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ESAB Corporation Announces Second Quarter 2022 Results

·13-min read
  • Reported $0.94 diluted EPS from continuing operations and $1.14 of adjusted diluted EPS

  • Increased sales 5%, including organic growth of 9%, to a record $661 million

  • Achieved record adjusted EBITDA of $111 million, up 6% versus prior year

  • Strong second quarter results and reaffirmed 2022 full year guidance

  • Successfully extended $600 million term loan and fixed the interest rate

NORTH BETHESDA, Md., August 09, 2022--(BUSINESS WIRE)--ESAB Corporation ("ESAB" or the "Company") (NYSE: ESAB), a world leader in fabrication and specialty gas control technology, today announced its financial results for the second quarter of 2022 and reaffirmed full year 2022 guidance.

The Company reported record second quarter sales of $661.2 million, an increase of 5% on a reported basis, or 9% organically before currency translation impacts. Adjusted EBITDA during the second quarter of $110.5 million rose 6% compared to $104.7 million in the prior year quarter, and adjusted EBITDA margin expanded 10 basis points. Excluding Russia, sales for the second quarter increased 8%, including organic growth of 13%, to $631.7 million, adjusted EBITDA increased 13% to $105.0 million and adjusted EBITDA margins expanded 80 basis points. ESAB also reported second quarter net income from continuing operations of $57.9 million, $0.94 diluted per share and adjusted net income of $69.0 million, $1.14 diluted per share which included $0.06 diluted per share from Russia.

"Our track record of execution continued in the second quarter, as we delivered another quarter of revenue growth and margin expansion," said Shyam P. Kambeyanda, President and Chief Executive Officer of ESAB Corporation. "New product innovation continues to accelerate and significantly contribute to growth. Additionally, we recently announced our partnership with Hexagon, a global leader in Manufacturing Execution Systems (MES), which we expect will drive further adoption of our InduSuite digital solution tools. We successfully fixed and extended our $600 million term loan, strengthening our balance sheet and providing ESAB with additional financial flexibility. Our organization remains focused on creating long-term shareholder value by leveraging our ESAB business system (EBX) to drive growth, margin expansion, and cash flow."

The Company reported strong second quarter results, and reaffirmed its full year 2022 guidance, which excludes Russia from Q2 through the remainder of the year. ESAB continues to expect $2.45-$2.50 billion of sales with total reported sales growth of 2%-4%, full year adjusted EBITDA of $400-$420 million, adjusted EPS of $3.85-$4.05 and free cash flow of greater than $210 million.

Conference Call and Webcast

The Company will hold a conference call to discuss its second quarter 2022 results beginning at 8:00 a.m. Eastern on Tuesday, August 9, 2022 which will be open to the public by calling +1-888-550-5302 (U.S. callers) and +1-646-960-0685 (International callers) and referencing the conference ID number 4669992 and through webcast via ESAB’s website www.ESABcorporation.com under the "Investors" section. Access to a supplemental slide presentation can also be found on ESAB's website under the same heading. Both the audio of this call and the slide presentation will be archived on the website later today and will be available until the next quarterly call. To view this press release and associated financials in a PDF format click here.

About ESAB Corporation

ESAB Corporation (NYSE: ESAB) is a world leader in fabrication and specialty gas control technology, providing our partners with advanced equipment, consumables, specialty gas control, robotics, and digital solutions which enable the everyday and extraordinary work that shapes our world. To learn more, visit www.ESABcorporation.com.

Non-GAAP Financial Measures and Other Adjustments

ESAB has provided in this press release financial information that has not been prepared in accordance with accounting principles generally accepted in the United States of America ("non-GAAP"). These non-GAAP financial measures may include one or more of the following: adjusted net income from continuing operations, adjusted net income from continuing operations excluding Russia, adjusted EBITA (earnings before interest, taxes and amortization), adjusted EBITDA (adjusted EBITA plus depreciation and other amortization), adjusted EBITDA excluding Russia, organic sales growth, organic sales growth excluding Russia, free cash flow, and ratios based on the foregoing measures. ESAB also provides adjusted EBITA/EBITDA and adjusted EBITA/EBITDA margin on a segment basis.

