UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

June 29, 2019

Date of report (Date of earliest event reported)

 

Valmont Industries, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

 

(402) 963-1000

(Registrant’s Telephone Number, Including Area Code)

 

 

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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.

 

The information in this Item 2.02 is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Valmont Industries, Inc. issued a press release on July 23, 2019 announcing its financial results for the company’s quarter ended June 29, 2019.  The press release, along with the slide presentation to be used during its earnings call on July 24, 2019, are furnished with this Form 8-K as Exhibit 99.1 and Exhibit 99.2, respectively.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)		Exhibits.
99.1		Press Release dated July 23, 2019.
99.2		Presentation Slides for Earnings call on July 24, 2019.

 

EXHIBITS

 

Exhibit No.		Description
99.1		Press Release dated July 23, 2019.
99.2		Presentation Slides for Earnings call on July 24, 2019.

 

2

 

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.

 

	Valmont Industries, Inc.
Date: July 23, 2019
	By:	/s/ Mark Jaksich
		Name: Mark Jaksich
		Title: Executive Vice President and Chief Financial Officer

 

3

Exhibit 99.1

 

News Release		For Immediate Release
Contact:	Renee Campbell	July 23, 2019
	402-963-1057

 

Valmont Reports Second Quarter 2019 Results

 

Omaha, NE - Valmont Industries, Inc. (NYSE: VMI), a leading global provider of engineered products and services for infrastructure development and irrigation equipment and services for agriculture, today reported financial results for the second quarter ended June 29, 2019.

 

Second Quarter 2019 Highlights (metrics compared to second quarter 2018 unless otherwise noted)

 

·                  Revenues grew 2.7% to $700.9 million; excluding a 2.0% unfavorable currency impact and revenue from the divested grinding media business of $4.7 million, sales would have increased 5.5%1

 

·                  Operating income remained flat at $63.7 million or 9.1% of sales, compared to $63.7 million or 9.3% of sales ($70.7 million adjusted1 or 10.4% of sales)

 

·                  Diluted Earnings per Share of $1.90 compared to $1.46 ($1.98 adjusted1) last year; 2019 results included pre-tax expenses of approximately $6.0 million ($4.3 million after-tax and $0.20 per share) related to certain non-recurring items impacting the Utility Support Structures and Coatings segments

 

·                  Operating cash flows grew to $105 million, a significant increase compared to 2018, and the highest second quarter level since 2013

 

·                  Repurchased 236,300 shares of company stock for $28.9 million, at an average price of $122.41 per share

 

·                  Completed the acquisition of Connect-It Wireless in the Engineered Support Structures segment, advancing strategies of geographic expansion and market growth

 

·                  Revising EPS guidance range to $8.10 to $8.70 from $8.30 to $8.90, due to the non-recurring expenses that occurred during the second quarter

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

 

 

Key Financial Metrics

 

Second Quarter 2019

 

		GAAP								Adjusted1
		6/29/2019 2Q 2019			6/30/2018 2Q 2018			vs. 2Q 2019		6/29/2019 2Q 2019			6/30/2018 2Q 2018			vs. 2Q 2019
Net Sales		$	700,871		$	682,405		2.7	%	$	700,871		$	682,405		2.7	%
Operating Income		63,712			$	63,670		0.1	%	63,712			$	70,689		(9.9	)%
Operating Income as a % of Net Sales		9.1		%	9.3		%			9.1		%	10.4		%
Net Earnings		41,397			32,960			25.6	%	41,397			44,709			(7.4	)%
Diluted Earnings Per Share		$	1.90		$	1.46		30.1	%	$	1.90		$	1.98		(4.0	)%
Average Shares Outstanding		21,831			22,573

 

YTD 2019

 

		GAAP								Adjusted1
		06/29/2019 YTD 2019			06/30/2018 YTD 2018			vs. YTD 2019		06/29/2019 YTD 2019			06/30/2018 YTD 2018			vs. YTD 2019
Net Sales		$	1,393,010		$	1,381,089		0.9	%	$	1,393,010		$	1,381,089		0.9	%
Operating Income		118,816			127,630			(6.9	)%	118,816			139,049			(14.6	)%
Operating Income as a % of Net Sales		8.5		%	9.2		%			8.5		%	10.1		%
Net Earnings		77,878			72,241			7.8	%	77,878			87,315			(10.8	)%
Diluted Earnings Per Share		$	3.56		$	3.18		11.9	%	$	3.56		$	3.84		(7.3	)%
Average Shares Outstanding		21,897			22,684

