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 20, 2006

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 20, 2006, Albany International issued a news release reporting second quarter 2006 financial results.  A copy of the news release is furnished as Exhibit 99.1 to this report.

Item 9.01.  Financial Statements and Exhibits.

          (d)    Exhibits.  The following exhibit is being furnished herewith:

                   99.1  News release dated July 20, 2006 reporting second quarter 2006 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 20, 2006



EXHIBIT INDEX

Exhibit No.

 

Description


 


99.1

 

Registrant’s news release dated July 20, 2006 reporting second quarter 2006 financial results.



Exhibit 99.1

Albany International Reports Second-Quarter Financial Results

          Second-Quarter Highlights

 

Net income per share was $0.63, compared to $0.64 for the same period last year.

 

 

 

 

Net sales were $261.6 million, an increase of 5.7 percent compared to the same period last year.

 

 

 

 

Net cash provided by operating activities was $19.1 million, compared to $22.4 million for the same period in 2005.

 

 

 

 

The Company achieved important milestones in its engineered composites business.

 

 

 

 

During the quarter, the Company repurchased 758,720 shares of its Class A Common Stock at a cost of $30.4 million.

          ALBANY, N.Y., July 20 /PRNewswire-FirstCall/ -- Albany International Corp. (NYSE: AIN; PCX, FWB) reported second-quarter net income of $0.63 per share, compared to $0.64 per share for the same period last year.

          Net sales increased $14.2 million, or 5.7 percent, compared to the second quarter of last year.  Excluding the effect of changes in currency translation rates, net sales increased 4.6 percent.  The following table presents net sales by segment and the effect of changes in currency translation rates:

 

 

 

 

 

 

 

 

Percent
Change

 

Increase in
Second-Quarter
2006 Net Sales
due to Changes
in Currency
Translation Rates 

 

Percent
Change
excluding
Currency
Rate Effect

 

 

 

Net Sales
Three Months
ended June 30,

 

 

 

 

 

 


 

 

 

 

(in thousands)

 

2006

 

2005

 

 

 

 


 



 



 



 



 



 

Paper Machine Clothing

 

$

194,461

 

$

185,265

 

 

5.0

%

$

2,545

 

 

3.6

%

Applied Technologies

 

 

37,765

 

 

34,485

 

 

9.5

%

 

241

 

 

8.8

%

Albany Door Systems

 

 

29,404

 

 

27,656

 

 

6.3

%

 

82

 

 

6.0

%

Total

 

$

261,630

 

$

247,406

 

 

5.7

%

$

2,868

 

 

4.6

%

          Gross profit was 39.8 percent of net sales in the second quarter of 2006, compared to 40.9 percent for the same period of 2005.  The decrease in the second quarter compared to the same period last year is due principally to the costs associated with the integration of Texas Composite Inc. (TCI) and the ramp-up of manufacturing to meet the TCI order backlog.  Higher petroleum prices increased the cost of materials by approximately $9 million, compared to the second quarter of 2005.  The adverse impact of these material cost increases on gross profit percentages was offset by a combination of revenue growth, price improvements, and efficiency gains.

          Selling, technical, general, and research expenses increased from 27.9 percent of net sales in the second quarter of 2005 to 28.7 percent for the same period of 2006.  The increase is due mainly to the implementation of the previously discussed incentive compensation programs, and the effect of changes in currency translation rates on accounts receivable and other balances held in currencies other than the local currency

          Operating income was $28.9 million in the second quarter of 2006, compared to $32.0 million in the same period last year.  The decline in operating income was attributable to the decline in gross profit percentage and increased selling, technical, general, and research expenses.