Adjusted net income from continuing operations represents Net income from continuing operations excluding Restructuring and other related charges, acquisition-related intangible asset amortization, pension settlement gain, and separation costs. Adjusted net income includes the tax effect of non-GAAP adjusting items at applicable tax rates. ESAB also presents adjusted net income margin from continuing operations, which is subject to the same adjustments as adjusted net income from continuing operations. Adjusted net income per diluted share from continuing operations is a calculation of adjusted net income from continuing operations over the weighted-average diluted shares outstanding. ESAB also presents Adjusted net income from continuing operations excluding Russia and Adjusted net income per share - diluted from continuing operations excluding Russia which are subject to the same adjustments as Adjusted net income from continuing operations and Adjusted net income per diluted share from continuing operations, further removing the impact of Russia.

Adjusted EBITA excludes from Net income from continuing operations the effect of Restructuring and other related charges, acquisition-related intangible asset amortization, pension settlement gain, separation costs, Income tax expense and Interest expense (income) and other, net. Adjusted EBITDA further excludes depreciation and other amortization from the adjusted EBITA calculation. ESAB presents adjusted EBITA and adjusted EBITDA margins, which are subject to the same adjustments as adjusted EBITA and adjusted EBITDA, respectively. Further, ESAB presents these non-GAAP performance measures on a segment basis, which excludes the impact of Restructuring and other related charges, acquisition-related intangible asset amortization, pension settlement gain, and separation costs from operating income for adjusted EBITA and further exclude depreciation and other amortization for adjusted EBITDA. ESAB presents Adjusted EBITDA excluding Russia and Adjusted EBITDA margin excluding Russia which are subject to the same adjustments as Adjusted EBITDA and Adjusted EBITDA margins, respectively, further removing the impact of Russia.

ESAB also presents Net Sales excluding Russia. Organic sales growth excludes the impact of acquisitions and foreign exchange rate fluctuations on an including and excluding Russia basis.

Adjusted free cash flow represents Cash flows from operating activities excluding cash outflows related to the Company’s separation from Enovis Corporation and discontinued operations, less Purchases of property, plant and equipment net proceeds from sale of certain properties.

These non-GAAP financial measures assist ESAB management in comparing its operating performance over time because certain items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans that are fundamentally different from the ongoing productivity improvements of the Company. ESAB management also believes that presenting these measures allows investors to view its performance using the same measures that the Company uses in evaluating its financial and business performance and trends.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of non-GAAP financial measures presented above to GAAP results has been provided in the financial tables included in this press release.

Forward Looking Statements

This press release includes forward-looking statements, including forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, statements concerning the Company’s plans, goals, objectives, outlook, expectations, and intentions, and other statements that are not historical or current fact. Forward-looking statements are based on the Company’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements, including general risks and uncertainties such as market conditions, economic conditions, geopolitical events, changes in laws, regulations or accounting rules, fluctuations in interest rates, terrorism, wars or conflicts, major health concerns, natural disasters or other disruptions of expected business conditions. Factors that could cause the Company’s results to differ materially from current expectations include, but are not limited to, risks related to the war in Ukraine and escalating geopolitical tensions as a result of Russia’s invasion of Ukraine; macroeconomic conditions; supply chain disruptions; the impact of the COVID-19 global pandemic, including the rise, prevalence and severity of variants of the virus, actions by governments, businesses and individuals in response to the situation, such as the scope and duration of the outbreak, the nature and effectiveness of government actions and restrictive measures implemented in response; the impact on creditworthiness and financial viability of customers; risks relating to the Company’s separation from Enovis Corporation (the "Separation"), Enovis’ ability to satisfactorily complete steps necessary for the Separation and related transactions to be generally tax-free for U.S. federal income tax purposes, the ability to realize the anticipated benefits of the Separation, and the financial and operating performance of the Company following the Separation; other impacts on the Company’s business and ability to execute business continuity plans; and the other factors detailed in the Company’s Information Statement filed as Exhibit 99.1 to the Company’s Registration Statement on Form 10B-12/A on March 17, 2022, as well as other risks discussed in the Company’s filings with the U.S. Securities and Exchange Commission. In addition, these statements are based on assumptions that are subject to change. This press release speaks only as of the date hereof. The Company disclaims any duty to update the information herein.

