UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):February 19, 2016

 

GENTHERM INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (248) 504-0500

Former name or former address, if changed since last report: N/A

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

---

On February 19, 2016, Gentherm Incorporated (the “Company”) publicly announced its financial results for the fourth quarter of 2015 and for the year ended December 31, 2015.  A copy of the Company’s news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.  The information in this Item 2.02 and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly stated by specific reference in such filing.

 

 

 

 

 

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Exhibit Index

 

 

Exhibit 99.1

  

NEWS RELEASE for February 19, 2016 at 6:00 AM ET

 

 

GENTHERM REPORTS 2015 FULL YEAR AND FOURTH QUARTER RESULTS

 

 

NORTHVILLE, MI (February 19, 2016) . . . Gentherm (NASDAQ-GS:THRM), the global market leader and developer of innovative thermal management technologies, today announced its financial results for the year and fourth quarter ended December 31, 2015.

 

Gentherm revenues for the 2015 full year and fourth quarter increased year over year to $856.4 million and $212.3 million, respectively, from $811.3 million and $205.2 million for the 2014 full year and fourth quarter.  Net income for the 2015 full year and fourth quarter increased to $95.4 million and $28.4 million, respectively, from net income for the respective prior year periods of $70.1 million and $19.8 million.

 

President and CEO Daniel R. Coker summarized 2015 by noting that the Company continues to perform very well in all aspects of its business, while continuing to generate solid growth in net income.  Excluding the impacts of the strong U.S. Dollar, year-over-year growth in revenue in 2015 would have been 12 percent, Coker added.

 

“We had an excellent year in 2015, and we believe this solid performance will continue in 2016,” Coker said. “Revenues generated by our flagship Climate Control Seat^® (CCS^®) systems continued to grow, due in part to new vehicle launches like the newly designed Ford Mustang, which now offers CCS for the first time. Our Global Power Technologies (GPT) business, while still relatively small compared with our automotive business, also grew solidly in a difficult energy market by expanding internationally.

 

“Overall, we continue to see strong increases in unit volumes in all our products and markets, and we are maintaining our gross margins at, or above, the upper end of our target range,” Coker added. “We established a new product category in 2015 with the introduction of our battery thermal management (BTM) systems and strengthened our position in this high-growth market with two important contract wins.  At the same time we are also making important investments in our future through new product development, including engineering advances in the next generation of seat comfort products, cooling storage devices, and medical thermal management devices, to name just a few.”

 

2015 Full Year Financial Highlights

Higher volumes in 2015 were primarily driven by continued strong shipments of CCS, significant growth in heated steering wheel revenue and higher revenue from GPT.  Revenues in 2015 increased to $856.4 million, up 6 percent from $811.3 million in 2014.  CCS revenue in 2015 increased year over year by $33.7 million, or 9 percent, to $400.4 million.  The increase in CCS revenue resulted from new program launches and strong vehicle production volumes of vehicles equipped with CCS systems, particularly vehicles in the luxury segment.  The CCS revenue increase was partially offset by a decrease in seat heater revenue of $25.5 million, or 9 percent, to $273.4 million.  This decrease in seat heater revenue reflected the unfavorable impact of the strong U.S. Dollar.  Seat heater product sales in Europe are denominated in Euros, whereas CCS sales in Europe are primarily denominated in U.S. Dollars.  Consequently, the unfavorable impact of the lower Euro translation rate primarily impacted seat heater revenues.  Adjusted for the decline in the value of the Euro, seat heater sales actually increased, reflecting market penetration on certain vehicle programs and stronger vehicle

 

---

 

production volumes, including those in Europe.  The Company had significant growth in its heated steering wheel product revenue in 2015 with a year-over-year increase of $6.0 million, or 17 percent, to $42.2 million.

 

Gentherm reported a $21.6 million increase in GPT revenue to $45.9 million in 2015, compared with 2014.  The increase was partially due to the fact that the Company acquired GPT on April 1, 2014, and GPT revenue for first quarter 2015 totaled $7.5 million.  The remaining revenue increase for GPT of $14.2 million during the last three quarters is attributable to a greater number of projects in international markets offset partially by lower revenue in GPT’s home market of North America which was impacted by weakness in the energy markets.  

 

The average U.S. Dollar/Euro exchange rate in 2015 was 1.11 compared with 1.33 in 2014.  Consequently, the Company’s Euro dominated revenues, which increased by 10 percent in Euros, decreased in U.S. Dollar reported terms.  The strong U.S. Dollar against certain other currencies had similar impacts on the Company’s reported revenues.  Had the 2015 average exchange rate been the same as the 2014 average exchange rate for these currencies, product revenues would have been $48.3 million higher than the revenues actually reported for 2015.  Adjusting for these unfavorable currency translation impacts, 2015 product revenues would have been $904.8 million or 12 percent higher than product revenues in 2014, reflecting higher unit volumes in substantially all of the Company’s markets and products.