 

“We had a good quarter across the majority of our businesses, despite substantial, unfavorable comparisons in the Irrigation segment, and we exceeded last year’s performance after excluding non-recurring expenses”, said Stephen G. Kaniewski, President and Chief Executive Officer.  “Sales growth was led by robust transportation and wireless communication demand, particularly in North America markets, revenue from acquisitions, and favorable pricing across the portfolio. We experienced favorable demand in three of our four segments. Strong order flow in Engineered Support Structures accelerated during the quarter, increasing backlogs and significantly extending lead times, demonstrating market strength. Utilities Support Structures saw continued investments in grid hardening and modernization, while Coatings benefited from general economic growth and revenue from recent acquisitions. Lower sales in Irrigation, coupled with lower profitability in the international portion of our Utility business, led to overall results that were below our expectations. We were pleased to have generated strong, second quarter operating cash flows of $105 million, due to our lean efforts and receipt of a project downpayment.”

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

Second Quarter 2019 Segment Review

 

Infrastructure

 

Engineered Support Structures Segment (36.9% of Sales)

 

Poles, towers and components for the global lighting, traffic and wireless communication markets, engineered access systems, integrated structure solutions for smart cities, and highway safety products

 

Sales of $258.7 million increased 3.2% compared to last year.  Higher volumes in North America markets, favorable pricing across the segment, and revenue from acquisitions, drove sales growth. In international markets, sales were lower. Excluding a 3.5% unfavorable currency impact, segment sales would have increased by 6.7%1.

 

In North America, lighting and traffic sales were higher, driven by pricing and continued strong market demand. In Europe, sales decreased due to lower volumes across the region. Sales of highway safety products were also lower, from a pause in government spending ahead of elections in Australia and India.

 

Wireless communication and components sales increased 20% globally compared to last year. Strong demand in North America markets was led by carriers’ ongoing buildout of 4G networks, and 5G site preparation. Sales growth was driven by higher volumes, and revenues from recent acquisitions.

 

During the quarter, the Company completed the acquisition of Connect-It Wireless, a U.S. distributor of wireless site components.

 

Sales of Access Systems products of $29.7 million were slightly below last year, in part due to unfavorable currency translation.

 

Operating income was $20.8 million or 8.1% of sales compared to $13.0 million, or 5.2% of sales ($18.4 million or 7.3% adjusted1). The improvement was due to benefits from the 2018 operational transformation efforts, primarily in the Asia Pacific region, and pricing discipline across the segment. As expected, segment profitability was pressured from effects of the March flooding event, the impact of which has extended into the second and third quarters. Insurance recovery for property and business interruption is in process, and the Company expects to receive reimbursement in the second half of 2019.

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

Utility Support Structures Segment (29.9% of Sales)

 

Steel and concrete structures for global utility transmission, distribution and generation applications, renewable energy generation equipment, and inspection services

 

Revenues of $209.8 million increased 6.1% compared to last year, led by sales from acquisitions completed last year, and favorable pricing in bid markets.

 

Operating income was $16.0 million or 7.6% of sales compared to $20.8 million, or 10.6% of sales ($22.3 million or 11.3% adjusted1) in 2018. Pricing actions and improved factory performance in North America, were more than offset by approximately $5.0 million of lower profitability from the international portion of the utility business compared to last year, and approximately $3.0 million in one-time expenses related to the completion of a multi-year customer accommodation from 2015 that will not repeat.

 

Coatings Segment (14.0% of Sales)

 

Global galvanizing, painting and anodizing services to preserve and protect metal products

 

Global sales of $98.4 million grew 7.5% versus prior year from higher revenues across all regions, led by sales from recent acquisitions and pricing discipline. Excluding a 1.9% unfavorable currency impact, sales would have increased 9.4%1.

