UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)     July 21, 2005

ALBANY INTERNATIONAL CORP.


(Exact name of registrant as specified in its charter)


Delaware

 

0-16214

 

14-0462060


 


 


(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

 

 

1373 Broadway, Albany, New York

 

12204


 


(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code    (518) 445-2200

None


(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

 

 



Item 2.02.    Results of Operations and Financial Condition.

On July 21, 2005, Albany International issued a news release announcing 2005 second quarter financial results.  A copy of the news release is furnished as Exhibit 99.1 to this report.

Item 9.01.    Financial Statements and Exhibits.

 

(a)

Not applicable

     

 

(b)

Not applicable

     

 

(c)

Exhibits.  The following exhibit is being furnished herewith:

     

 

 

99.1     News release dated July 21, 2005 announcing 2005 second quarter financial results.

 

 

 



Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ALBANY INTERNATIONAL CORP.

 

 

 

 

 

 

 

By:

/s/ MICHAEL C. NAHL

 

 


 

Name:

Michael C. Nahl

 

Title:

Executive Vice President and
Chief Financial Officer

 

 

(Principal Financial Officer)

Date:   July 21, 2005



EXHIBIT INDEX

Exhibit No.

 

Description


 


99.1

 

Registrant’s news release dated July 21, 2005 announcing 2005 second quarter financial results.

 


 

Exhibit 99.1

Albany International Reports Second-Quarter Financial Results

 

Second-Quarter Highlights

 

 

 

 

-

Net income per share was $0.64, compared to a net loss per share of $0.47 for the same period last year.  Net loss per share for the second quarter of 2004 included restructuring charges of $0.66 and a tax valuation allowance of $0.14.

 

 

 

 

-

The paper and paperboard production disruption in Finland reduced earnings in the second quarter of 2005 by an estimated $0.06 per share.

 

 

 

 

-

Net sales were $247.4 million, an increase of 8.9 percent compared to the same period last year and an increase of 5.0 percent excluding the effect of changes in currency translation rates.

 

 

 

 

-

Operating income/loss improved from a loss of $9.6 million in 2004 to income of $32.0 million in 2005.  Operating income/loss in the second quarter of 2004 included restructuring charges of $31.1 million.

 

 

 

 

-

Net cash provided by operating activities was $22.4 million during the quarter, compared to $26.9 million for the same period in 2004.

 

 

 

 

-

During the second quarter, excluding the effect of changes in currency translation rates, inventories increased $5.6 million, and accounts receivable increased $9.4 million, reflecting a strong order backlog and higher sales.

          ALBANY, N.Y., July 21 /PRNewswire-FirstCall/ -- Albany International Corp. (NYSE/PCX/FWB: AIN) reported second-quarter net income of $0.64 per share, compared to a net loss of $0.47 per share for the same period last year.  Net loss per share for the second quarter of 2004 included restructuring charges of $0.66 and a tax valuation allowance of $0.14.

          Second-quarter net sales increased $20.2 million, or 8.9 percent compared to the same period last year.  Excluding the effect of changes in currency translation rates, net sales increased 5.0 percent.



          Following is a table of net sales by segment and the effect of changes in currency translation rates:

 

 

 

 

 

 

 

 

 

Increase in
second-quarter
2005 net sales
due to changes
in currency
translation
rates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales as reported 
Three months ended
June 30,

 

 

 

Percent Change

 

 

 

 

 

 


 

 

 

 

 

 

As
Reported

 

Excluding
Currency
Rate Effect

 

 

 


 

 

 

 

 

(in thousands)

 

2005

 

2004

 

 

 

 

 


 



 



 



 



 



 

Engineered Fabrics

 

$

187,116

 

$

172,292

 

$

6,660

 

 

8.6

%

 

4.7

%

Albany Door Systems

 

 

27,656

 

 

25,662

 

 

1,026

 

 

7.8

%

 

3.8

%

Applied Technologies

 

 

32,634

 

 

29,255

 

 

1,247

 

 

11.6

%

 

7.3

%

Total

 

$

247,406

 

$

227,209

 

$

8,933

 

 

8.9

%

 

5.0

%

          Gross profit was 40.9 percent of net sales in the second quarter of 2005, compared to 38.8 percent in the second quarter of 2004.  The increase in gross profit as a percentage of net sales is due principally to higher net sales and the benefits resulting from the completed cost reduction initiatives.

          Selling, technical, general, and research expenses increased 3.7 percent compared to the same period last year and increased 0.5 percent excluding the effect of changes in currency translation rates.

