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Sealy Corporation Reports Fourth Quarter and Fiscal Full Year 2012 Results

--4th Quarter Results from Continuing Operations--

TRINITY, N.C., Jan. 23, 2013 /PRNewswire/ -- Sealy Corporation (NYSE: ZZ), a leading global bedding manufacturer, today announced results for its fiscal fourth quarter and full year 2012. The fiscal year ended December 2, 2012 was a 53-week year compared to a 52-week fiscal year ended November 27, 2011.   

Fiscal 2012 4th Quarter Recap for Continuing Operations

  • Net sales increased by $88.9 million or 33.0% to $358.1 million, compared to the same prior year quarter. The increase in net sales attributable to the 53rd week was approximately $37.1 million, which added growth of 13.8% over the prior year quarter.
  • Gross profit increased by $43.8 million to $141.9 million compared to the same prior year quarter. The increase due to the 53rd week was approximately $14.5 million.
  • Gross profit margin increased approximately 320 bps to 39.6% of sales compared to 36.4% in the same prior year quarter.
  • Income from operations increased by $12.3 million to $16.1 million compared to the same prior year quarter.
  • Net loss from continuing operations attributable to common shareholders was $2.7 million or $0.03 per diluted share, compared to net loss from continuing operations of $14.0 million or $0.14 per diluted share in the prior year quarter.  Excluding the impact of restructuring expense, merger costs and income tax expense on repatriated foreign earnings, our adjusted EPS was $0.04. Please see the attached reconciliation of adjusted EPS.
  • Adjusted EBITDA increased by $20.1 million to $35.2 million compared to the same prior year quarter. The increase due to the 53rd week was approximately $3.9 million.

"We were pleased with our performance in 2012 as we continued to execute on our strategic initiatives," stated Larry Rogers, Sealy's President and Chief Executive Officer.  "Strong product offerings in both the specialty and innerspring lines, compelling advertising and continued financial discipline led to these financial results and we are working to ensure these trends continue." 

Fiscal 2012 Fourth Quarter Results

Total U.S. net sales increased 32.9% to $269.7 million from the fourth quarter of fiscal 2011. The increase in net sales attributable to the 53rd week was approximately $27.7 million. Also contributing to the increase in U.S. net sales was a 13.3% increase in wholesale unit volume, coupled with a 15.8% increase in wholesale average unit selling price. The significant improvement in both of these metrics was primarily driven by the success of the Optimum by Sealy Posturepedic and Next Generation Stearns & Foster product lines, both of which sell at higher price points in the market.

International net sales increased $22.1 million, or 33.3%, from the fourth quarter of fiscal 2011 to $88.4 million. The increase in net sales attributable to the 53rd week was approximately $9.3 million. This increase was primarily attributable to the strong sales performance of Canada, Mexico and South America. In Canada, local currency sales increases of 28.1% translated into increases of 31.8% in U.S. dollars due to the strengthening of the Canadian dollar versus the U.S. dollar.  Excluding the effects of currency fluctuation, international net sales increased 32.1% from the fourth quarter of fiscal 2011.

Gross profit for the fourth fiscal quarter increased by $43.8 million to $141.9 million from the prior year quarter.  Gross margin increased 3.2 percentage points to 39.6%. The increase as a percentage of net sales was primarily due to increases in gross profit margins in U.S. operations partially offset by declines in Canada. U.S. gross profit margin increased 4.8 percentage points to 39.8%. The increase as a percentage of net sales was primarily attributable to improved operational efficiencies on higher sales volumes and an improvement in manufacturing processes which resulted in a 2.4 percentage point increase in U.S. gross profit margin. Additionally, the leveraging of fixed costs due to the higher sales volumes contributed a 2.6 percentage point improvement in gross margin.  The local currency gross profit margin in Canada was 37.6% as a percentage of net sales which represents a decrease of 4.6 percentage points from fiscal 2011. This decrease was primarily driven by the impact of promotional activities to gain market share, and higher raw material costs.

