false 0000931584 0000931584 2024-06-30 2024-06-30 0000931584 usap:CommonStockParValue0001PerShareCustomMember 2024-06-30 2024-06-30 0000931584 usap:PreferredStockPurchaseRightsCustomMember 2024-06-30 2024-06-30
 


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): July 31, 2024
 

 
Universal Stainless & Alloy Products, Inc.
(Exact name of registrant as specified in its charter)
 

 
Delaware
001-39467
25-1724540
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
600 Mayer Street, Bridgeville, Pennsylvania
15017
(Address of principal executive offices)
(Zip code)
 
Registrants telephone number, including area code: (412) 257-7600
 

 
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.):
 
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))
 
Securities registered pursuant to Section 12(b) of the Exchange Act:
 
Title of Each Class
 
Trading
Symbol
 
Name of Each Exchange
on Which Registered
Common Stock, par value $0.001 per share
  USAP  
The NASDAQ Stock Market, LLC
Preferred Stock Purchase Rights
  N/A  
The NASDAQ Stock Market, LLC
 
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
 
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. ☐
 
 

 
Item 2.02.         Results of Operations and Financial Condition.
 
On July 31, 2024, Universal Stainless & Alloy Products, Inc. (the “Company”) issued a press release regarding its results for the quarter ended June 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1.
 
The information in Item 2.02 of this Current Report on Form 8-K, including the attached press release regarding the Company’s results for the quarter ended June 30, 2024, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
 
 
Item 9.01.        Financial Statements and Exhibits.
 
 
(d)
Exhibits
 
 
99.1
 
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 

 
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.
 
 
UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC.
     
 
By:
/s/ Steven V. DiTommaso
   
Steven V. DiTommaso
   
Vice President and Chief Financial Officer
 
Dated: July 31, 2024
 

Exhibit 99.1

 

 
logo.jpg

 

CONTACTS: Christopher M. Zimmer Steven V. DiTommaso June Filingeri
  President and Vice President and President
  Chief Executive Officer Chief Financial Officer Comm-Partners LLC
  (412) 257-7604 (412) 257-7661 (203) 972-0186

                   

Universal Stainless Reports Record Sales and Profitability in Second Quarter of 2024

 

 

Q2 2024 Net Sales are record $82.8 million

 

Gross Margin hits new record high of 25.4% of sales in Q2 2024

 

Q2 2024 Net Income more than doubles from Q1 2024 to record $8.9 million, or $0.90 per diluted share

 

Adjusted EBITDA in Q2 2024 increases to record $18.5 million, or 22% of sales

 

BRIDGEVILLE, PA, July 31, 2024 Universal Stainless & Alloy Products, Inc. (Nasdaq: USAP) today reported record net sales of $82.8 million for the second quarter of 2024, an increase of 7% from the first quarter of 2024, and up 20% from the second quarter of 2023. Year-to-date net sales of $160.4 million were up 19% from the same period in 2023.

 

Second quarter premium alloy sales totaled $20.7 million, or 25.0% of sales, up 61% from $12.9 million, or 18.6% of sales in the second quarter of 2023. Year-to-date premium alloy sales rose 34% to $40.8 million, or 25.4% of sales.

 

Aerospace is the Company's largest market for premium alloy products, and strong demand continues.  Aerospace sales reached a record $68.6 million, or 82.9% of sales, in the second quarter of 2024, an increase of 14% from the first quarter of 2024, and up 34% from the second quarter of 2023. Year-to-date aerospace sales rose 29% compared to the same period in 2023 to $128.8 million, or 80.3% of sales.

 

Profitability continued to increase in the second quarter of 2024 with gross profit dollars rising to a record $21.0 million, or 25.4% of sales. That compares with 18.9% of sales in the 2024 first quarter and 14.3% of sales in the second quarter of 2023. Gross margin in the most recent quarter continued to benefit from a rich product mix, higher base selling prices, cost improvement efforts and more stable commodity prices.

 

Second quarter 2024 operating income increased 77% to $12.8 million, or 15.5% of sales, from 9.3% of sales in the first quarter of 2024, and 4.5% of sales in the second quarter of 2023. Year-to-date operating income was up more than four-fold to $20.1 million, or 12.5% of sales, compared with the same period a year ago.

 

Net income increased to $8.9 million, or $0.90 per diluted share, in the 2024 second quarter, from $4.1 million in the 2024 first quarter and $0.9 million in the 2023 second quarter. 

 

Adjusted EBITDA increased 46% to $18.5 million, or 22.3% of sales, in the 2024 second quarter, from $12.6 million, or 16.3% of sales, in the 2024 first quarter, and was more than double the $7.9 million, or 11.5% of sales, reported in the second quarter of 2023. 

 

Net cash generated by operating activities totaled $7.3 million in the second quarter, which the Company used to fund capital expenditures and reduce its net debt.

 

Christopher M. Zimmer, President and CEO, commented: “Our record sales were driven by the continued robust commercial aerospace and defense markets, with our record aerospace sales representing 82.9% of sales in the quarter. Aerospace demand also drives our premium alloy sales, which now represent one-quarter of our total sales.

