Form 8-K Multi Packaging Solution For: Nov 12

 

 

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) November 12, 2015

 

 

MULTI PACKAGING SOLUTIONS INTERNATIONAL LIMITED

(Exact name of registrant as specified in its charter)

 

 

 

Bermuda		001-37598		98-1249740
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Clarendon House, 2 Church Street Hamilton HM 11, Bermuda

(Address of principal executive offices) (Zip Code)

(441) 295-5950

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report.)

 

 

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 (see General Instruction A.2. below):

 

¨	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))

 

 

 

---

Item 2.02.

Results of Operations and Financial Condition.

On November 12, 2015, Multi Packaging Solutions International Limited (“MPS”) issued a press release and posted an earnings call presentation to its website reporting its financial results for the first quarter ended September 30, 2015. Copies of the press release and the earnings call presentation are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The information furnished with this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

In the press release, the earnings call presentation and the conference call to discuss its financial results for the first quarter ended September 30, 2015, scheduled to be webcast at 5:00 P.M. on November 12, 2015, MPS presents, and will present, certain non-GAAP financial measures. MPS management believes that presenting these non-GAAP financial measures provides meaningful information to investors in understanding operating results and may enhance investors’ ability to analyze financial and business trends. In addition, MPS management believes that these non-GAAP financial measures allow investors to compare period to period results more easily by excluding items that could have a disproportionately negative or positive impact on results in any particular period. Non-GAAP measures are not a substitute for GAAP measures and should be considered together with the GAAP financial measures. Our non-GAAP financial measures may not be comparable to other similarly titled measures of other companies.

 

Item 9.01.

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release dated November 12, 2015.
99.2		First Quarter Ended September 30, 2015 Earnings Call Presentation.

---

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.

 

				MULTI PACKAGING SOLUTIONS INTERNATIONAL LIMITED
				(Registrant)
Date: November 12, 2015				By:		/s/ William H. Hogan
						William H. Hogan
						Executive Vice President and Chief Financial Officer

---

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Press Release dated November 12, 2015.
99.2		First Quarter Ended September 30, 2015 Earnings Call Presentation.

Exhibit 99.1

 

Multi Packaging Solutions Announces Record Net Income in Fiscal 1Q 2016

New York, NY, November 12, 2015 – Multi Packaging Solutions International Limited (NYSE: MPSX), (“MPS”; “the Company”), a global leader in value-added print and packaging solutions for the branded consumer, healthcare, and multi-media markets, today announced results for 1Q 2016.

First Fiscal Quarter 2016 Highlights:

 

•

Net sales increased $65.0 million, or 16.5%, to $459.1 million vs. 1Q 2015

 

•

Net income attributable to MPS increased $6.0 million, or 85.6%, to $13.0 million vs. 1Q 2015

 

•

Earnings per share on a fully diluted basis increased to $0.21 per share vs. $0.11 per share for 1Q 2015

 

•

Adjusted EBITDA increased $16.0 million, or 26.2%, to $77.2 million vs. $61.2 million for 1Q 2015

 

•

Achieved Adjusted EBITDA margin of 16.8% vs. 15.5% for 1Q 2015

 

•

Completed acquisition of BP Media Ltd. on July 1, 2015

 

•

Made voluntary early repayments of $25.0 million on outstanding term loan on October 7, 2015

 

•

Completed initial public offering (“IPO”) on October 27, 2015, using net proceeds to prepay $182.4 million of outstanding term loans on October 29, 2015

Marc Shore, Chief Executive Officer, commented, “We are pleased with our first quarter results. Adjusted EBITDA shows the strength of our strategy to operate consistently at the highest level within our global footprint. We strive for excellence in all areas, whether it’s serving our customers, operating our factories, streamlining supply chain, providing unique packaging solutions or investing in new technology. These attributes, and the commitment of our employees, have contributed to our record first quarter. While the IPO was a significant event, our focus remains on operating the business and delivering long term shareholder value.”

