Document


 
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) October 26, 2017
 
TRIMAS CORPORATION
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-10716
 
38-2687639
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
 
38505 Woodward Avenue, Suite 200, Bloomfield Hills, Michigan
 
48304
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code (248) 631-5450
 

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 (see General Instruction A.2. below):
 
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 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 
 
 
Emerging growth company
o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o








Item 2.02 Results of Operations and Financial Condition.

TriMas Corporation (the “Corporation”) issued a press release on October 26, 2017, reporting its financial results for the third quarter ending September 30, 2017. A copy of the press release is attached hereto as an exhibit and is incorporated herein by reference. The press release is also available on the Corporation's website at www.trimascorp.com.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Corporation under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.


(d)    Exhibits. The following exhibit is furnished herewith:
Exhibit No.
 
Description
 
 
 
 
 
99.1
 
 
 

SIGNATURES

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.

 
 
 
 
TRIMAS CORPORATION
 
 
 
 
 
 
 
Date:
 
October 26, 2017
 
By:
 
/s/ Robert J. Zalupski
 
 
 
 
Name:
 
Robert J. Zalupski
 
 
 
 
Title:
 
Chief Financial Officer

 
 
 
 
 



Exhibit


https://cdn.kscope.io/72881cbdfd9213f6decd6c4f8f78307f-trimaslogocolora06.jpg                
CONTACT:
Sherry Lauderback
VP, Investor Relations & Communications
(248) 631-5506
sherrylauderback@trimascorp.com

TRIMAS REPORTS THIRD QUARTER 2017 RESULTS
Company Achieves Sales and Earnings Growth;
Tightens 2017 Full-Year EPS Outlook Range and Raises Free Cash Flow Outlook
BLOOMFIELD HILLS, Michigan, October 26, 2017 - TriMas (NASDAQ: TRS) today announced financial results for the quarter ended September 30, 2017.
Third Quarter 2017 Highlights
Increased net sales by 3.5% to $209.3 million
Increased operating profit by 58.1% to $28.1 million, while operating profit, excluding Special Items,(1) increased by 2.3% to $28.8 million
Increased diluted EPS by 52.6% to $0.29, while diluted EPS, excluding Special Items, increased by 11.4% to $0.39
Reduced Total Debt of $336.6 million, less cash and cash equivalents of $24.8 million, by $68.1 million compared to September 30, 2016
Third Quarter 2017
TriMas reported third quarter net sales of $209.3 million, an increase of 3.5% compared to $202.3 million in third quarter 2016. The Company reported operating profit of $28.1 million in third quarter 2017, an increase of 58.1% compared to $17.8 million in third quarter 2016. Excluding Special Items related to business realignment costs primarily associated with previously announced facility exits, third quarter 2017 operating profit would have been $28.8 million, an increase of 2.3% compared to the prior year period.
The Company reported third quarter 2017 net income of $13.1 million, or $0.29 per diluted share, compared to net income of $8.8 million, or $0.19 per diluted share, in third quarter 2016. Excluding Special Items related to debt financing and business realignment costs, third quarter 2017 net income would have been $17.7 million, resulting in diluted earnings per share of $0.39, an increase of 11.4% compared to $0.35 in the prior year period.
"We are pleased with our sales and earnings growth, cash flow conversion and progress on operational improvements in the third quarter and year-to-date," said Thomas Amato, TriMas President and Chief Executive Officer. "Overall, the third quarter came in largely on plan, despite some unanticipated impacts, including the hurricane in the Gulf Coast region. We are focused on execution and continuous improvements, and remain excited about the long-term prospects for TriMas."
"During the third quarter, we also proactively refinanced our debt and extended our maturities at favorable rates, providing enhanced flexibility for TriMas to grow well into the future. We will continue to focus on leveraging the TriMas Business Model to drive performance improvements and position us for long-term growth as we plan for 2018 and beyond. In the meantime, we are working diligently to mitigate near-term matters impacting our businesses, and remain focused on achieving our 2017 operating plan. As such, we are tightening our full year earnings per share outlook to $1.37 to $1.43," Amato concluded.
Financial Position
During the third quarter, the Company issued $300 million of senior unsecured notes at a rate of 4.875% due October 15, 2025. The Company used the proceeds from the offering to fully repay the $250.9 million principal, plus related interest, outstanding on its former senior secured term loan A facility due 2020, repay approximately $41.7 million of outstanding obligations under the Company's accounts receivable facility, and pay fees and expenses related to the debt refinancing. The Company also amended its revolving credit facilities to provide for $300 million of available capacity and extend maturities to September 2022.
TriMas reported Total Debt of $336.6 million as of September 30, 2017, compared to $374.7 million as of December 31, 2016, and $402.4 million as of September 30, 2016, reductions of $38.1 million and $65.8 million, respectively. TriMas ended third quarter 2017 with $320.1 million of cash and aggregate availability under its revolving credit and accounts receivable facilities.


