0%), to $1,181.3 million, due to a
(9%) decline in Core Revenue. Core Revenue declined due to lower
volume/mix (15%) partially offset by higher price realization of
7%. Net loss improved by $47.5
million to $(3.3) million.
Operating income margin was 3.5% for the year ended December 31, 2023 and (3.4%) for the prior year.
Adjusted EBITDA increased $7.1
million to $81.5 million,
while Adjusted EBITDA Margin increased by 110 basis points to
6.9%.
Cash Flow(1)
Net cash flow provided by operations was $345.2 million for full year 2023, a $314.9 million improvement compared to net cash
flow provided by operations of $30.3 million in 2022. The primary driver to
the increased operating cash flow was a $342.5 million improvement in cash flow from
working capital. Net working capital was a source of $108.0 million of cash flow in full year 2023
compared to a use of cash of $(234.5)
million in the prior year.
Capital expenditures in 2023 increased by $18.7 million to $110.9
million, up from $92.2 million
in 2022.
Free Cash Flow provided in 2023 was $234.3 million, compared to Free Cash Flow used
in 2022 of $(61.9) million. This
$296.2 million improvement was due to
higher net cash flow from operations.
(1) Cash flow includes the Australasia
segment through the divestiture date of July
2, 2023.
Full Year 2024 Guidance
JELD-WEN is initiating its 2024 revenue guidance of $4.0 to $4.3
billion which reflects Core Revenues that are flat to down
7% compared to 2023. This outlook reflects the continuing uncertain
macro environment across the company's portfolio of products and
geographies in North America and
Europe.
Further, the Company expects that 2024 Adjusted EBITDA will be
within the range of $370 to
$420 million as ongoing productivity
improvements mitigate the impact of potential volume declines.
As part of the Company's plan to improve its financial results
in 2024 and future years, JELD-WEN expects to use a portion of 2024
operating cash flows to invest in itself with capital expenditures
increasing to approximately 4% of sales as well as non-recurring
cash expenses of approximately $100
million.
Conference Call Information
JELD-WEN management will host a conference call on February 20, 2024 at 8
a.m. ET, to discuss the Company's financial results.
Interested investors and other parties can access the call either
via webcast by visiting the Investor Relations section of the
Company's website at https://investors.jeld-wen.com, or by dialing
888-330-2446 from the United
States or +1-240-789-2732 internationally and using ID
1285715. A slide presentation highlighting the Company's results is
available on the Investor Relations section of the Company's
website.
For those unable to listen to the live event, a webcast replay
will be available approximately two hours following completion of
the call. To learn more about JELD-WEN, please visit the Company's
website at https://investors.jeld-wen.com.
Note: See "Non-GAAP Financial Information" section for
definitions and reconciliation of non-GAAP financial
measures.
About JELD-WEN Holding, Inc.
JELD-WEN Holding, Inc. (NYSE: JELD) is a leading global
designer, manufacturer and distributor of high-performance interior
and exterior doors, windows, and related building products serving
the new construction and repair and remodeling sectors. Based in
Charlotte, North Carolina, the
company operates facilities in 15 countries primarily in
North America and Europe and employs approximately 18,000
associates dedicated to bringing beauty and security to the spaces
that touch our lives. The JELD-WEN family of brands includes
JELD-WEN® worldwide, LaCantina™ and VPI™ in North America, and Swedoor® and DANA® in
Europe. For more information,
visit corporate.JELD-WEN.com.
Investor Relations Contact:
James Armstrong
Vice President, Investor Relations
704-378-5731
jarmstrong@jeldwen.com
Media Contact:
Colleen
Penhall
Vice President, Corporate Communications
980-322-2681
cpenhall@jeldwen.com
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements are generally identified by
the use of forward-looking terminology, including the terms
"anticipate," "believe," "continue," "could," "estimate," "expect,"
"intend," "likely," "may," "plan," "possible," "potential,"
"predict," "project," "should," "target," "will," "would" and, in
each case, their negative or other various or comparable
terminology. All statements other than statements of historical
facts are forward-looking statements, including statements
regarding our business strategies and ability to execute on our
plans, market potential, future financial performance, customer
demand, the potential of our categories, brands and innovations,
the impact of our footprint rationalization, cost reduction and
modernization initiatives, the impact of acquisitions and
divestitures on our business and our ability to maximize value and
integrate operations, our pipeline of productivity projects, the
estimated impact of tax reform on our results, litigation outcomes,
and our expectations, beliefs, plans, objectives, prospects,
assumptions, or other future events, all of which involve risks and
uncertainties that could cause actual results to differ materially.
For a discussion of these risks and uncertainties, please refer to
our Annual Report on Form 10-K for the year ended December 31, 2022, Quarterly Reports on Form 10-Q
filed in 2023 and our other filings with the U.S. Securities and
Exchange Commission.
The forward-looking statements included in this release are made
as of the date hereof, and we undertake no obligation to update any
forward-looking statements, except as required by law.
Non-GAAP Financial Information
This press release presents certain "non-GAAP" financial
measures, including Adjusted EBITDA from continuing operations,
Adjusted EBITDA Margin from continuing operations, Adjusted Net
Income from continuing operations, Adjusted EPS from continuing
operations, Free Cash Flow, and Net Debt Leverage. The components
of these non-GAAP measures are computed by using amounts that are
determined in accordance with accounting principles generally
accepted in the United States of
America ("GAAP"). A reconciliation of non-GAAP financial
measures used in this press release to their nearest comparable
GAAP financial measures is included in the tables at the end of
this press release.
The Company provides certain guidance solely on a non-GAAP basis
because the Company cannot predict certain elements that are
included in certain reported GAAP results. While management is not
able to provide a reconciliation of items for forward-looking
non-GAAP measures without unreasonable effort, management bases the
estimated ranges of non-GAAP measures for future periods on its
reasonable estimates of certain items such as assumed effective tax
rate, assumed interest expense, and other assumptions about capital
requirements for future periods. Although the Company believes the
assumptions reflected in the range of its 2024 guidance are
reasonable, actual results could vary substantially given the
uncertainty regarding the future performance of the global economy,
ongoing geopolitical conflicts, disruptions in supply chains, and
changes in raw material prices and other costs as well as other
risks and uncertainties, including those described below. In
addition, the guidance ranges provided for 2024 do not include the
impact of potential acquisitions or divestitures. The variability
of these items may have a significant impact on our future GAAP
results.