First Quarter Fiscal 2016 Results

During 1Q 2016, MPS reported net sales of $459.1 million, up $65.0 million, or 16.5%, vs. $394.1 million for 1Q 2015. This increase was due primarily to acquisitions made in fiscal 2015. On a constant currency basis, sales for 1Q 2016 would have been $493.5 million.

---

Adjusted for acquisitions in fiscal 2015, net sales for 1Q 2016 were down $62.2 million vs. 1Q 2015. This decrease was due to several factors: the impact of unfavorable foreign exchange rates of $34.4 million, an anticipated decline in multi-media sales and a delay in certain consumer product launches.

Gross margin for 1Q 2016 was 21.6%, up 70 basis points, vs. 20.9% for 1Q 2015. This increase reflects the Company’s facility improvement programs and $4.6 million of realized synergies from acquisitions, partially offset by restructuring charges for the announced Melrose Park closure. The Company expects to realize an additional $7.4 million in synergies related to acquisitions in the next three quarters.

Net income attributable to MPS for 1Q 2016 was $13.0 million, or $0.21 per diluted share, vs. $7.0 million, or $0.11 per diluted share, for 1Q 2015. During the quarter, the Company recorded restructuring charges of $2.8 million due primarily to the announced closure of the Company’s Melrose Park facility, as well as unrealized foreign exchange losses of $2.9 million.

Adjusted EBITDA for 1Q 2016 was $77.2 million, up $16.0 million, or 26.2%, vs. $61.2 million in 1Q 2015. Adjusted EBITDA margin of 16.8% was driven by the Company’s capital programs, plant improvement initiatives, purchasing and cost savings programs. On a pro forma basis, adjusted EBITDA increased $6.8 million, or 9.6%, vs. $70.4 million in 1Q 2015. This increase includes a $6.4 million negative impact from foreign exchange rates.

Cash balances as of September 30, 2015 were $75.3 million. There were no amounts outstanding under our revolving credit facility. Total debt net of cash was $1,104.7 million including deferred debt discount of $19.1 million. In October 2015 the Company used $182.4 million of the net proceeds from the IPO and $25.0 from existing cash balances to prepay a portion of its term loans. This reduced total debt, net of cash, to $922.3 million including deferred debt discount of $19.1 million.

Plant Reorganizations

The Company announced the closure of Melrose Park on September 1, 2015, with an anticipated completion date of February 2016. The Company recorded restructuring expenses of approximately $2.8 million in the quarter ending September 30, 2015, due primarily to the announced closure. The underlying facility is leased on a month-to-month basis.

---

Initial Public Offering

On October 27, 2015, the Company completed an IPO of 16,500,000 shares of common stock at a price of $13.00 per share. In connection with the offering, certain of the selling shareholders sold 1,000,000 common shares. In addition, the underwriters exercised their right to purchase an additional 2,475,000 common shares from certain of the selling shareholders at the public offering price. The Company did not receive any of the proceeds from the underwriters’ exercise of this option.

First Quarter Earnings Conference Call and Webcast

The Company will host a conference call on November 12, 2015 at 5:00pm ET, which can be accessed by dialing 877-705-6003 (domestic) or 201-493-6725 (international).

Supplemental materials for today’s call can also be found on the investor relations portion of the Company’s website

The company will also host a live webcast of its conference call which may be accessed on the Investor Relations section of the Company’s website at multipkg.com.

A replay will be available approximately three hours after the call, through November 19, 2015, accessible by dialing 877-870-5176 (domestic), or 858-384-5517 (international). The passcode for the replay is 13624625.

