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NCI Building Systems Reports Fourth Quarter and Full Year Fiscal 2012 Results

Fourth Quarter 2012 Highlights -- Operating Income Doubled to $15.4 million on 28% Revenue Growth-- Adjusted EBITDA up 68% to $29.5 million -- Net Income was $6.3 million, or $0.08 per diluted common share -- Bookings Increased 6% in Dollars and 11% in To

HOUSTON, Dec. 4, 2012 /PRNewswire/ -- NCI Building Systems, Inc. (NYSE: NCS) today reported financial results for the fourth quarter and fiscal year ended October 28, 2012.

Fourth Quarter 2012 Financial Results

"Our fourth quarter performance demonstrated the strength of NCI's market positions across key segments of the metal building industry and the significant operating leverage that has resulted from our restructuring and companywide efficiency programs," said Norman C. Chambers, Chairman, President and Chief Executive Officer. "In the fourth quarter, our total external volume was up 21% on a year-over-year basis, which drove revenue growth of 28%. Over the same time period, new starts in the nonresidential construction market measured in square footage declined 2%, based on McGraw-Hill data. Adjusted EBITDA increased 68% and operating income was up 98%, reflecting the positive impact of increased volume, our ability to leverage prior investments in equipment, systems, and training and a full quarter contribution from Metl-Span, which we acquired in mid-June 2012. While the overall nonresidential construction market remains lackluster, NCI continues to benefit from the competitive advantages of steel versus other building products as well as improved demand from certain sectors of our addressable market, specifically energy, manufacturing, agriculture and retail."

"Each of our business units posted double-digit year-over-year increases in operating profitability, thanks to higher utilization rates and a more efficient infrastructure. Consolidated ESG&A as a percentage of sales declined to 17.5%, the lowest level in the last 16 quarters. In our Buildings group, engineering costs per ton declined 15.6% from last year's levels, emblematic of the progress we have made in increasing this segment's productivity. Bookings increased 6% in dollars and 11% in tonnage in the fourth quarter, and our backlog at the end of the period was $262.2 million, up 22% on a year-over-year basis.

"As expected, our fourth quarter results outpaced those of the third quarter, representing the second consecutive year that we have seen a return to historical shipment patterns. On a sequential basis, fourth quarter revenues increased 21.2%, adjusted EBITDA was up 55.9% and operating income increased 119.3%. Additionally, our seasonally-stronger second half fiscal 2012 performance was markedly better than the comparable period last year, with revenues up 21%, adjusted EBITDA up 50% and operating income up 56.5%."

For the fourth fiscal quarter, sales were $362 million, up 28.4% from the $282 million reported in last year's fourth quarter. Gross profit margin increased to 21.8%, from the 21.0% reported in the year-ago fourth quarter.

Engineering, selling, general and administrative expenses were $63 million, or 17.5% of revenues, compared to $51 million, or 18.1% of revenues in last year's fourth quarter. Operating income reached $15.4 million, nearly twice the $7.8 million reported last year. Adjusted operating income, which excludes restructuring, impairment and acquisition charges, was $15.6 million compared to last year's fourth quarter adjusted operating income of $9.3 million.

Adjusted EBITDA, defined as earnings before interest, taxes, depreciation and amortization, and other cash and non-cash items, in accordance with the Company's bank credit agreement was $29.5 million compared to $17.5 million in last year's fourth quarter.

For the fourth fiscal quarter, the Company reported net income of $6.3 million. In last year's fourth quarter, the Company reported net income of $3.4 million, but incurred a net loss applicable to common shares of $4.4 million, which included the accrual of preferred stock dividends and accretion of $6.5 million and a non-cash beneficial conversion feature charge of $1.4 million.

For this year's fourth fiscal quarter, the Company reported earnings of $0.08 per diluted common share. This compares to an adjusted net loss per diluted common share, excluding the non-cash convertible preferred stock amendment charge and other special items, of $0.11 and a reported net loss per diluted common share of $0.24 in last year's fourth quarter.

