ARC Reports Results for Second Quarter 2011

August 04, 2011

WALNUT CREEK, CA, Aug 04, 2011 (MARKETWIRE via COMTEX) -- ARC (NYSE: ARC), one of the nation's leading document solutions companies, today reported its financial results for the second quarter ended June 30, 2011.

"It is clear that macro-economic conditions have stalled the U.S. economic recovery. Given current market sentiment, we must assume that the recovery will remain challenged for the rest of the year," said K. "Suri" Suriyakumar, Chairman, President and CEO of ARC. "While the outlook for the AEC industry is weak in the near term, ARC's performance remains strong."

Mr. Suriyakumar noted that despite the lack of demand in the marketplace, ARC's gross margin experienced a sequential improvement from 31.3% in the first quarter to 32.6% in the second quarter, and adjusted net income for the period was $0.2 million or $0.00 per diluted share, a meaningful improvement over the adjusted loss of $0.05 per diluted share in the first quarter. He also pointed out that the sequential revenue increase of $3.1 million in the second quarter produced an even greater adjusted EBITDA increase of $3.4 million in the same period, and that sequential adjusted EBITDA margin increased from 13.9% in the first quarter to 16.7% in the second quarter. "This clearly demonstrates that the steps we are taking to reduce costs and reorganize the management of the company have gained immediate traction. We will continue to restructure the organization until we optimize our operational and management structure for the current size of the market, and for the ongoing technology transition occurring in our industry."

Net revenue for the second quarter of 2011 was $109.6 million. ARC's net loss for the second quarter was $84.6 million or a loss of $1.87 per diluted share, primarily due to the recording of a goodwill impairment charge in the amount of $23.3 million and a deferred tax asset valuation allowance of $64.3 million. Excluding these non-cash charges, as well as the previously-disclosed accelerated amortization related to trade names and interest rate swap-related items, adjusted net income for the second quarter was $0.2 million or $0.00 per diluted share. Quarterly cash from operating activities for the period ending June 30, 2011 was $7.3 million.

Net revenue for the first six months of 2011 was $216.1 million. The Company's gross margin was 32.0% for the same period. ARC's net loss for the first six months of 2011 was $88.3 million, or a loss of $1.95 per diluted share, caused primarily by the non-cash charges mentioned above. Excluding these non-cash charges, ARC's adjusted net loss for the first six months of 2011 was $1.9 million, or a loss of $0.04 per diluted share. Cash from operating activities for the same period was $11.9 million.

As noted in the first quarter, ARC continues to restructure its business operations to meet the changing needs of the marketplace. By reorganizing operations, addressing selective staff reductions, and reducing the size of its branch network outside of major metropolitan markets, the Company's efforts are currently expected to yield annualized savings of approximately $26 million, and realized savings of approximately $17 million in 2011.

Goodwill Impairment and Deferred Tax Valuation Allowance In the second quarter, ARC recorded a goodwill impairment charge of $23.3 million and a deferred tax asset valuation allowance of approximately $64.3 million.

On June 30, 2011, the Company felt that there were sufficient indicators to trigger an interim goodwill impairment analysis. The indicators included: (1) the current economic environment; (2) the performance against plan of reporting units which previously had goodwill impairment; and (3) revised forecasted future earnings. The results of the Company's analysis indicated that six of its reporting units, all of which are located in the United States, had a goodwill impairment, and the Company recorded a pretax, non-cash charge for the three and six months ended June 30, 2011 to reduce the carrying value of goodwill by $23.3 million.

The deferred tax asset valuation assessment is a GAAP-accounting triggered event caused by goodwill impairments and other charges the Company has taken over the past three years. The effect of the assessment resulted in a reserve of $64.3 million against certain deferred tax assets on ARC's balance sheet. The valuation allowance represents a non-cash tax expense on our Statement of Operations. The deferred tax assets remain available to the Company for use in future profitable quarters.

Outlook In the face of weak macro-economic drivers and the resulting prolonged weakness in the AEC market, the Company revised its 2011 annual adjusted EPS forecast to a range of $(0.02) to $0.05 on a fully-diluted basis from its previous forecast of a range of $0.01 to $0.15, and projected annual cash flow from operating activities in the range of $35 million to $50 million, down from a range of $40 million to $60 million.

Teleconference and Webcast American Reprographics Company will host a conference call and audio webcast today at 2:00 P.M. Pacific Time (5:00 P.M. Eastern Time) to discuss results for the Company's second quarter 2011 and business outlook. The conference call can be accessed by dialing 877-402-8179. The conference ID number is 82265595.