          Full-year net sales increased $24.4 million, or 5.0 percent, compared to the same period last year.  Excluding the effect of changes in currency translation rates, net sales increased 5.6 percent.  Following is a table of net sales by segment and the effect of changes in currency translation rates:

 

 

 

 

 

 

 

 

 

 

 

(Decrease) in
2006 Net Sales
due to Changes
in Currency
Translation
Rates

 

Percent
Change
excluding
Currency
Rate Effect

 

 

 

Net Sales
Six Months
Ended June 30,

 

Percent
Change

 

 

 

 

 


 

 

 

 

(in thousands)

 

2006

 

2005

 

 

 

 


 



 



 



 



 



 

Paper Machine Clothing

 

$

378,357

 

$

364,842

 

 

3.7

%

$

(698

)

 

3.9

%

Applied Technologies

 

 

75,607

 

 

66,646

 

 

13.4

%

 

(313

)

 

13.9

%

Albany Door Systems

 

 

58,889

 

 

56,982

 

 

3.3

%

 

(2,034

)

 

6.9

%

Total

 

$

512,853

 

$

488,470

 

 

5.0

%

$

(3,045

)

 

5.6

%

          Year-to-date gross profit was 40.6 percent in 2006, compared to 40.8 percent for the first six months of 2005.  Year-to-date operating income was $58.4 million in 2006, compared to $61.8 million in the same period last year.

          Liquidity and Capital Resources

          Net cash provided by operating activities was $19.1 million, in comparison with $22.4 million in the second quarter of 2005.

          Excluding the effects of changes in currency translation rates, inventories increased $5.3 million during the second quarter of 2006, and accounts receivable increased $5.0 million.  The inventory increases are consistent with inventory practices in the second quarters of previous years.

          Capital spending during the quarter was $12.6 million and was $32.4 million for the first six months of 2006.  The Company remains on track with its previously announced capital spending plans, which call for $90-100 million of spending in 2006.  Depreciation was $13.8 million and amortization was $1.2 million for the second quarter of 2006, and are expected to be approximately $54 million and $4 million, respectively, for the full year.

          During the quarter, the Company purchased an additional 758,720 shares of its Class A Common Stock at an average price of $40.06 per share.  For the first half of 2006, the Company acquired 3.5 million shares of its stock at an average price of $37.57 per share.

          The Company anticipates that it will make a contribution of $20 million to its United States pension plan during the third quarter of 2006, in comparison to a contribution of $10 million in the third quarter of 2005.

          Paper Machine Clothing

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

          Second-quarter net sales of PMC increased 5.0 percent compared to the same period last year.  Excluding the effects of changes in currency translation rates, net sales for the quarter increased 3.6 percent.  Compared to the second quarter of 2005, net sales benefited from volume increases, product upgrades, and price improvements in some regions.

          Paper and paperboard manufacturers in Canada and Europe continued their restructuring activities.  During the first six months of 2006, Canadian papermakers shut down or announced plans to shut down a total of 12 paper machines, while European papermakers shut down 30 paper machines and announced plans to remove an additional 20 machines from production.

          Gross margin in PMC was negatively affected by higher material costs as a result of higher petroleum prices, which were offset by the benefits of increased sales and efficiency improvements. 



          Applied Technologies

          This segment includes the emerging businesses that apply our core competencies in advanced textiles and materials to other industries including insulation for personal outerwear and home furnishings (PrimaLoft(R)); specialty materials and composite structures for aircraft and other applications (Albany Engineered Composites); specialty filtration products for wet and dry applications (Albany Filtration Technologies); industrial belts for Tannery, Textile, and Corrugator applications (Albany Industrial Process Belts); and fabrics, wires, and belting products for the nonwovens and pulp industries (Albany Engineered Fabrics).

          Second-quarter Applied Technologies net sales increased 9.5 percent compared to the same period last year and 8.8 percent excluding the effect of changes in currency translation rates.  The segment benefited from strong second-quarter performance in PrimaLoft, Engineered Fabrics, and Industrial Process Belts.

          Gross margin percentages in Albany Engineered Composites declined as a result of costs associated with integrating the first-quarter 2006 acquisition of Texas Composite Inc. and increases in manufacturing capacity to satisfy growth in the order backlog.