Selling, general, and administrative expenses were $127.8 million for the fourth quarter of fiscal 2012, an increase of $28.9 million versus the comparable period a year earlier. A portion of this increased expense was driven by the 53rd week. The increased variable expense was primarily driven by higher cooperative advertising and promotional costs, and the increased fixed expense was driven primarily by higher incentive compensation and an increase in defined contribution costs and professional fees. As a percentage of net sales, this expense was 35.7% and 36.7% for the quarters ended December 2, 2012 and November 27, 2011, respectively, a decrease of 1.0 percentage points.

Cash flow from operations was $50.7 million for the fourth quarter of fiscal 2012, driven primarily by improvements in working capital.  As a result of our cash generation and the repatriation of a portion of our non US cash, subsequent to the end of the fiscal year, the Company redeemed an additional $35 million of its senior notes.

Fiscal 2012 Full Year Results

Net sales for the fiscal year ended December 2, 2012 increased 9.6% to $1,347.9 million from $1,230.2 million for the prior fiscal year. Gross profit was $539.5 million, or 40.0% of net sales, versus $478.7 million, or 38.9% of net sales, for the prior fiscal year.  For the 2012 fiscal year, net income attributable to common shareholders from continuing operations was $2.0 million and net loss from discontinued operations was $2.0 million, resulting in overall net income for the fiscal year of $0.0 million.  Adjusted EBITDA increased 18.9% to $150.1 million, or 11.1% of net sales, from $126.3 million, or 10.3% of net sales, in the prior fiscal year.  For further information on the change in Adjusted EBITDA, please see the attached Reconciliation of 2012 Adjusted EBITDA to Prior Year schedule.

As of December 2, 2012, the Company's debt net of cash was $641.4 million and Net Debt to Adjusted EBITDA ratio (excluding the Convertible Payment In Kind Notes) was 2.94x.

"We were pleased to deliver improved year over year net sales, gross margin, net income and Adjusted EBITDA results in 2012. As we move into 2013, we expect to drive growth across our entire portfolio in both our domestic and international markets," concluded Mr. Rogers.

Transaction Update

Sealy and Tempur-Pedic certified to substantial compliance with the Request for Additional Information ("Second Request") issued by the Federal Trade Commission under the Hart-Scott-Rodino Act on January 22, 2013. By agreement of the parties with the FTC, the FTC has up to 45 days following substantial compliance to complete its review of the  transaction.

Results from Discontinued Operations

During the fourth quarter of 2010, the company divested the assets of its manufacturing operations in France and Italy, which represented all of the assets in its Europe segment.  In addition, the company discontinued manufacturing operations in Brazil.  The company has transitioned to a license arrangement with third parties in both of these markets.  These businesses are accounted for as discontinued operations, and accordingly, the company has reclassified its financial data for all periods presented to reflect these actions.  Unless otherwise noted, the reported financial data pertains to Sealy's continuing operations. 

Non-GAAP Measures

Sealy provides information regarding Adjusted EBITDA and Adjusted EBITDA Margin which are not recognized terms under GAAP (Generally Accepted Accounting Principles) and do not purport to be alternatives to operating income or net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. The Company presents Adjusted EBITDA, because the covenants contained in the Company's senior debt agreements are based upon these measures and Adjusted EBITDA is a material component of those covenants. Additionally, management uses Adjusted EBITDA to evaluate the Company's operating performance.  The Company also presents Adjusted EBITDA margin, which is Adjusted EBITDA reflected as a percentage of net sales because it believes that this measure provides useful incremental information to investors regarding the Company's operating performance.  Additionally, these measures are not intended to be measures of available cash flow for management's discretionary use, as these measures do not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Because not all companies use identical calculations, this presentation may not be comparable to other similarly titled measures of other companies.  A reconciliation of Adjusted EBITDA and Adjusted EBITDA Margin to the Company's net income is provided in the attached schedule. 

