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Griffon Corporation Announces Third Quarter Results

NEW YORK--(BUSINESS WIRE)--

Griffon Corporation (GFF) (the “Company” or “Griffon”) today reported results for the third fiscal quarter ended June 30, 2019.

Consolidated revenue was $575.0 million, an increase of 11% from the prior year quarter. Home & Building Products (“HBP”) and Defense Electronics ("Telephonics") revenue increased 13% and 4%, respectively, compared to the prior year quarter.

Income from continuing operations was $14.1 million, or $0.33 per share, compared to $7.4 million, or $0.18 per share, in the prior year quarter. The current year quarter results included discrete tax benefits, net, of $0.7 million, or $0.02 per share. The prior year quarter results included acquisition related costs of $3.6 million ($2.3 million, net of tax, or $0.06 per share), special dividend ESOP charges of $3.2 million ($2.1 million, net of tax, or $0.05 per share), secondary equity offering costs of $1.2 million ($0.8 million, net of tax, or $0.02 per share) and a tax benefit, net, for certain items which affect comparability (see tax section below) of $1.4 million, or $0.03 per share. Excluding these items from the respective quarterly results, income from continuing operations would have been $13.5 million, or $0.31 per share, compared to $11.3 million, or $0.27 per share, in the prior year quarter.

Segment adjusted EBITDA was $65.1 million, an increase of 11% from the prior year quarter primarily driven by HBP revenue growth. Segment adjusted EBITDA is defined as net income excluding interest income and expense, income taxes, depreciation and amortization and unallocated amounts (mainly corporate overhead), restructuring charges, loss on debt extinguishment and acquisition related expenses, as well as other items that may affect comparability, as applicable.

Ronald J. Kramer, Chairman and CEO, commented, "We are pleased with our strong results this quarter. In addition to the strength of our businesses, our performance reflects the benefits we achieved from the acquisition of ClosetMaid and CornellCookson and the ongoing success of their integration. Our businesses are performing well and we expect continued improvement in operating efficiency to drive shareholder value through enhanced free cash flow generation in the future."

Segment Operating Results

Home & Building Products

Revenue was $495.2 million, an increase of 13% when compared to the prior year quarter with 8% due to the Clopay Building Products Company, Inc. ("CBP") acquisition of CornellCookson on June 4, 2018, and with respect to both CBP and the AMES Companies, Inc. ("AMES"), 5% due to favorable mix and pricing with an additional 2% due to increased volume, partially offset by an unfavorable impact due to foreign exchange of 2%. Organic growth was 5%. CornellCookson revenue was $51.2 million.

Segment adjusted EBITDA was $57.8 million, an increase of 16% compared to the prior year quarter driven by the increased revenue noted above, partially offset by increased material and tariff costs at both AMES and CBP.

Defense Electronics

Revenue was $79.7 million, an increase of 4% from the prior year quarter, primarily due to increased volume, partially offset by a $3.3 million reduction in revenue related to the adoption of revenue recognition guidance effective October 1, 2018.

Segment adjusted EBITDA was $7.3 million compared to $8.8 million, a decrease of 17% from the prior year quarter, driven by unfavorable product mix and a $0.3 million impact related to the adoption of revenue recognition guidance, partially offset by increased volume.

The impact from the adoption of revenue recognition guidance, effective October 1, 2018, is expected to be immaterial to full year revenue and EBITDA.

Contract backlog was $384 million at June 30, 2019, compared to $374 million at September 30, 2018, restated for the adoption of revenue recognition guidance effective October 1, 2018, with approximately 76% expected to be fulfilled within the next twelve months. During the quarter, Telephonics was awarded several new contracts and received incremental funding on existing contracts approximating $86 million, which translates into a book to bill ratio of approximately 1.1.

Taxes
In the quarter ended June 30, 2019, the Company recognized a tax provision of $6.3 million on Income before taxes from continuing operations of $20.4 million, compared to a tax provision of $1.6 million on Income before taxes from continuing operations of $9.0 million in the comparable prior year quarter. Excluding all items that affect comparability, the effective tax rates for the quarters ended June 30, 2019 and 2018 were 34.0% and 33.9%, respectively.

Share Repurchases
At June 30, 2019, $58.0 million remained under existing Board authorized share repurchase programs. During the third quarter, there were no shares repurchased under these programs.