Other companies may compute these measures differently. The
non-U.S. GAAP information has limitations as an analytical tool and
should not be considered in isolation from or as a substitute for
U.S. GAAP information. It does not purport to represent any
similarly titled U.S. GAAP information and is not an indicator of
our performance under U.S. GAAP.
We present several financial metrics in "Core" terms, which
exclude the impact of foreign exchange, acquisitions and
divestitures completed in the last twelve months. We define Core
Revenue as net revenue excluding the impact of foreign exchange,
and acquisitions and divestitures completed in the last twelve
months. The use of "Core" metrics assists management, investors,
and analysts in understanding the organic performance of the
operations.
We use Adjusted EBITDA from continuing operations, Adjusted
EBITDA Margin from continuing operations, Adjusted Net Income from
continuing operations, and Adjusted EPS because we believe they
assist investors and analysts in comparing our operating
performance across reporting periods on a consistent basis by
excluding items that we do not believe are indicative of our core
operating performance. Management believes Adjusted EBITDA from
continuing operations and Adjusted EBITDA Margin from continuing
operations are helpful in highlighting trends because they exclude
certain items outside the control of management, while other
measures can differ significantly depending on long-term strategic
decisions regarding capital structure, the tax jurisdictions in
which we operate, and capital investments. We use Adjusted EBITDA
from continuing operations and Adjusted EBITDA Margin from
continuing operations to measure our financial performance in
reporting our results to our Board of Directors. Further, our
executive incentive compensation is based in part on Adjusted
EBITDA from continuing operations. Adjusted EBITDA from continuing
operations should not be considered as an alternative to net income
as a measure of financial performance or to cash flows from
operations as a liquidity measure.
We define Adjusted EBITDA from continuing operations as income
(loss) from continuing operations, net of tax, adjusted for the
following items: income tax expense (benefit); depreciation and
amortization; interest expense, net; and certain special items
consisting of non-recurring net legal and professional expenses and
settlements; goodwill impairment; restructuring and asset related
charges; other facility closure, consolidation, and related costs
and adjustments; M&A related costs; net (gain) loss on sale of
property and equipment; loss on extinguishment of debt; share-based
compensation expense; pension settlement charges; non-cash foreign
exchange transaction/translation (income) loss; and other special
items.
Adjusted Net Income from continuing operations represents net
income from continuing operations adjusted for the after-tax impact
of certain special items used to calculate Adjusted EBITDA from
continuing operations as described above. Where applicable, the
specifically identified items are tax effected at the applicable
jurisdictional tax rate and tax expense is adjusted to remove the
effect of discrete tax items.
Adjusted EPS from continuing operations represents net income
from continuing operations per diluted share adjusted to exclude
the estimated per share impact of the same specifically identified
items used to calculate Adjusted Net Income from continuing
operations as described above.
Adjusted EBITDA Margin from continuing operations represents
Adjusted EBITDA from continuing operations as a percentage of net
revenues.
We present Free Cash Flow because we believe this metric assists
investors and analysts in determining the quality of our earnings.
Free Cash Flow is defined as net cash (used in) provided by
operating activities less capital expenditures (including purchases
of intangible assets). Free Cash Flow should not be considered as
an alternative to net cash (used in) provided by operating
activities as a liquidity measure. We also present Net Debt
Leverage because it is a key financial metric that is used by
management to assess the balance sheet risk of the Company. We
define Net Debt Leverage as Net Debt (total principal debt
outstanding less unrestricted cash) divided by Adjusted EBITDA from
continuing operations for the last twelve month period.
Due to rounding, numbers presented throughout this release may
not sum precisely to the totals provided and percentages may not
precisely reflect the absolute figures.
|
JELD-WEN Holding,
Inc.
Consolidated
Statements of Operations (Unaudited)
(In millions, except
share and per share data)
|
|
|
|
Three Months
Ended
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
% Variance
|
|
Net
revenues
|
|
$
1,021.1
|
|
$
1,179.0
|
|
(13.4) %
|
|
Cost of
sales
|
|
829.4
|
|
977.8
|
|
(15.2) %
|
|
Gross margin
|
|
191.7
|
|
201.3
|
|
(4.8) %
|
|
Selling, general and
administrative
|
|
177.2
|
|
171.8
|
|
3.1 %
|
|
Restructuring and
asset related charges
|
|
7.0
|
|
5.8
|
|
19.6 %
|
|
Operating
income
|
|
7.5
|
|
23.6
|
|
(68.2) %
|
|
Interest expense,
net
|
|
13.2
|
|
22.7
|
|
(42.0) %
|
|
Other income,
net
|
|
(14.7)
|
|
(22.1)
|
|
(33.3) %
|
|
Income from continuing
operations before taxes
|
|
9.1
|
|
23.0
|
|
(60.6) %
|
|
Income tax expense
(benefit)
|
|
31.7
|
|
(2.9)
|
|
(1,186.0) %
|
|
Income (loss) from
continuing operations, net of tax
|
|
(22.6)
|
|
25.9
|
|
(187.4) %
|
|
Loss on sale of
discontinued operations, net of tax
|
|
(10.4)
|
|
—
|
|
NM
|
|
Loss from discontinued
operations, net of tax
|
|
(1.7)
|
|
7.7
|
|
(122.5) %
|
|
Net income
(loss)
|
|
$
(34.8)
|
|
$
33.6
|
|
(203.4) %
|
|
Diluted Net income
(loss) per share from continuing operations
|
|
$
(0.27)
|
|
$
0.31
|
|
|
|
Diluted Net income
(loss) per share from discontinued operations
|
|
(0.14)
|
|
0.09
|
|
|
|
Diluted Net income
(loss) per share
|
|
$
(0.41)
|
|
$
0.40
|
|
|
|
Diluted
Shares
|
|
85,232,894
|
|
84,764,179
|
|
|
|
Other financial
data:
|
|
|
|
|
|
|
|
Operating income
margin
|
|
0.7 %
|
|
2.0 %
|
|
|
|
Adjusted EBITDA from
continuing operations (1)
|
|
$
86.5
|
|
$
78.0
|
|
10.9 %
|
|
Adjusted EBITDA Margin
from continuing operations (1)
|
|
8.5 %
|
|
6.6 %
|
|
|
|
|
|
(1)
|
Adjusted EBITDA from
continuing operations and Adjusted EBITDA Margin from continuing
operations are financial measures that are not calculated in
accordance with GAAP. For a discussion of our presentation of
Adjusted EBITDA from continuing operations and Adjusted EBITDA
Margin from continuing operations, see above under the heading
"Non-GAAP Financial Information."
|
|
JELD-WEN Holding,
Inc.
