NORTEK POSTS RECORD SECOND-QUARTER RESULTS 

NET EARNINGS MORE THAN DOUBLE 

PROVIDENCE, RI, July 28, 1999—Nortek, Inc. (NYSE: NTK), a leader in the manufacture of high-quality building products, today announced continued rising earnings in all core businesses.  Diluted per-share earnings for the second quarter ending July 3, 1999 more than doubled to $1.64 from the $0.78 per share reported in the second quarter last year, on 11.0 percent more shares outstanding. 

Richard L. Bready, Nortek Chairman and Chief Executive Officer, said, “The impressive earnings are a result of the Company’s growing strength and expansion in key markets.  For this period, Nortek achieved internal earnings growth in its core businesses, continued to make strides in improving business efficiencies and made significant progress in the ongoing integration of recent acquisitions.  With internal growth and a series of strategic acquisitions, Nortek has defined, staked out and developed a solid market position in the expanding building-products industry. 

Other second-quarter financial highlights included: 

·        Net sales of $544.1 million, a 21.0-percent increase from $449.6 million reported for the second quarter of 1998.  The second quarter of 1999 includes $125.1 million of sales from recently acquired businesses; the second quarter of 1998 included $61.4 million of sales from businesses sold. 

·        Operating earnings of $58.2 million, a 75.6-percent increase from last year’s $33.2 million.  As a percent of sales, operating earnings rose to 10.7 percent compared to 7.4 percent last year. 

·        EBITDA of $72.0 million, a 67.2-percent increase from $43.1 million for the prior year.  As a percent of sales EBITDA was 13.2 percent compared to last year’s 9.6 percent. 

·        Net earnings of $19.8 million, more than double last year’s $8.5 million.

·          The doubling of diluted per-share earnings with 1,146,000 more shares outstanding compared to last year.  Diluted per-share earnings for the second quarter of 1999 and the second quarter of 1998 are after amortization of goodwill and other intangible assets of $.38 per share and $.27 per share, respectively. 

For the first six months of 1999, diluted per-share earnings doubled to $1.94 from $.95 a year earlier--an increase achieved with 1,677,000 more shares outstanding. Operating earnings increased 62.4 percent to $85.8 million and EBITDA increased 54.9 percent to $112.6 million.  Net earnings increased almost 138.0 percent to $23.3 million from $9.8 million for the first six months of 1999. 

Sales for the first six months of $950.8 million were 12.9 percent higher than the $842.1 million reported last year.  The first six months of 1999 included $193.7 million of sales from recently acquired businesses; the first six months of 1998 included $132.8 million of sales from businesses sold.

 Mr. Bready added, “We expect the coming months to show a continuing firm U.S. economy and strong consumer confidence.  That is a business environment in which our strategy of managed synergistic growth -- with emphasis on quality, low-cost production and high-margin products -- is designed to thrive and expand our franchise.”

 Nortek is a leading international manufacturer and distributor of high-quality, competitively priced building, remodeling and indoor environmental control products for the residential and commercial markets.  The Company offers a broad array of products for improving the environments where people live and work.  Its products include range hoods and other spot ventilation products, heating and air conditioning systems, wood and vinyl windows and doors, vinyl siding products, indoor air quality systems, and specialty electronic products.

 

NORTEK, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED SUMMARY OF OPERATIONS

(In Thousands except per share amounts)

 

 

Three Months Ended

 

Six Months Ended

July 3, 

 

July 4,

 

July 3,

 

July 4,

1999

 

1998

 

1999

 

1998

(unaudited)

 

 

 

 

 

 

 

 

Net sales.......................................................

$544,088

 

$449,647

 

$950,788

 

$842,115

 

 

 

 

 

 

 

 

Cost of sales..................................................

384,971

 

333,506

 

681,887

 

627,826

Selling, general and administrative expenses.....

95,842

 

79,938

 

173,225

 

155,499

Amortization of goodwill and intangible

 

 

 

 

 

 

 

  assets..........................................................

     5,055

 

      3,049

 

    9,839

 

      5,943

 

  485,868

 

  416,493

 

  864,951

 

  789,268

 

 

 

 

 

 

 

 

Operating earnings.........................................

  58,220

 

33,154

 

85,837

 

52,847

Interest expense.............................................

(24,373)

 

(19,740)

 

(48,339)

 

(39,198)

Investment income.........................................

    1,653

 

   2,086

 

   4,502

 

   4,351

 

 

 

 

 

 

 

 

Earnings before provision for income taxes......

   35,500

 

    15,500

 

    42,000

 

    18,000

Provision for income taxes..............................

   15,700

 

      7,000

 

    18,700

 

      8,200

 

 

 

 

 

 

 

 

Net earnings..................................................

$  19,800

 

$    8,500

 

$  23,300

 

$    9,800

 

 

 

 

 

 

 

 

Net earnings per share of common stock:

 

 

 

 

 

 

 

          Basic...................................................

$      1.67

 

$        .79

 

$      1.97

 

$        .97

          Diluted.................................................

$      1.64

 

$        .78

 

$      1.94

 

$        .95

 

 

 

 

 

 

 

 

Weighted average number of shares:

 

 

 

 

 

 

 

          Basic...................................................

