Exhibit 99.1

 

 

NEWS

 

Georgia Gulf Reports Second Quarter 2009 Financial Results

 

ATLANTA, GEORGIA — August 4, 2009 — Georgia Gulf Corporation (NYSE: GGC) today announced financial results for its second quarter ended June 30, 2009.

 

Georgia Gulf reported net sales of $524.3 million for the second quarter of 2009 compared to net sales of $849.8 million for the second quarter of 2008.  The decrease in sales is primarily due to lower prices resulting from lower feedstock and energy costs and lower volumes driven by extremely difficult North American housing and construction market conditions.

 

Georgia Gulf reported a net loss of $3.0 million for the second quarter of 2009, compared to net income of $27.9 million during the same quarter in the previous year.  The Company reported operating income of $5.1 million for the second quarter of 2009, compared to operating income of $63.1 million for the second quarter of 2008.  The second quarter of 2009 includes pre-tax asset impairment and restructuring charges of $20.0 million primarily related to the consolidation of two window and door plants. The second quarter of 2008 includes a pre-tax gain from asset sales of $31.3 million and impairment and restructuring costs of $1.6 million.  Excluding these items, operating income for the second quarter of 2009 was $25.1 million compared to operating income of $33.5 million in the second quarter of 2008.

 

“As previously discussed, we have taken aggressive steps to reduce costs during the last 18 months and these actions largely offset the impact of weak economic conditions in the second quarter,” commented Paul Carrico, Georgia Gulf’s President and CEO. “As announced last week, our successful debt-for-equity exchange reduces our debt by more than 50 percent.   In addition, our annual cash interest costs will be reduced nearly $70 million, and our long-term bank amendment provides adjusted covenants until the end of 2011.  With our new capital structure, we are a strong business partner positioned for long term growth in our chemicals and building products businesses,” he added.

 

Chlorovinyls

 

In the Chlorovinyls segment, second quarter 2009 sales decreased to $232.0 million from $401.8 million during the second quarter of 2008. The segment posted operating income of $24.4 million compared to operating income of $38.8 million during the same quarter in the prior year.  The decrease in operating income was primarily due to lower caustic and PVC sales volumes and lower caustic prices compared to the same quarter in the prior year.

 



 

Window & Door Profiles and Mouldings

 

In the Window & Door Profiles and Mouldings segment, sales were $92.4 million for the second quarter of 2009, compared to $118.3 million during the same quarter in the prior year. Sales on a constant currency basis declined 17 percent.  The decline in sales reflects extremely difficult conditions in the North American housing and construction markets, particularly related to new home construction. The segment’s operating loss was $16.0 million for the second quarter of 2009, compared to an operating loss of $1.6 million during the same quarter in the prior year. The decrease in operating income is primarily the result of asset impairments and restructuring costs of $17.8 million primarily related to the consolidation of two plants, partially offset by cost reductions.   Despite double-digit volume declines, operating income excluding asset impairments and restructuring costs increased in the second quarter of 2009 compared to the second quarter of 2008.

 

Outdoor Building Products

 

In the Outdoor Building Products segment, sales were $124.0 million for the second quarter of 2009, compared to $167.1 million during the same quarter in the prior year. Sales on a constant currency basis declined 19 percent.  The decrease in sales reflects the extremely difficult conditions in the North American housing and construction markets. The segment reported operating income of $8.4 million for the second quarter of 2009, compared to operating income of $5.2 million during the same quarter in the prior year.  The increase in operating income is due to the impact of cost reduction actions, partially offset by lower sales volumes.

 

Aromatics

 

In the Aromatics segment, sales decreased to $76.0 million for the second quarter of 2009 from $162.7 million during the second quarter of 2008. The decrease in sales was driven by a 47 percent decline in sales prices and lower phenol and acetone sales volumes. The phenol and acetone sales volume decrease is due to extremely difficult conditions in the North American housing and construction markets.  During the second quarter of 2009, the segment recorded operating income of $7.9 million, compared to an operating loss of $3.1 million during the same period last year. The increase in operating income was driven by stronger margins resulting from raw materials prices rising throughout the quarter and cost reductions, partially offset by lower volumes than the same quarter last year.