In this release, Sealy also provides information regarding Adjusted Earnings Per Share, which is GAAP earnings per share adjusted to exclude the impact of restructuring expense, merger costs and income tax expense on repatriated foreign earnings.  Adjusted Earnings Per Share is not a recognized term under GAAP and does not purport to be an alternative to GAAP earnings per share as a measure of operating performance. The Company presents Adjusted Earnings Per Share because it believes that this measure provides useful incremental information to investors regarding the Company's operating performance.  A reconciliation of Adjusted Earnings Per Share to the Company's GAAP earnings per share is provided in the attached schedule.

Additionally, the Company provides certain information on a constant currency basis which reflects a comparison of current period results translated at the prior period currency rates.  This information is provided because the Company believes that it provides useful incremental information to investors regarding the Company's operating performance.

About Sealy

Sealy owns one of the largest bedding brands in the world, with sales of $1.3 billion in fiscal 2012. The company manufactures and markets a broad range of mattresses and foundations under the Sealy®, Sealy Posturepedic®, Sealy Embody™, Optimum™ by Sealy Posturepedic®, Stearns & Foster®, and Bassett® brands. Sealy operates 25 plants in North America, and has the largest market share and highest consumer awareness of any bedding brand on the continent. In the United States, Sealy sells its products to approximately 3,000 customers with more than 11,000 retail outlets. Sealy is also a leading supplier to the hospitality industry. For more information, please visit www.sealy.com.

This document contains forward-looking statements within the meaning of the safe harbor provisions of the Securities Litigation Reform Act of 1995. Terms such as "expect," "believe," "continue," and "grow," as well as similar comments, are forward-looking in nature. Although the Company believes its growth plans are based upon reasonable assumptions, it can give no assurances that such expectations can be attained. Factors that could cause actual results to differ materially from the Company's expectations include: general business and economic conditions, competitive factors, raw materials purchasing, fluctuations in demand and the Company's pending business combination with Tempur-Pedic. Please refer to the Company's Securities and Exchange Commission filings for further information.

The condensed consolidated statements of operations and related information presented below have been adjusted for discontinued operations presentation for all periods presented.  However, the condensed consolidated balance sheets and statements of cash flows have not been adjusted for such presentation.

 

SEALY CORPORATION

CONSOLIDATED BALANCE SHEET

(In thousands)






December 2,


November 27,

2012


2011

ASSETS




Current assets:




Cash and equivalents 

$          128,154


$             107,975

Accounts receivable (net of allowance for doubtful accounts, discounts and returns, 2012—$29,959; 2011—$30,104)




152,619


126,494

Inventories

72,364


57,002

Prepaid expenses

31,358


29,275

Deferred income taxes 

21,579


21,349

Total current assets

406,074


342,095





Property, plant and equipment—at cost:




Land 

6,761


7,351

Buildings and improvements 

128,039


128,700

Machinery and equipment 

281,345


261,650

Construction in progress 

7,861


8,414


424,006


406,115

Less accumulated depreciation 

(259,983)


(239,370)


164,023


166,745





Other assets:




Goodwill 

363,229


361,026

Other intangibles—net of accumulated amortization 




(2012—$4,614; 2011—$3,496)

14,710


1,116

Deferred income taxes

3,945


1,772

Debt issuance costs, net, and other assets 

53,364


46,440


435,248


410,354

Total Assets 

$       1,005,345


$             919,194










December 2,


November 27,

2012


2011

LIABILITIES AND STOCKHOLDERS' DEFICIT




Current liabilities:




Current portion-long term obligations 

$              4,045


$                 1,584

Accounts payable 

100,796


68,774

Accrued expenses:




Customer incentives and advertising 

34,664


26,038

Compensation 

33,065


17,601

Interest 

14,484


14,074

Warranty

9,785


7,522

Other 

26,128


20,904

Deferred income taxes 

3,000


-

Total current liabilities

225,967


156,497

Long term obligations, net of current portion 

765,521


790,297

Other noncurrent liabilities 

60,249


52,415

Deferred income taxes 

93


549





Commitments and contingencies 






Redeemable noncontrolling interest

11,035


-





Stockholders' deficit:




Preferred stock, $0.01 par value; Authorized 50,000 shares; 