ESAB CORPORATION

CONSOLIDATED AND COMBINED CONDENSED STATEMENTS OF OPERATIONS

Dollars in thousands, except per share data

(Unaudited)

Three Months Ended

Six Months Ended

July 1, 2022

July 2, 2021

July 1, 2022

July 2, 2021

Net sales

$

661,177

$

629,804

$

1,309,088

$

1,197,932

Cost of sales

433,705

411,413

857,285

779,746

Gross profit

227,472

218,391

451,803

418,186

Selling, general and administrative expense

136,945

132,702

272,358

257,121

Restructuring and other related charges

4,649

3,489

9,953

6,564

Operating income

85,878

82,200

169,492

154,501

Interest expense (income) and other, net

7,907

(314

)

7,351

(539

)

Pension settlement gain

(11,208

)

(11,208

)

Income from continuing operations before income taxes

77,971

93,722

162,141

166,248

Income tax expense

20,047

15,610

45,793

29,602

Net income from continuing operations

57,924

78,112

116,348

136,646

Loss from discontinued operations, net of taxes

(1,900

)

(3,921

)

Net income

56,024

78,112

112,427

136,646

Less: Income attributable to noncontrolling interest, net of taxes

775

705

1,741

1,581

Net income attributable to ESAB Corporation

$

55,249

$

77,407

$

110,686

$

135,065

Earnings (loss) per share - basic

Income from continuing operations

$

0.95

$

1.29

$

1.90

$

2.25

Loss on discontinued operations

$

(0.03

)

$

$

(0.07

)

$

Net income per share

$

0.92

$

1.29

$

1.83

$

2.25

Earnings (loss) per share - diluted

Income from continuing operations

$

0.94

$

1.29

$

1.89

$

2.25

Loss on discontinued operations

$

(0.03

)

$

$

(0.07

)

$

Net income per share - diluted

$

0.91

$

1.29

$

1.82

$

2.25

ESAB CORPORATION

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

Dollars in millions, except per share data

(Unaudited)

Three Months Ended

Six Months Ended

July 1, 2022

July 2, 2021

July 1, 2022

July 2, 2021

Adjusted Net Income and Adjusted Net Income Per Share

(Dollars in millions)(1)

Net income from continuing operations attributable to ESAB Corporation(2) (GAAP)

57.1

77.4

114.6

135.1

Restructuring and other related charges - pretax (3)

4.6

3.5

10.0

6.6

Acquisition-related amortization - pretax (4)

7.6

9.1

15.3

18.2

Separation costs - pretax (5)

3.5

0.1

7.1

0.1

Pension settlement gain - pretax

(11.2

)

(11.2

)

Tax adjustment (6)

(3.9

)

(5.4

)

(7.7

)

(7.7

)

Adjusted net income from continuing operations (non-GAAP)

$

69.0

$

73.5

$

139.2

$

141.0

Adjusted net income from continuing operations attributable to Russia (non-GAAP)

3.6

8.8

9.3

16.9

Adjusted net income from continuing operations excluding Russia (non-GAAP)

$

65.4

$

64.7

$

129.9

$

124.1

Adjusted net income margin from continuing operations

10.4

%

11.7

%

10.6

%

11.8

%

Adjusted net income per share - diluted from continuing operations (non-GAAP)

$

1.14

$

1.23

$

2.30

$

2.35

Adjusted net income per share - diluted from continuing operations attributable to Russia (non-GAAP)

$

0.06

$

0.15

$

0.15

$

0.28

Adjusted net income per share - diluted from continuing operations excluding Russia (non-GAAP)

$

1.08

$

1.08

$

2.15

$

2.07

Net income per share - diluted from continuing operations (GAAP)

$

0.94

$

1.29

$

1.89

$

2.25

__________

(1) Numbers may not sum due to rounding.

(2) Net income from continuing operations attributable to ESAB Corporation for the respective periods is calculated using Net income from continuing operations less the income attributable to noncontrolling interest, net of taxes, of $0.8 million and $1.7 million for the three and six months ended July 1, 2022 and $0.7 million and $1.6 million for the three and six months ended July 2, 2021, respectively.

(3) Includes severance and other termination benefits, including outplacement services as well as the cost of relocating associates, relocating equipment, lease termination expenses, and other costs in connection with the closure and optimization of facilities and product lines.

(4) Includes amortization of acquired intangibles.

(5) Includes non-recurring professional fees incurred in the planning and execution of the separation from Enovis. ESAB does not anticipate any further costs associated with the separation after 2022.

(6) For 2022 the tax effect of the adjusting items above results in an adjusted tax rate of 25.5% and 27.5% for the three and six months ended July 1, 2022. For 2021 the tax effect of the above adjusting items and the exclusion of some non-recurring benefits resulted in an adjusted tax rate of 22.0% and 20.7% for the three and six months ended July 2, 2021.