1



The Company reported net cash provided by operations of $23.1 million which resulted in Free Cash Flow(2) of $22.0 million for third quarter 2017, compared to net cash provided by operations of $13.5 million and Free Cash Flow of $11.2 million in third quarter 2016. Free Cash Flow was approximately 121% of net income, and 124% of net income, excluding Special Items, for third quarter 2017. Please see Appendix I for further details.

Third Quarter Segment Results

Packaging (Approximately 42% of TriMas September 30, 2017 LTM sales)
The Packaging segment, which consists primarily of the Rieke® brand, develops and manufactures specialty dispensing and closure applications for the health, beauty and home care, food and beverage, and industrial markets. Net sales for the third quarter decreased 0.9% compared to the year ago period, as an increase in food and beverage product sales was more than offset by lower sales of beauty and home care and industrial products in North America. Although sales decreased, third quarter operating profit and the related margin percentage increased, primarily as a result of lower selling, general and administrative expenses in third quarter 2017.
Aerospace (Approximately 23% of TriMas September 30, 2017 LTM sales)

The Aerospace segment, which is comprised of the Monogram Aerospace Fasteners, Allfast Fastening Systems®, Mac Fasteners and Martinic Engineering brands, develops, qualifies and manufactures highly-engineered, precision fasteners and machined products to serve the aerospace market. Net sales for the third quarter increased 2.4% compared to the year ago period, driven primarily by continued improved production throughput and deliveries, and solid order demand. Third quarter operating profit and the related margin percentage increased due to the impact of continued performance improvement actions and lower selling, general and administrative expenses in third quarter 2017, which were partially offset by a less favorable product sales mix. Excluding Special Items, operating profit and the related margin percentage declined slightly, as the positive impact of the performance improvement actions were tempered by the results of the less favorable product sales mix.

Energy (Approximately 20% of TriMas September 30, 2017 LTM sales)

The Energy segment, which consists of the Lamons® brand, designs, manufactures and distributes industrial sealing and fastener products for the petrochemical, petroleum refining, oil field and other industrial markets. Third quarter net sales increased by 5.8% compared to the year ago period, primarily due to higher demand as a result of improved delivery performance and responding to customers' immediate needs following Hurricane Harvey, partially offset by the impact of de-emphasizing less profitable geographic regions. Third quarter operating profit and the related margin percentage increased as a result of improved financial performance given the restructured footprint and fewer costs associated with business realignment in the third quarter of 2017. Excluding Special Items, operating profit margin declined slightly, as the expected performance improvements were tempered by higher production costs and less favorable product sales mix resulting from the impact of the hurricane.

Engineered Components (Approximately 15% of TriMas September 30, 2017 LTM sales)

The Engineered Components segment, which is comprised of the Norris Cylinder and Arrow® Engine brands, designs and manufactures highly-engineered steel cylinders, wellhead engines and compression products for use within the industrial, and oil and gas markets. Third quarter net sales increased by 17.0% compared to the year ago period, due to higher sales of small and mid-sized acetylene cylinders, as well as oil field-related products due to increased oil and gas well completions in the U.S. and Canada. Third quarter operating profit increased as a result of the higher sales levels, while the related margin percentage decreased, as the impact of higher sales levels was more than offset by a less favorable product mix and higher steel costs on sales of industrial cylinders.
Outlook
The Company is updating its full-year 2017 outlook provided on February 28, 2017. The Company continues to estimate that 2017 sales will increase 2% to 4% compared to 2016. The Company expects full-year 2017 diluted earnings per share to be between $1.37 to $1.43 per share, excluding any current or future events that may be considered Special Items, as compared to $1.35 to $1.45 per share previously. In addition, the Company is now targeting 2017 Free Cash Flow(2) to be greater than 125% of net income, an increase from the previous guidance of greater than 100% of net income.