Balance Sheet and Capital Expenditures
At June 30, 2019, the Company had cash and equivalents of $58 million and total debt outstanding of $1.17 billion, net of discounts and issuance costs, resulting in a net debt position of $1.11 billion. $207 million was available for borrowing under the revolving credit facility, subject to certain loan covenants. Capital expenditures were $10 million in the current quarter.

Conference Call Information
The Company will hold a conference call today, August 1, 2019, at 4:30 PM ET.

The call can be accessed by dialing 1-877-407-0792 (U.S. participants) or 1-201-689-8263 (International participants). Callers should ask to be connected to the Griffon Corporation teleconference or provide conference ID number 13692731. Participants are encouraged to dial-in at least 10 minutes before the scheduled start time.

A replay of the call will be available starting on Thursday, August 1, 2019 at 7:30 PM ET by dialing 1-844-512-2921 (U.S.) or 1-412-317-6671 (International), and entering the conference ID number: 13692731. The replay will be available through Thursday, August 15, 2019 at 11:59 PM ET.

Forward-looking Statements
“Safe Harbor” Statements under the Private Securities Litigation Reform Act of 1995: All statements related to, among other things, income (loss), earnings, cash flows, revenue, changes in operations, operating improvements, industries in which Griffon operates and the United States and global economies that are not historical are hereby identified as “forward-looking statements” and may be indicated by words or phrases such as “anticipates,” “supports,” “plans,” “projects,” “expects,” “believes,” “should,” “would,” “could,” “hope,” “forecast,” “management is of the opinion,” “may,” “will,” “estimates,” “intends,” “explores,” “opportunities,” the negative of these expressions, use of the future tense and similar words or phrases. Such forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed in any forward-looking statements. These risks and uncertainties include, among others: current economic conditions and uncertainties in the housing, credit and capital markets; the Griffon's ability to achieve expected savings from cost control, restructuring, integration and disposal initiatives; the ability to identify and successfully consummate and integrate value-adding acquisition opportunities; increasing competition and pricing pressures in the markets served by Griffon’s operating companies; the ability of Griffon’s operating companies to expand into new geographic and product markets, and to anticipate and meet customer demands for new products and product enhancements and innovations; reduced military spending by the government on projects for which Griffon’s Telephonics Corporation supplies products, including as a result of defense budget cuts and other government actions; the ability of the federal government to fund and conduct its operations; increases in the cost or lack of availability of raw materials such as resin, wood and steel components or purchased finished goods, including any potential impact on costs or availability resulting from tariffs; changes in customer demand or loss of a material customer at one of Griffon's operating companies; the potential impact of seasonal variations and uncertain weather patterns on certain of Griffon’s businesses; political events that could impact the worldwide economy; a downgrade in the Griffon’s credit ratings; changes in international economic conditions including interest rate and currency exchange fluctuations; the reliance by certain of Griffon’s businesses on particular third party suppliers and manufacturers to meet customer demands; the relative mix of products and services offered by Griffon’s businesses, which could impact margins and operating efficiencies; short-term capacity constraints or prolonged excess capacity; unforeseen developments in contingencies, such as litigation, regulatory and environmental matters; unfavorable results of government agency contract audits of Telephonics Corporation; Griffon’s ability to adequately protect and maintain the validity of patent and other intellectual property rights; the cyclical nature of the businesses of certain Griffon’s operating companies; possible terrorist threats and actions and their impact on the global economy; Griffon's ability to service and refinance its debt, and the impact of recent and future legislative and regulatory changes, including, without limitation, the Tax Cuts and Jobs Act. Such statements reflect the views of the Company with respect to future events and are subject to these and other risks, as previously disclosed in the Company’s Securities and Exchange Commission filings. Readers are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements speak only as of the date made. Griffon undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

About Griffon Corporation
Griffon is a diversified management and holding company that conducts business through wholly-owned subsidiaries. Griffon oversees the operations of its subsidiaries, allocates resources among them and manages their capital structures. Griffon provides direction and assistance to its subsidiaries in connection with acquisition and growth opportunities as well as in connection with divestitures. In order to further diversify, Griffon also seeks out, evaluates and, when appropriate, will acquire additional businesses that offer potentially attractive returns on capital.

Griffon currently conducts its operations through two reportable segments:

  • Home & Building Products segment consists of two companies, AMES and CBP:

    AMES, founded in 1774, is the leading North American manufacturer and a global provider of branded consumer and professional tools, landscaping products, and outdoor lifestyle solutions. In 2018, we acquired ClosetMaid, a leader in wood and wire closet organization, general living storage and wire garage storage products for homeowners and professionals.