Net income for 2015 was up 36 percent year over year to $95.4 million, or $2.65 per basic share and $2.62 per diluted share, which included a previously disclosed $9.9 million gain, or $0.20 per diluted share, recorded in the 2015 fourth quarter from the settlement of claims related to a currency related swap (CRS) entered into by Gentherm Germany in 2008.  Net income for 2014 was $70.1 million, or $1.98 per basic share and $1.95 per diluted share, which included $1.1 million in fees and expenses associated with the acquisition of GPT.

Gross margin as a percentage of revenue in 2015 was 32.3 percent compared with 29.8 percent in 2014. The increase reflected a favorable change in product mix, greater coverage of fixed costs at the higher volume levels, and the benefits from weaker foreign currencies on production expenses in foreign currencies.  The favorable product mix primarily resulted from the greater sales growth in CCS products and the higher product revenues for GPT, both of which historically have had better margin performance.  

 

Gentherm continues to increase cash reserves from operations.  Total cash as of December 31, 2015, increased 69 percent to $144.5 million when compared with total cash of $85.7 million at December 31, 2014.  This combined with borrowing availability under the Company’s credit agreements provides available liquidity totaling $230.6 million.

 

Adjusted EBITDA for 2015 was $152.2 million compared with Adjusted EBITDA of $133.9 million for 2014, an increase of $18.3 million, or 14 percent.  

 

Fourth Quarter Financial Highlights

For the 2015 fourth quarter, revenues increased 3.5 percent to $212.3 million compared with $205.2 million in the comparable prior year quarter.  Higher revenue volumes were primarily driven by higher sales for GPT, and continued strong shipments of CCS.  

 

Foreign currency translation of the Company’s Euro-denominated product revenue for this year’s fourth quarter had a significant impact on the Company’s product revenues since the average U.S. Dollar/Euro exchange rate in this year’s fourth quarter was 1.09 compared to 1.25 in the fourth quarter of 2014.  Consequently, the Company’s Euro dominated revenues, which have increased by 10 percent in Euros, have decreased in U.S. Dollar terms.  The strong U.S. Dollar against certain other currencies had similar impacts on the Company’s reported revenues.  Had the 2015 average exchange rates been the same as the 2014 average exchange rates for these currencies, Gentherm’s revenues would have been $9.4 million higher than revenues

 

---

 

actually reported for the fourth quarter of 2015.  Adjusting for these unfavorable currency translation impacts, the fourth quarter 2015 product revenues would have been $221.7 million or 8 percent higher than the fourth quarter 2014, reflecting higher unit volumes in substantially all of the Company’s markets and products.

 

CCS revenue in the 2015 fourth quarter, compared with the 2014 fourth quarter, increased by $4.1 million, or 4 percent, to $101.2 million.  This increase resulted from new program launches, strong sales of vehicles equipped with CCS systems, particularly vehicles in the luxury segment.  GPT revenue in this year’s fourth quarter was $4.8 million compared with revenue of $7.5 million in the fourth quarter of 2014 due to a lower number of large customer programs being shipped during the quarter.  The customer program portion of the GPT business generally varies from quarter to quarter due to the timing of customer shipment requirements.

  

Seat heater revenue in this year’s fourth quarter decreased year over year by approximately $2.1 million, or 3 percent, to $67.0 million, reflecting the unfavorable impact of the declining Euro.  Adjusted for the decline in the value of the Euro, seat heater sales actually increased due to market penetration on certain vehicle programs and stronger vehicle production volumes, including those in Europe. Gentherm also had significant sales growth of its heated steering wheel product, which increased by $1.8 million, or 19 percent year over year, to $11.2 million.  

Net income for the 2015 fourth quarter was up 43 percent year over year to $28.4 million or $0.78 per basic and diluted share, which included the previously mentioned $9.9 million, or $0.20 per diluted share, gain from the settlement of claims related to the CRS.  Net income for the fourth quarter of 2014 was $19.8 million, or $0.56 per basic share and $0.55 per diluted share.

Gross margin as a percentage of revenue for this year’s fourth quarter increased to 32.6 percent, up from 30.4 percent for the 2014 fourth quarter.  

 

Adjusted EBITDA for the 2015 fourth quarter was $36.2 million compared with Adjusted EBITDA of $35.7 million for the 2014 fourth quarter.  

 

Further non-cash purchase accounting impacts associated with recent acquisitions are detailed in the Acquisition Transaction Expenses, Purchase Accounting Impacts and Other Effects table accompanying the release.

As disclosed on January 5, 2016, subsidiaries of Gentherm completed reorganization transactions related to the eventual closure of the Company’s Windsor, Ontario, Canada facility to consolidate the operations of that facility into existing European and North American facilities.  The Windsor facility is expected to close permanently in June 2016.  Consequently, Gentherm expects to pay a withholding tax in Canada and record a one-time tax expense of approximately $6 million, or $0.16 per diluted share, in the first quarter of 2016.  

The Company will also be required to make a one-time income tax payment related to the closure of the Windsor facility of approximately $30 million, which will become due and payable in the first quarter of 2017.  However, Gentherm will record an offsetting deferred charge for approximately the same amount because the one-time income tax payment will result in tax deductions in future periods. Therefore, the income tax payment is not expected to have a material impact on the Company’s earnings in any fiscal quarter.  

