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 27, 2016

 

GENTHERM INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (248) 504-0500

Former name or former address, if changed since last report: N/A

 

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))

 

 

 

 

 

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On October 27, 2016, Gentherm Incorporated (the “Company”) publicly announced its financial results for the third quarter of 2016.  A copy of the Company’s news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.  The information in this Item 2.02 and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly stated by specific reference in such filing.

 

 

 

 

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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.

 

 

Exhibit Index

Exhibit 99.1

NEWS RELEASE

Gentherm Reports 2016 Third Quarter Results

Investment Strategy Drives Future Growth Opportunities

NORTHVILLE, Mich., October 27, 2016 /PRNewswire/ -- Gentherm (NASDAQ-GS:THRM), the global market leader and developer of innovative thermal management technologies, today announced its financial results for the third quarter ended September 30, 2016.

Third Quarter 2016 Highlights

“In the third quarter, we generated top line growth for the total company and the automotive business of 4% and 5%, respectively.  The automotive market growth was achieved despite vehicle production growth of less than 2% in North America where we generate more than 50% of our automotive revenue.  We were also encouraged by the performance of other business lines that displayed particular strength, including double-digit growth in our Seat Heater and Steering Wheel Heater businesses,” President and CEO Daniel R. Coker commented.

 

“Our automotive business continues to deliver strong margins and cash flow despite slower growth. We remain excited about our Cincinnati Sub-Zero acquisition which contributed strongly to our revenue in the third quarter and represents a large and attractive market opportunity to leverage our expertise in thermal management.  We are investing for the future as we see a number of attractive opportunities such as battery thermal management and electronics that we expect to drive our growth in the coming years.  Our investments also include critical infrastructure projects in leading edge systems to support our growing organization.”

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“Our CCS business segment experienced year over year softening in growth. CCS continues to be impacted by customer driven timing decisions on incorporating our products into certain automotive production lines.  While we expect the timing issues to normalize and remain encouraged by the long-term market penetration opportunity for CCS, we anticipate a rebalancing at some of our customers between higher-end heated and cooled seat systems and heated and ventilated seat systems.”

“Revenue growth in the automotive segment and the acquisition of CSZ were partially offset by lower revenue  from GPT which was $5.1 million for the quarter, down $16.0 million from the prior year.  This decline was magnified  by an unusually difficult comparison as nearly 50% of last year’s revenue for this project driven business occurred in the third quarter.  GPT’s products continue to encounter end market weakness which is attributable to continued natural gas pipeline construction project deferments. However, we remain positive on this business over the longer term and are focused on investing in new technologies that will expand GPT’s opportunity in new markets.”

 

Third Quarter 2016 Financial Review
The 4% increase in product revenues during the third quarter was driven by strong results in our Steering Wheel Heater and Seat Heater business lines as well as continued benefit from the CSZ acquisition, which was partially offset again this quarter by lower product revenues from GPT.  Revenues for CSZ during the third quarter were strong once again, driven by sales of medical and industrial products. Automotive product revenues grew 5% in the third quarter 2016 including modestly higher sales for CCS, with 10% and 18% growth in automotive seat heaters and  in steering wheel heaters, respectively.

Product revenues from GPT declined year over year reflecting timing issues and customer project deferments. GPT continues to be impacted by the market weakness in

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the oil and gas industry that has reduced capital investments made by GPT's principal customers that build and operate natural gas pipelines. During prior quarters, this weakness had been offset by higher sales of products that are sold into geographical markets outside of GPT's home market of North America.  However, these are typically larger custom products which are impacted by the timing of shipments and fewer of these custom systems were shipped during third quarter 2016.  

Gross margin as a percentage of revenue for the quarter was 33.0% compared with 33.5% in the third quarter of 2015. The lower gross margin was due to the lower GPT revenue, which has a higher gross margin percentage, offset partially by a favorable foreign currency impact on production expenses.  

Operating expenses of $49.3 million increased $11.8 million or 31% during the third quarter of 2016 compared with 2015. Nearly half of this increase is due to the acquisition of CSZ, which had operating costs of $5.4 million during the quarter.  The remaining increase is attributable to our continued development of new products and improvements to our business systems.  In fact, a significant amount of our operating expenses, totaling about $12 million for the quarter, are attributable to these activities and will benefit our revenue in the future.

Net research and development expenses (R&D) of $19.7 million increased by $4.8 million or 32% during the third quarter of 2016 compared with 2015 as a result of new production programs and new product development.  Two of those initiatives, battery thermal management and electronic control modules, incurred expenses of $1.5 million in the third quarter of 2016 and are expected to add $50 million in annual revenue by 2019.  