    CBP, since 1964, is a leading manufacturer and marketer of residential and commercial garage doors and sells to professional dealers and some of the largest home center retail chains in North America. In 2018, we acquired CornellCookson, a leading U.S. manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional, and retail use.
  • Defense Electronics segment consists of Telephonics Corporation, founded in 1933, a globally recognized leading provider of highly sophisticated intelligence, surveillance and communications solutions for defense, aerospace and commercial customers.

For more information on Griffon and its operating subsidiaries, please see the Company’s website at www.griffon.com.

Griffon evaluates performance and allocates resources based on each segment's operating results from continuing operations before interest income and expense, income taxes, depreciation and amortization, unallocated amounts (mainly corporate overhead), restructuring charges, loss on debt extinguishment and acquisition related expenses, as well as other items that may affect comparability, as applicable ("Segment adjusted EBITDA", a non-GAAP measure). Griffon believes this information is useful to investors.

The following table provides a reconciliation of Segment adjusted EBITDA to Income before taxes from continuing operations:

GRIFFON CORPORATION AND SUBSIDIARIES

OPERATING HIGHLIGHTS

(in thousands)

(Unaudited)

 

 

For the Three Months Ended
June 30,

 

For the Nine Months Ended
June 30,

REVENUE

2019

 

2018

 

2019

 

2018

Home & Building Products:

 

 

 

 

 

 

 

AMES

$

273,710

 

 

$

262,398

 

 

$

777,916

 

 

$

737,336

 

CBP

221,521

 

 

177,723

 

 

631,615

 

 

470,071

 

Home & Building Products

495,231

 

 

440,121

 

 

1,409,531

 

 

1,207,407

 

Defense Electronics

79,739

 

 

76,429

 

 

225,594

 

 

225,006

 

Total consolidated net sales

$

574,970

 

 

$

516,550

 

 

$

1,635,125

 

 

$

1,432,413

 

 

 

 

 

 

 

 

 

Segment adjusted EBITDA:

 

 

 

 

 

 

 

Home & Building Products

$

57,821

 

 

$

50,004

 

 

$

158,434

 

 

$

129,250

 

Defense Electronics

7,280

 

 

8,760

 

 

17,001

 

 

16,956

 

Segment adjusted EBITDA

65,101

 

 

58,764

 

 

175,435

 

 

146,206

 

Net interest expense

(17,087

)

 

(15,796

)

 

(50,723

)

 

(48,482

)

Segment depreciation and amortization

(15,453

)

 

(13,927

)

 

(45,757

)

 

(39,978

)

Unallocated amounts

(12,175

)

 

(12,016

)

 

(34,920

)

 

(32,993

)

Acquisition costs

 

 

(3,598

)

 

 

 

(7,597

)

Special dividend ESOP charges

 

 

(3,220

)

 

 

 

(3,220

)

Secondary equity offering costs

 

 

(1,205

)

 

 

 

(1,205

)

Cost of life insurance benefit

 

 

 

 

 

 

(2,614

)

Income before taxes from continuing operations

$

20,386

 

 

$

9,002

 

 

$

44,035

 

 

$

10,117

 

The following is a reconciliation of each segment's operating results to Segment adjusted EBITDA from continuing operations:

GRIFFON CORPORATION AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

BY REPORTABLE SEGMENT

(in thousands)

(Unaudited)

 

 

Three Months Ended
June 30,

 

Nine Months Ended
June 30,

 

2019

 

2018

 

2019

 

2018

Home & Building Products:

 

 

 

 

 

 

 

Segment operating profit

$

45,037

 

 

$

38,753

 

 

$

120,603

 

 

$

94,982

 

Depreciation and amortization

12,784

 

 

11,251

 

 

37,831

 

 

31,888

 

Acquisition costs

 

 

 

 

 

 

2,380

 

Segment adjusted EBITDA

57,821

 

 

50,004

 

 

158,434

 

 

129,250

 

 

 

 

 

 

 

 

 

Defense Electronics:

 

 

 

 

 

 

 

Segment operating profit

4,611

 

 

6,084

 

 

9,075

 

 

8,866

 

Depreciation and amortization

2,669

 

 

2,676

 

 