Non-GAAP Financial Measures

The historical financial information included in this presentation includes financial information that is not presented in accordance with generally accepted accounting principles in the United States (“GAAP”), including constant currency net sales growth and Adjusted EBITDA. Management uses these non-GAAP financial measures in the analysis of financial and operating performance because they assist in the evaluation of underlying trends in our business. Our use of the terms constant currency net sales growth and Adjusted EBITDA may differ from that of others in our industry. Constant currency net sales growth and Adjusted EBITDA should not be considered as alternatives to net sales, net income (loss), income (loss) before operations or any other performance measures derived in accordance with GAAP as measures of operating performance or operating cash flows or as measures of liquidity. Constant currency net sales growth and Adjusted EBITDA have important limitations as analytical tools and should be considered in conjunction with, and not as substitutes for, our results as reported under GAAP. This presentation includes a reconciliation of certain non-GAAP financial measures with the most directly comparable financial measures calculated in accordance with GAAP.

About Multi Packaging Solutions

Multi Packaging Solutions is a leading global provider of value-added packaging

---

solutions to a diverse customer base across the healthcare, consumer and multi-media markets. MPS provides its customers with an extensive array of print-based specialty packaging solutions, including premium folding cartons, inserts, labels and rigid packaging across a variety of substrates and finishes. MPS has manufacturing locations across North America, Europe and Asia.

Cautionary Statement Concerning Forward-Looking Statements

This release contains certain forward-looking statements regarding MPS and its subsidiaries. All of these statements are based on management’s expectations as well as estimates and assumptions prepared by management that, although they believe to be reasonable, are inherently uncertain. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of MPS’ control that may cause its business, industry, strategy, financing activities or actual results to differ materially. MPS undertakes no obligation to update or revise any of the forward looking statements contained herein, whether as a result of new information, future events or otherwise.

Contact:

Richard Zubek

Investor Relations

(646) 885-0165

[email protected]

Source: Multi Packaging Solutions

MPSX-IR

---

Multi Packaging Solutions International Limited And Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands)

 

		September 30, 2015				June 30, 2015
		(unaudited)
Current assets
Cash and cash equivalents		$	75,279			$	55,675
Accounts receivable, net			273,214				240,110
Inventories			167,905				171,836
Prepaid expenses and other current assets			28,544				26,892
Deferred income taxes			6,642				8,454
Total current assets			551,584				502,967
Property, plant and equipment
Land			56,441				58,316
Buildings and improvements			59,035				58,368
Machinery and equipment			363,455				373,639
Furniture and fixtures			14,209				13,056
Construction in progress			22,770				12,255
Total			515,910				515,634
Less: Accumulated depreciation			(99,098	)			(86,691	)
Total property, plant and equipment, net			416,812				428,943
Other assets
Intangible assets, net			404,909				419,733
Goodwill			471,934				474,901
Deferred financing costs, net			4,095				4,311
Deferred income taxes			14,568				14,568
Other assets			37,801				36,702
Total assets		$	1,901,703			$	1,882,125
Current liabilities
Accounts payable		$	196,178			$	176,431
Payroll and benefits			50,975				51,606
Other current liabilities			46,487				46,097
Short-term foreign borrowings			4,732				3,488
Current portion of long-term debt			36,097				11,740
Income taxes payable			10,016				6,022
Total current liabilities			344,485				295,384
Long-term debt, less current portion			1,139,160				1,173,161
Deferred income taxes			91,061				93,061
Other long-term liabilities			34,554				31,829
Total liabilities			1,609,260				1,593,435
Commitments and Contingencies
Shareholders’ equity
Contributed Capital, $1.00 par value, 1,000,000,000 shares authorized, 61,939,432 issued and outstanding at September 30, 2015 and June 30, 2015			61,939				61,939
Paid in capital			278,281				278,695
Accumulated deficit			(32,358	)			(45,365	)
Accumulated other comprehensive loss			(22,145	)			(13,287	)
Total Multi Packaging Solutions International Limited shareholders’ equity			285,717				281,982
Noncontrolling interest			6,726				6,708
Total shareholders’ equity			292,443				288,690
Total liabilities and shareholders’ equity		$	1,901,703			$	1,882,125

---

Multi Packaging Solutions International Limited And Subsidiaries

Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except share and per share amounts)

(unaudited)

 

