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

 

April 29, 2014

Date of Report (Date of earliest event reported) 

 

QUAKER CHEMICAL CORPORATION

(Exact name of Registrant as specified in its charter) 

 

Commission File Number 001-12019 

 

PENNSYLVANIA   No. 23-0993790
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)

  

One Quaker Park

901 E. Hector Street

Conshohocken, Pennsylvania 19428

(Address of principal executive offices)
(Zip Code)

 

(Registrant’s telephone number, including area code)
 

 

Not Applicable

(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:

 

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

 

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

 

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

 

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

 

 

 

 

 

 
 

  

INFORMATION TO BE INCLUDED IN THE REPORT 

 

Item 2.02. Results of Operations and Financial Condition.

 

On April 29, 2014, Quaker Chemical Corporation announced its results of operations for the first quarter ended March 31, 2014, in a press release, the text of which is included as Exhibit 99.1 hereto. Supplemental information related to the same period is also included as Exhibit 99.2 hereto. 

 

Item 9.01. Financial Statements and Exhibits.

 

The following exhibits are included as part of this report:

 

Exhibit No.  
99.1 Press Release of Quaker Chemical Corporation dated April 29, 2014.  
   
99.2         Supplemental Information related to first quarter ended March 31, 2014.

 

 

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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.

 

  QUAKER CHEMICAL CORPORATION
  Registrant
     
Date:  April 29, 2014 By: /s/ Margaret m. loebl
    Margaret M. Loebl
    Vice President, Chief Financial Officer and Treasurer

 

 

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NEWS

Contact:

Margaret M. Loebl

Vice President, Chief Financial Officer and Treasurer

loeblm@quakerchem.com

T. 610.832.4160

 

  

 

For Release: Immediate

 

QUAKER CHEMICAL ANNOUNCES FIRST QUARTER 2014 RESULTS

 

·         3% revenue growth despite impacts from foreign exchange and the U.S. winter

·         11% growth in operating income and adjusted EBITDA

·         Stable margin levels continue to contribute to improved operating results

 

 

April 29, 2014

 

CONSHOHOCKEN, PA – Quaker Chemical Corporation (NYSE: KWR) today announced a 3% increase in net sales of $181.7 million for the first quarter of 2014 compared to the first quarter of 2013 net sales of $176.2 million. Foreign exchange rate translation negatively impacted net sales by 2%. Operating income increased 11% to $19.4 million in the first quarter of 2014 from $17.4 million in the first quarter of 2013. Similarly, the Company’s adjusted EBITDA increased 11% to $23.7 million in the first quarter of 2014 from $21.4 million in the first quarter of 2013. The Company’s earnings per diluted share for the first quarter of 2014 were $0.96 compared to $1.04 for the first quarter of 2013 and non-GAAP earnings per diluted share for the first quarter of 2014 were $0.95 compared to $0.96 for the first quarter of 2013. Despite strong operating results, the Company’s higher effective tax rate was the primary reason its earnings were down compared to the first quarter of 2013.

 

Michael F. Barry, Chairman, Chief Executive Officer and President commented, “We are pleased with our first quarter results especially in light of a continuing uneven global economic environment as well as negative impacts due to foreign exchange and the severe U.S. weather conditions. Our 11% growth in operating income and adjusted EBITDA is an indication that our business model and competitive positioning continue to serve us well. We experienced good growth in Europe and China, modest growth in North America and a decline in South America, primarily due to exchange rates.”

 

Mr. Barry continued, “Looking forward, we expect to see modest growth in most of our major markets, although some countries such as India and Brazil could continue to be challenging. We are also beginning to experience an increase in some of our raw material costs. However, we do believe our track record of increasing our market share and leveraging our recent acquisitions will continue and help offset the market issues we may experience. Overall, I continue to remain confident in our future and expect 2014 to be another good year for Quaker as we strive to increase revenue and earnings for the fifth consecutive year.”

 

First Quarter of 2014 Summary

 

Net sales for the first quarter of 2014 of $181.7 million increased approximately 3% from net sales of $176.2 million for the first quarter of 2013, including a decrease of approximately $2.7 million, or 2%, due to foreign exchange rate translation. The increase in net sales from the first quarter of 2013 was primarily driven by 6% higher product volumes, including increases across most regions.