The weighted average number of common shares used in the calculation of fourth fiscal quarter 2012 per share amounts was 19.5 million compared to 18.6 million last year. 

Inventory levels increased 19.7% over last year's fourth quarter to $106 million, due to the acquisition of Metl-Span. Annualized inventory turnover improved to 10.1 turns for the fourth quarter compared to 8.9 turns for the fourth quarter last year.

For full year 2012, capital expenditures were $28.2 million; net cash from operating activities was positive $47.7 million.

Fourth Quarter Segment Performance

"Each of our business segments generated year-over-year increases in volumes, revenues, and operating income," Mr. Chambers said.

The Coatings group grew their third party sales in the fourth quarter, as well as substantially completed the refurbishment of their Middletown, Ohio facility, which is expected to begin production in mid to late December 2012. Despite modest sales growth of 2.7%, operating income increased 43% year-over-year as a result of increased operating leverage on intercompany volume, supporting the growth of the Components and Buildings groups. 

In the Components group, third party sales increased 48%, while operating income improved 61%, benefiting from both the Metl-Span acquisition and organic year-over-year growth.

The Buildings group produced a 33% increase in operating profit on third party sales growth of 19% in the fourth quarter, benefiting from higher plant utilization and improved engineering efficiency.

Full Year 2012 Highlights

  • Revenues increased 20% to $1.2 billion from $960 million
  • Adjusted EBITDA was $76.5 million, more than twice the $35.6 million in fiscal 2011
  • Operating Profit was $31.7 million compared to an operating loss of $1.6 million in fiscal 2011
  • Cash Flow from Operations was $47.7 million up from $41.4 million
  • Net debt increased to $193.6 million, following the Metl-Span acquisition

"All three of our operating groups, Coatings, Components and Buildings, generated substantial year-over-year increases across key financial metrics, demonstrating the success of business development initiatives, the returns on investments to improve efficiencies and strength of our integrated business model," Mr. Chambers noted.

Market Commentary

In the fourth quarter of fiscal 2012, low-rise nonresidential construction starts measured in square feet declined by 2% from the comparable period in fiscal 2011, as reported by McGraw-Hill, which is net of an 11% increase in starts in the commercial and industrial sectors.

McGraw-Hill forecasts that nonresidential construction activity measured in square feet will be 744 million in calendar 2013, compared to 703 million in calendar 2012, including commercial and industrial sector growth of 11%. The American Institute of Architect's Architectural Billing Index published for October 2012 was 52.8 and the commercial and industrial component of the Index was 48.0.

Summary/Outlook

"NCI's performance in fiscal 2012 demonstrated the significant operating leverage that is built into our business model as a result of the streamlining of our manufacturing, engineering and supply chain operations that we have implemented over the past four years," Mr. Chambers said.

"Looking ahead, we are confident that NCI will continue to outperform the industry average, benefiting from the forecasted upturn in nonresidential construction starts, as well as company-specific growth initiatives and ongoing efficiencies in each of our business units.

"Based on industry indicators, our backlog levels and the strength of current quoting activity, fiscal 2013 should be a year of significant growth for NCI across all key financial metrics. We expect to report solid year-on-year growth in revenues, adjusted EBITDA, operating income and net income in both the first half and second half of fiscal 2013, despite the near-term effects of Hurricane Sandy, higher costs in our Coatings group during the ramp-up of production at Middletown and a temporary mix shift on our seasonally slowest first quarter performance," Mr. Chambers concluded.

The NCI Building Systems, Inc. fourth quarter conference call is scheduled for December 4, 2012, at 5:00 PM ET. Please call 1-800-860-2442 (International: 412-858-4600) to participate in the call. To listen to a live broadcast of the call over the Internet or to review the archived call, please visit the Company's website at www.ncigroup.com. To access the taped replay, please dial 1-877-344-7529 or 412-317-0088 and the passcode 10020411# when prompted. The Webcast archive and taped replay will both be available two hours after the call through December 11, 2012.