		Three months ended September 30,
		2015				2014
Net sales		$	459,051			$	394,082
Cost of goods sold			359,710				311,699
Gross margin			99,341				82,383
Selling, general and administrative expenses
Selling, general and administrative expenses			58,312				55,459
Transaction related expenses			350				721
Total selling, general and administrative expenses			58,662				56,180
Operating income			40,679				26,203
Other income (expense)
Other (expense) income, net			(3,635	)			3,319
Interest expense			(18,729	)			(18,540	)
Total other expense, net			(22,364	)			(15,221	)
Income before income taxes			18,315				10,982
Income tax expense			5,231				3,694
Net income			13,084				7,288
Less : Net income attributable to noncontrolling interest			77				281
Net income attributable to Multi Packaging Solutions International Limited			13,007				7,007
Earnings per share
Basic		$	0.21			$	0.11
Diluted		$	0.21			$	0.11
Weighted-average number of common shares outstanding:
Basic
Diluted			61,939,432				61,939,432
			61,939,432				61,939,432
Other comprehensive income (loss)
Cumulative foreign currency translation adjustment		$	(9,692	)		$	(18,195	)
Adjustment on available-for-sale securities			(17	)			19
Pension adjustments			792				(339	)
Total other comprehensive loss		$	(8,917	)		$	(18,515	)
Comprehensive income (loss)		$	4,090			$	(11,508	)
Less: Comprehensive income attributable to non-controlling interests			12				83
Comprehensive income attributable to Multi Packaging Solutions International Limited		$	4,078			$	(11,591	)

---

Multi Packaging Solutions International Limited And Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

		Three months ended September 30,
		2015				2014
Operating Activities
Net income		$	13,084			$	7,288
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities:
Depreciation expense			19,247				19,415
Amortization expense			15,285				14,428
Deferred income taxes			(697	)			(1,513	)
Stock compensation			(414	)			291
Equity in earnings of unconsolidated subsidiary			—				(39	)
Unrealized foreign currency loss (gain)			1,183				(4,787	)
Other			1,255				1,638
Change in assets and liabilities:
Accounts receivable			(29,546	)			(45,801	)
Inventories			933				2,295
Prepaid expenses and other current assets			(859	)			(936	)
Other assets			(4,496	)			(753	)
Accounts payable			15,724				(167	)
Payroll and benefits			(348	)			(3,498	)
Other current liabilities			(101	)			10,106
Income taxes payable			3,957				4,695
Other long-term liabilities			(1,188	)			(814	)
Net cash and cash equivalents provided by operating activities			33,019				1,848
Investing Activities
Additions to property, plant and equipment			(12,321	)			(10,486	)
Additions to intangible assets			(28	)			(67	)
Proceeds from sale of assets			325				660
Acquisitions of businesses, net of cash acquired			(2,749	)			(8,621	)
Net cash and cash equivalents used in investing activities		$	(14,773	)		$	(18,514	)
Financing Activities
Proceeds from issuance of long-term debt		$	—			$	1,951
Proceeds from short-term borrowings			26,483				54,104
Payments on short-term borrowings			(24,965	)			(46,376	)
Payments on long-term debt			(4,094	)			(4,054	)
Net cash and cash equivalents (used in) provided by financing activities			(2,576	)			5,625
Effect of exchange rate changes on cash and cash equivalents			3,934				495
Increase (decrease) in cash and cash equivalents			19,604				(10,546	)
Cash and cash equivalents—beginning			55,675				27,533
Cash and cash equivalents—ending		$	75,279			$	16,987

---

Multi Packaging Solutions International Limited And Subsidiaries

Reconciliation of Non-GAAP Results

(in thousands)

 

MPS GAAP Adjusted EBITDA Reconciliation
						Successor				Successor
(Dollars in thousands)		Notes				1Q 2016				1Q 2015
Adjusted EBITDA						$	77,196			$	61,170
Transaction costs			(1	)			(350	)			(721	)
Stock based and deferred compensation			(2	)			272				(431	)
Purchase accounting adjustments			(3	)			(331	)			(476	)
Restructuring charges			(4	)			(2,826	)			(704	)
Gain (Loss) on sale of fixed assets			(5	)			(194	)			64
Impairment charges			(6	)			(245	)			—
Other Adjustments			(7	)			(3,167	)			3,667
EBITDA							70,355				62,569
Depreciation and Amortization			(8	)			33,311				33,047
Interest Expense							18,729				18,540
Income Taxes							5,231				3,694
Net Income (loss)						$	13,084			$	7,288

Notes:

(1)	Costs related to change in equity ownership, mergers and acquisitions.