 

 

Quaker Chemical Corporation

One Quaker Park, 901 E. Hector Street, Conshohocken, PA 19428-2380 USA

P: 610.832.4000 F: 610.832.8682

quakerchem.com

 
 

 

Gross profit increased approximately $2.5 million, or approximately 4%, from the first quarter of 2013, which was primarily driven by the increased sales volumes, noted above, on stable gross margins of 35.8% and 35.5% for the first quarters of 2014 and 2013, respectively.

 

Selling, general and administrative expenses (“SG&A”) increased approximately $0.5 million from the first quarter of 2013, primarily driven by higher labor related costs and additional costs related to an amendment to the Company’s pension plan in the United Kingdom (“U.K.”). The additional pension related costs are non-recurring. Finally, these increases to SG&A were net of lower foreign currency exchange rate translation.

 

The change from other income of $0.3 million in the first quarter of 2013 to other expense of $0.5 million in the first quarter of 2014 was primarily the result of approximately $0.8 million of net foreign exchange losses in the current quarter.

 

Interest expense was lower in the first quarter of 2014 compared to the first quarter of 2013, primarily due to decreases in average borrowings and interest rates. Interest income was higher in the first quarter of 2014 compared to the first quarter of 2013, primarily due to an increase in the level of the Company’s cash on hand.

 

The Company’s effective tax rates for the first quarters of 2014 and 2013 were 34.8% and 24.1%, respectively. The primary contributors to the increase in the current quarter’s effective tax rate were lower changes in reserves related to uncertain tax positions and certain one-time items that increased the current quarter’s effective tax rate. Although the tax rate is inflated in the first quarter of 2014, we continue to estimate the full year 2014 effective tax rate to approximate 30%.

 

Equity in net income of associated companies (“equity income”) was generally consistent between the first quarter of 2014 and the first quarter of 2013. The primary component of equity income is the Company’s interest in a captive insurance company, which was higher in the prior year, including an out-of-period adjustment. Also, a first quarter of 2013 charge due to the devaluation of the Venezuelan Bolivar Fuerte affected the equity income comparison.

 

Changes in foreign exchange rates negatively impacted the first quarter of 2014 net income by approximately $0.6 million, or $0.05 per diluted share.

 

Balance Sheet and Cash Flow Items

 

The Company had net operating cash outflows of approximately $1.8 million for the first quarter of 2014. The net cash outflow relates to an increase in cash invested in the Company’s working capital during the current quarter, which was primarily the result of increased sales at the end of the first quarter of 2014, reestablishing inventory safety stock levels that were low at year end 2013 and higher annual incentive compensation payouts related to an improvement in the Company’s prior year performance. Historically, the Company’s first quarter cash flows are the weakest of the year, primarily due to the factors mentioned above. Overall, the Company’s liquidity remains strong, as its cash position continued to exceed its debt at March 31, 2014, with no borrowings outstanding on its credit facility, and, also, the Company’s consolidated leverage ratio continued to be less than one times EBITDA.

 

Non-GAAP Measures

 

Included in this public release are non-GAAP financial measures of non-GAAP earnings per diluted share and adjusted EBITDA. The Company believes these non-GAAP financial measures provide meaningful supplemental information as they enhance a reader’s understanding of the financial performance of the Company, are more indicative of future operating performance of the Company, and facilitate a better comparison among fiscal periods, as the non-GAAP financial measures exclude items that are not considered core to the Company’s operations. Non-GAAP results are presented for supplemental informational purposes only and should not be considered a substitute for the financial information presented in accordance with GAAP.