A replay of this call will be available approximately one hour after the call for seven days following the call's conclusion. To access the replay, dial 800-642-1687. The conference ID number is 82265595.

A Web archive will be made available at http://www.e-arc.com for approximately 90 days following the call's conclusion.

About ARC (NYSE: ARC) ARC (American Reprographics Company) is one of the nation's leading document solutions companies providing business-to-business document management technology and services to the architectural, engineering and construction, or AEC industries. The Company also provides document management services to companies in non-AEC industries, such as technology, financial services, retail, entertainment, and food and hospitality. ARC provides its services through its suite of reprographics technology products, a network of hundreds of reprographics service centers around the world and on-site at more than 5,500 customer locations. The Company's service centers are digitally connected as a cohesive network, allowing the provision of services both locally and nationally to more than 120,000 active customers.

Forward-Looking Statements This press release contains forward-looking statements that are based on current opinions, estimates and assumptions of management regarding future events and the future financial performance of the Company. Words such as "assume," "projects," "expect" and similar expressions identify forward-looking statements and all statements other than statements of historical fact, including, but not limited to, any projections regarding earnings, revenues and financial performance of the Company, could be deemed forward-looking statements. We caution you that such statements are only predictions and are subject to certain risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. Factors that could cause our actual results to differ materially from those set forth in the forward-looking statements include, but are not limited to, the current economic recession, general economic conditions and downturn in the architectural, engineering and construction industries specifically; our ability to streamline operations and reduce and/or manage costs; competition in our industry and innovation by our competitors; our failure to anticipate and adapt to future changes in our industry; our failure to take advantage of market opportunities and/or to complete acquisitions; our failure to manage acquisitions, including our inability to integrate and merge the business operations of the acquired companies or failure to retain key personnel and customers of acquired companies; our dependence on certain key vendors for equipment, maintenance services and supplies; damage or disruption to our facilities, our technology centers, our vendors or a majority of our customers; and our failure to continue to develop and introduce new services successfully. The foregoing list of risks and uncertainties is illustrative but is by no means exhaustive. For more information on factors that may affect our future performance, please review our periodic filings with the U.S. Securities and Exchange Commission, and specifically the risk factors set forth in our most recent reports on Form 10-K and Form 10-Q. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