 

Liquidity and Shareholder’s Equity Update

 

As of June 30, 2009, the Company had $112.0 million of liquidity, consisting of $104.3 million of cash on hand as well as $7.7 million of borrowing capacity available under its revolving credit facility. Additionally, as of June 30, 2009, the Company had $87.8 million outstanding under its $175 million accounts receivables securitization facility.

 

On July 29, 2009, the Company consummated a private debt-for-equity exchange of its equity securities for approximately $736.0 million, or 92.0 percent, in aggregate principal amount of outstanding notes in exchange for approximately 30.2 million shares of convertible preferred stock and 1.3 million shares of common stock.  A special meeting of shareholders will be scheduled and shareholders will vote on an amendment to the Company’s charter to increase the number of authorized shares of common stock to 100 million as well as a new equity incentive plan for Company employees.  Upon approval and filing of the charter amendment, the convertible preferred stock will automatically convert to common stock on a share for share basis, resulting in approximately 32.9 million shares of common stock outstanding.

 



 

Conference Call

 

The Company will discuss second quarter 2009 financial results and business developments via conference call and Webcast on Wednesday, August 5, 2009 at 10:00 a.m. ET. To access the Company’s second quarter conference call, please dial 888-552-7928 (domestic) or 706-679-6164 (international). To access the conference call via Webcast, log on to http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=112207&eventID=2358290. Playbacks will be available from 11:00 AM ET Wednesday, August 5, to midnight ET Wednesday, August 12. Playback numbers are 800-642-1687 (domestic) or 706-645-9291 (international). The conference call ID number is 23078260.

 

Georgia Gulf

 

Georgia Gulf Corporation is a leading, integrated North American manufacturer of two chemical lines, chlorovinyls and aromatics, and manufactures vinyl-based building and home improvement products. The Company’s vinyl-based building and home improvement products, marketed under Royal Group brands, include window and door profiles, mouldings, siding, pipe and pipe fittings, and deck, fence and rail products. Georgia Gulf, headquartered in Atlanta, Georgia, has manufacturing facilities located throughout North America to provide industry-leading service to customers.

 

Safe Harbor

 

This news release contains forward-looking statements subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s assumptions regarding business conditions, and actual results may be materially different. Risks and uncertainties inherent in these assumptions include, but are not limited to, future global economic conditions, economic conditions in the industries to which our products are sold, uncertainties regarding asset sales, synergies, potential sale-leaseback arrangements, operating efficiencies and competitive conditions, industry production capacity, raw materials and energy costs, and other factors discussed in the Securities and Exchange Commission filings of Georgia Gulf Corporation, including our annual report on Form 10-K for the year ended December 31, 2008 and our quarterly report on Form 10-Q for the quarter ended March 31, 2009.

 

CONTACTS:

 

Georgia Gulf Corporation
Investor Relations:

 

Martin Jarosick

(770) 395-4524

 



 

GEORGIA GULF CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(Unaudited)

 

(In thousands, except share data)

 

June 30,
2009

 

December 31,
2008

 

ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

104,300

 

$

89,975

 

Receivables, net of allowance for doubtful accounts of $16,947 in 2009 and $12,307 in 2008

 

165,872

 

117,287

 

Inventories

 

209,780

 

240,199

 

Prepaid expenses

 

42,503

 

21,360

 

Income tax receivables

 

3,948

 

2,264

 

Deferred income taxes

 

21,421

 

22,505

 

Total current assets

 

547,824

 

493,590

 

Property, plant and equipment, net

 

723,932

 

760,760

 

Goodwill

 

193,768

 

189,003

 

Intangible assets, net of accumulated amortization of $10,492 in 2009 and $9,988 in 2008

 

15,506

 

15,905

 

Other assets, net

 

138,619

 

150,643

 

Non-current assets held for sale

 

1,363

 

500

 

Total assets

 

$

1,621,012

 

$

1,610,401

 

LIABILITIES AND STOCKHOLDERS’ DEFICIT

 

 

 

 

 

Current portion of long-term debt

 

$

55,760

 

$

56,843

 

Accounts payable

 

90,517

 

105,052

 

Interest payable

 

54,799

 

16,115

 

Income taxes payable

 

3,602

 

3,476

 

Accrued compensation

 

9,182

 

9,890

 

Liability for unrecognized income tax benefits and other tax reserves

 

9,103

 

27,334

 

Other accrued liabilities

 

53,797

 

49,693

 

Total current liabilities

 

276,760

 

268,403

 

Long-term debt

 

1,289,058

 