NCI Building Systems, Inc. is one of North America's largest integrated manufacturers of metal products for the nonresidential building industry. NCI is comprised of a family of companies operating manufacturing facilities across the United States and Mexico, with additional sales and distribution offices throughout the United States and Canada.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "guidance," "potential," "anticipate," "plan," "expect," "should," "will," "forecast" or similar expressions are intended to identify forward-looking statements in this press release. These forward-looking statements reflect our current expectations, assumptions and/or beliefs concerning future events. However, these forward-looking statements are subject to a number of risks and uncertainties that may cause the Company's actual performance to differ materially from that projected in such statements. Among the factors that could cause actual results to differ materially include, but are not limited to, our ability to integrate the acquisition of Metl-Span L.L.C. with the Company's business or to realize the anticipated benefits of such acquisition, industry cyclicality and seasonality and adverse weather conditions; ability to service the Company's debt; fluctuations in customer demand and other patterns; raw material pricing and supply; competitive activity and pricing pressure; general economic conditions affecting the construction industry; financial crises or fluctuations in the U.S. and abroad; changes in laws or regulations; and the volatility of the Company's stock price. See also the risk factors in the Company's Annual Report on Form 10-K for the fiscal year ended October 30, 2011 and in its subsequent quarterly reports on Form 10-Q, which identify other important factors, though not necessarily all such factors, that could cause future outcomes to differ materially from those set forth in the forward-looking statements. NCI expressly disclaims any obligation to release publicly any updates or revisions to these forward-looking statements, whether as a result of new information, future events, or otherwise.










 NCI BUILDING SYSTEMS, INC. 

 CONSOLIDATED STATEMENTS OF OPERATIONS 

 (Unaudited) 

 (In thousands, except per share data) 





















 For the Three Months Ended 


 For the Fiscal Year Ended 



 October 28, 


 October 30, 


 October 28, 


 October 30, 



2012


2011


2012


2011










 Sales 


$        361,688


$        281,788


$     1,154,010


$        959,577

 Cost of sales, excluding asset impairments (recoveries) 


282,866


221,382


898,001


758,023

 Asset impairments (recoveries) 


13


1,214


(9)


1,121

      Gross profit 


78,809


59,192


256,018


200,433



21.8%


21.0%


22.2%


20.9%










 Engineering, selling, general and administrative expenses 


63,230


51,125


219,340


202,352

 Acquisition-related costs 


153


-


4,989


-

 Restructuring charges (recovery) 


-


283


-


(292)

      Income (loss) from operations 


15,426


7,784


31,689


(1,627)










 Interest income 


12


24


112


127

 Interest expense 


(6,238)


(3,709)


(16,827)


(15,723)

 Debt extinguishment costs, net 


-


-


(6,437)


-

 Other income (expense), net 


449


(290)


460


876










 Income (loss) before income taxes 


9,649


3,809


8,997


(16,347)

 Provision (benefit) for income taxes 


3,379


398


4,084


(6,397)



35.0%


10.4%


45.4%


39.1%










 Net income (loss) 


$            6,270


$            3,411


$            4,913


$           (9,950)

 Convertible preferred stock dividends and accretion 


-


6,454


16,352


28,120

 Convertible preferred stock beneficial conversion feature 


-


1,356


11,878


9,396

 Convertible preferred stock amendment  


-


-


48,803


-

 Net income (loss) applicable to common shares 


$            6,270


$           (4,399)


$         (72,120)


$         (47,466)



















 Net Income (Loss) per common share: 









    Basic 


$              0.08


$             (0.24)


$             (3.81)


$             (2.58)

    Diluted 


$              0.08


$             (0.24)


$             (3.81)


$             (2.58)










 Weighted average number of common shares outstanding: 









    Basic 


19,159


18,632


18,932


18,369

    Diluted 


19,481


18,632


18,932


18,369










 Increase in sales 


28.4%




20.3%












 Gross profit percentage 


21.8%


21.0%


22.2%


20.9%










 Engineering, selling, general and administrative 









    expenses percentage 


17.5%


18.1%


19.0%


21.1%










 




 NCI BUILDING SYSTEMS, INC. 