Issued, none 


Common stock, $0.01 par value; Authorized 600,000 shares; 




Issued and outstanding: 2012—104,322; 2011—100,916

1,045


1,010

Additional paid-in capital 

955,777


935,512

Treasury stock, at cost:  2012—655,046; 2011—0

(1,138)


Accumulated deficit 

(1,016,567)


(1,016,577)

Accumulated other comprehensive income (loss)

3,363


(509)


(57,520)


(80,564)

Total Liabilities and Stockholders' Deficit 

$       1,005,345


$             919,194





 







SEALY  CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands)

(Unaudited)






















Three Months Ended




December 2,

November 27,




2012

2011













Net sales

$         358,115


$         269,259

Cost of goods sold

216,208


171,135


Gross profit

141,907


98,124







Selling, general and administrative expenses

127,791


98,927

Asset impairment loss

827


-

Amortization expense

461


72

Restructuring expenses and asset impairment

2,421


-

Royalty income, net of royalty expense

(5,645)


(4,617)









Income from operations

16,052


3,742







Interest expense

23,751


22,434

Refinancing and extinguishment of debt

407


(42)

Other income, net

(195)


(114)









Loss before income taxes

(7,911)


(18,536)

Income tax provision

(2,273)


(3,675)

Equity in earnings of unconsolidated affiliates

1,892


836



Loss from continuing operations

(3,746)


(14,025)

Loss from discontinued operations

(148)


(1,182)



Net loss

(3,894)


(15,207)

Net loss attributable to noncontrolling interests

1,096


-



Net (loss) income attributable to common shareholders

$           (2,798)


$         (15,207)







Loss per common share attributable to common shareholders—Basic





Loss from continuing operations per common share

$             (0.03)


$             (0.14)


Loss from discontinued operations per common share

-


(0.01)

Loss per common share attributable to common shareholders—Basic

$             (0.03)


$             (0.15)







Loss per common share attributable to common shareholders—Diluted





Loss from continuing operations per common share

$             (0.03)


$             (0.14)


Loss from discontinued operations per common share

-


(0.01)

Loss per common share attributable to common shareholders—Diluted

$             (0.03)


$             (0.15)

Weighted average number of common shares outstanding:





Basic

104,194


100,865


Diluted

104,194


100,865







SEALY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands)

(Unaudited)




















Twelve Months Ended








December 2,


November 27,


November 28,


2012


2011


2010







Net sales

$    1,347,870


$      1,230,151


$      1,219,471

Cost of goods sold

808,363


751,449


709,971







     Gross profit

539,507


478,702


509,500







Selling, general and administrative expenses

455,045


414,235


398,053

Asset impairment loss

827


-


-

Amortization expense

678


289


289

Restructuring expenses 

2,421


-


-

Royalty income, net of royalty expense

(20,070)


(19,413)


(17,529)







        Income from operations

100,606


83,591


128,687







Interest expense

89,305


87,743


85,617

Refinancing and extinguishment of debt 

3,748


1,222


3,759

Other income, net

(605)


(451)


(226)







        Income (loss) before income taxes

8,158


(4,923)


39,537

Income tax provision

12,548


4,104


18,488

Equity in earnings of unconsolidated affiliates

5,175


3,371


3,611

        Income (loss) from continuing operations

785


(5,656)


24,660

Loss from discontinued operations

(1,962)


(4,232)


(38,399)







        Net loss

(1,177)


(9,888)


(13,739)

Net loss attributable to noncontrolling interests

1,187


-


-

        Net income attributable to common shareholders

$              10


$           (9,888)


$         (13,739)







Earnings (loss) per common share attributable to common shareholders—Basic






     Income (loss) from continuing operations per common share

$           0.02


$             (0.06)


$               0.26

     Loss from discontinued operations per common share

(0.02)


(0.04)


(0.40)

Earnings (loss) per common share attributable to common shareholders—Basic

$                -


$             (0.10)


$             (0.14)







Earnings (loss) per common share attributable to common shareholders—Diluted






     Income (loss) from continuing operations per common share

$           0.02


$             (0.06)