Consolidated
Statements of Operations (Unaudited)
(In millions, except
share and per share data)
|
|
|
|
Year
Ended
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
% Variance
|
|
Net
revenues
|
|
$
4,304.3
|
|
$
4,543.8
|
|
(5.3) %
|
|
Cost of
sales
|
|
3,471.7
|
|
3,757.9
|
|
(7.6) %
|
|
Gross margin
|
|
832.6
|
|
785.9
|
|
5.9 %
|
|
Selling, general and
administrative
|
|
655.3
|
|
654.1
|
|
0.2 %
|
|
Goodwill
impairment
|
|
—
|
|
54.9
|
|
NM
|
|
Restructuring and
asset related charges
|
|
35.7
|
|
17.6
|
|
102.8 %
|
|
Operating
income
|
|
141.6
|
|
59.3
|
|
138.6 %
|
|
Interest expense,
net
|
|
72.3
|
|
82.5
|
|
(12.4) %
|
|
Loss on extinguishment
of debt
|
|
6.5
|
|
—
|
|
NM
|
|
Other income,
net
|
|
(25.7)
|
|
(53.4)
|
|
(51.9) %
|
|
Income from continuing
operations before taxes
|
|
88.6
|
|
30.3
|
|
192.7 %
|
|
Income tax
expense
|
|
63.3
|
|
18.0
|
|
251.1 %
|
|
Income from continuing
operations, net of tax
|
|
25.2
|
|
12.2
|
|
106.5 %
|
|
Gain on sale of
discontinued operations, net of tax
|
|
15.7
|
|
—
|
|
NM
|
|
Income from
discontinued operations, net of tax
|
|
21.5
|
|
33.5
|
|
(35.8) %
|
|
Net income
|
|
$
62.4
|
|
$
45.7
|
|
36.6 %
|
|
Diluted Net income per
share from continuing operations
|
|
$
0.29
|
|
$
0.14
|
|
|
|
Diluted Net income per
share from discontinued operations
|
|
0.43
|
|
0.38
|
|
|
|
Diluted Net income per
share
|
|
$
0.73
|
|
$
0.53
|
|
|
|
Diluted
Shares
|
|
85,874,035
|
|
87,075,176
|
|
|
|
Other financial
data:
|
|
|
|
|
|
|
|
Operating income
margin
|
|
3.3 %
|
|
1.3 %
|
|
|
|
Adjusted EBITDA from
continuing operations(1)
|
|
$
380.4
|
|
$
348.8
|
|
9.1 %
|
|
Adjusted EBITDA Margin
from continuing operations (1)
|
|
8.8 %
|
|
7.7 %
|
|
|
|
|
|
(1)
|
Adjusted EBITDA from
continuing operations and Adjusted EBITDA Margin from continuing
operations are financial measures that are not calculated in
accordance with GAAP. For a discussion of our presentation of
Adjusted EBITDA from continuing operations and Adjusted EBITDA
Margin from continuing operations, see above under the heading
"Non-GAAP Financial Information."
|
|
JELD-WEN Holding,
Inc.
Consolidated Balance
Sheets (Unaudited)
(In millions, except
share and per share data)
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
ASSETS
|
|
|
|
|
Current
assets
|
|
|
|
|
Cash and cash
equivalents
|
$
288.3
|
|
$
164.5
|
|
Restricted
cash
|
0.8
|
|
1.5
|
|
Accounts receivable,
net
|
516.7
|
|
531.2
|
|
Inventories
|
481.5
|
|
594.5
|
|
Other current
assets
|
71.5
|
|
73.5
|
|
Assets held for
sale
|
135.6
|
|
125.7
|
|
Current assets of
discontinued operations
|
—
|
|
204.7
|
|
Total current
assets
|
1,494.3
|
|
1,695.6
|
|
Property and
equipment, net
|
644.2
|
|
642.0
|
|
Deferred tax
assets
|
150.5
|
|
182.2
|
|
Goodwill
|
390.2
|
|
382.0
|
|
Intangible assets,
net
|
123.9
|
|
148.1
|
|
Operating lease
assets, net
|
146.9
|
|
129.0
|
|
Other
assets
|
30.1
|
|
25.8
|
|
Non-current assets of
discontinued operations
|
—
|
|
296.8
|
|
Total
assets
|
$
2,980.1
|
|
$
3,501.4
|
|
LIABILITIES AND
EQUITY
|
|
|
|
|
Current
liabilities
|
|
|
|
|
Accounts
payable
|
$
269.3
|
|
$
287.0
|
|
Accrued payroll and
benefits
|
132.6
|
|
107.0
|
|
Accrued expenses and
other current liabilities
|
233.8
|
|
247.9
|
|
Current maturities of
long-term debt
|
36.2
|
|
34.1
|
|
Liabilities held for
sale
|
7.1
|
|
6.0
|
|
Current liabilities of
discontinued operations
|
—
|
|
104.6
|
|
Total current
liabilities
|
678.9
|
|
786.6
|
|
Long-term
debt
|
1,190.1
|
|
1,712.8
|
|
Unfunded pension
liability
|
26.5
|
|
31.1
|
|
Operating lease
liability
|
122.0
|
|
105.1
|
|
Deferred credits and
other liabilities
|
104.8
|
|
95.9
|
|
Deferred tax
liabilities
|
7.2
|
|
7.9
|
|
Non-current
liabilities of discontinued operations
|
—
|
|
38.4
|
|
Total
liabilities
|
2,129.5
|
|
2,777.8
|
|
Shareholders'
equity
|
|
|
|
|
Preferred Stock, par
value $0.01 per share, 90,000,000 shares authorized; no
shares
issued and outstanding
|
—
|
|
—
|
|
Common Stock:
900,000,000 shares authorized, par value $0.01 per
share,
85,309,220 and 84,347,712 shares issued and outstanding as of
December 31,
2023 and
December 31, 2022, respectively.
|
0.9
|
|
0.8
|
|
Additional paid-in
capital
|
752.2
|
|
734.9
|
|
Retained
earnings
|
192.9
|
|
130.5
|
|
Accumulated other
comprehensive loss
|
(95.3)
|
|
(142.6)
|
|
Total shareholders'
equity
|
850.6
|
|
723.5
|
|
Total liabilities and
shareholders' equity
|
$
2,980.1
|
|
$
3,501.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
JELD-WEN Holding,
Inc.