 CONSOLIDATED BALANCE SHEETS 

 (In thousands) 
















 October 28, 


 October 30, 




2012


2011




 (Unaudited) 



 ASSETS 






 Cash and cash equivalents 


$           55,158


$           78,982


 Restricted cash 


1,375


2,836


 Accounts receivable, net 


133,475


95,381


 Inventories, net 


106,015


88,531


 Deferred income taxes 


20,741


20,405


 Income tax receivable 


549


1,272


 Prepaid expenses and other 


16,864


14,847


 Investments in debt and equity securities, at market 


4,076


4,483


 Assets held for sale 


2,397


4,874



Total current assets


340,650


311,611









 Property plant and equipment, net 


268,875


208,514


 Goodwill  


74,844


5,200


 Intangible assets, net 


53,028


24,254


 Other assets 


11,000


11,575



 Total assets 


$         748,397


$         561,154








 LIABILITIES AND STOCKHOLDERS' DEFICIT  






 Current portion of long-term debt 


$             2,500


$                    -


 Note payable 


515


292


 Accounts payable 


113,177


88,158


 Accrued compensation and benefits 


43,066


34,616


 Accrued interest 


345


1,309


 Other accrued expenses 


57,368


49,668



 Total current liabilities 


216,971


174,043









 Long-term debt, net of current portion (and unamortized discount of $11,806 for 2012) 


234,444


130,699


 Deferred income taxes 


35,565


7,312


 Other long-term liabilities 


11,995


10,081



 Total long-term liabilities 


282,004


148,092








 Series B cumulative convertible participating preferred stock 


619,950


273,950








 Redeemable common stock  


-


759








 Common stock 


924


924


 Additional paid-in capital 


4,992


237,244


 Accumulated deficit 


(369,850)


(266,896)


 Accumulated other comprehensive loss 


(6,568)


(5,485)


 Treasury stock, at cost 


(26)


(1,477)



 Total stockholders' deficit 


(370,528)


(35,690)









 Total liabilities and stockholders' deficit 


$         748,397


$         561,154






 






NCI BUILDING SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)













For the Fiscal Year Ended



 October 28, 2012 


 October 30, 2011 






Cash flows from operating activities:





      Net income (loss)


$                    4,913


$                   (9,950)

      Adjustments to reconcile net income (loss) to net cash provided by 





            operating activities:





            Depreciation and amortization


33,840


33,214

            Share-based compensation expense


9,297


6,908

            Non-cash debt extinguishment costs


6,437


-

            (Gain) loss on sale of property, plant and equipment


(556)


50

            Provision for doubtful accounts


270


1,844

            Provision (benefit) for deferred income taxes


2,177


(6,397)

            Asset impairments (recoveries)


(9)


1,121

      Changes in operating assets and liabilities, net of effect of acquisitions:





            Accounts receivable


(17,098)


(15,329)

            Inventories


(9,108)


(7,145)

            Income tax receivable


1,082


14,382

            Prepaid expenses and other


(2,075)


(247)

            Accounts payable


12,047


17,569

            Accrued expenses


6,255


5,668

            Other, net


250


(251)






Net cash provided by operating activities


47,722


41,437






Cash flows from investing activities:





      Acquisition, net of cash acquired


(140,991)


-

      Capital expenditures


(28,151)


(21,040)

      Proceeds from sale of property, plant and equipment


2,992


583






Net cash used in investing activities


(166,150)


(20,457)






Cash flows from financing activities:





Decrease in restricted cash


1,461


3

Proceeds from ABL Facility


15,098


43

Payments on ABL Facility


(15,096)


(43)

Excess tax benefits from share-based compensation arrangements


2


464

Proceeds from term loan


237,499


-

Payments on term loan


(131,950)


(5,605)

Payments on note payable


(1,536)


(1,543)

Payment of financing costs


(9,399)


(200)

Payment of cash dividends on Convertible Preferred Stock


-


(11,039)

Purchase of treasury stock


(1,529)


(1,477)