7,926

 

 

8,090

 

Segment adjusted EBITDA

7,280

 

 

8,760

 

 

17,001

 

 

16,956

 

 

 

 

 

 

 

 

 

All segments:

 

 

 

 

 

 

 

Income from operations - as reported

36,494

 

 

23,570

 

 

91,507

 

 

54,611

 

Unallocated amounts

12,175

 

 

12,016

 

 

34,920

 

 

32,993

 

Other, net

979

 

 

1,228

 

 

3,251

 

 

3,988

 

Acquisition costs

 

 

3,598

 

 

 

 

5,217

 

Special dividend ESOP charges

 

 

3,220

 

 

 

 

3,220

 

Secondary equity offering costs

 

 

1,205

 

 

 

 

1,205

 

Cost of life insurance benefit

 

 

 

 

 

 

2,614

 

Segment operating profit from continuing operations

49,648

 

 

44,837

 

 

129,678

 

 

103,848

 

Depreciation and amortization

15,453

 

 

13,927

 

 

45,757

 

 

39,978

 

Acquisition costs

 

 

 

 

 

 

2,380

 

Segment adjusted EBITDA from continuing operations

$

65,101

 

 

$

58,764

 

 

$

175,435

 

 

$

146,206

 

Unallocated amounts typically include general corporate expenses not attributable to any reportable segment.

GRIFFON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE INCOME (LOSS)

(in thousands, except per share data)

(Unaudited)

 

 

Three Months Ended June 30,

 

Nine Months Ended June 30,

 

2019

 

2018

 

2019

 

2018

Revenue

$

574,970

 

 

$

516,550

 

 

$

1,635,125

 

 

$

1,432,413

 

Cost of goods and services

420,487

 

 

377,868

 

 

1,200,092

 

 

1,051,573

 

Gross profit

154,483

 

 

138,682

 

 

435,033

 

 

380,840

 

Selling, general and administrative expenses

117,989

 

 

115,112

 

 

343,526

 

 

326,229

 

Income from operations

36,494

 

 

23,570

 

 

91,507

 

 

54,611

 

Other income (expense)

 

 

 

 

 

 

 

Interest expense

(17,288

)

 

(16,328

)

 

(51,334

)

 

(49,973

)

Interest income

201

 

 

532

 

 

611

 

 

1,491

 

Other, net

979

 

 

1,228

 

 

3,251

 

 

3,988

 

Total other expense, net

(16,108

)

 

(14,568

)

 

(47,472

)

 

(44,494

)

Income before taxes from continuing operations

20,386

 

 

9,002

 

 

44,035

 

 

10,117

 

Provision (benefit) from income taxes

6,258

 

 

1,560

 

 

14,664

 

 

(22,107

)

Income from continuing operations

$

14,128

 

 

$

7,442

 

 

$

29,371

 

 

$

32,224

 

 

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

 

Income (loss) from operations of discontinued operations

 

 

(200

)

 

(11,000

)

 

124,642

 

Provision (benefit) for income taxes

533

 

 

1,415

 

 

(2,821

)

 

29,770

 

Income (loss) from discontinued operations

(533

)

 

(1,615

)

 

(8,179

)

 

94,872

 

Net income (a)

$

13,595

 

 

$

5,827

 

 

$

21,192

 

 

$

127,096

 

Income from continuing operations

$

0.34

 

 

$

0.18

 

 

$

0.72

 

 

$

0.78

 

Income (loss) from discontinued operations

(0.01

)

 

(0.04

)

 

(0.20

)

 

2.30

 

Basic earnings per common share

$

0.33

 

 

$

0.14

 

 

$

0.52

 

 

$

3.08

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding

40,967

 

 

40,295

 

 

40,888

 

 

41,232

 

 

 

 

 

 

 

 

 

Income from continuing operations

$

0.33

 

 

$

0.18

 

 

$

0.69

 

 

$

0.76

 

Income (loss) from discontinued operations

(0.01

)

 

(0.04

)

 

(0.19

)

 

2.23

 

Diluted earnings per common share

$

0.31

 

 

$

0.14

 

 

$

0.50

 

 

$

2.98

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding

43,164

 

 

41,742

 

 

42,649

 

 

42,620

 

Net income

$

13,595

 

 

$

5,827

 

 

$

21,192

 

 

$

127,096

 

Other comprehensive income (loss), net of taxes:

 

 

 