          Operating income/loss was income of $32.0 million in the second quarter of 2005, compared to a loss of $9.6 million in the second quarter of 2004. Operating income/loss for the second quarter of 2004 was reduced by restructuring charges of $31.1 million, which included $4.7 million of non-cash items related to scrapping equipment.

          Year-to-date net sales were 6.5 percent higher than last year.  Excluding the effect of changes in currency translation rates, net sales were up 2.9 percent.

          Following is a table of year-to-date net sales by segment and the effect of changes in currency translation rates:

 

 

 

 

 

 

 

 

 

Increase in
2005 net sales
due to changes
in currency
translation
rates

 

 

Percent Change

 

 

 

Net sales as reported
Six months ended
June 30,

 

 

 

 


 

 

 

 

 

 

 

 

 

Excluding
Currency
Rate

 

 

 


 

 

 

As
Reported

 

 

(in thousands)

 

2005

 

2004

 

 

 

 

 


 



 



 



 



 



 

Engineered Fabrics

 

$

369,462

 

$

348,360

 

$

12,352

 

 

6.1

%

 

2.5

%

Albany Door Systems

 

 

56,982

 

 

53,494

 

 

2,290

 

 

6.5

%

 

2.2

%

Applied Technologies

 

 

62,026

 

 

56,661

 

 

1,945

 

 

9.5

%

 

6.0

%

Total

 

$

488,470

 

$

458,515

 

$

16,587

 

 

6.5

%

 

2.9

%




          For the first six months of 2005, gross profit as a percentage of net sales was 40.8 percent, compared to 39.2 percent for the first six months of last year.  The increase is due principally to higher net sales and the benefits resulting from the completed cost reduction initiatives.

          Liquidity and Capital Resources
          Net cash provided by operating activities was $22.4 million during the second quarter of 2005, compared to $26.9 million for the same period of 2004. During the second quarter of 2005, excluding the effect of changes in currency translation rates, inventories increased $5.6 million, and accounts receivable increased $9.4 million, reflecting a strong order backlog and higher sales. During the second quarter of 2004, inventories increased $1.1 million and accounts receivable increased $0.7 million, excluding the effect of changes in currency translation rates.

          Capital spending was $9.0 million during the second quarter and $18.5 million for the first six months of 2005.  Full-year capital spending is expected to be approximately $45 million, as compared to full-year depreciation and amortization of $56 million.

          During the quarter, the Company purchased an additional 50,973 of its Class A Common Stock at an average price of $30.91 per share and remains authorized to purchase an additional 1,002,127 shares without further notice.

          The Company anticipates that it will make a contribution of $10 million to its United States pension plan during the third quarter of 2005, in comparison to a contribution of $20 million in the third quarter of 2004.

          During 2000, the Company entered into interest rate swap agreements that effectively fixed the rate of interest on $200 million of debt at 7.17 percent.  In June 2005, $100 million of the swap agreements expired, and the remaining $100 million will expire in August 2005.  As a result of the swap agreements expiring, the effective rate of interest under the Company’s principal credit facility will return to variable rate debt with an interest rate of LIBOR plus 0.75 percent.  As of June 30, 2005, $200 million remained outstanding under that credit facility.

          Comments on Operations
          Chairman and Chief Executive Officer Frank Schmeler commented, “We are pleased with the operating results in the second quarter.  Our customers in the paper and paperboard markets reported mixed results geographically, which were further complicated by production disruptions in Finland during the quarter.  In spite of these varied market conditions, sales increased in our Engineered Fabrics segment.

          “Overall market conditions in our Albany Door Systems and Applied Technologies segments were also mixed, with slow economic growth affecting our European-based customers.  As compared to the second quarter of last year, sales increased in both segments.

          “In each of our business segments, the restructuring activities completed in 2004 and continued efficiency improvements positively affected earnings in spite of cost increases in energy, raw materials, and employee health costs.”



          Engineered Fabrics
          (This segment includes Paper Machine Clothing and Process Belts (PMC) used in the manufacture of paper and paperboard products.)

          Second-quarter net sales for the Engineered Fabrics segment increased 8.6 percent compared to the same period last year.  Excluding the effect of changes in currency translation rates, net sales increased 4.7 percent.  Net sales were positively affected by strong demand in North America, South America, and Asia. Year-to-date net sales increased 6.1 percent and increased 2.5 percent excluding the effect of changes in currency translation rates.