Net cash provided by (used in) financing activities


94,550


(19,397)






Effect of exchange rate changes on cash and cash equivalents


54


(20)






Net (decrease) increase in cash and cash equivalents


(23,824)


1,563






Cash and cash equivalents at beginning of period


78,982


77,419






Cash and cash equivalents at end of period


$                  55,158


$                  78,982



-








 











NCI BUILDING SYSTEMS, INC

BUSINESS SEGMENTS

(Unaudited)

(In thousands)














-










Three Months Ended


Three Months Ended


$

%



 October 28, 2012 


 October 30, 2011 


Inc/(Dec)

Change




% of 



% of 







Total



Total




Sales:



Sales



Sales




Metal coil coating


$        57,963

14


$      56,425

16


$       1,538

2.7%

Metal components


180,267

42


127,925

37


52,342

40.9%

Engineered building systems


190,195

44


162,346

47


27,849

17.2%

Total sales


428,425

100


346,696

100


81,729

23.6%

Less: Intersegment sales


66,737

16


64,908

19


1,829

2.8%

Total net sales


$      361,688

84


$    281,788

81


$     79,900

28.4%



-



-








 % of 



 % of 







Total



Total




Operating income (loss):



Sales



Sales




Metal coil coating


$          7,018

12


$        4,903

9


$       2,115

43.1%

Metal components


10,216

6


6,345

5


3,871

61.0%

Engineered building systems


14,182

7


10,698

7


3,484

32.6%

Corporate


(15,990)

-


(14,162)

-


(1,828)

-12.9%

Total operating income (loss) (% of net sales)


$        15,426

4


$        7,784

3


$       7,642

98.2%



-



-



-














Fiscal Year Ended


Fiscal Year Ended


$

%



 October 28, 2012 


 October 30, 2011 


Inc/(Dec)

Change




% of 



% of 







Total



Total




Sales:



Sales



Sales




Metal coil coating


$      210,227

15


$    201,098

17


$       9,129

4.5%

Metal components


534,853

39


437,655

37


97,198

22.2%

Engineered building systems


643,473

46


548,594

46


94,879

17.3%

Total sales


1,388,553

100


1,187,347

100


201,206

16.9%

Less: Intersegment sales


234,543

17


227,770

19


6,773

3.0%

Total net sales


$   1,154,010

83


$    959,577

81


$   194,433

20.3%



-



-



-





 % of 



 % of 







Total



Total




Operating income (loss):



Sales



Sales




Metal coil coating


$        22,322

11


$      17,944

9


$       4,378

24.4%

Metal components


34,147

6


20,643

5


13,504

65.4%

Engineered building systems


37,596

6


13,011

2


24,585

189.0%

Corporate


(62,376)

-


(53,225)

-


(9,151)

-17.2%

Total operating income (loss) (% of net sales)


$        31,689

3


$      (1,627)

(0)


$     33,316

2047.7%



-



-















 












NCI BUILDING SYSTEMS, INC.

BUSINESS SEGMENTS

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

RECONCILIATION OF OPERATING INCOME (LOSS) TO ADJUSTED OPERATING INCOME (LOSS) EXCLUDING SPECIAL CHARGES

FOR THE THREE MONTHS ENDED OCTOBER 28, 2012 AND OCTOBER 30, 2011

(Unaudited)

(In thousands)














 For the Three Months Ended October 28, 2012 



 Metal Coil

Coating 


 Metal

Components 


 Engineered

Building

Systems 


 Corporate 


 Consolidated 













Operating income (loss), GAAP basis

$         7,018


$          10,216


$                   14,182


$    (15,990)


$            15,426


Acquisition-related costs

-


-


-


153


153


Asset impairment

-


13


-


-


13


"Adjusted" operating income (loss) (1)

$         7,018


$          10,229


$                   14,182


$    (15,837)


$            15,592

























 For the Three Months Ended October 30, 2011 



 Metal Coil Coating 


 Metal Components 


 Engineered Building Systems 


 Corporate 


 Consolidated 













Operating income (loss), GAAP basis

$         4,903


$            6,345


$                   10,698


$    (14,162)