 

 

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The following are reconciliations between the non-GAAP (unaudited) financial measures of non-GAAP earnings per diluted share and adjusted EBITDA to their most directly comparable GAAP (unaudited) financial measures:

  

   Three Months Ended
March 31,
 
   2014   2013 
GAAP earnings per diluted share attributable to Quaker Chemical Corporation Common Shareholders  $0.96   $1.04 
           
Equity income in a captive insurance company per diluted share   (0.06)   (0.11)
           
UK pension plan amendment per diluted share   0.05     
           
Devaluation of the Venezuelan Bolivar Fuerte per diluted share       0.03 
           
Non-GAAP earnings per diluted share  $0.95   $0.96 

  

   Three Months Ended
March 31,
 
   2014   2013 
Net income attributable to Quaker Chemical Corporation  $12,730   $13,619 
           
Depreciation and amortization   3,888    3,935 
           
Interest expense   525    744 
           
Taxes on income before equity in net income of associated companies   6,546    4,133 
           
Equity income in a captive insurance company   (846)   (1,435)
           
UK pension plan amendment   902     
           
Devaluation of the Venezuelan Bolivar Fuerte       357 
           
Adjusted EBITDA  $23,745   $21,353 

 

 Forward-Looking Statements

 

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in such statements. A major risk is that the Company’s demand is largely derived from the demand for its customers’ products, which subjects the Company to downturns in a customer’s business and unanticipated customer production shutdowns. Other major risks and uncertainties include, but are not limited to, significant increases in raw material costs, customer financial stability, worldwide economic and political conditions, foreign currency fluctuations, future terrorist attacks and other acts of violence. Other factors could also adversely affect us. Therefore, we caution you not to place undue reliance on our forward-looking statements. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995.

 

Conference Call

 

As previously announced, Quaker Chemical’s investor conference call to discuss the first quarter of 2014 results is scheduled for April 30, 2014 at 8:30 a.m. (ET). A live webcast of the conference call, together with supplemental information, can be accessed through the Company’s Investor Relations website at http://www.quakerchem.com. You can also access the conference call by dialing 877-269-7756.

 

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About Quaker

 

Quaker Chemical is a leading global provider of process fluids, chemical specialties, and technical expertise to a wide range of industries, including steel, aluminum, automotive, mining, aerospace, tube and pipe, cans, and others.  For nearly 100 years, Quaker has helped customers around the world achieve production efficiency, improve product quality, and lower costs through a combination of innovative technology, process knowledge, and customized services. Headquartered in Conshohocken, Pennsylvania USA, Quaker serves businesses worldwide with a network of dedicated and experienced professionals whose mission is to make a difference.

 

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Quaker Chemical Corporation 
Condensed Consolidated Statement of Income
(Dollars in thousands, except per share data and share amounts)

 

   (Unaudited) 
         
   Three Months Ended March 31, 
   2014   2013 
         
Net sales  $181,674   $176,193 
           
Cost of goods sold   116,560    113,585 
           
Gross profit   65,114    62,608 
%   35.8%   35.5%
           
Selling, general and administrative expenses   45,741    45,197 
           
Operating income   19,373    17,411 
%   10.7%   9.9%
           
Other (expense) income, net   (473)   346 
Interest expense   (525)   (744)
Interest income   453    169 
Income before taxes and equity in net income of associated companies   18,828    17,182 
           
Taxes on income before equity in net income of associated companies   6,546    4,133 
Income before equity in net income of associated companies   12,282    13,049 
           
Equity in net income of associated companies   1,027    1,142 
           
Net income   13,309    14,191 
           
Less: Net income attributable to noncontrolling interest   579    572 
           
Net income attributable to Quaker Chemical Corporation  $12,730   $13,619 
%   7.0%   7.7%
           
Per share data:          
Net income attributable to Quaker Chemical Corporation Common Shareholders - basic  $0.96   $1.04 
Net income attributable to Quaker Chemical Corporation Common Shareholders - diluted  $0.96   $1.04 

 

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Quaker Chemical Corporation 
Condensed Consolidated Balance Sheet 
(Dollars in thousands, except par value and share amounts)

 

   (Unaudited) 
         
   March 31,   December 31, 
   2014   2013 
ASSETS          
           
Current assets          
Cash and cash equivalents  $60,450   $68,492 
Accounts receivable, net   178,945    165,629 
Inventories   78,014    71,557 
Prepaid expenses and other current assets   22,735    23,169 
Total current assets   340,144    328,847 
           