American Reprographics Company Consolidated Balance Sheets (In thousands, except per share amounts) (Unaudited) June 30, December 31, ---------------------------- 2011 2010 ------------- ------------- Assets Current assets: Cash and cash equivalents $ 21,907 $ 26,293 Accounts receivable, net 61,045 52,619 Inventories, net 11,350 10,689 Deferred income taxes - 7,157 Prepaid expenses 4,223 4,074 Other current assets 20,775 6,870 ------------- ------------- Total current assets 119,300 107,702 Property and equipment, net 56,140 59,036 Goodwill 271,424 294,759 Other intangible assets, net 53,799 62,643 Deferred financing costs, net 4,669 4,995 Deferred income taxes 1,442 37,835 Other assets 2,219 2,115 ------------- ------------- Total assets $ 508,993 $ 569,085 ============= ============= Liabilities and Equity Current liabilities: Accounts payable $ 23,167 $ 23,593 Accrued payroll and payroll-related expenses 8,040 7,980 Accrued expenses 19,497 30,134 Current portion of long-term debt and capital leases 32,365 23,608 ------------- ------------- Total current liabilities 83,069 85,315 Long-term debt and capital leases 213,288 216,016 Deferred income taxes 29,486 - Other long-term liabilities 3,298 5,072 ------------- ------------- Total liabilities 329,141 306,403 ------------- ------------- Commitments and contingencies Stockholders' equity: American Reprographics Company stockholders' equity: Preferred stock, $0.001 par value, 25,000 shares authorized; 0 and 0 shares issued and outstanding - - Common stock, $0.001 par value, 150,000 shares authorized; 46,215 and 46,183 shares issued and 46,215 and 45,736 shares outstanding 46 46 Additional paid-in capital 99,396 96,251 Retained earnings 77,477 173,459 Accumulated other comprehensive loss (3,219) (5,541) ------------- ------------- 173,700 264,215 Less cost of common stock in treasury, 0 and 447 shares - 7,709 ------------- ------------- Total American Reprographics Company stockholders' equity 173,700 256,506 Noncontrolling interest 6,152 6,176 ------------- ------------- Total equity 179,852 262,682 ------------- ------------- Total liabilities and equity $ 508,993 $ 569,085 ============= ============= American Reprographics Company Consolidated Statements of Operations (In thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, -------------------- -------------------- 2011 2010 2011 2010 --------- --------- --------- --------- Reprographics services $ 70,460 $ 78,453 $ 140,482 $ 154,710 Facilities management 25,596 22,627 49,799 45,030 Equipment and supplies sales 13,534 14,008 25,813 27,509 --------- --------- --------- --------- Total net sales 109,590 115,088 216,094 227,249 Cost of sales 73,895 75,633 147,013 150,943 --------- --------- --------- --------- Gross profit 35,695 39,455 69,081 76,306 Selling, general and administrative expenses 26,804 28,169 54,636 55,300 Amortization of intangible assets 4,721 2,557 9,465 5,193 Goodwill impairment 23,335 - 23,335 - --------- --------- --------- --------- (Loss) income from operations (19,165) 8,729 (18,355) 15,813 Other income, net (35) (34) (61) (77) Interest expense, net 7,699 5,754 15,866 11,642 --------- --------- --------- --------- (Loss) income before income tax provision (26,829) 3,009 (34,160) 4,248 Income tax provision 57,913 1,276 54,264 1,806 --------- --------- --------- --------- Net (loss) income (84,742) 1,733 (88,424) 2,442 Loss (income) attributable to the noncontrolling interest 112 (54) 151 (46) --------- --------- --------- --------- Net (loss) income attributable to American Reprographics Company $ (84,630) $ 1,679 $ (88,273) $ 2,396 ========= ========= ========= ========= (Loss) earnings per share attributable to American Reprographics Company shareholders: Basic $ (1.87) $ 0.04 $ (1.95) $ 0.05 ========= ========= ========= ========= Diluted $ (1.87) $ 0.04 $ (1.95) $ 0.05 ========= ========= ========= ========= Weighted average common shares outstanding: Basic 45,360 45,196 45,341 45,174 Diluted 45,360 45,512 45,341 45,422 American Reprographics Company Non-GAAP Measures Reconciliation of cash flows provided by operating activities to EBIT, EBITDA and Adjusted EBITDA (In thousands) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, -------------------- -------------------- 2011 2010 2011 2010 --------- --------- --------- --------- Cash flows provided by operating activities $ 7,284 $ 18,278 $ 11,873 $ 27,746 Changes in operating assets and liabilities, net of 17,216 (3,806) 26,582 1,277 business acquisitions Non-cash expenses, including depreciation and amortization (109,242) (12,739) (126,879) (26,581) Income tax provision 57,913 1,276 54,264 1,806 Interest expense, net 7,699 5,754 15,866 11,642 Loss (income) attributable to the noncontrolling interest 112 (54) 151 (46) --------- --------- --------- --------- EBIT (19,018) 8,709 (18,143) 15,844 Depreciation and amortization 12,166 11,108 24,652 22,764 --------- --------- --------- --------- EBITDA (6,852) 19,817 6,509 38,608 Goodwill impairment 23,335 - 23,335 - Stock-based compensation 1,769 1,457 3,258 2,918 --------- --------- --------- --------- Adjusted EBITDA $ 18,252 $ 21,274 $ 33,102 $ 41,526 ========= ========= ========= ========= American Reprographics Company Non-GAAP Measures Reconciliation of net (loss) income attributable to ARC to unaudited adjusted net income (loss) attributable to ARC (In thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, --------------------- --------------------- 2011 2010 2011 2010 --------- ---------- --------- ---------- Net (loss) income attributable to ARC $ (84,630) $ 1,679 $ (88,273) $ 2,396 Goodwill impairment 23,335 - 23,335 - Change in trade name impact to amortization 2,369 - 4,738 - Interest rate swap related costs 1,457 - 2,980 - Income tax benefit related to above items (6,497) - (7,879) - Deferred tax valuation allowance and other discrete tax items 64,186 - 63,208 - --------- ---------- --------- ---------- Unaudited adjusted net income (loss) attributable to ARC $ 220 $ 1,679 $ (1,891) $ 2,396 ========= ========== ========= ========== Actual: (Loss) earnings per share attributable to ARC shareholders: Basic $ (1.87) $ 0.04 $ (1.95) $ 0.05 ========= ========== ========= ========== Diluted $ (1.87) $ 0.04 $ (1.95) $ 0.05 ========= ========== ========= ========== Weighted average common shares outstanding: Basic 45,360 45,196 45,341 45,174 Diluted 45,360 45,512 45,341 45,422 Adjusted: Earnings (loss) per share attributable to ARC shareholders: Basic $ 0.00 $ 0.04 $ (0.04) $ 0.05 ========= ========== ========= ========== Diluted $ 0.00 $ 0.04 $ (0.04) $ 0.05 ========= ========== ========= ========== Weighted average common shares outstanding: Basic 45,360 45,196 45,341 45,174 Diluted 45,696 45,512 45,341 45,422 American Reprographics Company Non-GAAP Measures Reconciliation of net (loss) income attributable to ARC to EBIT, EBITDA and Adjusted EBITDA (In thousands) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, --------------------- --------------------- 2011 2010 2011 2010 --------- ---------- --------- ---------- Net (loss) income attributable to ARC $ (84,630) $ 1,679 $ (88,273) $ 2,396 Interest expense, net 7,699 5,754 15,866 11,642 Income tax provision 57,913 1,276 54,264 1,806 --------- ---------- --------- ---------- EBIT (19,018) 8,709 (18,143) 15,844 Depreciation and amortization 12,166 11,108 24,652 22,764 --------- ---------- --------- ---------- EBITDA (6,852) 19,817 6,509 38,608 Goodwill impairment 23,335 - 23,335 - Stock-based compensation 1,769 1,457 3,258 2,918 --------- ---------- --------- ---------- Adjusted EBITDA $ 18,252 $ 21,274 $ 33,102 $ 41,526 ========= ========== ========= ========== 