$               0.14

     Loss from discontinued operations per common share

(0.02)


(0.04)


(0.13)

Earnings (loss) per common share attributable to common shareholders—Diluted

$                 -


$             (0.10)


$               0.01







Weighted average number of common shares outstanding:






     Basic

102,470


99,261


95,934

     Diluted

109,151


99,261


289,857







 

SEALY CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)






Fiscal Year Ended






 December 2, 


 November 27, 


 November 28, 






2012


2011


2010

Operating activities:







Net loss

$         (1,177)


$        (9,888)


$          (13,739)


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








Depreciation and amortization

26,379


24,234


28,676



Deferred income taxes

1,646


1,905


1,121



Amortization of deferred gain on sale-leaseback

(49)


(624)


(646)



Paid in kind interest on convertible notes

24,539


19,994


16,109



Amortization of discount on new senior secured notes

1,578


1,485


1,431



Amortization of debt issuance costs and other

3,975


4,673


4,750



Impairment charges

827


288


22,963



Share-based compensation

8,117


13,243


15,864



Excess tax benefits from share-based payment arrangements

-


-


(417)



Loss (gain) on sale of assets

327


(215)


260



Write-off of debt issuance costs related to debt extinguishments

1,862


643


2,709



Loss on repurchase of senior notes

1,050


300


1,050



Dividends received from unconsolidated affiliates

6,500


1,011


-



Equity in earnings of unconsolidated affiliates

(5,175)


(3,371)


-



Loss on disposition of subsidiary

-


206


2,399



Other, net

(2,850)


(2,217)


2,618


Changes in operating assets and liabilities:








Accounts receivable

(20,332)


10,296


(3,226)



Inventories

(20,302)


(666)


(12,115)



Other current assets

(4,654)


(6,418)


(3,628)



Other assets

(1,495)


4,271


(3,791)



Accounts payable

29,856


4,774


(4,873)



Accrued expenses

28,769


(24,382)


(8,711)



Other liabilities

2,717


(5,790)


(338)




Net cash provided by operating activities

82,108


33,752


48,466

Investing activities:







Purchase of property, plant and equipment

(15,914)


(22,408)


(16,578)


Acquisition of Comfort Revolution, inclusive of cash acquired of $159 (1)

159


-




Proceeds from sale of property, plant and equipment

2,383


227


124


Net proceeds (outflow) from disposition of subsidiary

-


-


(340)


Advances to Comfort Revolution

(7,833)


-


-


Repayments of loans and capital from unconsolidated affiliate

-


-


3,205





Net cash used in investing activities

(21,205)


(22,181)


(13,589)

Financing activities:







Proceeds from issuance of long-term obligations

5,236


3,387


4,702


Repayments of long-term obligations

(11,446)


(4,619)


(15,068)


Repayment of senior secured notes, including premium of $1,050, $300 and $1,050

(36,050)


(10,300)


(36,050)


Repurchase of common stock associated with vesting of employee share-based
     awards

(3,059)


(3,746)


(4,806)


Exercise of employee stock options

104


630


714


Debt issuance costs

(908)


(147)


-


Other

-


(34)


(8)




Net cash used in financing activities

(46,123)


(14,829)


(50,516)

Effect of exchange rate changes on cash

5,399


1,978


(6,533)

Change in cash and equivalents

20,179


(1,280)


(22,172)

Cash and equivalents:







Beginning of period

107,975


109,255


131,427












End of period

$       128,154


$      107,975


$         109,255











Supplemental disclosures:







Taxes paid (net of tax refunds of $3,157, $5 and $8,000 in fiscal 2012, 2011








and 2010, respectively)

$         10,487


$        16,198


$           20,069


Interest paid

$         58,803


$        61,875


$           66,071











Noncash investing transaction:







Extension of capital lease

$                 -


$          2,181


$                   -


Promotional displays transferred to property, plant and equipment

$         10,131


$                -


$                   -











(1) Cash contributed to Comfort Revolution for initial investment

$         10,000


$                -


$                   -











 