2



Conference Call Information
TriMas will host its third quarter 2017 earnings conference call today, Thursday, October 26, 2017, at 10 a.m. ET. The call-in number is (888) 208-1815. Participants should request to be connected to the TriMas third quarter 2017 earnings conference call (Conference ID #4178159). The conference call will also be simultaneously webcast via TriMas' website at www.trimascorp.com, under the "Investors" section, with an accompanying slide presentation. A replay of the conference call will be available on the TriMas website or by dialing (888) 203-1112 (Replay Passcode #4178159) beginning October 26, 2017 at 3 p.m. ET through November 2, 2017 at 3 p.m. ET.
Notice Regarding Forward-Looking Statements
Any "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, contained herein, including those relating to the Company’s business, financial condition or future results, involve risks and uncertainties with respect to, including, but not limited to: general economic and currency conditions; material and energy costs; risks and uncertainties associated with intangible assets, including goodwill or other intangible asset impairment charges; competitive factors; future trends; the Company’s ability to realize its business strategies; the Company’s ability to identify attractive acquisition candidates, successfully integrate acquired operations or realize the intended benefits of such acquisitions; the performance of subcontractors and suppliers; supply constraints; market demand; technology factors; intellectual property factors; litigation; government and regulatory actions; the Company’s leverage; liabilities imposed by debt instruments; labor disputes; changes to fiscal and tax policies; contingent liabilities relating to acquisition activities; information technology factors; the disruption of operations from catastrophic or extraordinary events, including natural disasters; the potential impact of Brexit; tax considerations relating to the Cequent spin-off; the Company’s future prospects; and other risks that are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and Current Report on Form 8-K filed on September 11, 2017. These risks and uncertainties may cause actual results to differ materially from those indicated by the forward-looking statements. All forward-looking statements made herein are based on information currently available, and the Company assumes no obligation to update any forward-looking statements.

Non-GAAP Financial Measures
In this release, certain non-GAAP financial measures are used. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measure may be found in Appendix I at the end of this release. Additional information is available at www.trimascorp.com under the “Investors” section.

(1) 
Appendix I details certain costs, expenses and other amounts or charges, collectively described as "Special Items," that are included in the determination of net income, earnings per share and/or cash flows from operating activities under GAAP, but that management believes should be separately considered when evaluating the quality of the Company’s core operating results, given they may not reflect the ongoing activities of the business. Management believes that presenting these non-GAAP financial measures, on an after Special Items basis, provides useful information to investors by helping them identify underlying trends in the Company’s businesses and facilitating comparisons of performance with prior and future periods. These non-GAAP financial measures should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP financial measures.

(2)  
The Company defines Free Cash Flow as Net Cash Provided by/Used for Operating Activities, excluding the cash impact of Special Items, less Capital Expenditures. Please see Appendix I for additional details.
About TriMas
TriMas is a diversified industrial manufacturer of products for customers in the consumer products, aerospace, industrial, petrochemical, refinery and oil & gas end markets with approximately 4,000 dedicated employees in 13 countries. We provide customers with a wide range of innovative and quality product solutions through our market-leading businesses, which we report in four segments: Packaging, Aerospace, Engineered Components and Energy. The TriMas family of businesses has strong brand names in the markets served, and operates under a common set of values and strategic priorities under the TriMas Business Model. TriMas is publicly traded on the NASDAQ under the ticker symbol “TRS,” and is headquartered in Bloomfield Hills, Michigan. For more information, please visit www.trimascorp.com.