          The increase in net sales was achieved in spite of slow economic conditions in Europe and the seven-week interruption of paper and paperboard production in Finland.  Published industry reports estimate the lost paper and paperboard output from the interruption at 1.7 million tons.  The Company estimates that net sales lost by the Company due to the paper and paperboard production disruption in Finland reduced earnings in the second quarter of 2005 by $0.06 per share.  The Company does not expect the PMC sales lost during the second quarter to be recovered as supply lines normalize in the third and fourth quarters.

          Albany Door Systems
          (This segment includes sales and service of High Performance Doors and after-market sales to a variety of industrial customers.)

          Second-quarter Doors Systems net sales increased 7.8 percent compared to the second quarter of 2004 and 3.8 percent excluding the effect of changes in currency translation rates.

          Year-to-date net sales increased 6.5 percent and increased 2.2 percent excluding the effect of changes in currency translation rates.

          Weak demand and price pressure in Germany was offset by improving demand in other regions due to new product introductions, improved sales channel management, and increased service and after-market sales.  The resulting sales increase, especially in North America, combined with improved efficiencies in all Door Systems operations, contributed to improved earnings.

          Applied Technologies
          (This segment includes materials and structural-component businesses including insulation for personal outerwear and home furnishings (PrimaLoft); specialty materials and composite structures for aircraft and other applications (Techniweave); specialty filtration products for wet and dry applications (Industrial Process Technologies); industrial insulation products (High Performance Materials); and fabrics, wires and belting products for the nonwovens and pulp industries (Engineered Products).)

          Second-quarter Applied Technologies net sales increased 11.6 percent compared to the same period in 2004 and 7.3 percent excluding the effect of changes in currency translation rates.  Year-to-date net sales increased 9.5 percent and increased 6.0 percent excluding the effect of changes in currency translation rates.

          Nearly all product lines within the segment reported increased sales. Focus on growing markets, sales channel improvements, close cooperation with original equipment manufacturers, and successful new product introductions contributed to the substantial increase in sales and earnings.



          Looking Ahead
          Mr. Schmeler continued, “In the Engineered Fabrics segment, we are seeing some early signs of slowing paper and paperboard demand in North America. However, other global paper and paperboard markets appear unchanged for the near term.  Due to our strong order backlog and strategies for growth, we are optimistic about the next two quarters.  We will continue to generate growth by concentrating on the areas under our control, including efficiency improvements and new products that deliver value for our customers.

          “Albany Door Systems will continue to focus on growth by targeting new market segments with value-added products and with high-performance doors designed for specific applications.  We expect continued growth in North America as the distribution channels improve.  In Europe and Asia, we expect some moderate improvement as we launch strategies for new products in growing markets.

          “Applied Technologies will benefit from new product development in several product lines.  Increased sales, combined with the benefits of efficiency gains, should provide continued earnings growth in the second half.

          “In all of our business segments, we had a good second quarter and first six months of 2005 because demand for our products and services was strong, and we continued to control our costs and improve efficiencies.  Increased costs resulting from higher energy prices will continue to impact our operations, but are not expected to exceed the $12 million annual increase previously announced.

          “For the remainder of 2005, we are cautiously optimistic about our growth prospects.  Our growth strategies include the continued focus on important value drivers for our customers, which improve their operations and increase their profitability.  In doing so, we believe we are providing superior value to our customers and creating value for our shareholders.”

          The Company plans a live webcast to discuss second-quarter 2005 financial results on Friday, July 22, 2005, at 9:00 a.m. Eastern Time.  For access, go to http://www.albint.com.

          Albany International is the world’s largest producer of paper machine clothing and high-performance doors with manufacturing plants strategically located to serve its global customers.  Additional information about the Company and its businesses and products is available at http://www.albint.com.

          This release contains certain items that may be considered to be non-GAAP financial measures.  Such items are provided because management believes that, when presented together with the GAAP items to which they relate, they can provide additional useful information to investors regarding the registrant’s financial condition, results of operations, and cash flows.

          The effect of changes in currency translation rates is calculated by converting amounts reported in local currencies into U.S. dollars at the exchange rate of a prior period.  That amount is then compared to the U.S. dollar amount reported in the current period.

          Forward-looking statements in this release or in the webcast, including statements about future economic conditions, energy costs, growth, sales and earnings, cash flows, derivatives, pricing, markets, new products, paper industry outlook, capital expenditures, tax rates, and depreciation and amortization are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such statements are based on current expectations and are subject to various risks and uncertainties, including, but not limited to, economic conditions affecting the paper industry and other risks and uncertainties set forth in the Company’s 2004 Annual Report to Shareholders and subsequent filings with the U.S. Securities and Exchange Commission.