Property, plant and equipment, net   83,854    85,488 
Goodwill   58,633    58,151 
Other intangible assets, net   30,472    31,272 
Investments in associated companies   20,494    19,397 
Deferred income taxes   19,936    24,724 
Other assets   36,174    36,267 
Total assets  $589,707   $584,146 
           
LIABILITIES AND EQUITY          
           
Current liabilities          
Short-term borrowings and current portion of long-term debt  $1,267   $1,395 
Accounts and other payables   81,367    75,580 
Accrued compensation   12,188    20,801 
Other current liabilities   33,141    33,080 
Total current liabilities   127,963    130,856 
Long-term debt   17,215    17,321 
Deferred income taxes   6,459    6,729 
Other non-current liabilities   80,062    84,544 
Total liabilities   231,699    239,450 
           
Equity          
Common stock, $1 par value; authorized 30,000,000 shares; issued 13,226,717   13,227    13,196 
Capital in excess of par value   100,429    99,038 
Retained earnings   267,707    258,285 
Accumulated other comprehensive loss   (33,015)   (34,700)
Total Quaker shareholders' equity   348,348    335,819 
Noncontrolling interest   9,660    8,877 
Total equity   358,008    344,696 
Total liabilities and equity  $589,707   $584,146 

 

 

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Quaker Chemical Corporation 
Condensed Consolidated Statement of Cash Flows 
For the three months ended March 31,
(Dollars in thousands)

 

   (Unaudited) 
   2014   2013 
Cash flows from operating activities          
Net income  $13,309   $14,191 
Adjustments to reconcile net income to net cash (used in) provided by operating activities:          
Depreciation   3,075    3,056 
Amortization   813    879 
Equity in undistributed earnings of associated companies, net of dividends   (927)   921 
Deferred compensation and other, net   2,944    (861)
Stock-based compensation   1,388    1,040 
Gain on disposal of property, plant and equipment   (48)   (2)
Insurance settlement realized   (337)   - 
Pension and other postretirement benefits   (1,665)   (2,521)
(Decrease) increase in cash from changes in current assets and current liabilities, net of acquisitions:          
Accounts receivable   (13,387)   (3,977)
Inventories   (6,389)   (1,837)
Prepaid expenses and other current assets   (29)   (457)
Accounts payable and accrued liabilities   (544)   874 
Net cash (used in) provided by operating activities   (1,797)   11,306 
           
Cash flows from investing activities          
Investments in property, plant and equipment   (3,057)   (2,723)
Payments related to acquisitions, net of cash acquired   -    (647)
Proceeds from disposition of assets   58    13 
Insurance settlement interest earned   11    14 
Change in restricted cash, net   326    (14)
Net cash used in investing activities   (2,662)   (3,357)
           
Cash flows from financing activities          
Net increase in short-term borrowings   -    594 
Repayment of long-term debt   (232)   (2,438)
Dividends paid   (3,300)   (3,208)
Stock options exercised, other   (205)   (59)
Excess tax benefit related to stock option exercises   239    369 
Net cash used in financing activities   (3,498)   (4,742)
           
Effect of exchange rate changes on cash   (85)   (498)
Net (decrease) increase in cash and cash equivalents   (8,042)   2,709 
Cash and cash equivalents at the beginning of the period   68,492    32,547 
Cash and cash equivalents at the end of the period  $60,450   $35,256 

 

 

 

1 Quaker Chemical Corporation Investor Conference Call April 30, 2014 First Quarter 2014 Results

 
 

Regulation G The attached charts include Company information that does not conform to generally accepted accounting principles (GAAP). Management believes that an analysis of this data is meaningful to investors because it provides insight with respect to ongoing operating results of the Company and allows investors to better evaluate the financial results of the Company. These measures should not be viewed as an alternative to GAAP measures of performance. Furthermore, these measures may not be consistent with similar measures provided by other companies. This data should be read in conjunction with the Company’s first quarter earnings news release dated April 29, 2014, which has been furnished to the SEC on Form 8-K, and the Company’s Form 10-Q for the quarterly period ended March 31, 2014, which has been filed with the SEC. Forward-Looking Statements This presentation may contain forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in such statements. A major risk is that the Company’s demand is largely derived from the demand for its customers’ products, which subjects the Company to downturns in a customer’s business and unanticipated customer production shutdowns. Other major risks and uncertainties include, but are not limited to, significant increases in raw material costs, customer financial stability, worldwide economic and political conditions, foreign currency fluctuations, future terrorist attacks and other acts of violence. Other factors could also adversely affect us. Therefore, we caution you not to place undue reliance on our forward-looking statements. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995. Risks and Uncertainties Statement