Selling, general and administrative expenses (SG&A) of $29.5 million increased by $7.0 million or 31% during the third quarter of 2016 compared with 2015.  SG&A included $4.7 million attributable to CSZ and $1.3 million for two important business software application implementation projects that are essential to support our future growth in our core product lines and new products currently in development.  

Adjusted EBITDA decreased for the quarter to $37.1 million compared with Adjusted EBITDA of $45.6 million for the third quarter of 2015, a decrease of $8.5 million, or 19%, due to the higher operating expenses offset partially by higher revenues.  A reconciliation of Adjusted EBITDA, a non-GAAP measure, to net income is provided in a table accompanying this news release.

Total cash as of September 30, 2016 was $132.8 million when compared with total cash of $144.5 million at December 31, 2015.  Total cash combined with borrowing availability under the Company's credit agreements, provides available liquidity totaling $258.2 million as of September 30, 2016. 

Guidance
We expect our full year 2016 revenue growth rate in the range of 7 to 8%.  Our guidance reflects continued end market weakness for GPT, the impact of launch timing and product mix shifts within our CCS business, and recently announced production

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cuts by certain customers.  Our preliminary outlook for 2017 calls for revenue growth in the range of 5 to 10%.

Conference Call
As previously announced, Gentherm is conducting a conference call today to webcast at 8:00 AM Eastern Time to review these financial results.  The dial-in number for the call is 1-877-407-4018 or 201-689-8471.  The live webcast and archived replay of the call can be accessed on the Events page of the Investor section of Gentherm's website at www.gentherm.com.

About Gentherm
Gentherm (NASDAQ-GS: THRM) is a global developer and marketer of innovative thermal management technologies for a broad range of heating and cooling and temperature control applications.  Automotive products include actively heated and cooled seat systems and cup holders, heated and ventilated seat systems, thermal storage bins, heated automotive interior systems (including heated seats, steering wheels, armrests and other components), battery thermal management systems, cable systems and other electronic devices.  Non-automotive products include remote power generation systems, heated and cooled furniture, patient temperature management systems, industrial environmental test chambers and related product testing services and other consumer and industrial temperature control applications.  The Company's advanced technology team is developing more efficient materials for thermoelectrics and new systems for waste heat recovery and electrical power generation.  Gentherm has more than 11,500 employees in facilities in the U.S., Germany, Canada, China, Hungary, Japan, Korea, Macedonia, Malta, Mexico, Ukraine and Vietnam.  For more information, go to www.gentherm.com.

Except for historical information contained herein, statements in this release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beliefs, plans and expectations about its prospects for the future and other future events.  The forward-looking statements included in this press release are made as of the date hereof or as of the date specified and are based on management's current expectations and beliefs.  Such statements are subject to a number of important assumptions, risks, uncertainties and other factors that may cause the Company's actual performance to differ materially from that described in or indicated by the forward looking statements. Those risks include, but are not limited to, risks that new products may not be feasible, sales may not increase, additional financing requirements may not be available, new competitors may arise, currency exchange rates may change, and adverse conditions in the industry in which the Company operates may negatively affect its results. The foregoing risks should be read in conjunction with other cautionary statements included herein, as well as in the Company's annual report on Form 10-K for the year ended December 31, 2015 and subsequent reports filed with the Securities and Exchange Commission. Except as required by law, the Company expressly disclaims any obligation or undertaking to update any forward-looking statements to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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GENTHERM INCORPORATED

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

 

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GENTHERM INCORPORATED

CONSOLIDATED CONDENSED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)

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GENTHERM INCORPORATED

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

 

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Use of Non-GAAP Financial Measures 
In evaluating its business, Gentherm considers and uses Adjusted EBITDA as a supplemental measure of its operating performance.  The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, deferred financing cost amortization, transaction expenses, debt retirement expenses, unrealized currency gain or loss and unrealized revaluation of derivatives.  Management believes that Adjusted EBITDA is a meaningful measure of liquidity and the Company's ability to service debt because it provides a measure of cash available for such purposes. Management provides an Adjusted EBITDA measure so that investors will have the same financial information that management uses with the belief that it will assist investors in properly assessing the Company's performance on a period-over-period basis.

The term Adjusted EBITDA is not defined under GAAP, and is not a measure of operating income, operating performance or liquidity presented in accordance with GAAP.  Adjusted EBITDA has limitations as an analytical tool, and when assessing the Company's operating performance, investors should not consider Adjusted EBITDA in isolation, or as a substitute for net income or other consolidated income statement data prepared in accordance with GAAP. Gentherm compensates for these limitations by relying primarily on its GAAP results and using Adjusted EBITDA only supplementally.

GENTHERM INCORPORATED

RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME

(Unaudited, in thousands)