$              7,784


Asset impairments

-


9


958


247


1,214


Restructuring charges

-


-


283


-


283


"Adjusted" operating income (loss) (1)

$         4,903


$            6,354


$                   11,939


$    (13,915)


$              9,281
























(1)  The Company discloses a tabular comparison of "Adjusted" operating income (loss), which is a non-GAAP measure because it is instrumental 


       in comparing the results from period to period.  "Adjusted" operating income (loss) should not be considered in isolation or as a substitute


       for operating income (loss) as reported on the face of our consolidated statement of operations.


 












NCI BUILDING SYSTEMS, INC.

BUSINESS SEGMENTS

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

RECONCILIATION OF OPERATING INCOME (LOSS) TO ADJUSTED OPERATING INCOME (LOSS) EXCLUDING SPECIAL CHARGES

FOR THE FISCAL YEAR ENDED OCTOBER 28, 2012 AND OCTOBER 30, 2011

(Unaudited)

(In thousands)















 For the Fiscal Year Ended October 28, 2012 



 Metal Coil

Coating 


 Metal

Components 


 Engineered

Building

Systems 


 Corporate 


 Consolidated 













Operating income (loss), GAAP basis

$       22,322


$          34,147


$                   37,596


$    (62,376)


$            31,689


Acquisition-related costs

-


-


-


4,989


4,989


Actuarial determined general liability self-insurance











     charges (recovery)

-


(1,929)


-


-


(1,929)


Executive retirement

-


-


-


508


508


Asset recovery

-


(9)


-


-


(9)


"Adjusted" operating income (loss) (1)

$       22,322


$          32,209


$                   37,596


$    (56,879)


$            35,248

























 For the Fiscal Year Ended October 30, 2011 




 Metal Coil

Coating 


 Metal

Components 


 Engineered

Building

Systems 


 Corporate 


 Consolidated 














Operating income (loss), GAAP basis

$       17,944


$          20,643


$                   13,011


$    (53,225)


$            (1,627)


Asset impairments (recoveries)

-


(84)


958


247


1,121


Restructuring recovery

-


-


(292)


-


(292)


Pre-acquisition contingency adjustment

-


-


252


-


252


Actuarial determined general liability self-insurance











     charges (recovery)

-


2,398


-


-


2,398


"Adjusted" operating income (loss) (1)

$       17,944


$          22,957


$                   13,929


$    (52,978)


$              1,852


























(1)  The Company discloses a tabular comparison of "Adjusted" operating income (loss), which is a non-GAAP measure because it is instrumental 


       in comparing the results from period to period.  "Adjusted" operating income (loss) should not be considered in isolation or as a substitute



       for operating income (loss) as reported on the face of our statement of operations.














 

 












NCI BUILDING SYSTEMS, INC.

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

COMPUTATION OF EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION,

AMORTIZATION AND OTHER NONCASH ITEMS ("ADJUSTED EBITDA")

(Unaudited)

(In thousands)




















1st Qtr


2nd Qtr


3rd Qtr


4th Qtr


Trailing 12 Months



 January 29, 


 April 29, 


 July 29, 


 October 28, 


October 28,



2012


2012


2012


2012


2012

Net income (loss)


$                   589


$                1,321


$               (3,267)


$                6,270


$                             4,913

Add:











     Depreciation and amortization


6,158


5,841


7,248


10,355


29,602

     Consolidated interest expense, net


3,296


3,034


4,159


6,226


16,715

     Provision (benefit) for income taxes


426


942


(663)


3,379


4,084

     Acquisition-related costs


396


1,494


2,946


153


4,989

     Transaction costs


-


-


6,437


-


6,437

     Executive retirement


-


508


-


-


508

     Non-cash charges:











          Stock-based compensation


1,972


2,119


2,090


3,116


9,297

          Asset impairments (recoveries)


-


-


(22)


13


(9)

          Embedded derivative


(5)


(6)


(5)


(5)


(21)












     Adjusted EBITDA (1)