 
 

Speakers Chart #1 Michael F. Barry Chairman of the Board, Chief Executive Officer & President Margaret M. Loebl Vice President, Chief Financial Officer & Treasurer Robert T. Traub General Counsel

 
 

First Quarter 2014 Headlines ▪ 3% revenue growth despite impacts from foreign exchange and the U.S. winter ▪ 11% growth in operating income and adjusted EBITDA ▪ Stable margin levels contribute to improved operating results Chart #2

 
 

Chairman Comments First Quarter 2014 ▪ First Quarter 2014 x Solid volume levels across most regions x Stable margins despite select market challenges x Strong operating results x Effective business model and competitive position x Liquidity remains a Company strength ▪ 2014 Outlook x Modest growth with challenges in Brazil & India x Furthering share gains and leverage from acquisitions x Some increases in raw material costs x Continue to actively pursue acquisitions “Overall, I continue to remain confident in our future and expect 2014 to be another good year for Quaker as we strive to increase revenue and earnings for the fifth consecutive year.” -- Michael F. Barry, Chairman, CEO & President Chart #3

 
 

Product Volume by Quarter Thousand Kilograms 25,000 30,000 35,000 40,000 45,000 50,000 55,000 4Q08 YTD Avg. 1Q092Q093Q094Q091Q102Q103Q104Q101Q112Q113Q114Q111Q122Q123Q124Q121Q132Q133Q134Q131Q14 Chart #4

 
 

Financial Snapshot Q1 2014 Q1 2013 Net Sales ($Mils.) 181.7 176.2 Gross Margin (%) 35.8 35.5 Operating Margin (%) 10.7 9.9 Net Income attributable to Quaker Chemical Corporation ($Mils.) 12.7 13.6 Adjusted EBITDA ($Mils.) – Trailing Twelve Months 92.0 81.9 Adjusted EBITDA Margin (%) 12.5 11.6 Earnings Per Diluted Share 0.96 1.04 Non - GAAP Earnings Per Diluted Share 0.95 0.96 Debt ($Mils.) 18.5 29.6 Equity ($Mils.) 358.0 302.0 Net Operating Cash Flow ($Mils.) (1.8) 11.3 Chart #5

 
 

Gross Margin Percentage 28.0% 34.7% 35.4% 32.6% 33.7% 35.8% 20.0% 25.0% 30.0% 35.0% 40.0% 2008 2009 2010 2011 2012 2013 Gross Margin Percentage 35.5% 36.4% 35.9% 35.4% 35.8% 20.0% 25.0% 30.0% 35.0% 40.0% Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Gross Margin Percentage Chart #6

 
 

Adjusted EBITDA Baseline Historical Performance $40.1 $44.2 $66.8 $73.0 $80.9 $89.6 $95.0 6.90% 9.80% 12.30% 10.70% 11.40% 12.30% 13.10% 2008 2009 2010 2011 2012 2013 Q1 2014 Annualized Adjusted EBITDA ($ Mils.) Adjusted EBITDA Margin (%) 2008 – 2014 Annualized CAGR: 15.5% +620 Margin bps Chart #7

 
 

Balance Sheet Net Cash / (Debt) -$100 -$80 -$60 -$40 -$20 $0 $20 $40 $60 $80 2008 2009 2010 2011 2012 2013 Q1 2014 $ Millions Cash ST/LT Debt Net Debt Chart #8

 
 

APPENDIX

 
 