Consolidated
Statements of Cash Flows (Unaudited)
(In
millions)
|
|
|
|
Year
Ended
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
OPERATING
ACTIVITIES
|
|
|
|
|
|
Net income
|
|
$
62.4
|
|
$
45.7
|
|
Adjustments to
reconcile net income to cash provided by (used in) operating
activities:
|
|
|
|
|
|
Depreciation and
amortization
|
|
140.2
|
|
131.8
|
|
Deferred income
taxes
|
|
31.7
|
|
(4.4)
|
|
Net (gain) loss on
disposition of assets
|
|
(10.5)
|
|
(8.0)
|
|
Goodwill
impairment
|
|
—
|
|
54.9
|
|
Adjustment to carrying
value of assets
|
|
7.9
|
|
2.4
|
|
Amortization of
deferred financing costs
|
|
2.6
|
|
3.2
|
|
Loss on extinguishment
of debt
|
|
6.5
|
|
—
|
|
Gain on sale of
discontinued operations
|
|
(24.0)
|
|
—
|
|
Stock-based
compensation
|
|
18.4
|
|
16.2
|
|
Amortization of U.S.
pension expense
|
|
0.5
|
|
1.8
|
|
Recovery of cost from
interest received on impaired notes
|
|
(3.5)
|
|
(14.0)
|
|
Other items,
net
|
|
(7.4)
|
|
24.6
|
|
Net change in
operating assets and liabilities:
|
|
|
|
|
|
Accounts
receivable
|
|
10.9
|
|
(79.7)
|
|
Inventories
|
|
119.6
|
|
(73.6)
|
|
Other
assets
|
|
11.6
|
|
(4.9)
|
|
Accounts payable and
accrued expenses
|
|
(21.5)
|
|
(58.6)
|
|
Change in short-term
and long-term tax liabilities
|
|
(0.1)
|
|
(7.0)
|
|
Net cash provided by
operating activities
|
|
345.2
|
|
30.3
|
|
INVESTING
ACTIVITIES
|
|
|
|
|
|
Purchases of property
and equipment
|
|
(98.3)
|
|
(83.2)
|
|
Proceeds from sale of
property and equipment
|
|
16.8
|
|
11.9
|
|
Purchase of intangible
assets
|
|
(12.6)
|
|
(9.0)
|
|
Proceeds (payments)
related to the sale of our Australasia segment
|
|
365.6
|
|
—
|
|
Recovery of cost from
interest received on impaired notes
|
|
3.5
|
|
14.0
|
|
Cash received for
notes receivable
|
|
0.3
|
|
0.1
|
|
Cash received from
insurance proceeds
|
|
5.1
|
|
—
|
|
Change in securities
for deferred compensation plan
|
|
(1.1)
|
|
(0.7)
|
|
Net cash provided by
(used in) investing activities
|
|
279.2
|
|
(67.0)
|
|
FINANCING
ACTIVITIES
|
|
|
|
|
|
Change in long-term
debt and payments of debt extinguishment costs
|
|
(561.3)
|
|
12.7
|
|
Common stock issued
for exercise of options
|
|
0.6
|
|
2.0
|
|
Common stock
repurchased
|
|
—
|
|
(132.0)
|
|
Payments to tax
authorities for employee share-based compensation
|
|
(1.6)
|
|
(2.8)
|
|
Payments related to
the sale of JW Australia
|
|
(0.7)
|
|
—
|
|
Net cash used in
financing activities
|
|
(563.2)
|
|
(120.0)
|
|
Effect of foreign
currency exchange rates on cash
|
|
7.1
|
|
(19.3)
|
|
Net increase (decrease)
in cash and cash equivalents
|
|
68.3
|
|
(176.0)
|
|
Cash, cash equivalents
and restricted cash, beginning
|
|
220.9
|
|
396.9
|
|
Cash, cash equivalents
and restricted cash, ending
|
|
$
289.1
|
|
$
220.9
|
|
Balances included in
the Consolidated Balance Sheets:
|
|
|
|
|
|
Cash, cash
equivalents, and restricted cash
|
|
$
289.1
|
|
$
165.9
|
|
Cash and cash
equivalents included in current assets of discontinued
operations
|
|
—
|
|
54.9
|
|
Cash and cash
equivalents at end of period
|
|
$
289.1
|
|
$
220.9
|
|
Cash flow information
is inclusive of cash flows from the Australasia segment through the
divestiture date of July 2, 2023.
|
|
|
|
JELD-WEN Holding,
Inc.
Reconciliation of
Non-GAAP Financial Measures (Unaudited)
(In
millions)
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2023
|
|
December 31,
2022
|
|
December 31,
2023
|
|
December 31,
2022
|
|
(Loss) income from
continuing operations, net of tax
|
$
(22.6)
|
|
$
25.9
|
|
$
25.2
|
|
$
12.2
|
|
Income tax expense
(benefit)(1)
|
31.7
|
|
(2.9)
|
|
63.3
|
|
18.0
|
|
Depreciation and
amortization(2)
|
37.5
|
|
29.9
|
|
135.0
|
|
113.1
|
|
Interest expense,
net
|
13.2
|
|
22.7
|
|
72.3
|
|
82.5
|
|
Special
items:
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements(3)
|
14.6
|
|
(5.3)
|
|
28.2
|
|
(0.3)
|
|
Goodwill
impairment(4)
|
—
|
|
—
|
|
—
|
|
54.9
|
|
Restructuring and
asset related charges(5)
|
7.0
|
|
5.8
|
|
35.7
|
|
17.6
|
|
Other facility
closure, consolidation, and related costs and
adjustments(6)
|
(0.5)
|
|
4.6
|
|
2.2
|
|
18.9
|
|
M&A related
costs(7)
|
1.4
|
|
1.0
|
|
6.6
|
|
9.8
|
|
Net gain on sale of
property and equipment(8)
|
(6.6)
|
|
(8.3)
|
|
(10.5)
|
|
(8.0)
|
|
Loss on extinguishment
of debt(9)
|
—
|
|
—
|
|
6.5
|
|
—
|
|
Share-based
compensation expense(10)
|
5.2
|
|
4.8
|
|
17.5
|
|
14.6
|
|
Pension settlement
charge(11)
|
4.3
|
|
—
|
|
4.3
|
|
—
|
|
Non-cash foreign
exchange transaction/translation
loss(12)
|
1.5
|
|
2.7
|
|
0.6
|
|
12.4
|
|
Other special items
(13)
|
(0.2)
|
|
(2.9)
|
|
(6.5)
|
|
3.1
|
|
Adjusted EBITDA from
continuing operations
|
$
86.5
|
|
$
78.0
|
|
$
380.4
|
|
$
348.8
|
|
|
|
(1)
|
Income tax expense in
the three and twelve months ended December 31, 2023 includes an
increase in valuation allowance against foreign net operating
loss carryforwards of $30.0 million.