ESAB CORPORATION

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

Dollars in millions

(Unaudited)

Three Months Ended

Six Months Ended

July 1, 2022

July 2, 2021

July 1, 2022

July 2, 2021

Adjusted EBITA and Adjusted EBITDA

(Dollars in millions)(1)

Net income from continuing operations (GAAP)

$

57.9

$

78.1

$

116.3

$

136.6

Income tax expense

20.0

15.6

45.8

29.6

Interest expense (income) and other, net(2)

7.9

(0.1

)

7.4

(0.2

)

Pension settlement gain

(11.2

)

(11.2

)

Restructuring and other related charges(3)

4.6

3.5

10.0

6.6

Separation costs(4)

3.5

0.1

7.1

0.1

Acquisition-related amortization(5)

7.6

9.1

15.3

18.2

Adjusted EBITA (non-GAAP)

$

101.6

$

95.1

$

201.9

$

179.7

Depreciation and other amortization

8.9

9.6

17.9

19.2

Adjusted EBITDA (non-GAAP)

$

110.5

$

104.7

$

219.8

$

198.9

Adjusted EBITDA attributable to Russia (non-GAAP)

5.5

11.9

13.9

22.4

Adjusted EBITDA excluding Russia (non-GAAP)

$

105.0

$

92.8

$

205.9

$

176.5

Net income margin from continuing operations (GAAP)

8.8

%

12.4

%

8.9

%

11.4

%

Adjusted EBITA margin (non-GAAP)

15.4

%

15.1

%

15.4

%

15.0

%

Adjusted EBITDA margin (non-GAAP)

16.7

%

16.6

%

16.8

%

16.6

%

Adjusted EBITDA margin excluding Russia (non-GAAP)(6)

16.6

%

15.8

%

16.6

%

15.8

%

__________

(1) Numbers may not sum due to rounding.

(2) Mainly relates to the removal of interest expense and income included within the Interest expense (income) and other, net line within the Consolidated and Combined Condensed Statement of Operations.

(3) Includes severance and other termination benefits, including outplacement services as well as the cost of relocating associates, relocating equipment, lease termination expenses, and other costs in connection with the closure and optimization of facilities and product lines.

(4) Includes non-recurring professional fees incurred in the planning and execution of the separation from Enovis. ESAB does not anticipate any further costs associated with the separation after 2022.

(5) Includes amortization of acquired intangibles.

(6) Net sales relating to Russia included within the EMEA & APAC segment were $29.5 million and $70.4 million for the three and six months ended July 1, 2022, respectively, and $44.0 million and $80.6 million for the three and six months ended July, 2 2021, respectively.

ESAB CORPORATION

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

Dollars in millions

(Unaudited)

Three Months Ended July 1, 2022

Six Months Ended July 1, 2022

Americas

EMEA & APAC

Total

Americas

EMEA & APAC

Total

(Dollars in millions)

Operating income (GAAP)

$

35.8

$

50.0

$

85.9

$

66.0

$

103.5

$

169.5

Restructuring and other related charges

3.6

1.1

4.6

7.2

2.8

10.0

Separation costs

1.5

1.9

3.5

3.8

3.3

7.1

Acquisition-related amortization

4.2

3.4

7.6

8.3

7.0

15.3

Other(1)

0.3

(0.2

)

0.1

Adjusted EBITA (non-GAAP)

45.2

56.4

101.6

85.7

116.2

201.9

Depreciation and other amortization

3.4

5.5

8.9

6.9

11.0

17.9

Adjusted EBITDA (non-GAAP)

$

48.6

$

61.9

$

110.5

$

92.6

$

127.2

$

219.8

Adjusted EBITA margin (non-GAAP)

15.5

%

15.3

%

15.4

%

15.2

%

15.6

%

15.4

%

Adjusted EBITDA margin (non-GAAP)

16.7

%

16.7

%

16.7

%

16.4

%

17.1

%

16.8

%

(1) Relates to the adjustment for certain items included within the Interest expense (income) and other, net line within the Consolidated and Combined Condensed Statements of Operations.

Three Months Ended July 2, 2021

Six Months Ended July 2, 2021

Americas

EMEA & APAC

Total

Americas

EMEA & APAC

Total

(Dollars in millions)

Operating income...