Non-GAAP Financial Measures

EBIT, EBITDA and related ratios presented in this report are supplemental measures of our performance that are not required by or presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These measures are not measurements of our financial performance under GAAP and should not be considered as alternatives to net income, income from operations, or any other performance measures derived in accordance with GAAP, or as an alternative to cash flows from operating, investing or financing activities as a measure of our liquidity.

EBIT represents net income before interest and taxes. EBITDA represents net income before interest, taxes, depreciation and amortization. Amortization does not include $1.8 million and $3.3 million of stock-based compensation expense recorded in selling, general and administrative expenses, for the three and six months ended June 30, 2011, respectively. Amortization does not include $1.5 million and $2.9 million of stock-based compensation expense recorded in selling, general and administrative expenses, for the three and six months ended June 30, 2010, respectively. EBIT margin is a non-GAAP measure calculated by dividing EBIT by net sales. EBITDA margin is a non-GAAP measure calculated by dividing EBITDA by net sales.

We present EBIT, EBITDA and related ratios because we consider them important supplemental measures of our performance and liquidity. We believe investors may also find these measures meaningful, given how our management makes use of them. The following is a discussion of our use of these measures.

We use EBIT and EBITDA to measure and compare the performance of our operating segments. Our operating segments' financial performance includes all of the operating activities except debt and taxation which are managed at the corporate level for U.S. operating segments. As a result, EBIT is the best measure of operating segment profitability and the most useful metric by which to measure and compare the performance of our operating segments. We also use EBIT to measure performance for determining operating segment-level compensation and we use EBITDA to measure performance for determining consolidated-level compensation. In addition, we also use EBIT and EBITDA to evaluate potential acquisitions and potential capital expenditures.

EBIT, EBITDA and related ratios have limitations as analytical tools, and you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are as follows:

-- They do not reflect our cash expenditures, or future requirements for capital expenditures and contractual commitments; -- They do not reflect changes in, or cash requirements for, our working capital needs; -- They do not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments on our debt; -- Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA does not reflect any cash requirements for such replacements; and -- Other companies, including companies in our industry, may calculate these measures differently than we do, limiting their usefulness as comparative measures. 

Because of these limitations, EBIT, EBITDA, and related ratios should not be considered as measures of discretionary cash available to us to invest in business growth or to reduce our indebtedness. We compensate for these limitations by relying primarily on our GAAP results and using EBIT, EBITDA and related ratios only as supplements. For more information, see our interim Condensed Consolidated Financial Statements and related notes on our 2011 second quarter report on Form 10-Q. Additionally, please refer to our 2010 Annual Report on Form 10-K.

Our presentation of adjusted net income and adjusted EBITDA over certain periods is an attempt to provide meaningful comparisons to our historical performance for our existing and future investors. The unprecedented changes in our end markets over the past several years have required us to take measures that are unique in our history and specific to individual circumstances. Comparisons inclusive of these actions make normal financial and other performance patterns difficult to discern under a strict GAAP presentation. Each non-GAAP presentation, however, is explained in detail in the reconciliation tables above.