|
|
(2)
|
Depreciation and
amortization expense for the three and twelve months ended December
31, 2023 includes accelerated amortization of $10.6 million and
$14.1 million, respectively, in Corporate and unallocated costs for
an ERP system that we intend to not utilize upon completion of the
Australasia segment Transition Services Agreement period. In
addition, the twelve months ended December 31, 2023 includes
accelerated depreciation of $9.1 million in North America from
reviews of equipment capacity optimization.
|
|
(3)
|
Net legal and
professional expenses and settlements include: (i) in the three
months ended December 31, 2023, $14.1 million in strategic
transformation expenses; (ii) in the three months ended December
31, 2022, ($10.5) million of income resulting from a legal
settlement, partially offset by $2.4 million in strategic
transformation expenses; (iii) in the twelve months ended December
31, 2023, $26.1 million in strategic transformation expenses;
(iv) in the twelve months ended December 31, 2022,
($10.5) million of income resulting from a legal settlement,
partially offset by $3.9 million in legal expenses relating
primarily to litigation, and $3.8 million in strategic
transformation expenses.
|
|
(4)
|
Goodwill impairment
consists of goodwill impairment charges associated with our Europe
reporting unit.
|
|
(5)
|
Represents severance,
accelerated depreciation, equipment relocation and other expenses
directly incurred as a result of restructuring events. The
restructuring charges primarily relate to charges incurred to
change the operating structure, eliminate certain roles, and close
certain manufacturing facilities in our North America and Europe
segments.
|
|
(6)
|
Other facility closure,
consolidation, and related costs and adjustments that do not meet
the U.S. GAAP definition of restructuring, primarily related to the
closure of certain facilities.
|
|
(7)
|
M&A related costs
consists primarily of legal and professional expenses related to
the planned disposition of Towanda.
|
|
(8)
|
Represents net (gain)
loss on sales of property and equipment, primarily in the United
Kingdom, Australia, and Klamath Falls, Oregon in the year ended
December 31, 2023, and Phoenix, Arizona in the year ended December
31, 2022.
|
|
(9)
|
Loss on extinguishment
of debt of $6.5 million is related to the redemption of $250.0
million of our 6.25% Senior Secured Notes and $200.0 million of our
4.63% Senior Notes.
|
|
(10)
|
Represents non-cash
equity-based compensation expense related to the issuance of
share-based awards.
|
|
(11)
|
Represents a settlement
loss associated with our U.S. defined benefit pension plan
resulting from a one-time lump sum payment offered to pension plan
participants.
|
|
(12)
|
Non-cash foreign
exchange transaction/translation loss primarily associated with
fair value adjustments of foreign currency derivatives and
revaluation of intercompany balances.
|
|
(13)
|
Other special items not
core to ongoing business activity include: (i) in the three months
ended December 31, 2022, ($2.0) million relating to a credit
received for overpayment of utility expenses in North America; (ii)
in the twelve months ended December 31, 2023, ($3.1) million
in income from short-term investments as well as forward contracts
related to the JW Australia divestiture in Corporate and
unallocated costs, ($2.8) million in adjustments to
compensation and non-income taxes associated with exercises of
legacy equity awards in Europe; and (iii) in the twelve months
ended December 31, 2022, $3.3 million relating primarily to
exit costs for executives in Corporate and unallocated costs, and
($2.0) million relating to a credit received for overpayment
of utility expenses in North America.
|
|
To conform with current
period presentation, certain amounts in prior period information
have been reclassified.