 

Operating income was $15.1 million or 15.3% of sales, compared to $14.9 million or 16.2% of sales in 2018, led by pricing improvements and acquisitions. Excluding approximately $3.0 million of one-time expenses associated with a legal settlement, operating income would have been $18.1 million, or 18.4% of sales.

 

Agriculture

 

Irrigation Segment (22.1% of Sales)

 

Agricultural irrigation equipment, parts, services and tubular products, water management solutions, and technology for precision agriculture

 

Global sales of $155.2 million were 4.8% lower than last year. Excluding a 1.5% unfavorable currency impact, sales would have decreased 3.3%1.

 

North America sales of $102.8 million were 9.7% below 2018 sales of $113.9 million. Adverse weather conditions and continued low net farm income levels are weighing on farmer sentiment and

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

demand. Pricing discipline, a more favorable product mix, and higher technology sales, were offset by lower volumes.

 

International irrigation sales of $52.4 million were 6.7% higher compared to last year, driven by stronger demand in Brazil and the EMEA region, partially offset by unfavorable currency impacts.

 

Segment operating income was $21.5 million, or 13.9% of sales, compared to $27.7 million, or 17.0% of sales in 2018. Pricing discipline was more than offset by lower volumes and factory deleverage.

 

2019 Outlook

 

2019 Full Year Financial Outlook		Previous Outlook		Revised Outlook
Diluted Earnings per Share		$8.30 - $8.90		$8.10 - $8.70
Revenue Growth2		7 % - 8%		6 % - 7%
Operating Margin Improvement		20 - 50 bps		10 - 40 bps
Global Effective Tax Rate		~ 25%		No Change
Capital Expenditures		$90 - $100 million		No Change

 

“The non-recurring expenses recognized during the second quarter have led to a revised outlook for full-year operating margin improvement and earnings per share”, said Kaniewski. “While North American irrigation markets have remained challenged by low net farm income levels and weather conditions, we are seeing signs that the market is stabilizing. However, international irrigation project demand is below our expectations for the year. This, combined with a stronger U.S. dollar, is resulting in a downward revision to revenue growth for 2019. Despite the lower international irrigation demand, we are encouraged by record order flow in Brazil as the government financing program there was finalized earlier this month. We are also seeing steady activity in the Central Europe and Middle East regions.”

 

Kaniewski continued, “We expect margin improvement in the Engineered Support Structures and Utility Support Structures segments in the second half of 2019 when compared to 2018, and compared to the first half of 2019. North American transportation market demand is expected to remain strong, as evidenced by robust order flow that has extended industry lead times, signaling market strength. Globally, wireless communication markets continue to build on the momentum of 5G and small cell opportunities, and we are seeing a more positive market environment in the Asia Pacific

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

region from post-election government investments in road safety. We continue to have record backlog in Utility Support Structures, supported by the large, multi-year order we announced last quarter, and incremental demand this year from grid hardening efforts, particularly in the western and southeast regions of the U.S. Firm demand across all regions supports a favorable outlook in our Coatings business. Additionally, we expect our cash flows to strengthen in the second half of the year, and remain committed to our free cash flow goal of at least 1x net earnings for the year.”

 

A live audio discussion with Stephen G. Kaniewski, President and Chief Executive Officer, and Mark C. Jaksich, Executive Vice President and Chief Financial Officer, will be accessible by telephone on Wednesday, July 24, 2019 at 8:00 a.m. CDT by dialing 1-877-407-6184 or 1-201-389-0877 (no Conference ID needed), or via webcast by pointing browsers to this link: Valmont Industries Q2 2019 Earnings Conference Call A slide presentation will simultaneously be available for download on the Investors page at www.valmont.com. A replay of the event can be accessed two hours after the call at the above link or by telephone at 1-877-660-6853 or 1-201-612-7415. Please use conference identification number 13684639. The replay will be available through 10:59 p.m. CDT on July 31, 2019.

 

About Valmont Industries, Inc.