$              12,832


$              15,253


$              18,923


$              29,507


$                           76,515





(13,348)































1st Qtr


2nd Qtr


3rd Qtr


4th Qtr


Trailing 12 Months



 January 30, 


 May 1, 


July 31,


 October 30, 


 October 30, 



2011


2011


2011


2011


2011

Net income (loss)


$             (12,725)


$               (3,229)


$                2,593


$                3,411


$                            (9,950)

Add:











     Depreciation and amortization


7,236


7,187


7,187


6,753


28,363

     Consolidated interest expense, net


4,177


3,870


3,864


3,685


15,596

     Provision (benefit) from income taxes


(5,009)


(1,786)


-


398


(6,397)

     Cash restructuring charges (recoveries)


-


-


(575)


283


(292)

     Non-cash charges:











          Stock-based compensation


1,685


1,671


1,776


1,776


6,908

          Asset impairments (recoveries)


-


-


(93)


1,214


1,121

          Embedded derivative


(7)


(6)


(6)


(6)


(25)

          Pre-acquisition contingency adjustment


252


-


-


-


252












     Adjusted EBITDA (1)


$               (4,391)


$                7,707


$              14,746


$              17,514


$                           35,576























(1)  The Company's Credit Agreement defines adjusted EBITDA.  Adjusted EBITDA excludes non-cash charges

       for goodwill and other asset impairments and stock compensation as well as certain non-recurring charges.   As such, the historical information is presented in

       accordance with the definition above.  Concurrent with the amendment and restatement of the Term Note facility, the Company entered into an Asset-Backed

       Lending facility which has substantially the same definition of adjusted EBITDA except that the ABL facility caps certain non-recurring charges.  The Company is

       disclosing adjusted EBITDA, which is a non-GAAP measure, because it is used by management and provided to investors to provide comparability of underlying

       operational results.






















 









NCI BUILDING SYSTEMS, INC.

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

"ADJUSTED" INCOME (LOSS) PER DILUTED COMMON SHARE AND NET INCOME (LOSS) COMPARISON 

(Unaudited)













Fiscal Three Months Ended


Fiscal Year Ended




 October 28, 

 October 30, 


 October 28, 

 October 30, 




2012

2011


2012

2011

Net income (loss) per diluted common share, GAAP basis

$                   0.08

$                    (0.24)


$             (3.81)

$             (2.58)

Convertible preferred stock beneficial conversion feature and amendment 

-

0.07


3.21

0.51

Restructuring charges (recovery), net of taxes


-

0.01


-

(0.01)

Acquisition-related costs, net of taxes


0.00

-


0.21

-

Debt extinguishment costs, net of taxes


-

-


0.21

-

Actuarial determined general liability self-insurance charges (recovery), net of taxes

-

-


(0.06)

0.08

Executive retirement, net of taxes



-

-


0.02

-

Asset impairments (recovery), net of taxes


0.00

0.04


(0.00)

0.04

Gain on embedded derivative, net of taxes


(0.00)

(0.00)


(0.00)

(0.00)

Pre-acquisition contingency adjustment, net of taxes


-

-


-

0.01

"Adjusted" income (loss) per diluted common share (1)


$                   0.08

$                    (0.11)


$             (0.23)

$             (1.96)




















Fiscal Three Months Ended


Fiscal Year Ended




 October 28, 

 October 30, 


 October 28, 

 October 30, 




2012

2011


2012

2011

Net income (loss) applicable to common shares, GAAP basis

$                 6,270

$                  (4,399)


$         (72,120)

$         (47,466)

Convertible preferred stock beneficial conversion feature and amendment 

-

1,356


60,681

9,396

Restructuring charges (recovery), net of taxes


-

174


-

(180)

Acquisition-related costs, net of taxes


94

-


3,941

-

Debt extinguishment, net of taxes



-

-


3,965

-

Actuarial determined general liability self-insurance charges (recovery), net of taxes

-

-


(1,188)

1,477

Executive retirement, net of taxes



-

-


313

-

Asset impairments (recovery), net of taxes


8

748


(6)