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
(amounts in
millions, except share and per share data)
|
|
December 31,
2023
|
|
December 31,
2022
|
|
December 31,
2023
|
|
December 31,
2022
|
|
(Loss) income from
continuing operations, net of tax
|
|
$
(22.6)
|
|
$
25.9
|
|
$
25.2
|
|
$
12.2
|
|
Special
items:(1)
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
14.6
|
|
(5.3)
|
|
28.2
|
|
(0.3)
|
|
Goodwill
impairment
|
|
—
|
|
—
|
|
—
|
|
54.9
|
|
Restructuring and
asset related charges
|
|
7.0
|
|
5.8
|
|
35.7
|
|
17.6
|
|
Other facility
closure, consolidation, and other related costs and
adjustments
|
|
(0.5)
|
|
4.6
|
|
2.2
|
|
18.9
|
|
M&A related
costs
|
|
1.4
|
|
1.0
|
|
6.6
|
|
9.8
|
|
Net gain on sale of
property and equipment
|
|
(6.6)
|
|
(8.3)
|
|
(10.5)
|
|
(8.0)
|
|
Loss on extinguishment
of debt
|
|
—
|
|
—
|
|
6.5
|
|
—
|
|
Share-based
compensation expense
|
|
5.2
|
|
4.8
|
|
17.5
|
|
14.6
|
|
Pension settlement
charge
|
|
4.3
|
|
—
|
|
4.3
|
|
—
|
|
Non-cash foreign
exchange transactions/translation loss
|
|
1.5
|
|
2.7
|
|
0.6
|
|
12.4
|
|
Accelerated
amortization of an ERP system(2)
|
|
10.6
|
|
—
|
|
14.1
|
|
—
|
|
Other special
items
|
|
(0.2)
|
|
(2.9)
|
|
(6.5)
|
|
3.1
|
|
Tax impact of special
items(3)
|
|
(12.7)
|
|
0.5
|
|
(26.5)
|
|
(14.8)
|
|
Tax special
items(4)
|
|
29.6
|
|
—
|
|
39.1
|
|
(4.5)
|
|
Adjusted Net
Income from continuing operations
|
|
$
31.7
|
|
$
28.9
|
|
$
136.7
|
|
$
115.9
|
|
|
|
|
|
|
|
|
|
|
Diluted (loss)
income per share from continuing operations
|
|
$
(0.27)
|
|
$
0.31
|
|
$
0.29
|
|
$
0.14
|
|
Special
items:(1)
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
0.17
|
|
(0.06)
|
|
0.33
|
|
—
|
|
Goodwill
impairment
|
|
—
|
|
—
|
|
—
|
|
0.63
|
|
Restructuring and
asset related charges
|
|
0.08
|
|
0.07
|
|
0.42
|
|
0.20
|
|
Other facility
closure, consolidation, and other related costs and
adjustments
|
|
(0.01)
|
|
0.05
|
|
0.03
|
|
0.22
|
|
M&A related
costs
|
|
0.02
|
|
0.01
|
|
0.08
|
|
0.11
|
|
Net gain on sale of
property of equipment
|
|
(0.08)
|
|
(0.10)
|
|
(0.12)
|
|
(0.09)
|
|
Loss on extinguishment
of debt
|
|
—
|
|
—
|
|
0.08
|
|
—
|
|
Share-based
compensation expense
|
|
0.06
|
|
0.06
|
|
0.20
|
|
0.17
|
|
Pension settlement
charge
|
|
0.05
|
|
—
|
|
0.05
|
|
—
|
|
Non-cash foreign
exchange transactions/translation loss
|
|
0.02
|
|
0.03
|
|
0.01
|
|
0.14
|
|
Accelerated
amortization of an ERP system(2)
|
|
0.12
|
|
—
|
|
0.16
|
|
—
|
|
Other special
items
|
|
—
|
|
(0.03)
|
|
(0.08)
|
|
0.04
|
|
Tax impact of special
items (3)
|
|
(0.15)
|
|
0.01
|
|
(0.31)
|
|
(0.17)
|
|
Tax special
items(4)
|
|
0.35
|
|
—
|
|
0.46
|
|
(0.05)
|
|
Adjusted Net
Income per share from continuing operations
|
|
$
0.37
|
|
$
0.34
|
|
$
1.59
|
|
$
1.33
|
|
|
|
|
|
|
|
|
|
|
Weighted average
diluted shares used in adjusted EPS calculation
represent
the fully
dilutive shares for the three and twelve months ended December
31,
2023 and
December 31, 2022, respectively.(5)
|
|
86,543,142
|
|
84,764,179
|
|
85,874,035
|
|
87,075,176
|
|
|
|
Adjusted net income
from continuing operations per share may not sum due to
rounding.
|
|
(1)
|
Refer to the
calculation of Adjusted EBITDA from continuing operations for the
definitions of the Special items listed above.
|
|
(2)
|
Accelerated
amortization of an ERP system that we intend to not utilize upon
completion of the Australasia Transition Services Agreement
period.
|
|
(3)
|
Except as otherwise
noted, adjustments to net income and net income per share are
tax-effected at the jurisdictional statutory tax rate.
|
|
(4)
|
Tax special items in
the three and twelve months ended December 31, 2023 primarily
relate to an increase in valuation allowance against foreign net
operating loss carryforwards of $23.8 million.
|
|
(5)
|
Dilutive shares for
December 31, 2023 includes basic weighted average shares
outstanding of 85,232,894 and the dilutive impact of restricted
stock units, performance share units, and options to purchase
common stock of 1,310,248.
|
|
To conform with current
period presentation, certain amounts in prior period information
have been reclassified.
|
|
|
Three Months Ended
December 31, 2023
|
|
(amounts in
millions)
|
|
North
America
|
|
Europe
|
|
Total
Operating
Segments
|
|
Corporate
and
Unallocated
Costs
|
|
Total
Consolidated
|
|
Income (loss) from
continuing operations, net of tax
|
|
$
49.0
|
|
$
(32.0)
|
|
$
17.0
|
|
$
(39.7)
|
|
$
(22.6)
|
|
Income tax expense
(benefit)(1)
|
|
16.1
|
|
33.6
|
|
49.8
|
|
(18.1)
|
|
31.7
|
|
Depreciation and
amortization
|
|
17.3
|
|
7.8
|
|
25.0
|
|
12.4
|
|
37.5
|
|
Interest expense,
net
|
|
0.5
|
|
2.5
|
|
3.1
|
|
10.1
|
|
13.2
|
|
Special
items:(2)
|
|
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
0.1
|
|
—
|
|
0.1
|
|
14.4
|
|
14.6
|
|
Restructuring and
asset related charges
|
|
3.8
|
|
3.1
|
|
7.0
|
|
—
|
|
7.0
|
|
Other facility
closure, consolidation, and related costs and
adjustments
|
|
—
|
|
(0.5)
|
|
(0.5)
|
|
—
|
|
(0.5)
|
|
M&A related
costs
|
|
0.1
|
|
—
|
|
0.1
|
|
1.3
|
|
1.4
|
|
Net loss (gain) on
sale of property and equipment
|
|
0.1
|
|
—
|
|
0.1
|
|
(6.6)
|
|
(6.6)
|
|
Share-based
compensation expense
|
|
1.8
|
|
0.5
|
|
2.2
|
|
3.0
|
|
5.2
|
|
Pension settlement
charge
|
|
4.3
|
|
—
|
|
4.3
|
|
—
|
|
4.3
|
|
Non-cash foreign
exchange transaction/translation (income) loss
|
|
(0.1)
|
|
0.4
|
|
0.3
|
|
1.1
|
|
1.5
|
|
Other special
items
|
|
1.1
|
|
—
|
|
1.1
|
|
(1.3)
|
|
(0.2)
|
|
Adjusted EBITDA from
continuing operations
|
|
$
94.2
|
|
$
15.5
|
|
$
109.7
|
|
$
(23.2)
|
|
$
86.5
|
|
|
|
(1)
|
Income tax expense in
our Europe segment includes an increase in valuation allowance
against net operating loss carryforwards of $30.0
million.