 

Valmont is a global leader, designing and manufacturing engineered products that support global infrastructure development and agricultural productivity. Its products for infrastructure serve highway, transportation, wireless communication, electric transmission, and industrial construction and energy markets. Its irrigation equipment and services for large-scale agriculture improves farm productivity while conserving fresh water resources. In addition, Valmont provides coatings services that protect against corrosion and improve the service lives of steel and other metal products.

 

Concerning Forward-Looking Statements

 

This release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on assumptions that management has made in light of experience in the industries in which Valmont operates, as well as management’s perceptions of historical trends, current conditions, expected future developments and other factors believed to be appropriate under the circumstances. As you read and consider this release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond Valmont’s control) and assumptions. Although management believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect Valmont’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. These factors include among other things, risk factors described from time to time in Valmont’s reports to the Securities and Exchange Commission, as well as future economic and market circumstances, industry

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

conditions, company performance and financial results, operating efficiencies, availability and price of raw material, availability and market acceptance of new products, product pricing, domestic and international competitive environments, and actions and policy changes of domestic and foreign governments. The Company cautions that any forward-looking statement included in this press release is made as of the date of this press release and the Company does not undertake to update any forward-looking statement.

 

###

 

1 Please see Reg G reconciliation of GAAP sales, operating income, net earnings and EPS to Adjusted figures at end of document

2 Excludes additional acquisitions in 2019

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(Dollars in thousands, except per share amounts)

(unaudited)

 

		Second Quarter						Year-to-Date
		13 Weeks Ended						26 Weeks Ended
		29-Jun-19			30-Jun-18			29-Jun-19			30-Jun-18
Net sales		$	700,871		$	682,405		$	1,393,010		$	1,381,089
Cost of sales		520,457			507,406			1,047,467			1,036,850
Gross profit		180,414			174,999			345,543			344,239
Selling, general and administrative expenses		116,702			111,329			226,727			216,609
Operating income		63,712			63,670			118,816			127,630
Other income (expense)
Interest expense		(10,117		)	(11,791		)	(19,995		)	(22,865		)
Interest income		1,036			1,446			1,846			2,713
Gain on investments (unrealized)		1,520			250			4,352			78
Loss from divestiture of grinding media business (Donhad)		—			(6,084		)	—			(6,084		)
Other		156			1,594			1,170			625
		(7,405		)	(14,585		)	(12,627		)	(25,533		)
Earnings before income taxes		56,307			49,085			106,189			102,097
Income tax expense		13,961			14,405			26,388			26,937
Net earnings		42,346			34,680			79,801			75,160
Less: Earnings attributable to non-controlling interests		(949		)	(1,720		)	(1,923		)	(2,919		)
Net earnings attributable to Valmont Industries, Inc.		$	41,397		$	32,960		$	77,878		$	72,241
Average shares outstanding (000’s) - Basic		21,734			22,438			21,810			22,523
Earnings per share - Basic		$	1.90		$	1.47		$	3.57		$	3.21
Average shares outstanding (000’s) - Diluted		21,831			22,573			21,897			22,684
Earnings per share - Diluted		$	1.90		$	1.46		$	3.56		$	3.18
Cash dividends per share		$	0.375		$	0.375		$	0.750		$	0.750

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

SUMMARY OPERATING RESULTS

(Dollars in thousands)

(unaudited)

 

		Second Quarter						Year-to-Date
		13 Weeks Ended						26 Weeks Ended
		29-Jun-19			30-Jun-18			29-Jun-19			30-Jun-18
Net sales
Engineered Support Structures		$	258,748		$	250,711		$	489,036		$	475,665
Utility Support Structures		209,829			197,719			453,751			407,581
Coatings		98,406			91,572			185,185			176,519
Infrastructure products		566,983			540,002			1,127,972			1,059,765
Irrigation		155,185			162,936			308,001			350,889
Other		—			4,681			—			23,080
Less: Intersegment sales		(21,297		)	(25,214		)	(42,963		)	(52,645		)
Total		$	700,871		$	682,405		$	1,393,010		$	1,381,089
Operating Income
Engineered Support Structures		$	20,882		$	12,965		$	33,327		$	19,912
Utility Support Structures		16,033			20,841			41,081			44,208
Coatings		15,032			14,868			25,172			26,735
Infrastructure products		51,947			48,674			99,580			90,855
Irrigation		21,530			27,728			41,664			61,615
Other		—			(334		)	—			(913		)
Adjustment to LIFO inventory valuation method		2,238			(1,651		)	2,740			(2,732		)
Corporate		(12,003		)	(10,747		)	(25,168		)	(21,195		)
Total		$	63,712		$	63,670		$	118,816		$	127,630

 

Valmont has aggregated its business segments into four global reportable segments as follows.