 

Guidance

Gentherm believes revenues will continue to be strong in local currencies in 2016 as growth in unit shipments is expected to remain strong.  At current market currency exchange rates for the U.S. Dollar, the Company believes that 2016 revenue will increase by about 10 percent over 2015 revenue, which was $856.4 million.  It is difficult to forecast the future value of the U.S. Dollar against other currencies.  If the U.S. Dollar continues

 

---

 

to increase as compared with other currencies, it will continue to have an unfavorable impact on the Company’s reported revenues in future periods.  

 

Conference Call

 

As previously announced, Gentherm is conducting a conference call today to be broadcast live over the Internet at 8:30 AM Eastern Time to review these financial results.  The dial-in number for the call is 1-877-407-4018 or 1-201-689-8471.  The live webcast and archived replay of the call can be accessed in the Events page of the Investor section of Gentherm’s website at www.gentherm.com.

 

About Gentherm

Gentherm (NASDAQ-GS: THRM) is a global developer and marketer of innovative thermal management technologies for a broad range of heating and cooling and temperature control applications.  Automotive products include actively heated and cooled seat systems and cup holders, heated and ventilated seat systems, thermal storage bins, heated automotive interior systems (including heated seats, steering wheels, armrests and other components), battery thermal management systems, cable systems and other electronic devices.  Non-automotive products include remote power generation systems, heated and cooled furniture and other consumer and industrial temperature control applications.  The Company’s advanced technology team is developing more efficient materials for thermoelectrics and new systems for waste heat recovery and electrical power generation.  Gentherm has over ten thousand employees in facilities in the U.S., Germany, Canada, China, Hungary, Japan, Korea, Macedonia, Malta, Mexico, Ukraine and Vietnam.  For more information, go to www.gentherm.com.

 

Except for historical information contained herein, statements in this release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding future sales, products, opportunities, markets, expenses and profits. Forward-looking statements involve known and unknown risks and uncertainties which may cause the Company's actual results in future periods to differ materially from forecasted results. Those risks include, but are not limited to, risks that new products may not be feasible, sales may not increase, additional financing requirements may not be available, new competitors may arise, currency exchange rates may change, and adverse conditions in the industry in which the Company operates may negatively affect its results. Those and other risks are described in the Company's annual report on Form 10-K for the year ended December 31, 2014 and subsequent reports filed with the Securities and Exchange Commission (SEC), copies of which are available from the SEC or may be obtained from the Company. Except as required by law, the Company assumes no obligation to update the forward-looking statements, which are made as of the date hereof, even if new information becomes available in the future.

 

Contact:    DresnerAllenCaron

Mike Mason (investors)

mmason@dresnerallencaron.com

(212) 691-8087

Rene Caron (investors)

rcaron@dresnerallencaron.com

Len Hall (media)

lhall@dresnerallencaron.com

(949) 474-4300

 

TABLES FOLLOW

 

---

 

GENTHERM INCORPORATED

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MORE-MORE-MORE

 

---

 

GENTHERM INCORPORATED

RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME

(Unaudited, in thousands)

 

 

 

 

Use of Non-GAAP Financial Measures

In evaluating its business, Gentherm considers and uses Adjusted EBITDA as a supplemental measure of its operating performance.  The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, deferred financing cost amortization, transaction expenses, debt retirement expenses, unrealized currency gain or loss and unrealized revaluation of derivatives.  Management believes that Adjusted EBITDA is a meaningful measure of liquidity and the Company's ability to service debt because it provides a measure of cash available for such purposes. Management provides an Adjusted EBITDA measure so that investors will have the same financial information that management uses with the belief that it will assist investors in properly assessing the Company's performance on a period-over-period basis.

 

On December 2, 2015, Gentherm entered into an agreement to settle all legal claims against a financial institution related to a 10 year currency related swap (“CRS”).  As a result of the settlement, the CRS and its related liability to Gentherm have been terminated through a significantly reduced payment to the financial institution resulting in a $9.9 million settlement gain.  In prior periods, we made an adjustment in our Adjusted EBITDA to add back unrealized derivative losses resulting from the CRS, leaving the realized losses in Adjusted EBITDA.  Such realized losses were not paid at the time due to the lawsuit.  Since the legal claim has now been settled, we have changed the definition of Adjusted EBITDA to adjust for all CRS related amounts, including the realized losses, unrealized losses and the settlement gain.

The term Adjusted EBITDA is not defined under GAAP, and is not a measure of operating income, operating performance or liquidity presented in accordance with GAAP.  Adjusted EBITDA has limitations as an analytical tool, and when assessing the Company's operating performance, investors should not consider Adjusted EBITDA in isolation, or as a substitute for net income or other consolidated income statement data prepared in accordance with GAAP.  Gentherm compensates for these limitations by relying primarily on its GAAP results and using Adjusted EBITDA only supplementally.

MORE-MORE-MORE

 

---

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MORE-MORE-MORE

 

---

 

GENTHERM INCORPORATED

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)

 

 

 

 

 

 

 

 

 

MORE-MORE-MORE

 

---

 

GENTHERM INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

 

 

# # # #