|
|
(2)
|
Refer to the
calculation of Adjusted EBITDA from continuing operations for the
definitions of the Special items listed above.
|
|
|
Three Months Ended
December 31, 2022
|
|
(amounts in
millions)
|
|
North
America
|
|
Europe
|
|
Total
Operating
Segments
|
|
Corporate
and
Unallocated
Costs
|
|
Total
Consolidated
|
|
Income (loss) from
continuing operations, net of tax
|
|
$
71.7
|
|
$
0.4
|
|
$
72.1
|
|
$
(46.2)
|
|
$
25.9
|
|
Income tax expense
(benefit)(1)
|
|
2.3
|
|
4.6
|
|
7.0
|
|
(9.9)
|
|
(2.9)
|
|
Depreciation and
amortization
|
|
18.3
|
|
8.4
|
|
26.7
|
|
3.1
|
|
29.9
|
|
Interest expense,
net
|
|
0.9
|
|
0.7
|
|
1.6
|
|
21.1
|
|
22.7
|
|
Special
items:(2)
|
|
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
—
|
|
1.1
|
|
1.1
|
|
(6.4)
|
|
(5.3)
|
|
Restructuring and
asset related charges
|
|
1.8
|
|
2.1
|
|
3.9
|
|
2.0
|
|
5.8
|
|
Other facility
closure, consolidation, and related costs and
adjustments
|
|
0.2
|
|
4.4
|
|
4.6
|
|
—
|
|
4.6
|
|
M&A related
costs
|
|
0.3
|
|
—
|
|
0.3
|
|
0.7
|
|
1.0
|
|
Net (gain) loss on
sale of property and equipment
|
|
(8.6)
|
|
0.3
|
|
(8.3)
|
|
—
|
|
(8.3)
|
|
Share-based
compensation expense
|
|
1.8
|
|
0.8
|
|
2.6
|
|
2.2
|
|
4.8
|
|
Non-cash foreign
exchange transaction/translation (income) loss
|
|
(0.2)
|
|
(1.2)
|
|
(1.4)
|
|
4.1
|
|
2.7
|
|
Other special
items
|
|
(1.5)
|
|
(0.2)
|
|
(1.6)
|
|
(1.3)
|
|
(2.9)
|
|
Adjusted EBITDA from
continuing operations
|
|
$
87.0
|
|
$
21.5
|
|
$
108.5
|
|
$
(30.5)
|
|
$
78.0
|
|
|
|
(1)
|
Income tax expense in
Corporate and unallocated costs includes the tax impact of US
Operations.
|
|
(2)
|
Refer to the
calculation of Adjusted EBITDA from continuing operations for the
definitions of the Special items listed above.
|
|
To conform with current
period presentation, certain amounts in prior period information
have been reclassified.
|
|
|
Year Ended December
31, 2023
|
|
(amounts in
millions)
|
|
North
America
|
|
Europe
|
|
Total
Operating
Segments
|
|
Corporate
and
Unallocated
Costs
|
|
Total
Consolidated
|
|
Income (loss) from
continuing operations, net of tax
|
|
$
176.0
|
|
$
(3.3)
|
|
$
172.6
|
|
$
(147.4)
|
|
$
25.2
|
|
Income tax expense
(benefit)(1)
|
|
79.2
|
|
44.1
|
|
123.3
|
|
(60.0)
|
|
63.3
|
|
Depreciation and
amortization
|
|
79.9
|
|
30.2
|
|
110.1
|
|
24.9
|
|
135.0
|
|
Interest expense,
net
|
|
4.7
|
|
3.2
|
|
7.9
|
|
64.3
|
|
72.3
|
|
Special
items:(2)
|
|
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
0.9
|
|
3.7
|
|
4.7
|
|
23.5
|
|
28.2
|
|
Restructuring and
asset-related charges
|
|
29.2
|
|
5.7
|
|
34.9
|
|
0.8
|
|
35.7
|
|
Other facility
closure, consolidation, and other related costs and
adjustments
|
|
—
|
|
2.2
|
|
2.2
|
|
—
|
|
2.2
|
|
M&A related
costs
|
|
0.8
|
|
—
|
|
0.8
|
|
5.8
|
|
6.6
|
|
Net loss (gain) on
sale of property and equipment
|
|
1.2
|
|
(5.1)
|
|
(3.9)
|
|
(6.6)
|
|
(10.5)
|
|
Loss on extinguishment
of debt
|
|
—
|
|
—
|
|
—
|
|
6.5
|
|
6.5
|
|
Share-based
compensation expense
|
|
5.1
|
|
1.9
|
|
7.0
|
|
10.5
|
|
17.5
|
|
Pension settlement
charge
|
|
4.3
|
|
—
|
|
4.3
|
|
—
|
|
4.3
|
|
Non-cash foreign
exchange transaction/translation (income) loss
|
|
(0.3)
|
|
1.6
|
|
1.4
|
|
(0.8)
|
|
0.6
|
|
Other special
items
|
|
1.0
|
|
(2.8)
|
|
(1.8)
|
|
(4.7)
|
|
(6.5)
|
|
Adjusted EBITDA from
continuing operations
|
|
$
382.2
|
|
$
81.5
|
|
$
463.6
|
|
$
(83.2)
|
|
$
380.4
|
|
|
|
(1)
|
Income tax expense in
our Europe segment includes an increase in valuation allowance
against net operating loss carryforwards of $30.0
million.
|
|
(2)
|
Refer to the
calculation of Adjusted EBITDA from continuing operations for the
definitions of the Special items listed above.
