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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): APRIL 30, 2003
KENNAMETAL INC.
(Exact name of registrant as specified in its charter)
Commission file number 1-5318
PENNSYLVANIA 25-0900168
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
WORLD HEADQUARTERS
1600 TECHNOLOGY WAY
P.O. BOX 231
LATROBE, PENNSYLVANIA 15650-0231
(Address of registrant's principal executive offices)
Registrant's telephone number, including area code: (724) 539-5000
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ITEM 9. INFORMATION PROVIDED UNDER ITEM 12 - DISCLOSURE OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
In accordance with Securities and Exchange Commission Release No. 33-8216, the
following information, is furnished pursuant to Item 12, "Results of Operations
and Financial Condition".
On April 30, 2003, Kennametal Inc. ("Kennametal") issued a press release
announcing financial results for its third quarter ended March 31, 2003.
The press release contains non-GAAP financial measures, including gross profit,
operating expense, operating income, net income (loss) and diluted EPS in each
case excluding special items. The special items include: restructuring charges,
Widia integration costs and goodwill impairment. Kennametal management excludes
these items in measuring and compensation internal performance to better
understand underlying operations. We believe investors should have available the
same information that management uses to measure and compensate performance.
Kennametal management believes that presentation of these non-GAAP financial
measures provides useful information into the results of operations of the
company for the current, past and future periods.
Kennametal also presents free operating cash flow and primary working capital in
the press release.
Free operating cash flow is a non-GAAP presentation and is defined as cash
provided by continuing operations (in accordance with GAAP) less capital
expenditures and proceeds from asset disposals. Free operating cash flow is
considered to be an important indicator of Kennametal's ability to generate
liquidity because it better represents cash generated from operations that can
be used for strategic initiatives, dividends or debt repayment.
Primary working capital is a non-GAAP presentation and is defined as accounts
receivable, net of allowance for doubtful accounts, plus inventories minus
accounts payable. The most directly comparable GAAP number is working capital
which is defined as current assets less current liabilities. We believe primary
working capital better represents Kennametal's performance in managing certain
assets and liabilities controllable at the business unit level and is used as
such for internal performance measurement.
Additionally, during our quarterly teleconference we may use various non-GAAP
financial measures to describe the underlying operating results. Accordingly, we
have compiled below certain reconciliations as required by Regulation G.
EBIT
----
EBIT is an acronym for Earnings Before Interest and Taxes and is not a
calculation in accordance with accounting principles generally accepted in the
United States (GAAP). However, we believe that EBIT is widely used as a measure
of operating performance and we believe EBIT to be an important indicator of the
Company's operational strength and performance. Nevertheless, the measure should
not be considered in isolation or as a substitute for operating income, cash
flows from operating activities or any other measure for determining liquidity
that is calculated in accordance with GAAP.