691

Gain on embedded derivative, net of taxes


(3)

(4)


(13)

(16)

Pre-acquisition contingency adjustment, net of taxes


-

-


-

181

"Adjusted" net income (loss) applicable to common shares (1)

$                 6,369

$                  (2,125)


$           (4,427)

$         (35,917)

























 (1)  The Company discloses a tabular comparison of "Adjusted" income (loss) per diluted common share and net loss, which are non-GAAP measures, 

        because they are referred to in the text of our press releases and are instrumental in comparing the results from period to period.  "Adjusted"

        income (loss) per diluted common share and net income (loss) should not be considered in isolation or as a substitute for income (loss) per diluted common share
        and net income (loss) as reported on the face of our consolidated statement of operations.










 

 

 











 NCI Building Systems, Inc. 

 Reconciliation of Segment Sales to Third Party Segment Sales (Internal Information) 

(Unaudited)

(In thousands)






























%




 4th Qtr 2012 



 4th Qtr 2011 


 Inc/(Dec) 

 Change 

 Metal Coil Coating 










 Total Sales 


$              57,963

14%


$              56,425

16%

$         1,538

3%


 Less:  Intersegment sales 


36,082



35,030


1,052

3%


 Third Party Sales 


21,881

6%


21,395

8%

486

2%












 Operating Income (Loss) 


7,018

32%


4,903

23%

2,115

43%











 Metal Components 










 Total Sales 


180,267

42%


127,925

36%

52,342

41%


 Less:  Intersegment sales 


25,981



23,758


2,223

9%


 Third Party Sales 


154,286

43%


104,167

35%

50,119

48%












 Operating Income (Loss) 


10,216

7%


6,345

6%

3,871

61%











 Engineered Building Systems 










 Total Sales 


190,195

44%


162,346

48%

27,849

17%


 Less:  Intersegment sales 


4,674



6,120


(1,446)

-24%


 Third Party Sales 


185,521

51%


156,226

57%

29,295

19%












 Operating Income (Loss) 


14,182

8%


10,698

7%

3,484

33%











 Consolidated 










 Total Sales 


428,425

100%


346,696

100%

81,729

24%


 Less:  Intersegment sales 


66,737



64,908


1,829

3%


 Third Party Sales 


361,688

100%


281,788

100%

79,900

28%












 Operating Income (Loss) 


$              15,426

4%


$                7,784

3%

$         7,642

98%
























 YTD 



 YTD 



%




 4th Qtr 2012 



 4th Qtr 2011 


 Inc/(Dec) 

Change

 Metal Coil Coating 










 Total Sales 


$            210,227

15%


$            201,098

17%

$         9,129

5%


 Less:  Intersegment sales 


129,121



125,704


3,417

3%


 Third Party Sales 


81,106

7%


75,394

8%

5,712

8%












 Operating Income (Loss) 


22,322

28%


17,944

24%

4,378

24%











 Metal Components 










 Total Sales 


534,853

39%


437,655

37%

97,198

22%


 Less:  Intersegment sales 


88,133



83,858


4,275

5%


 Third Party Sales 


446,720

39%


353,797

37%

92,923

26%












 Operating Income (Loss) 


34,147

8%


20,643

6%

13,504

65%











 Engineered Building Systems 










 Total Sales 


643,473

46%


548,594

46%

94,879

17%


 Less:  Intersegment sales 


17,289



18,208


(919)

-5%


 Third Party Sales 


626,184

54%


530,386

55%

95,798

18%












 Operating Income (Loss) 


37,596

6%


13,011

2%

24,585

189%











 Consolidated 










 Total Sales 


1,388,553

100%


1,187,347

100%

201,206

17%


 Less:  Intersegment sales 


234,543



227,770


6,773

3%


 Third Party Sales 


1,154,010

100%


959,577

100%

194,433

20%












 Operating Income (Loss) 


$              31,689

3%


$               (1,627)

0%

$       33,316

2048%











 

SOURCE NCI Building Systems, Inc.

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