Non - GAAP Earnings Per Diluted Share Reconciliation Q1 2014 Q1 2013 GAAP Earnings Per Diluted Share 0.96$ 1.04$ UK pension plan amendment per diluted share 0.05$ -$ Devaluation of the Venezuelan Bolivar Fuerte per diluted share -$ 0.03$ Equity income in a captive insurance company per diluted share (0.06)$ (0.11)$ Non-GAAP Earnings Per Diluted Share 0.95$ 0.96$ Chart #9

 
 

Annualized Adjusted EBITDA Reconciliation 2008 2009 2010 2011 2012 2013 YTD Q1 2014 Net income 9,833 16,058 32,120 45,892 47,405 56,339 12,730 Depreciation 10,879 9,525 9,867 11,455 12,252 12,339 3,075 Amortization 1,177 1,078 988 2,338 3,106 3,445 813 Interest expense 5,509 5,533 5,225 4,666 4,283 2,922 525 Taxes on income 4,977 7,065 12,616 14,256 15,575 20,489 6,546 Restructuring and related activities 2,916 2,289 - - - - - Non-income tax contingency charge - - 4,132 - - 796 - Equity affiliate out of period charge - - 564 - - - - Mineral oil excise tax refund - - - - - (2,540) - Transition costs related to key employees 3,505 2,443 1,317 - 609 - - Non-cash gain from the purchase of an equity affiliate - - - (2,718) - - - Change in acquisition-related earnout liability - - - (595) (1,737) (497) - Equity loss (income) from a captive insurance company 1,299 162 (313) (2,323) (1,812) (5,451) (846) Devaluation of the Venezuelan Bolivar - - 322 - - 357 - U.S customer bankruptcies - - - - 1,254 - - Cost streamlining initiatives - - - - - 1,419 - UK pension plan amendment - - - - - - 902 Adjusted EBITDA 40,095 44,153 66,838 72,971 80,935 89,618 23,745 Adjusted EBITDA Margin 6.9% 9.8% 12.3% 10.7% 11.4% 12.3% 13.1% Multiply Adjusted EBITDA by Annual Run Rate 1 1 1 1 1 1 4 Annualized Adjusted EBITDA 40,095 44,153 66,838 72,971 80,935 89,618 94,980 Chart #10

 
 

Trailing Twelve Months Adjusted EBITDA Reconciliation I = G + H H G = F - D F E = C + D D C = B - A B A Trailing Twelve Months Q1 2014 Q1 2014 Last Nine Months 2013 YTD 2013 Trailing Twelve Months Q1 2013 Q1 2013 Last Nine Months 2012 YTD 2012 Q1 2012 Net income 55,450 12,730 42,720 56,339 48,659 13,619 35,040 47,405 12,365 Depreciation 12,358 3,075 9,283 12,339 12,251 3,056 9,195 12,252 3,057 Amortization 3,379 813 2,566 3,445 3,239 879 2,360 3,106 746 Interest expense 2,703 525 2,178 2,922 3,853 744 3,109 4,283 1,174 Taxes on income 22,902 6,546 16,356 20,489 16,263 4,133 12,130 15,575 3,445 Non-income tax contingency 796 - 796 796 - - - - - Mineral oil excise tax refund (2,540) - (2,540) (2,540) - - - - Non-cash gain from the purchase of an equity affiliate - - - - - - - - - Change in acquisition-related earnout liability (497) - (497) (497) (1,737) - (1,737) (1,737) - Equity loss (income) from a captive insurance company (4,862) (846) (4,016) (5,451) (2,828) (1,435) (1,393) (1,812) (419) Devaluation of the Venezuelan Bolivar - - - 357 357 357 - - - U.S. customer bankruptcies - - - - 1,254 - 1,254 1,254 - Transition costs related to key employees - - - - 609 - 609 609 - Cost streamlining initiatives 1,419 1,419 1,419 - - - - - UK pension plan amendment 902 902 - - - - - - - Adjusted EBITDA 92,010 23,745 68,265 89,618 81,920 21,353 60,567 80,935 20,368 Adjusted EBITDA Margin 12.5% 13.1% 12.3% 12.3% 11.6% 12.1% 11.4% 11.4% 11.5% Chart #11