ALBANY INTERNATIONAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(in thousands except per share data)
(unaudited)

Three Months Ended
June 30,

 

 

 

 

Six Months Ended
June 30,

 


 

 

 

 


 

2005

 

2004

 

 

 

 

2005

 

2004

 


 


 

 

 

 


 


 

$

247,406

 

$

227,209

 

 

Net sales

 

$

488,470

 

$

458,515

 

 

146,231

 

 

139,069

 

 

Cost of goods sold

 

 

288,960

 

 

278,597

 

 

101,175

 

 

88,140

 

 

Gross profit

 

 

199,510

 

 

179,918

 

 

69,139

 

 

66,660

 

 

Selling, technical, general and research expenses

 

 

137,680

 

 

133,812

 

 

—  

 

 

31,075

 

 

Restructuring, net

 

 

—  

 

 

42,668

 

 

32,036

 

 

(9,595

)

 

Operating income/(loss)

 

 

61,830

 

 

3,438

 

 

3,125

 

 

3,886

 

 

Interest expense, net

 

 

6,814

 

 

7,540

 

 

263

 

 

2,340

 

 

Other expense, net

 

 

1,581

 

 

8,127

 

 

28,648

 

 

(15,821

)

 

Income/(loss) before income taxes

 

 

53,435

 

 

(12,229

)

 

8,595

 

 

(104

)

 

Income tax expense/(benefit)

 

 

14,643

 

 

113

 

 

20,053

 

 

(15,717

)

 

Income/(loss) before associated companies

 

 

38,792

 

 

(12,342

)

 

298

 

 

299

 

 

Equity in earnings of associated companies

 

 

468

 

 

217

 

 

20,351

 

 

(15,418

)

 

Net income/(loss)

 

 

39,260

 

 

(12,125

)

 

450,432

 

 

434,330

 

 

Retained earnings, beginning of period

 

 

434,057

 

 

433,407

 

 

(2,548

)

 

(2,318

)

 

Dividends declared

 

 

(5,082

)

 

(4,688

)

$

468,235

 

$

416,594

 

 

Retained earnings, end of period

 

$

468,235

 

$

416,594

 

 

 

 

 

 

 

 

Earnings per share - basic:

 

 

 

 

 

 

 

$

0.64

 

$

(0.47

)

 

Net income/(loss)

 

$

1.24

 

$

(0.36

)

 

 

 

 

 

 

 

Earnings per share - diluted:

 

 

 

 

 

 

 

$

0.63

 

$

(0.47

)

 

Net income/(loss)

 

$

1.22

 

$

(0.36

)

 

31,770

 

 

33,094

 

 

Average number of shares used in basic earnings per share computations

 

 

31,653

 

 

33,345

 

 

32,246

 

 

33,094

 

 

Average number of shares used in diluted earnings per share computations

 

 

32,174

 

 

33,345

 

$

0.08

 

$

0.07

 

 

Dividends per share

 

$

0.16

 

$

0.14

 




ALBANY INTERNATIONAL CORP.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

 

 

(unaudited)
June 30,
2005

 

December 31,
2004

 

 

 


 


 

ASSETS

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

77,371

 

$

58,982

 

Accounts receivable, net

 

 

139,263

 

 

144,950

 

Note receivable

 

 

19,867

 

 

18,955

 

Inventories

 

 

191,923

 

 

185,530

 

Deferred taxes

 

 

22,762

 

 

26,526

 

Prepaid expenses

 

 

8,981

 

 

8,867

 

Total current assets

 

 

460,167

 

 

443,810

 

Property, plant and equipment, net

 

 

338,207

 

 

378,170

 

Investments in associated companies

 

 

6,308

 

 

6,456

 

Intangibles

 

 

13,488

 

 

14,207

 

Goodwill

 

 

155,054

 

 

171,622

 

Deferred taxes

 

 

85,896

 

 

87,848

 

Cash surrender value of life insurance policies

 

 

36,179

 

 

34,583

 

Other assets

 

 

19,369

 

 

19,064

 

Total assets

 

$

1,114,668

 

$

1,155,760

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Notes and loans payable

 

$

7,546

 

$

14,617

 

Accounts payable

 

 

35,313

 

 

43,378

 

Accrued liabilities

 

 

107,963

 

 

120,263

 

Current maturities of long-term debt

 

 

1,215

 

 

1,340

 

Income taxes payable and deferred

 

 

24,709

 

 

29,620

 

Total current liabilities

 

 

176,746

 

 

209,218

 

Long-term debt

 

 

212,720

 

 

213,615

 

Other noncurrent liabilities

 

 

150,900

 

 

147,268

 

Deferred taxes and other credits

 

 