1,337,307

 

Liability for unrecognized income tax benefits

 

56,366

 

34,592

 

Deferred income taxes

 

49,793

 

70,141

 

Other non-current liabilities

 

34,497

 

39,886

 

Total liabilities

 

1,706,474

 

1,750,329

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock—$0.01 par value; 75,000,000 shares authorized; no shares issued

 

 

 

Common stock—$0.01 par value; 3,000,000 shares authorized; shares issued and outstanding: 1,385,183 in 2009 and 1,379,273 in 2008

 

14

 

14

 

Additional paid-in capital

 

105,797

 

105,815

 

Accumulated deficit

 

(173,168

)

(218,502

)

Accumulated other comprehensive loss, net of tax

 

(18,105

)

(27,255

)

Total stockholders’ deficit

 

(85,462

)

(139,928

)

Total liabilities and stockholders’ deficit

 

$

1,621,012

 

$

1,610,401

 

 

Note: On July 28, 2009 The Company affected a 1-for-25 reverse common stock split.  This reverse stock split has been reflected in share data and earnings per share data contained herein.

 



 

GEORGIA GULF CORPORATION AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

(Unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

(In thousands, except per share data)

 

2009

 

2008

 

2009

 

2008

 

Net sales

 

$

524,343

 

$

849,843

 

$

931,674

 

$

1,562,304

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

448,961

 

777,767

 

841,283

 

1,461,153

 

Selling, general and administrative expenses

 

50,247

 

38,606

 

82,861

 

86,363

 

Long-lived asset impairment charges

 

16,190

 

191

 

16,190

 

16,179

 

Restructuring costs

 

3,815

 

1,448

 

11,853

 

7,589

 

(Gain) loss on sale of assets, net

 

 

(31,271

)

62

 

(27,315

)

Total operating costs and expenses

 

519,213

 

786,741

 

952,249

 

1,543,969

 

Operating income (loss)

 

5,130

 

63,102

 

(20,575

)

18,335

 

Gain on substantial modification of debt

 

 

 

121,033

 

 

Interest expense, net

 

(41,347

)

(33,237

)

(76,519

)

(65,876

)

Foreign exchange (loss) gain

 

(955

)

1,447

 

(933

)

1,279

 

Income (loss) before income taxes

 

(37,172

)

31,312

 

23,006

 

(46,262

)

Provision (benefit) for income taxes

 

(34,221

)

3,371

 

(22,327

)

(4,711

)

Net income (loss)

 

$

(2,951

)

$

27,941

 

$

45,333

 

$

(41,551

)

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(2.13

)

$

18.01

 

$

32.50

 

$

(34.21

)

Diluted

 

$

(2.13

)

$

18.01

 

$

32.38

 

$

(34.21

)

Weighted average common shares:

 

 

 

 

 

 

 

 

 

Basic

 

1,385

 

1,396

 

1,395

 

1,378

 

Diluted

 

1,385

 

1,396

 

1,400

 

1,378

 

 

Note: On July 28, 2009 The Company affected a 1-for-25 reverse common stock split.  This reverse stock split has been reflected in share data and earnings per share data contained herein.

 



 

GEORGIA GULF CORPORATION AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(Unaudited)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

(In thousands)

 

2009

 

2008

 

2009

 

2008

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(2,951

)

$

27,941

 

$

45,333

 

$

(41,551

)

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

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

28,736

 

37,221

 

59,452

 

76,024

 

Non-cash accretion on fair value of Term Loan B

 

3,971

 

 

4,600

 

 

Gain on substantial modification of debt

 

 

 

(121,033

)

 

Foreign exchange (gain) loss

 

(1,232

)

 

666

 

 

Deferred income taxes

 

(35,071

)

2,765

 

(24,391

)

247

 

Tax deficiency related to stock plans

 

(359

)

(16

)

(1,391

)

(846

)

Stock based compensation

 

521

 

226

 

1,399

 

1,688

 

Long-lived asset impairment charges and loss on sale of assets

 

16,211

 

 

16,276

 

19,323

 

Net gain on sale of property, plant and equipment, and assets held for sale

 

 

(30,874

)

 

(26,246

)

Payment of Quebec trust tax settlement

 

 

 

 

(20,073

)

Other non-cash items

 

3,140

 

2,714

 

2,377

 

(2,155

)

Change in operating assets, liabilities and other

 