3



TriMas Corporation
Condensed Consolidated Balance Sheet
(Dollars in thousands)


 
 
September 30,
2017
 
December 31,
2016
Assets
 
(unaudited)
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
24,760

 
$
20,710

Receivables, net
 
125,410

 
111,570

Inventories
 
160,180

 
160,460

Prepaid expenses and other current assets
 
8,800

 
16,060

Total current assets
 
319,150

 
308,800

Property and equipment, net
 
185,800

 
179,160

Goodwill
 
318,730

 
315,080

Other intangibles, net
 
199,150

 
213,920

Other assets
 
30,500

 
34,690

Total assets
 
$
1,053,330

 
$
1,051,650

Liabilities and Shareholders' Equity
 
 
 
 
Current liabilities:
 
 
 
 
Current maturities, long-term debt
 
$

 
$
13,810

Accounts payable
 
77,720

 
72,270

Accrued liabilities
 
41,600

 
47,190

Total current liabilities
 
119,320

 
133,270

Long-term debt, net
 
336,560

 
360,840

Deferred income taxes
 
5,750

 
5,910

Other long-term liabilities
 
44,740

 
51,910

Total liabilities
 
506,370

 
551,930

Total shareholders' equity
 
546,960

 
499,720

Total liabilities and shareholders' equity
 
$
1,053,330

 
$
1,051,650



 

4



TriMas Corporation
Consolidated Statement of Income
(Unaudited - dollars in thousands, except per share amounts)


 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2017
 
2016
 
2017
 
2016
Net sales
 
$
209,330

 
$
202,290

 
$
622,530

 
$
608,490

Cost of sales
 
(150,500
)
 
(144,240
)
 
(452,530
)
 
(437,440
)
Gross profit
 
58,830

 
58,050

 
170,000

 
171,050

Selling, general and administrative expenses
 
(30,710
)
 
(40,260
)
 
(99,890
)
 
(118,150
)
Operating profit
 
28,120

 
17,790

 
70,110

 
52,900

Other expense, net:
 
 
 
 
 
 
 
 
Interest expense
 
(3,390
)
 
(3,480
)
 
(10,360
)
 
(10,230
)
Debt financing and related expenses
 
(6,640
)
 

 
(6,640
)
 

Other expense, net
 
(200
)
 
(200
)
 
(780
)
 
(130
)
Other expense, net
 
(10,230
)
 
(3,680
)
 
(17,780
)
 
(10,360
)
Income before income tax expense
 
17,890

 
14,110

 
52,330

 
42,540

Income tax expense
 
(4,760
)
 
(5,330
)
 
(17,360
)
 
(14,980
)
Net income
 
$
13,130

 
$
8,780

 
$
34,970

 
$
27,560

Basic earnings per share:
 
 
 
 
 
 
 
 
Net income per share
 
$
0.29

 
$
0.19

 
$
0.77

 
$
0.61

Weighted average common shares—basic
 
45,721,155

 
45,435,936

 
45,669,782

 
45,381,592

Diluted earnings per share:
 
 
 
 
 
 
 
 
Net income per share
 
$
0.29

 
$
0.19

 
$
0.76

 
$
0.60

Weighted average common shares—diluted
 
46,029,361

 
45,760,455

 
45,953,578

 
45,713,873




5




TriMas Corporation
Consolidated Statement of Cash Flow
(Unaudited - dollars in thousands)
 
 
Nine months ended
September 30,
 
 
2017
 
2016
Cash Flows from Operating Activities:
 
 
 
 
Net income
 
$
34,970

 
$
27,560

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Loss on dispositions of assets
 
3,210

 
1,350

Depreciation
 
18,890

 
17,710

Amortization of intangible assets
 
14,920

 
15,330

Amortization of debt issue costs
 
1,030

 
1,000

Deferred income taxes
 
2,420

 
360

Non-cash compensation expense
 
5,090

 
5,240

Tax effect from stock based compensation
 

 
(640
)
Debt financing and related expenses
 
6,640

 

Increase in receivables
 
(12,700
)
 
(9,790
)
Increase in inventories
 
(580
)
 
(4,560
)
Decrease in prepaid expenses and other assets
 
7,110

 
10,780

Decrease in accounts payable and accrued liabilities
 
(8,590
)
 
(17,150
)
Other operating activities
 
240

 
(780
)
Net cash provided by operating activities
 
72,650

 
46,410

Cash Flows from Investing Activities:
 
 
 
 
Capital expenditures
 
(24,120
)
 
(22,390
)
Net proceeds from disposition of property and equipment
 
1,800

 
120

Net cash used for investing activities
 
(22,320
)
 