 

Engineered Support Structures: This segment consists of the manufacture of engineered metal and composite poles, towers, and components for global lighting, traffic, and wireless communication markets, engineered access systems, integrated structure solutions for smart cities, and highway safety products.

 

Utility Support Structures: This segment consists of the manufacture of engineered steel and concrete structures for the global utility transmission, distribution, and generation applications, renewable energy generation equipment, and inspection services.

 

Coatings: This segment consists of global galvanizing, painting and anodizing services.

 

Irrigation: This segment consists of the global manufacture of agricultural irrigation equipment, parts, services, tubular products, water management solutions, and technology for precision agriculture.

 

 

In addition to these four reportable segments, the Company had other businesses and activities that individually are not more than 10% of consolidated sales, operating income or assets. This includes the manufacture of forged steel grinding media and is reported in the “  Other”  category until its divestiture.

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

(unaudited)

 

		29-Jun-19			29-Dec-18
ASSETS
Current assets:
Cash and cash equivalents		$	256,944		$	313,210
Accounts receivable, net		507,061			483,963
Inventories		406,546			383,566
Contract asset - costs and profits in excess of billings		123,926			112,525
Prepaid expenses		44,942			42,800
Refundable income taxes		8,579			4,576
Total current assets		1,347,998			1,340,640
Property, plant and equipment, net		543,557			513,992
Goodwill and other assets		820,184			675,642
		$	2,711,739		$	2,530,274
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current installments of long-term debt		$	774		$	779
Notes payable to banks		20,375			10,678
Accounts payable		228,137			218,115
Accrued expenses		239,886			171,233
Dividend payable		8,129			8,230
Total current liabilities		497,301			409,035
Long-term debt, excluding current installments		765,558			741,822
Other long-term liabilities		321,866			243,894
Shareholders’ equity		1,127,014			1,135,523
		$	2,711,739		$	2,530,274

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(unaudited)

 

		YTD			YTD
		29-Jun-19			30-Jun-18
Cash flows from operating activities
Net Earnings		$	79,801		$	75,160
Depreciation and amortization		40,583			41,657
Impairment of long-lived assets		—			2,791
Loss from divestiture of grinding media business		—			6,084
Contribution to defined benefit pension plan		(13,682		)	(731		)
Change in working capital		7,676			(73,192		)
Other		(941		)	1,889
Net cash flows from operating activities		113,437			53,658
Cash flows from investing activities
Purchase of property, plant, and equipment		(49,310		)	(31,816		)
Proceeds from sale of assets		466			64,393
Acquisitions		(81,841		)	(9,300		)
Other		15,077			783
Net cash flows from investing activities		(115,608		)	24,060
Cash flows from financing activities
Proceeds from long-term borrowings		31,000			237,641
Proceeds from short-term borrowings		9,886			130
Principal payments on long-term borrowings		(10,386		)	(495		)
Purchase of treasury shares		(38,350		)	(43,999		)
Purchase of noncontrolling interest		(27,845		)	(5,510		)
Dividends paid		(16,425		)	(17,003		)
Other		(3,542		)	(5,699		)
Net cash flows from financing activities		(55,662		)	165,065
Effect of exchange rates on cash and cash equivalents		1,567			(13,000		)
Net change in cash and cash equivalents		(56,266		)	229,783
Cash and cash equivalents - beginning of year		313,210			492,805
Cash and cash equivalents - end of period		$	256,944		$	722,588

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

SUMMARY OF EFFECT OF SIGNIFICANT NON-RECURRING ITEMS ON REPORTED RESULTS

REGULATION G RECONCILIATION

(Dollars in thousands, except per share amounts)

(unaudited)

 

The non-GAAP tables below disclose the impact on (a) diluted earnings per share of (1) restructuring and related asset impairment costs and (2) the loss from divestiture of its grinding media business, (b) operating income of (1) restructuring and related asset impairment costs and (c) segment operating income for this same category of expense. Amounts may be impacted by rounding. We believe it is useful when considering company performance for the non-GAAP adjusted net earnings and operating income to be taken into consideration by management and investors with the related reported GAAP measures.