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Kennametal Inc. EBIT Reconciliation Quarter Ended
March 31, As a percentage of sales
----------------------------- ----------------------------
2003 2002 2003 2002
------- ------- ------ ------
Operating income, as reported $24,604 $27,280 5.5% 6.9%
Adjusted other (expense) income(1) (1,084) 124
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EBIT 23,520 27,404 5.1% 7.0%
Special charges 5,198 5,165
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EBIT, excluding special charges $28,718 $32,569 6.3% 8.3%
(1) Other expense (income), as reported ($713) $14
Interest income (777) (348)
Securitization fees 406 458
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Adjusted other (expense) income ($1,084) $124
Quarter Ended
March 31,
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MSSG SEGMENT 2003 2002
------------ ---- ----
Sales, as reported $ 297,995 $ 224,971
LESS:
-----
Widia sales 54,407 --
Foreign currency exchange 12,425 --
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Adjusted Sales $ 231,163 $ 224,971
Quarter Ended
March 31, As a- As a
----------------------------------------- Percentage of Percentage of
MSSG EBIT 2003 2002 2003 Sales 2002 Sales
--------- ---- ---- ---------- ----------
MSSG operating income, as reported $ 24,156 $ 25,999 8.1% 11.6%
Other (expense) income (206) 640
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EBIT 23,950 26,639
Adjustments:
MSSG Restructuring 1,077 1,904
Widia Integration 1,911 --
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EBIT, excluding special charges $ 26,938 $ 28,543 9.0% 12.7%
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Quarter Ended
March 31,
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AMSG SEGMENT 2003 2002
------------ ---- ----
Sales, as reported $ 79,039 $ 72,879
LESS:
-----
Foreign currency exchange 3,399 --
------------- -------------
Adjusted Sales $ 75,640 $ 72,879
Quarter Ended
March 31, As a As a
----------------------------------------- Percentage of Percentage of
AMSG EBIT 2003 2002 2003 Sales 2002 Sales
--------- ---- ---- ---------- ----------
AMSG operating income, as reported $ 8,757 $ 6,988 11.1% 9.6%
Other (expense) (96) (135)
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EBIT 8,661 6,853
Adjustments:
AMSG restructuring 1,104 619
Widia Integration 18 --
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EBIT, excluding special charges $ 9,783 $ 7,472 12.4% 10.3%
Quarter Ended
March 31,
------------------------------------------
J&L SEGMENT 2003 2002
----------- ---- ----
Sales, as reported $ 51,729 $ 58,873
LESS:
-----
Strong Tool Co. sales -- 7,802
Foreign exchange 670 --
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Adjusted Sales $ 51,059 $ 51,071
Quarter Ended
March 31, As a As a
----------------------------------------- Percentage of Percentage of
J&L EBIT 2003 2002 2003 Sales 2002 Sales
-------- ---- ---- ---------- ----------
J&L operating income, as reported $ 1,323 $ 1,208 2.6% 2.1%
Other (expense) (6) (7)
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EBIT 1,317 1,201
Adjustments:
J&L restructuring 801 2,375
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EBIT, excluding special charges $ 2,118 $ 3,576 4.1% 6.1%
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Quarter Ended
March 31,
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FSS SEGMENT 2003 2002
----------- ---- ----
Sales, as reported $ 30,480 $ 37,129
Adjustments -- --
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Adjusted Sales $ 30,480 $ 37,129
Quarter Ended
March 31, As a As a
----------------------------------------- Percentage of Percentage of
FSS EBIT 2003 2002 2003 Sales 2002 Sales
-------- ---- ---- ---------- ----------
FSS operating income, as reported $ 31 $ 380 .1% 1.0%
Other (expense) -- (6)
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EBIT 31 374
Adjustments:
FSS restructuring 9 264
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EBIT, excluding special charges $ 40 $ 638 .1% 1.7%
Forecasted Results
Twelve Month
Quarter Ended Period Ended
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RECONCILIATION OF EPS June 30, 2003 June 30, 2003
--------------------- ------------- -------------
Forecasted earnings on a GAAP basis $0.17 - $0.37 $0.82 - $1.02
Excluding Forecasted Restructuring and Integration costs $0.21 - $0.06 $0.53 - $0.38
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Forecasted EPS excluding restructuring and integration $0.38 - $0.43 $1.35 - $1.40
Excluding Forecasted Widia dilution $0.02 - $0.02 $0.15 - $0.15
------------- -------------
Forecasted EPS, excluding restructuring and integration and
Widia dilution $0.40 - $0.45 $1.50 - $1.55
Excluding pension income decline $0.04 - $0.04 $0.17 - $0.17
------------- -------------
Forecasted EPS, excluding restructuring and integration, Widia
dilution and pension income decline $0.44 - $0.49 $1.67 - $1.72
Exhibit Index
Exhibit Description
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99.1 Press Release dated April 30, 2003. Furnished herewith.
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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.
KENNAMETAL INC.
Date: April 30, 2003 By: /s/ TIMOTHY A. HIBBARD
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Timothy A. Hibbard
Corporate Controller and
Chief Accounting Officer
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