31,808

 

 

34,882

 

Total liabilities

 

 

572,174

 

 

604,983

 

Commitments and Contingencies

 

 

—  

 

 

—  

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Preferred stock, par value $5.00 per share; authorized 2,000,000 shares; none issued

 

 

—  

 

 

—  

 

Class A Common Stock, par value $.001 per share; authorized 100,000,000 shares; issued 33,630,342 in 2005 and 33,176,872 in 2004

 

 

34

 

 

33

 

Class B Common Stock, par value $.001 per share; authorized 25,000,000 shares; issued and outstanding 3,236,476 in 2005 and 3,236,476 in 2004

 

 

3

 

 

3

 

Additional paid in capital

 

 

307,440

 

 

296,045

 

Retained earnings

 

 

468,235

 

 

434,057

 

Accumulated items of other comprehensive income:

 

 

 

 

 

 

 

Translation adjustments

 

 

(66,626

)

 

(11,711

)

Derivative valuation adjustment

 

 

(256

)

 

(2,785

)

Pension liability adjustment

 

 

(38,369

)

 

(38,369

)

 

 

 

670,461

 

 

677,273

 

Less treasury stock (Class A), at cost (5,050,319 shares in 2005 and 5,004,152 shares in 2004)

 

 

127,967

 

 

126,496

 

Total shareholders’ equity

 

 

542,494

 

 

550,777

 

Total liabilities and shareholders’ equity

 

$

1,114,668

 

$

1,155,760

 




ALBANY INTERNATIONAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

 

 

Six Months Ended
June 30,

 

 

 


 

 

 

2005

 

2004

 

 

 


 


 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

Net income/(loss)

 

$

39,260

 

$

(12,125

)

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

 

 

 

 

 

 

 

Equity in earnings of associated companies

 

 

(468

)

 

(217

)

Depreciation

 

 

26,317

 

 

26,907

 

Amortization

 

 

1,989

 

 

1,831

 

Provision for deferred income taxes, other credits and long-term liabilities

 

 

5,412

 

 

3,697

 

Provision for write-off of equipment

 

 

1,262

 

 

11,620

 

Provision for impairment of investment

 

 

—  

 

 

4,000

 

Increase in cash surrender value of life insurance

 

 

(1,596

)

 

(1,525

)

Change in unrealized currency transaction gains and losses

 

 

(1,867

)

 

7,367

 

Gain on disposition of assets

 

 

—  

 

 

736

 

Shares contributed to ESOP

 

 

3,364

 

 

3,560

 

Tax benefit of options exercised

 

 

2,050

 

 

1,110

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

 

(3,663

)

 

(3,667

)

Note receivable

 

 

(913

)

 

2,396

 

Inventories

 

 

(14,097

)

 

(6,402

)

Prepaid expenses

 

 

(425

)

 

1,590

 

Accounts payable

 

 

(3,101

)

 

(1,598

)

Accrued liabilities

 

 

1,404

 

 

21,240

 

Income taxes payable

 

 

(5,209

)

 

(10,643

)

Other, net

 

 

107

 

 

1,495

 

Net cash provided by operating activities

 

 

49,826

 

 

51,372

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(18,478

)

 

(26,426

)

Purchased software

 

 

(1,647

)

 

(383

)

Proceeds from sale of assets

 

 

5,067

 

 

1,246

 

Net cash used in investing activities

 

 

(15,058

)

 

(25,563

)

FINANCING ACTIVITIES

 

 

 

 

 

 

 

Proceeds from borrowings

 

 

15,586

 

 

14,489

 

Principal payments on debt

 

 

(23,362

)

 

(12,476

)

Purchase of treasury shares

 

 

(1,576

)

 

(23,120

)

Proceeds from options exercised

 

 

5,936

 

 

4,426

 

Debt issuance costs

 

 

—  

 

 

(1,555

)

Dividends paid

 

 

(5,044

)

 

(4,716

)

Net cash used in financing activities

 

 

(8,460

)

 

(22,952

)

Effect of exchange rate changes on cash flows

 

 

(7,919

)

 

527

 

Increase in cash and cash equivalents

 

 

18,389

 

 

3,384

 

Cash and cash equivalents at beginning of year

 

 

58,982

 

 

78,822

 

Cash and cash equivalents at end of period

 

$

77,371

 

$

82,206

 

SOURCE  Albany International Corp.
          -0-                                                            07/21/2005
          /CONTACT:  Kenneth C. Pulver, Vice President-Global Marketing & Communications of Albany International, +1-518-445-2214/
          /Web site:  http://www.albint.com/