4,657

 

(88,836

)

(3,317

)

(86,329

)

Net cash provided by (used in) operating activities

 

17,623

 

(48,859

)

(20,029

)

(79,918

)

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Capital expenditures

 

(5,860

)

(14,506

)

(18,385

)

(31,678

)

Proceeds from sale of property, plant and equipment, and assets held-for sale

 

457

 

52,926

 

878

 

77,794

 

Proceeds from insurance recoveries related to property, plant and equipment

 

22

 

 

1,980

 

 

Net cash (used in) provided by investing activities

 

(5,381

)

38,420

 

(15,527

)

46,116

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net change in revolving line of credit

 

51,183

 

85,316

 

98,150

 

115,366

 

Repayment of long-term debt

 

(17,910

)

(70,986

)

(18,818

)

(72,078

)

Purchases and retirement of common stock

 

 

 

(25

)

(110

)

Fees paid to amend and exchange debt

 

(7,289

)

 

(29,661

)

 

Dividends paid

 

 

(2,794

)

 

(5,588

)

Net cash provided by financing activities

 

25,984

 

11,536

 

49,646

 

37,590

 

Effect of exchange rate changes on cash and cash equivalents

 

1,103

 

(611

)

235

 

(431

)

Net change in cash and cash equivalents

 

39,329

 

486

 

14,325

 

3,357

 

Cash and cash equivalents at beginning of period

 

64,971

 

12,098

 

89,975

 

9,227

 

Cash and cash equivalents at end of period

 

$

104,300

 

$

12,584

 

$

104,300

 

$

12,584

 

 



 

GEORGIA GULF CORPORATION AND SUBSIDARIES

SEGMENT INFORMATION

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

In Thousands

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

Segment net sales:

 

 

 

 

 

 

 

 

 

Chlorovinyls

 

$

232,045

 

$

401,793

 

$

473,783

 

$

742,970

 

Window and door profiles and mouldings products

 

92,389

 

118,308

 

143,074

 

204,077

 

Outdoor building products

 

123,956

 

167,090

 

187,359

 

264,596

 

Aromatics

 

75,953

 

162,652

 

127,458

 

350,661

 

Net Sales

 

$

524,343

 

$

849,843

 

$

931,674

 

$

1,562,304

 

 

 

 

 

 

 

 

 

 

 

Segment operating income (loss):

 

 

 

 

 

 

 

 

 

Chlorovinyls

 

$

24,376

(1)

$

38,793

(3)

$

44,892

(5)

$

36,691

(9)

Window and door profiles and mouldings products

 

(15,984

)(2)

(1,559

)

(33,536

)(6)

(15,382

)(10)

Outdoor building products

 

8,381

 

5,165

 

(8,346

)(7)

(14,810

)(11)

Aromatics

 

7,888

 

(3,053

)

8,362

 

(2,826

)

Unallocated corporate

 

(19,531

)

23,756

(4)

(31,947

)(8)

14,662

(4)

Total operating income (loss)

 

$

5,130

 

$

63,102

 

$

(20,575

)

$

18,335

 

 


1)

Includes $1.4 million of restructuring costs primarily associated with non-workforce related exit costs, and $0.5 million of long-lived asset impairment charges.

2)

Includes $2.1 million of restructuring costs primarily associated with severance costs, and $15.7 million of long-lived asset impairment charges.

3)

Includes $1.2 million in costs related to the shutdown of Oklahoma City facility, writedowns and other exit costs and a $2.3 million gain related to the sale and lease back of equipment.

4)

Includes $28.8 million gain on the sale of idle land.

5)

Includes $3.5 million of restructuring costs primarily associated with non-workforce related exit costs, and $0.5 million of long-lived asset impairment charges.

6)

Includes $3.3 million of restructuring costs primarily associated with severance costs, and $15.7 million of long-lived asset impairment charges.

7)

Includes $2.6 million of restructuring costs primarily associated with non-workforce related exit costs.

8)

Includes $2.5 million of restructuring costs.

9)

Includes $18.2 million in costs related to the shutdown of Oklahoma City facility, writedowns and other exit costs and a $2.3 million gain related to the sale and lease back of equipment.

10)

Includes $2.5 million in asset writedowns and exit costs .

11)

Includes $6.7 million of exit costs related to the sale of the outdoor storage buildings business and writedowns.

 

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