|
|
|
Year Ended December
31, 2022
|
|
(amounts in
millions)
|
|
North
America
|
|
Europe
|
|
Total
Operating
Segments
|
|
Corporate
and
Unallocated
Costs
|
|
Total
Consolidated
|
|
Income (loss) from
continuing operations, net of tax
|
|
$
260.6
|
|
$
(50.8)
|
|
$
209.8
|
|
$
(197.6)
|
|
$
12.2
|
|
Income tax
expense(1)
|
|
7.0
|
|
3.3
|
|
10.3
|
|
7.8
|
|
18.0
|
|
Depreciation and
amortization
|
|
69.4
|
|
31.1
|
|
100.6
|
|
12.6
|
|
113.1
|
|
Interest expense,
net
|
|
4.0
|
|
6.2
|
|
10.2
|
|
72.3
|
|
82.5
|
|
Special
items:(2)
|
|
|
|
|
|
|
|
|
|
|
|
Net legal and
professional expenses and settlements
|
|
—
|
|
1.7
|
|
1.7
|
|
(2.0)
|
|
(0.3)
|
|
Goodwill
impairment
|
|
—
|
|
54.9
|
|
54.9
|
|
—
|
|
54.9
|
|
Restructuring and
asset-related charges
|
|
7.3
|
|
6.0
|
|
13.4
|
|
4.2
|
|
17.6
|
|
Other facility
closure, consolidation, and other related costs and
adjustments
|
|
2.6
|
|
16.3
|
|
18.9
|
|
—
|
|
18.9
|
|
M&A related
costs
|
|
0.7
|
|
—
|
|
0.7
|
|
9.0
|
|
9.8
|
|
Net (gain) loss on
sale of property and equipment
|
|
(8.4)
|
|
0.4
|
|
(8.0)
|
|
—
|
|
(8.0)
|
|
Share-based
compensation expense
|
|
4.9
|
|
2.7
|
|
7.6
|
|
7.0
|
|
14.6
|
|
Non-cash foreign
exchange transaction/translation loss
|
|
0.1
|
|
0.9
|
|
1.0
|
|
11.4
|
|
12.4
|
|
Other special
items
|
|
4.6
|
|
1.6
|
|
6.2
|
|
(3.1)
|
|
3.1
|
|
Adjusted EBITDA from
continuing operations
|
|
$
352.9
|
|
$
74.3
|
|
$
427.2
|
|
$
(78.4)
|
|
$
348.8
|
|
|
|
(1)
|
Income tax expense in
Corporate and unallocated costs includes the tax impact of US
Operations.
|
|
(2)
|
Refer to the
calculation of Adjusted EBITDA from continuing operations for the
definitions of the Special items listed above.
|
|
|
Year
Ended
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
Net cash provided by
(used in) operating activities (1)
|
|
$
345.2
|
|
$
30.3
|
|
Less capital
expenditures (1)
|
|
110.9
|
|
92.2
|
|
Free Cash Flow
(1)(2)
|
|
$
234.3
|
|
$
(61.9)
|
|
|
|
(1)
|
Cash flow information
is inclusive of cash flows from the Australasia segment through the
divestiture date of July 2, 2023.
|
|
(2)
|
Free Cash Flow is a
financial measure that is not calculated in accordance with GAAP.
For a discussion of our presentation of Free Cash Flow, see above
under the heading "Non-GAAP Financial Information."
|
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
Total debt
|
|
$
1,226.3
|
|
$
1,746.9
|
|
Less cash and cash
equivalents
|
|
288.3
|
|
164.5
|
|
Net Debt
(1)
|
|
$
938.0
|
|
$
1,582.4
|
|
Divided by trailing
twelve months Adjusted EBITDA from continuing operations
(2)
|
|
380.4
|
|
348.8
|
|
Net Debt Leverage
(1)
|
|
2.5x
|
|
4.5x
|
|
|
|
(1)
|
Net Debt and Net Debt
Leverage are financial measures that are not calculated in
accordance with GAAP. For a discussion of our presentation of Net
Debt Leverage, see above under the heading "Non-GAAP Financial
Information. Net Debt and Net Debt Leverage as of December 31, 2022
are presented for our continuing operations and exclude our
divested Australasia segment.
|
|
(2)
|
Trailing twelve months
Adjusted EBITDA from continuing operations for both periods.
Adjusted EBITDA from continuing operations is a financial measure
that is not calculated in accordance with GAAP. For a discussion of
our presentation of Adjusted EBITDA from continuing operations, see
above under the heading "Non-GAAP Financial
Information."
|
|
Segment Results
(Unaudited)
(In
millions)
|
|
|
|
Three Months
Ended
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
|
|
Net revenues from
external customers
|
|
|
|
|
|
% Variance
|
|
North
America
|
|
$
747.6
|
|
$
862.8
|
|
(13.3) %
|
|
Europe
|
|
273.4
|
|
316.2
|
|
(13.5) %
|
|
Total
Consolidated
|
|
$
1,021.1
|
|
$
1,179.0
|
|
(13.4) %
|
|
Adjusted EBITDA from
continuing operations (1)
|
|
|
|
|
|
|
|
North
America
|
|
$
94.2
|
|
$
87.0
|
|
8.2 %
|
|
Europe
|
|
15.5
|
|
21.5
|
|
(27.9) %
|
|
Corporate and
unallocated costs
|
|
(23.2)
|
|
(30.5)
|
|
(23.9) %
|
|
Total
Consolidated
|
|
$
86.5
|
|
$
78.0
|
|
10.9 %
|
|
|
|
(1)
|
Adjusted EBITDA from
continuing operations is a financial measure that is not calculated
in accordance with GAAP. For a discussion of our presentation of
Adjusted EBITDA from continuing operations, see above under the
heading "Non-GAAP Financial Information."
|
|
|
Year
Ended
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
|
|
Net revenues from
external customers
|
|
|
|
|
|
% Variance
|
|
North
America
|
|
$
3,123.1
|
|
$
3,259.4
|
|
(4.2) %
|
|
Europe
|
|
1,181.3
|
|
1,284.5
|
|
(8.0) %
|
|
Total
Consolidated
|
|
$
4,304.3
|
|
$
4,543.8
|
|
(5.3) %
|
|
Adjusted EBITDA from
continuing operations (1)
|
|
|
|
|
|
|
|
North
America
|
|
$
382.2
|
|
$
352.9
|
|
8.3 %
|
|
Europe
|
|
81.5
|
|
74.3
|
|
9.6 %
|
|
Corporate and
unallocated costs
|
|
(83.2)
|
|
(78.4)
|
|
6.2 %
|
|
Total
Consolidated
|
|
$
380.4
|
|
$
348.8
|
|
9.1 %
|
|
|
|
(1)
|
Adjusted EBITDA from
continuing operations is a financial measure that is not calculated
in accordance with GAAP. For a discussion of our presentation of
Adjusted EBITDA from continuing operations, see above under the
heading "Non-GAAP Financial Information."
|
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SOURCE JELD-WEN Holding, Inc.