 

 

 

 

Foreign currency translation adjustments

(1,092

)

 

(9,136

)

 

(3,943

)

 

9,289

 

Pension and other post retirement plans

184

 

 

247

 

 

552

 

 

10,053

 

Change in cash flow hedges

(127

)

 

84

 

 

(214

)

 

612

 

Total other comprehensive income (loss), net of taxes

(1,035

)

 

(8,805

)

 

(3,605

)

 

19,954

 

Comprehensive income (loss), net

$

12,560

 

 

$

(2,978

)

 

$

17,587

 

 

$

147,050

 

 

(a) Net income for the nine month period ended June 30, 2018 includes a gain of $117,625 ($86,357, net of tax) on the sale of the Plastics Product Company.

GRIFFON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

 

 

(Unaudited)

 

 

 

June 30,
2019

 

September 30,
2018

CURRENT ASSETS

 

 

 

Cash and equivalents

$

58,112

 

 

$

69,758

 

Accounts receivable, net of allowances of $7,841 and $6,408

322,310

 

 

280,509

 

Contract costs and recognized income not yet billed, net of progress payments of $7,895 and $3,172

90,825

 

 

121,803

 

Inventories

436,885

 

 

398,359

 

Prepaid and other current assets

52,898

 

 

42,121

 

Assets of discontinued operations

323

 

 

324

 

Total Current Assets

961,353

 

 

912,874

 

PROPERTY, PLANT AND EQUIPMENT, net

331,345

 

 

342,492

 

GOODWILL

438,417

 

 

439,395

 

INTANGIBLE ASSETS, net

361,249

 

 

370,858

 

OTHER ASSETS

16,200

 

 

16,355

 

ASSETS OF DISCONTINUED OPERATIONS

2,895

 

 

2,916

 

Total Assets

$

2,111,459

 

 

$

2,084,890

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

Notes payable and current portion of long-term debt

$

10,884

 

 

$

13,011

 

Accounts payable

205,570

 

 

233,658

 

Accrued liabilities

148,123

 

 

139,192

 

Liabilities of discontinued operations

2,653

 

 

7,210

 

Total Current Liabilities

367,230

 

 

393,071

 

LONG-TERM DEBT, net

1,159,621

 

 

1,108,071

 

OTHER LIABILITIES

94,148

 

 

106,710

 

LIABILITIES OF DISCONTINUED OPERATIONS

2,295

 

 

2,647

 

Total Liabilities

1,623,294

 

 

1,610,499

 

COMMITMENTS AND CONTINGENCIES

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

Total Shareholders’ Equity

488,165

 

 

474,391

 

Total Liabilities and Shareholders’ Equity

$

2,111,459

 

 

$

2,084,890

 

GRIFFON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

 

Nine Months Ended June 30,

 

2019

 

2018

CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS:

 

 

 

Net income

$

21,192

 

 

$

127,096

 

Net (income) loss from discontinued operations

8,179

 

 

(94,872

)

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

 

 

 

Depreciation and amortization

46,172

 

 

40,318

 

Stock-based compensation

9,687

 

 

7,372

 

Provision for losses on accounts receivable

306

 

 

49

 

Amortization of debt discounts and issuance costs

4,133

 

 

3,981

 

Deferred income taxes

(353

)

 

(24,612

)

(Gain) loss on sale of assets and investments

(111

)

 

136

 

Change in assets and liabilities, net of assets and liabilities acquired:

 

 

 

Increase in accounts receivable and contract costs and recognized income not yet billed

(33,223

)

 

(16,290

)

Increase in inventories

(18,009

)

 

(49,474

)

Increase in prepaid and other assets

(3,921

)

 

(2,477

)

Decrease in accounts payable, accrued liabilities and income taxes payable

(22,688

)

 

(4,088

)

Other changes, net

3,618

 

 

7,398

 

Net cash provided by (used in) operating activities - continuing operations

14,982

 

 

(5,463

)

CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS:

 

 

 

Acquisition of property, plant and equipment

(27,794

)

 

(33,148

)

Acquired businesses, net of cash acquired

(9,219

)

 

(429,545

)

Proceeds (payments) related to sale of business

(9,500

)

 

473,977

 

Insurance proceeds (payments)

(10,604

)

 

8,254

 

Proceeds from sale of assets

104

 

 

482

 

Investment purchase

(149

)

 

 