Specifically, we have presented adjusted net income (loss) attributable to ARC and adjusted earnings (loss) per share attributable to ARC shareholders for the three and six months ended June 30, 2011 to reflect the exclusion of the goodwill impairment charge, amortization impact related to the change in useful lives of trade names, interest rate swap related costs, the valuation allowance related to certain deferred tax assets and other discrete tax items. This presentation facilitates a meaningful comparison of our operating results for the three and six months ended June 30, 2011 and 2010. We believe these charges were the result of the current macroeconomic environment, our capital restructuring, or other items which are not indicative of our actual operating performance.

We presented adjusted EBITDA in the three and six months ended June 30, 2011 to exclude the non-cash goodwill impairment charge of $23.3 million (which was taken at the end of the second quarter), and stock-based compensation expense of $1.8 million and $3.3 million, respectively. We presented adjusted EBITDA in the three and six months ended June 30, 2010 to exclude stock-based compensation expense of $1.5 million and $2.9 million, respectively. We believe that the goodwill impairment charge was a result of the current macroeconomic environment and not indicative of our operations. The exclusion of the goodwill impairment charges and stock-based compensation expense to arrive at adjusted EBITDA is consistent with the definition of adjusted EBITDA in our previous and current credit agreements; therefore, we believe this information is useful to investors in assessing our ability to meet our debt covenants.

American Reprographics Company Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, -------------------- -------------------- 2011 2010 2011 2010 --------- --------- --------- --------- Cash flows from operating activities Net (loss) income $ (84,742) $ 1,733 $ (88,424) $ 2,442 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Allowance for accounts receivable 237 56 417 317 Depreciation 7,445 8,551 15,187 17,571 Amortization of intangible assets 4,721 2,557 9,465 5,193 Amortization of deferred financing costs 221 386 437 770 Amortization of bond discount 135 - 267 - Goodwill impairment 23,335 - 23,335 - Stock-based compensation 1,769 1,457 3,258 2,918 Excess tax benefit related to stock-based compensation (23) (35) (31) (38) Deferred income taxes 6,197 (110) 8,515 164 Deferred tax valuation allowance 64,340 - 64,340 - Amortization of derivative, net of tax effect 912 - 1,866 - Other noncash items, net (47) (123) (177) (314) Changes in operating assets and liabilities, net of effect of business acquisitions: Accounts receivable (437) (365) (8,705) (5,784) Inventory 143 (1,441) (1,048) (1,285) Prepaid expenses and other assets (10,819) 581 (14,047) (1,934) Accounts payable and accrued expenses (6,103) 5,031 (2,782) 7,726 --------- --------- --------- --------- Net cash provided by operating activities 7,284 18,278 11,873 27,746 --------- --------- --------- --------- Cash flows from investing activities Capital expenditures (3,486) (1,560) (7,622) (2,777) Payment for swap transaction - - (9,729) - Other 269 294 647 845 --------- --------- --------- --------- Net cash used in investing activities (3,217) (1,266) (16,704) (1,932) --------- --------- --------- --------- Cash flows from financing activities Proceeds from stock option exercises 67 109 108 125 Proceeds from issuance of common stock under Employee Stock Purchase Plan - 16 23 16 Excess tax benefit related to stock-based compensation 23 35 31 38 Payments on long-term debt agreements and capital leases (6,561) (10,394) (14,101) (21,596) Net borrowings (repayments) under revolving credit facilities 1,820 691 14,620 (123) Payment of loan fees (377) - (541) - --------- --------- --------- --------- Net cash (used in) provided by financing activities (5,028) (9,543) 140 (21,540) --------- --------- --------- --------- Effect of foreign currency translation on cash balances 196 21 305 22 --------- --------- --------- --------- Net change in cash and cash equivalents (765) 7,490 (4,386) 4,296 Cash and cash equivalents at beginning of period 22,672 26,183 26,293 29,377 --------- --------- --------- --------- Cash and cash equivalents at end of period $ 21,907 $ 33,673 $ 21,907 $ 33,673 ========= ========= ========= ========= - - - - Supplemental disclosure of cash flow information Noncash investing and financing activities Noncash transactions include the following: Capital lease obligations incurred $ 2,992 $ 2,464 $ 5,453 $ 4,394 Accrued liabilities in connection with acquisition of businesses $ - $ 500 $ - $ 500 Net gain (loss) on derivative, net of tax effect $ - $ 139 $ - $ (174) 
Contacts: David Stickney American Reprographics Company Phone: 925-949-5100 Joseph Villalta The Ruth Group Phone: 646-536-7003 

SOURCE: American Reprographics Company