          During the quarter, Albany Engineered Composites entered into two long-term, exclusive agreements with leaders in jet engines and aircraft landing gear.  First, Snecma has agreed to develop and commercialize advanced composite fan blades for future jet engines utilizing Albany’s unique technology.  Snecma is a world-leader in aircraft and space engines.  In civil aviation in particular, Snecma and General Electric team up to produce the best-selling family of CFM56 aircraft engines.  Similarly, Messier-Dowty, a world-leader in landing gear, has agreed to develop and build advanced composite landing gear components that will utilize Albany’s technology. 

          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 Door Systems net sales increased 6.3 percent compared to the second quarter of 2005, and increased 6.0 percent excluding the effect of changes in currency translation rates.  Increased sales in Europe and Australia, both in new products and in the after-market, were responsible for the year-on-year improvements. 

          Looking Ahead

          President and CEO Joe Morone commented, “Second-quarter 2006 results reflected the continuation of the trends of the past several quarters.  The highlights were record net sales, driven by continued top-line strength in PMC and growth in the emerging businesses, and the formal agreements in the aerospace composites business with Snecma and Messier-Dowty.  These agreements validate the significant growth potential that we foresee for Albany Engineered Composites.

          “In PMC, we were able to offset inflation and almost all of the increase in materials cost through increased revenue, driven in part by new products, and through internal efficiencies.

          “In the emerging businesses, we continued to balance positive short-term performance with the measures necessary to build the foundation for long-term, sustainable growth.  Earnings this quarter were negatively affected by integration costs at Texas Composite Inc. and ramp-up of their manufacturing capacity to meet a strong order backlog.  We remain confident that the acquisition will be accretive in 2007.



          “Looking forward, our long-term strategy remains on track, and if anything, ahead of schedule:  the emerging businesses continue on their path to sustainable growth; the PMC investments in Asia and Latin America are progressing well; and we are increasingly optimistic about our PMC products and R&D pipeline.  And, while there is always the risk that petroleum price increases will undermine our efforts, we expect that company-wide internal improvement initiatives will have positive impacts on margins beginning late in the fourth quarter of 2006.

          “On the other hand, we do see a notable change in our environment that could affect earnings in the short term.  This earnings release refers to continuing consolidation in the paper industry in Canada and Europe.  In addition, some of our competitors in Europe are aggressively reducing PMC prices.  The combination of the financial pressures on the paper industry and the discounting by our competitors leads us to the conclusion that it would be prudent to expect a slowdown in PMC revenue growth in the near term.

          “Because of the downward pressure on PMC revenue, we are, in this current third quarter, accelerating the above-mentioned internal efforts to improve margins.  These accelerated efforts will have a negative impact on earnings in the third quarter of 2006.  But we are hopeful that by year-end 2006, the resulting margin improvements will offset the impact on earnings from any slowdown in PMC revenue growth.  We remain bullish about the PMC industry and confident that our value generating activities in general, and investments in the growth markets of Asia and Latin America in particular, will have enduring, positive impacts on our PMC business and returns to shareholders.”

          The Company plans a live webcast to discuss second-quarter 2006 financial results on Friday, July 21, 2006, at 9:00 a.m. Eastern Time.  For access, go to www.albint.com. 

          Albany International is the world’s largest producer of custom-designed paper machine fabrics and process belts that are essential to the manufacture of paper and paperboard.  In its family of businesses, Albany applies its core competencies in advanced textiles and materials to other industries.  Founded in 1895, the Company is headquartered in Albany, New York, and employs approximately 5,900 people worldwide with plants strategically located to serve its global customers.  Additional information about the Company and its businesses and products is available at 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, material and petroleum costs, growth, sales and earnings, new products, research and development, internal efficiencies, pension contributions, future margins, future revenues, the impacts of consolidation and price competition on future revenues or margins, 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 2005 Annual Report to Shareholders and subsequent filings with the U.S. Securities and Exchange Commission.  Furthermore, a change in any one or more of the foregoing factors could have a material effect on the Company’s financial results in any period.