(2)	Expense related to equity compensation, and deferred compensation agreements from certain acquisitions.

(3)	Amortization of purchase price/inventory adjustments in connection with purchase accounting fair valuation, amortization of deferred revenue related to government grants and fair value lease amortization as of the applicable acquisition date balance sheet.

(4)	Costs related to reorganization and plant closures.

(5)	Gains or losses incurred due to the sale for fixed assets.

(6)	Impairment losses on decommissioned and non saleable fixed assets.

(7)	Currency gains or (losses), gains or (losses) on derivatives, other interest costs and contract amortization.

(8)	Does not include deferred finance costs included in interest expense.

Solutions that Protect and Promote the Worlds Great Brands 1Q 2016 Earnings Webcast Exhibit 99.2

---

Revenue (US$ thousands)

---

Gross Margin (US$ thousands)

---

Operating Income (US$ thousands)

---

Net Income attributable to MPS (US$ thousands)

---

Basic and Diluted EPS

---

Cash Provided by Operating Activities and Capital Expenditures (US$ thousands) 2.7% of Sales 2.7% of Sales

---

EBITDA and Adjusted EBITDA (US$ thousands)

---

Solutions that Protect and Promote the Worlds Great Brands 1Q 2016 Earnings Webcast Appendix Depreciation and Amortization Adjusted EBITDA to Net Income Reconciliation Debt Summary

---

Depreciation and Amortization (US$ thousands)

---

Adjusted EBITDA Reconciliation (US$ thousands) (Dollars in thousands) Notes 1Q 2016 1Q 2015 Adjusted EBITDA 77,196 $ 61,170 $ Transaction costs (1) (350) (721) Stock based and deferred compensation (2) 272 (431) Purchase accounting adjustments (3) (331) (476) Restructuring charges (4) (2,826) (704) Gain (Loss) on sale of fixed assets (5) (194) 64 Impairment charges (6) (245) - Other Adjustments (7) (3,167) 3,667 EBITDA 70,355 62,569 Depreciation and Amortization (8) 33,311 33,047 Interest Expense 18,729 18,540 Income Taxes 5,231 3,694 Net Income (loss) 13,084 $ 7,288 $ Notes: (1) Costs related to change in equity ownership, mergers and acquisitions. (2) Expense related to equity compensation, and deferred compensation agreements from certain acquisitions. (3) Amortization of purchase price/inventory adjustments in connection with purchase accounting fair valuation, amortization of deferred revenue related to government grants and fair valuue lease amortization as of the applicable acquisition date balance sheet. (4) Costs related to reorganization and plant closures. (5) Gains or losses incurred due to the sale for fixed assets. (6) Impairment losses on decommissioned and non saleable fixed assets. (7) Currency gains or (losses), gains or (losses) on derivatives, other interest costs and contract amortization. (8) Does not include deferred finance costs included in interest expense.

---

Debt Summary (US$ thousands)

---

Solutions that Protect and Promote the Worlds Great Brands First Quarter Ended September 30, 2015 Earnings Webcast Thank you for your interest in Multi Packaging Solutions

---

Serious News for Serious Traders! Try StreetInsider.com Premium Free!

---

You May Also Be Interested In

• Guelph Initiative Questions Whether OHIP Should Cover Psychotherapy
• Investcorp Credit Management BDC, Inc. Announces Financial Results for the Quarter Ended June 30, 2026
• Crypto News Today: AlphaPepe Presale Nears Sellout With 11,000 Buyers While XRP Price Prediction Eyes $10