 

		Thirteen weeks ended June 30, 2018			Diluted earnings per share			Twenty-six Weeks Ended June 30, 2018			Diluted earnings per share
Net earnings attributable to Valmont Industries, Inc. - as reported		$	32,960		$	1.46		$	72,241		$	3.18
Restructuring and related asset impairment costs - pre-tax		7,019			0.31			11,419			0.50
Loss from divestiture of grinding media business, pre-tax		6,084			0.27			6,084			0.27
Total Adjustments		13,103			0.58			17,503			0.77
Tax effect of adjustments *		(1,354		)	(0.06		)	(2,429		)	(0.11		)
Net earnings attributable to Valmont Industries, Inc. - Adjusted		$	44,709		$	1.98		$	87,315		$	3.84
Average shares outstanding (000’s) - Diluted					22,573						22,684

 

* The tax effect of adjustments is calculated based on the income tax rate in each applicable jurisdiction.

 

Operating Income Reconciliation		Thirteen weeks ended June 30, 2018			Twenty-six Weeks Ended June 30, 2018
Operating income - as reported		$	63,670		$	127,630
Restructuring and related asset impairment costs		7,019			11,419
Adjusted Operating Income		$	70,689		$	139,049
Net Sales - as reported		682,405			1,381,089
Operating Income as a % of Sales		9.3		%	9.2		%
Adjusted Operating Income as a % of Sales		10.4		%	10.1		%

 

 

VALMONT INDUSTRIES, INC. AND SUBSIDIARIES

SUMMARY OF EFFECT OF SIGNIFICANT NON-RECURRING ITEMS ON REPORTED RESULTS

REGULATION G RECONCILIATION (CONTINUED)

 

For the Second Quarter Ended June 30, 2018

 

		Engineered			Utility
		Support			Support									Other/
Segment Operating Income Reconciliation		Structures			Structures			Coatings			Irrigation			Corporate
Operating income - as reported		$	12,965		$	20,841		$	14,868		$	27,728		$	(12,732	)
Restructuring and related asset impairment costs		5,419			1,474			—			—			126
Adjusted Operating Income		$	18,384		$	22,315		$	14,868		$	27,728		$	(12,606	)
Net sales		250,711			197,719			91,572			162,936			—
Operating Income as a % of Sales		5.2		%	10.5		%	16.2		%	17.0		%	NM
Adjusted Operating Income as a % of Sales		7.3		%	11.3		%	16.2		%	17.0		%	NM

 

For the Second Quarter Ended June 29, 2019

 

		Engineered			Utility
		Support			Support
Calculation of Changes in Net Sales		Structures			Structures			Coatings			Irrigation			TOTAL*
2019 Net Sales, as reported		$	258,748		$	209,829		$	98,406		$	155,185		$	700,871
Currency translation		8,684			1,241			1,786			2,371			14,082
2019 Net Sales, constant currency		$	267,432		$	211,070		$	100,192		$	157,556		$	714,953
2018 Net sales, as reported		$	250,711		$	197,719		$	91,572		$	162,936		$	682,405
Less prior year sales from divested grinding media		—			—			—			—			4,681
2018 Net Sales, adjusted		$	250,711		$	197,719		$	91,572		$	162,936		$	677,724
% Change in Net Sales, as reported		3.2		%	6.1		%	7.5		%	(4.8		)%	2.7		%
% Change in Net Sales, constant currency		6.7		%	6.8		%	9.4		%	(3.3		)%	4.8		%
% of Net Sales, constant currency and divestiture		N/A			N/A			N/A			N/A			5.5		%

 

*  The sum of the columns will not agree to the Total column due to intersegment sales eliminations.

 

Exhibit 99.2