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

Three Months Ended
June 30,

 

 

 

Six Months Ended
June 30,

 


 

 

 


 

2006

 

2005

 

 

 

2006

 

2005

 



 



 

 

 



 



 

$

261,630

$

 

247,406

 

Net sales

 

$

512,853

 

$

488,470

 

 

157,621

 

 

146,231

 

Cost of goods sold

 

 

304,868

 

 

288,960

 

 

104,009

 

 

101,175

 

Gross  profit

 

 

207,985

 

 

199,510

 

 

75,064

 

 

69,139

 

Selling, technical, general and research expenses

 

 

149,626

 

 

137,680

 

 

28,945

 

 

32,036

 

Operating income

 

 

58,359

 

 

61,830

 

 

2,712

 

 

3,125

 

Interest expense, net

 

 

4,591

 

 

6,814

 

 

(137

)

 

263

 

Other (income)/expense, net

 

 

772

 

 

1,581

 

 

26,370

 

 

28,648

 

Income before income taxes

 

 

52,996

 

 

53,435

 

 

7,749

 

 

8,595

 

Income tax expense

 

 

15,737

 

 

14,643

 

 

18,621

 

 

20,053

 

Income before associated companies

 

 

37,259

 

 

38,792

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

66

 

 

298

 

Equity in earnings of associated companies

 

 

243

 

 

468

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,687

 

 

20,351

 

Net income

 

 

37,502

 

 

39,260

 

 

511,156

 

 

450,432

 

Retained earnings, beginning of period

 

 

495,018

 

 

434,057

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,945

)

 

(2,548

)

Dividends declared

 

 

(5,622

)

 

(5,082

)

$

526,898

 

$

468,235

 

Retained earnings, end of period

 

$

526,898

 

$

468,235

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

$

0.63

 

$

0.64

 

Basic

 

$

1.23

 

$

1.24

 

$

0.62

 

$

0.63

 

Diluted

 

$

1.21

 

$

1.22

 

 

 

 

 

 

 

Shares used in computing earnings per share:

 

 

 

 

 

 

 

 

29,554

 

 

31,770

 

Basic

 

 

30,481

 

 

31,653

 

 

30,094

 

 

32,246

 

Diluted

 

 

31,019

 

 

32,174

 

$

0.10

 

$

0.08

 

Dividends per share

 

$

0.19

 

$

0.16

 




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

 

 

June 30,
2006

 

December 31,
2005

 

 

 



 



 

ASSETS

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

103,575

 

$

72,771

 

Accounts receivable, net

 

 

146,681

 

 

132,247

 

Note receivable

 

 

18,332

 

 

17,827

 

Inventories

 

 

220,528

 

 

194,398

 

Deferred taxes

 

 

19,239

 

 

22,012

 

Prepaid expenses

 

 

9,154

 

 

7,892

 

Total current assets

 

 

517,509

 

 

447,147

 

Property, plant and equipment, net

 

 

361,788

 

 

335,446

 

Investments in associated companies

 

 

6,968

 

 

6,403

 

Intangibles

 

 

15,242

 

 

12,076

 

Goodwill

 

 

168,351

 

 

153,001

 

Deferred taxes

 

 

77,124

 

 

75,875

 

Cash surrender value of life insurance policies

 

 

39,486

 

 

37,778

 

Other assets

 

 

28,719

 

 

19,321

 

Total assets

 

$

1,215,187

 

$

1,087,047

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Notes and loans payable

 

$

6,705

 

$

6,151

 

Accounts payable

 

 

44,497

 

 

36,775

 

Accrued liabilities

 

 

129,418

 

 

116,395

 

Current maturities of long-term debt

 

 

11,157

 

 

1,009

 

Income taxes payable and deferred

 

 

11,465

 

 

14,793

 

Total current liabilities

 

 

203,242

 

 

175,123

 

Long-term debt

 

 

331,857

 

 

162,597

 

Other noncurrent liabilities

 

 

151,351

 

 

144,905

 

Deferred taxes and other credits

 

 

31,659

 

 

29,504

 

Total liabilities

 

 

718,109

 

 

512,129

 

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 34,387,512 in 2006 and 34,176,010 in 2005

 

 

34

 

 

34

 

Class B Common Stock, par value $.001 per share; authorized 25,000,000 shares; issued and outstanding 3,236,098 in 2006 and 3,236,476 in 2005