(22,270
)
Cash Flows from Financing Activities:
 
 
 
 
Proceeds from issuance of senior notes
 
300,000

 

Repayments of borrowings on term loan facilities
 
(257,940
)
 
(10,380
)
Proceeds from borrowings on revolving credit and accounts receivable facilities
 
353,710

 
314,860

Repayments of borrowings on revolving credit and accounts receivable facilities
 
(435,250
)
 
(324,780
)
Debt financing fees
 
(6,070
)
 

Shares surrendered upon options and restricted stock vesting to cover taxes
 
(480
)
 
(1,500
)
Other financing activities
 
(250
)
 
760

Net cash used for financing activities
 
(46,280
)
 
(21,040
)
Cash and Cash Equivalents:
 
 
 
 
Net increase for the period
 
4,050

 
3,100

At beginning of period
 
20,710

 
19,450

At end of period
 
$
24,760

 
$
22,550

Supplemental disclosure of cash flow information:
 
 
 
 
Cash paid for interest
 
$
9,020

 
$
8,870

Cash paid for taxes
 
$
13,140

 
$
9,130


6



Appendix I

TriMas Corporation
Additional Information Regarding Special Items Impacting
Reported GAAP Financial Measures
(Unaudited - dollars in thousands)
 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2017
 
2016
 
2017
 
2016
Packaging
 
 
 
 
 
 
 
 
Net sales
 
$
89,560

 
$
90,330

 
$
259,260

 
$
258,550

Operating profit
 
$
23,090

 
$
20,090

 
$
61,480

 
$
59,340

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 

 
1,660

 
1,670

 
2,720

Excluding Special Items, operating profit would have been
 
$
23,090

 
$
21,750

 
$
63,150

 
$
62,060

 
 
 
 
 
 
 
 
 
Aerospace
 
 
 
 
 
 
 
 
Net sales
 
$
48,550

 
$
47,430

 
$
141,550

 
$
132,020

Operating profit
 
$
7,760

 
$
6,660

 
$
19,690

 
$
13,670

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 

 
1,240

 

 
2,800

Excluding Special Items, operating profit would have been
 
$
7,760

 
$
7,900

 
$
19,690

 
$
16,470

 
 
 
 
 
 
 
 
 
Energy
 
 
 
 
 
 
 
 
Net sales
 
$
40,440

 
$
38,230

 
$
124,860

 
$
122,930

Operating profit (loss)
 
$
1,240

 
$
(1,870
)
 
$
(2,550
)
 
$
(8,570
)
Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 
470

 
3,640

 
10,800

 
13,230

Excluding Special Items, operating profit would have been
 
$
1,710

 
$
1,770

 
$
8,250

 
$
4,660

 
 
 
 
 
 
 
 
 
Engineered Components
 
 
 
 
 
 
 
 
Net sales
 
$
30,780

 
$
26,300

 
$
96,860

 
$
94,990

Operating profit
 
$
3,310

 
$
3,180

 
$
13,000

 
$
12,620

Special Items to consider in evaluating operating profit:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 

 
230

 

 
400

Excluding Special Items, operating profit would have been
 
$
3,310

 
$
3,410

 
$
13,000

 
$
13,020

 
 
 
 
 
 
 
 
 
Corporate Expenses
 
 
 
 
 
 
 
 
Operating loss
 
$
(7,280
)
 
$
(10,270
)
 
$
(21,510
)
 
$
(24,160
)
Special Items to consider in evaluating operating loss:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 
180

 
3,560

 
360

 
3,560

Excluding Special Items, operating loss would have been
 
$
(7,100
)
 
$
(6,710
)
 
(21,150
)
 
(20,600
)
 
 
 
 
 
 
 
 
 
Total Company
 
 
 
 
 
 
 
 
Net sales
 
$
209,330

 
$
202,290

 
$
622,530

 
$
608,490

Operating profit
 
$
28,120

 
$
17,790

 
$
70,110

 
$
52,900

Total Special Items to consider in evaluating operating profit
 
650

 
10,330

 
12,830

 
22,710

Excluding Special Items, operating profit would have been
 
$
28,770

 
$
28,120

 
$
82,940

 
$
75,610





7



Appendix I

TriMas Corporation
Additional Information Regarding Special Items Impacting
Reported GAAP Financial Measures
(Unaudited - dollars in thousands, except per share amounts)