    11,850

 

    10,718

 

    11,798

 

    10,129

          Diluted.................................................

    12,051

 

    10,905

 

    11,988

 

    10,311

 

 

 

 

 

 

 

 

EBITDA.......................................................

$  71,991

 

$  43,052

 

$112,649

 

$  72,723

 

The accompanying notes are an integral part of this unaudited condensed consolidated summary of operations.

 


NORTEK, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED SUMMARY OF OPERATIONS 

A.     The unaudited condensed consolidated summary of operations for Nortek, Inc. and its subsidiaries (the "Company"), in the opinion of management, reflects all adjustments necessary for a fair statement of the periods presented.  It is suggested that this unaudited condensed consolidated summary of operations be read in conjunction with the financial statements and the notes included in the Company's latest Annual Report on form 10-K, and its latest Quarterly Report on form 10-Q as filed with the Securities and Exchange Commission. 

B.   EBITDA from continuing operations is operating earnings plus depreciation and amortization expense (other than amortization of deferred debt expense and debt discount). 

C.   On July 31, 1998, the Company, through a wholly-owned subsidiary, purchased all of the issued and outstanding capital stock of NuTone Inc. ("NuTone"), a wholly owned subsidiary of Williams plc ("Williams") for an aggregate purchase price of $242,500,000 in cash plus approximately $5,500,000 in expenses and fees.  The purchase price was funded  through the use of the net proceeds from the sale of $210,000,000 principal amount of 8 7/8% Senior Notes due August 1, 2008 (the "8 7/8% Notes") at a slight discount, which occurred on July 31, 1998, together with approximately $44,800,000 of the cash proceeds received from the Common Stock Offering as defined below.   

D.     The following presents the approximate unaudited Pro Forma net sales, depreciation and amortization expense (other than amortization of deferred debt expense and debt discount), operating earnings, earnings from continuing operations and diluted earnings from continuing operations per share of the Company for the three and six months ended July 4, 1998 and the year ended December 31, 1998 which gives pro forma effect to the sale of 2,182,500 shares of the Company's common stock in the second quarter of 1998 (the "Common Stock Offering"), the sale of the 8 7/8% Notes and the acquisition of NuTone on July 31, 1998, and reflects the estimated cost reductions directly attributable to the NuTone acquisition as described below as if such transactions had occurred on January 1, 1998.  The Pro Forma results for the year ended December 31, 1998 below include the actual results of NuTone since July 31, 1998 in accordance with the purchase method of accounting for an acquisition.  Pro Forma operating results do not give pro forma effect to dispositions of businesses that occurred in 1998, the acquisition of Napco, Inc. which occurred on October 9, 1998 and acquisitions in 1999.    

 

 
 
Three Months Ended

July 4, 1998

Six Months Ended

July 4, 1999

Year Ended                          

December 31, 1998

 

(In thousands except per share amounts)

 

 

 

 

Pro Forma

 

 

 

Net sales.................................................

$495,000

$937,000

$1,849,000

Depreciation and amortization

 

 

 

  expense.................................................

12,100

24,300

47,400

Operating earnings...................................

38,000

61,000

142,500

Earnings from continuing operations..........

8,000

8,600

31,400

Diluted earnings from continuing 

   operations per share..............................

 

$ .67

 

$ .72

 

$2.63

           

 

NORTEK, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED SUMMARY OF OPERATIONS

(Continued) 

At the date of the NuTone acquisition, the Company achieved cost reductions directly attributable to the acquisition from the elimination of fees and charges paid by NuTone to Williams and related entities.  The unaudited Pro Forma operating earnings have been increased by approximately $354,000 for the year ended December 31, 1998 and by approximately $384,000 for the six months ended July 4, 1998, respectively, and decreased by approximately $98,000 for the three months ended July 4, 1998 to reflect the elimination of such fees.  Subsequent to the NuTone acquisition, the Company expects to realize approximately $15,000,000 in unaudited estimated annual cost reductions (“NuTone Cost Reductions”) that can be achieved as a result of integrating NuTone into the Company’s operations.  Pro Forma earnings have not been increased for the NuTone Cost Reductions for the periods presented, except for NuTone Cost Reductions actually achieved since the date of acquisition.  The NuTone Cost Reductions are estimates and actual savings achieved could differ materially.  In computing the Pro Forma earnings, earnings have been reduced by the net interest income on the aggregate cash portion of the purchase price of the NuTone acquisition at the historical rate earned by the Company and interest expense on indebtedness incurred in connection with the acquisition of NuTone.  Earnings have also been reduced by amortization of goodwill and intangible assets and reflect net adjustments to depreciation expense as a result of an increase in the estimated fair market value of property and equipment and changes in depreciable lives.  Interest expense was included on the 8 7/8% Notes at the applicable coupon rate plus amortization of deferred debt expense and debt discount, net of tax effect. The Pro Forma information presented does not purport to be indicative of the results which would have been reported if these transactions  had occurred on January 1, 1998, or which may be reported in the future.

E.      Net sales for the Company's principal segments for the three months and the six months ended July 3, 1999 and July 4, 1998 were as follows:

 

 

Three Months Ended

Six Months Ended

 

July 3, 1999

July 4, 1998

July 3, 1999

July  4, 1998