 

 

3

 

 

3

 

Additional paid in capital

 

 

312,218

 

 

319,372

 

Retained earnings

 

 

526,898

 

 

495,018

 

Accumulated items of other comprehensive income:

 

 

 

 

 

 

 

Translation adjustments

 

 

(42,469

)

 

(71,205

)

Pension liability adjustment

 

 

(40,340

)

 

(40,340

)

 

 

 

756,344

 

 

702,882

 

Less treasury stock (Class A), at cost (8,541,191 shares in 2006 and 5,050,159 shares in 2005)

 

 

259,266

 

 

127,964

 

Total shareholders’ equity

 

 

497,078

 

 

574,918

 

Total liabilities and shareholders’ equity

 

$

1,215,187

 

$

1,087,047

 




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

 

 

Six Months Ended
June 30,

 

 

 


 

 

 

2006

 

2005

 

 

 



 



 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

Net income

 

$

37,502

 

$

39,260

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

Equity in earnings of associated companies

 

 

(243

)

 

(468

)

Depreciation

 

 

26,936

 

 

26,317

 

Amortization

 

 

1,961

 

 

1,989

 

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

 

 

5,024

 

 

5,412

 

Provision for write-off of equipment

 

 

321

 

 

1,262

 

Increase in cash surrender value of life insurance

 

 

(1,708

)

 

(1,596

)

Unrealized currency transaction gains and losses

 

 

1,436

 

 

(1,867

)

Shares contributed to ESOP

 

 

4,183

 

 

3,364

 

Stock option expense

 

 

770

 

 

—  

 

Tax benefit of options exercised

 

 

(529

)

 

2,050

 

Changes in operating assets and liabilities, net of business acquisition:

 

 

 

 

 

 

 

Accounts receivable

 

 

(7,976

)

 

(3,663

)

Note receivable

 

 

(505

)

 

(913

)

Inventories

 

 

(20,055

)

 

(14,097

)

Prepaid expenses

 

 

(999

)

 

(425

)

Accounts payable

 

 

(3,048

)

 

(3,101

)

Accrued liabilities

 

 

8,834

 

 

1,404

 

Income taxes payable

 

 

(2,551

)

 

(5,209

)

Other, net

 

 

(3,562

)

 

107

 

Net cash provided by operating activities

 

 

45,791

 

 

49,826

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(32,352

)

 

(18,478

)

Purchased software

 

 

(147

)

 

(1,647

)

Proceeds from sale of assets

 

 

—  

 

 

5,067

 

Acquisitions, net of cash acquired

 

 

(8,112

)

 

—  

 

Net cash used in investing activities

 

 

(40,611

)

 

(15,058

)

FINANCING ACTIVITIES

 

 

 

 

 

 

 

Proceeds from borrowings

 

 

192,996

 

 

15,586

 

Principal payments on debt

 

 

(15,677

)

 

(23,362

)

Purchase of treasury shares

 

 

(131,499

)

 

(1,576

)

Purchase of call options on common stock

 

 

(47,688

)

 

—  

 

Sale of common stock warrants

 

 

32,961

 

 

—  

 

Proceeds from options exercised

 

 

1,926

 

 

5,936

 

Tax benefit of options exercised

 

 

529

 

 

—  

 

Debt issuance costs

 

 

(5,434

)

 

—  

 

Dividends paid

 

 

(5,658

)

 

(5,044

)

Net cash provided by/(used in) financing activities

 

 

22,456

 

 

(8,460

)

Effect of exchange rate changes on cash flows

 

 

3,168

 

 

(7,919

)

Increase in cash and cash equivalents

 

 

30,804

 

 

18,389

 

Cash and cash equivalents at beginning of year

 

 

72,771

 

 

58,982

 

Cash and cash equivalents at end of period

 

$

103,575

 

$

77,371

 

SOURCE  Albany International Corp.
          -0-                                                                      07/20/2006
          /CONTACT:  Kenneth C. Pulver, Vice President-Global Marketing & Communications of Albany International, +1-518-445-2214/
          /Web site:  http://www.albint.com /