Net cash provided by (used in) investing activities - continuing operations

(57,162

)

 

20,020

 

CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS:

 

 

 

Dividends paid

(10,262

)

 

(46,816

)

Purchase of shares for treasury

(1,478

)

 

(45,588

)

Proceeds from long-term debt

156,800

 

 

419,645

 

Payments of long-term debt

(108,260

)

 

(262,031

)

Financing costs

(1,012

)

 

(7,671

)

Contingent consideration for acquired businesses

(1,686

)

 

 

Other, net

(197

)

 

139

 

Net cash provided by financing activities - continuing operations

33,905

 

 

57,678

 

 

 

 

 

CASH FLOWS FROM DISCONTINUED OPERATIONS:

 

 

 

Net cash used in operating activities

(3,874

)

 

(28,970

)

Net cash used in investing activities

 

 

(10,762

)

Net cash used in financing activities

 

 

(22,541

)

 

 

 

 

Net cash used in discontinued operations

(3,874

)

 

(62,273

)

Effect of exchange rate changes on cash and equivalents

503

 

 

6,123

 

NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS

(11,646

)

 

16,085

 

CASH AND EQUIVALENTS AT BEGINNING OF PERIOD

69,758

 

 

47,681

 

CASH AND EQUIVALENTS AT END OF PERIOD

$

58,112

$

63,766

Griffon evaluates performance based on Earnings per share and Net income excluding restructuring charges, loss on debt extinguishment, acquisition related expenses and discrete and certain other tax items, as well as other items that may affect comparability, as applicable. Griffon believes this information is useful to investors for the same reason. The following table provides a reconciliation of Income from continuing operations to Adjusted income from continuing operations and earnings per share from continuing operations to Adjusted earnings per share from continuing operations:

GRIFFON CORPORATION AND SUBSIDIARIES

RECONCILIATION OF INCOME FROM CONTINUING OPERATIONS

TO ADJUSTED INCOME FROM CONTINUING OPERATIONS

(in thousands, except per share data)

(Unaudited)

 

 

For the Three Months
Ended June 30,

 

For the Nine Months
Ended June 30,

 

2019

 

2018

 

2019

 

2018

Income from continuing operations

$

14,128

 

 

$

7,442

 

 

$

29,371

 

 

$

32,224

 

 

 

 

 

 

 

 

 

Adjusting items:

 

 

 

 

 

 

 

Acquisition costs

 

 

3,598

 

 

 

 

7,597

 

Special dividend ESOP charges

 

 

3,220

 

 

 

 

3,220

 

Secondary equity offering costs

 

 

1,205

 

 

 

 

1,205

 

Cost of life insurance benefit

 

 

 

 

 

 

2,614

 

Tax impact of above items

 

 

(2,783

)

 

 

 

(6,422

)

Discrete and certain other tax benefits

(669

)

 

(1,430

)

 

(299

)

 

(24,080

)

 

 

 

 

 

 

 

 

Adjusted income from continuing operations

$

13,459

 

 

$

11,252

 

 

$

29,072

 

 

$

16,358

 

 

 

 

 

 

 

 

 

Diluted earnings per common share from continuing operations

$

0.33

 

 

$

0.18

 

 

$

0.69

 

 

$

0.76

 

 

 

 

 

 

 

 

 

Adjusting items, net of tax:

 

 

 

 

 

 

 

Acquisition costs

 

 

0.06

 

 

 

 

0.12

 

Special dividend ESOP charges

 

 

0.05

 

 

 

 

0.05

 

Secondary equity offering costs

 

 

0.02

 

 

 

 

0.02

 

Cost of life insurance benefit

 

 

 

 

 

 

0.01

 

Discrete and certain other tax benefits

(0.02

)

 

(0.03

)

 

(0.01

)

 

(0.56

)

 

 

 

 

 

 

 

 

Adjusted earnings per common share from continuing operations

$

0.31

 

 

$

0.27

 

 

$

0.68

 

 

$

0.38

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding (in thousands)

43,164

 

 

41,742

 

 

42,649

 

 

42,620

 

Note: Due to rounding, the sum of earnings per common share and adjusting items, net of tax, may not equal adjusted earnings per common share from continuing operations.

The tax impact for the above reconciling adjustments from GAAP to non-GAAP income from continuing operations and EPS is determined by comparing the Company's tax provision, including the reconciling adjustments, to the tax provision excluding such adjustments.

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