 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2017
 
2016
 
2017
 
2016
Net Income, as reported
 
$
13,130

 
$
8,780

 
$
34,970

 
$
27,560

Special Items to consider in evaluating quality of net income:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 
440

 
10,560

 
12,550

 
23,350

Debt financing and related expenses
 
6,640

 

 
6,640

 

Income tax effect of Special Items(1)
 
(2,480
)
 
(3,210
)
 
(4,280
)
 
(6,780
)
Excluding Special Items, net income would have been
 
$
17,730

 
$
16,130

 
$
49,880

 
$
44,130

 
 
 
 
 
 
 
 
 
 
 
Three months ended
September 30,
 
Nine months ended
September 30,

 
2017
 
2016
 
2017
 
2016
Diluted earnings per share, as reported
 
$
0.29

 
$
0.19

 
$
0.76

 
$
0.60

Special Items to consider in evaluating quality of EPS:
 
 
 
 
 
 
 
 
Business restructuring and severance costs
 
0.01

 
0.23

 
0.28

 
0.51

Debt financing and related expenses
 
0.14

 

 
0.14

 

Income tax effect of Special Items(1)
 
(0.05
)
 
(0.07
)
 
(0.09
)
 
(0.15
)
Excluding Special Items, diluted EPS would have been
 
$
0.39

 
$
0.35

 
$
1.09

 
$
0.96

Weighted-average shares outstanding
 
46,029,361

 
45,760,455

 
45,953,578

 
45,713,873

(1) Income tax effect of Special Items is calculated on an item-by-item basis, utilizing the tax rate in the jurisdiction where the Special Item occurred. For the three and nine month periods ended September 30, 2017 and 2016, the income tax effect of Special Items varied from the tax rate inherent in the Company’s reported GAAP results, primarily as a result of certain of the Special Items in each period being incurred in jurisdictions where no tax benefit could be recorded due to valuation allowance assessments.



8



Appendix I

TriMas Corporation
Additional Information Regarding Special Items Impacting
Reported GAAP Financial Measures
(Unaudited - dollars in thousands)


 
 
Three months ended September 30,
 
 
2017
 
2016
 
 
As reported
 
Special Items
 
Excluding Special Items
 
As reported
 
Special Items
 
Excluding Special Items
Net cash provided by operating activities
 
$
23,060

 
$
6,170

 
$
29,230

 
$
13,470

 
$
7,160

 
$
20,630

Less: Capital expenditures
 
(7,210
)
 

 
(7,210
)
 
(9,430
)
 

 
(9,430
)
Free Cash Flow
 
15,850

 
6,170

 
22,020

 
4,040

 
7,160

 
11,200

Net Income
 
13,130

 
4,600

 
17,730

 
8,780

 
7,350

 
16,130

Free Cash Flow as a percentage of net income
 
121
%
 
 
 
124
%
 
46
%
 
 
 
69
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine months ended September 30,
 
 
2017
 
2016
 
 
As reported
 
Special Items
 
Excluding Special Items
 
As reported
 
Special Items
 
Excluding Special Items
Net cash provided by operating activities
 
$
72,650

 
$
15,000

 
$
87,650

 
46,410

 
$
15,520

 
$
61,930

Less: Capital expenditures
 
(24,120
)
 

 
(24,120
)
 
(22,390
)
 

 
(22,390
)
Free Cash Flow
 
48,530

 
15,000

 
63,530

 
24,020

 
15,520

 
39,540

Net Income
 
34,970

 
14,910

 
49,880

 
27,560

 
16,570

 
44,130

Free Cash Flow as a percentage of net income
 
139
%
 
 
 
127
%
 
87
%
 
 
 
90
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
September 30,
2017
 
December 31,
2016
 
September 30,
2016
Current maturities, long-term debt
 
$

 
$
13,810

 
$
13,840

Long-term debt, net
 
336,560

 
360,840

 
388,580

Total Debt
 
336,560

 
374,650

 
402,420

Less: Cash and cash equivalents
 
24,760

 
20,710

 
22,550

Net Debt
 
$
311,800

 
$
353,940

 
$
379,870



9