 

Reconciliation of Adjusted EBITDA to Net Income (Loss)
Non-GAAP Measure



Three Months Ended:


Twelve Months Ended:


December 2, 2012


November 27, 2011


December 2, 2012


November 27, 2011


(in thousands)


(in thousands)

Net loss

$    (3,894)


$   (15,207)


$      (1,177)


$       (9,888)

      Interest expense

23,751


22,434


89,305


87,743

      Income taxes

(2,273)


(3,675)


12,548


4,104

      Depreciation and amortization

7,626


6,233


26,379


24,234










25,210


9,785


127,055


106,193

Adjustments for debt covenants:
















     Refinancing charges

407


-


3,748


1,222

     Non-cash compensation

1,551


4,004


8,117


13,243

     Merger costs

2,538


-


2,538


-

     Comfort Revolution acquisition costs

895


-


1,158


-

     Discontinued operations

148


891


1,962


4,232

     Noncontrolling interest

1,096


-


1,187


-

     Restructuring expenses

2,421


-


2,421


-

     Other (various) (a)

905


427


1,948


1,405

















Adjusted EBITDA

$   35,171


$     15,107


$    150,134


$    126,295









(a)  Consists of various immaterial adjustments













 

 

SEALY CORPORATION

SHARE COUNT RECONCILIATION










Three Months Ended


Twelve Months Ended


December 2, 2012


November 27, 2011


December 2, 2012


November 27, 2011


(in thousands)


(in thousands)

Numerator:








Net income from continuing operations, as reported

$      (2,650)


$     (14,025)


$      1,972


$     (5,656)

Net income attributable to participating securities

9


17


(6)


10

Interest on convertible notes

-


(14,551)


-


-

Net income from continuing operations available to common shareholders 

$      (2,641)


$     (28,559)


$      1,966


$     (5,646)









Denominator:








Denominator for basic earnings per share—weighted average shares 

104,194


100,865


102,470


99,261

Effect of dilutive securities:








Convertible debt

-


-


-


-

Stock options 

-


-


449


-

Restricted share units

-


-


5,640


-

Other 

-


-


592


-

Denominator for diluted earnings per share—adjusted weighted average shares and assumed conversions 

104,194


100,865


109,151


99,261









 

 


SEALY CORPORATION

INTEREST EXPENSE



Three Months Ended:


Twelve Months Ended:


December 2, 2012


November 27, 2011


December 2, 2012


November 27, 2011

Cash interest expense

$      15,111


$      15,445


$      59,213


$      61,591

Non-cash interest expense

8,640


6,988


30,092


26,152


$      23,751


$      22,433


$      89,305


$      87,743









 

Sealy Corporation

Non-GAAP Earnings Per Share

Three Months Ended December 2, 2012

(amounts and shares presented in thousands)












As reported


Adjustments


As adjusted

Net income (loss) from continuing operations, net (1)

$    (2,650)


$        9,377


$      6,727

Net (loss) income attributable to participating securities

9


(33)


(24)

Interest on convertible notes (2)

-


7,475


7,475

Net income (loss) from continuing operations available to common shareholders

$    (2,641)


$      16,819


$    14,178









Denominator for diluted earnings per share - adjusted weighted average shares and assumed conversion (3)






104,194


227,650


331,844









Income (loss) from continuing operations per common share - Diluted

$       (0.03)




$        0.04

















(1)

Includes the following adjustments to net income from continuing operations:













Restructuring expense

$      2,421







Merger costs

2,538







Income tax expense on repatriation of foreign earnings

4,418







Total

$      9,377













(2)

 

Reflects the inclusion of convertible note interest as the impact of the adjustments in (1) above causes the Convertible Notes to become dilutive for the purposes of calculating diluted earnings per share.









(3)

 

Reflects the inclusion of outstanding share-based awards and convertible notes that are considered dilutive based on the inclusion of the adjustments in (1) above:











Convertible notes

221,156







Stock options

518







Restricted share units

5,333







Other

643








227,650













SOURCE Sealy Corporation

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