 

1

 

“Our margin expansion is the result of our strategic focus on aerospace and defense products, including premium alloys, which has delivered a broader base of customer approvals and  increased our mix of higher-priced products.  Margins are also benefiting from targeted and sustainable margin improvement projects and our continuous cost management.

 

“We continue to invest capital in our premium alloy capacity and efficiency and will add a second 18-ton furnace shell for the VIM at our North Jackson facility in mid-2025, and a new box furnace to support the forge the third quarter this year.

 

“We also remain focused on managing working capital and generating positive cash flow to fund our strategic capital expenditures and pay down debt, which was reduced by another $3 million in the second quarter.

 

“As we look to the balance of the year, we continue to see opportunities to increase sales and to further expand gross margins. We remain optimistic about our growth momentum and strategy for 2025 and beyond.”

 

Financial Position

 

Managed working capital, defined as accounts receivable, plus inventory, minus accounts payable, was $157.1 million at June 30, 2024, compared with $152.3 million at March 31, 2024, and $148.4 million at June 30, 2023.  Inventory at the end of the second quarter of 2024 was $149.1 million compared with $142.4 million at the end of the 2024 first quarter, and $151.6 million at the end of second quarter of 2023.

 

Backlog (before surcharges) at June 30, 2024 totaled $296.5 million compared with $325.1 million at the end of March and $355.0 million at the end of the 2023 second quarter.  The average selling price per pound in the backlog has increased 6% from the end of the 2024 first quarter and was up 18% from the second quarter of 2023. 

 

Total debt was reduced by $3.0 million in the second quarter to $78.3 million from the first quarter of 2024 and by $15.0 million from the end of the 2023 second quarter. Second quarter 2024 interest expense of $1.9 million was down 7% both sequentially and compared to the second quarter a year ago.

 

Second quarter capital expenditures of $5.5 million were level with the 2024 first quarter.  Full year 2024 capital expenditures are expected to approximate $18 million.

 

Conference Call and Webcast

 

The Company has scheduled a conference call for today July 31st, at 10:00 a.m. (Eastern) to discuss second quarter 2024 results. If you wish to listen to the live conference call via telephone, please Click Here to register for the call and obtain your dial-in number and personal PIN number. A simultaneous webcast will be available on the Company’s website at www.univstainless.com, and thereafter archived on the website through the end of the third quarter of 2024.  

 

About Universal Stainless & Alloy Products, Inc.

 

Universal Stainless & Alloy Products, Inc., established in 1994 and headquartered in Bridgeville, PA, manufactures and markets semi-finished and finished specialty steels, including stainless steel, nickel alloys, tool steel and certain other alloyed steels. The Company's products are used in a variety of industries, including aerospace, energy, and heavy equipment manufacturing. More information is available at www.univstainless.com.

 

2

 

Forward-Looking Information Safe Harbor

 

Except for historical information contained herein, the statements in this release are forward-looking statements that are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Companys actual results in future periods to differ materially from forecasted results. Those risks include, among others, the Companys ability to maintain its relationships with its significant customers and market channels; the Companys response to competitive factors in its industry that may adversely affect the market for finished products manufactured by the Company or its customers; the Companys ability to compete successfully with domestic and foreign producers of specialty steel products and products fashioned from alternative materials; changes in overall demand for the Companys products and the prices at which the Company is able to sell its products in the aerospace industry, from which a substantial amount of its sales is derived; the Companys ability to develop, commercialize, market and sell new applications and new products; the receipt, pricing and timing of future customer orders; the impact of changes in the Companys product mix on the Companys profitability; the Companys ability to maintain the availability of raw materials and operating supplies with acceptable pricing; the availability and pricing of electricity, natural gas and other sources of energy that the Company needs for the manufacturing of its products; risks related to property, plant and equipment, including the Companys reliance on the continuing operation of critical manufacturing equipment; the Companys success in timely concluding collective bargaining agreements and avoiding strikes or work stoppages; the Companys ability to attract and retain key personnel; the Companys ongoing requirement for continued compliance with laws and regulations, including applicable safety and environmental regulations; the ultimate outcome of the Companys current and future litigation matters; the Companys ability to meet its debt service requirements and to comply with applicable financial covenants; risks associated with conducting business with suppliers and customers in foreign countries; public health issues, including COVID-19 and its impact on the Company and our customers and suppliers; risks related to acquisitions that the Company may make; the Companys ability to protect its information technology infrastructure against service interruptions, data corruption, cyber-based attacks or network security breaches; the impact on the Companys effective tax rates from changes in tax rules, regulations and interpretations in the United States and other countries where it does business; and the impact of various economic, credit and market risk uncertainties. Many of these factors are not within the Companys control and involve known and unknown risks and uncertainties that may cause the Companys actual results in future periods to be materially different from any future performance suggested herein. Any unfavorable change in the foregoing or other factors could have a material adverse effect on the Companys business, financial condition and results of operations. Further, the Company operates in an industry sector where securities values may be volatile and may be influenced by economic and other factors beyond the Companys control. Certain of these risks and other risks are described in the Companys filings with the SEC, including the Companys Annual Report on Form 10-K for the year ended December 31, 2023, copies of which are available from the SEC or may be obtained upon request from the Company.

 

Non-GAAP Financial Measures

 

This press release includes discussions of financial measures that have not been determined in accordance with U.S. Generally Accepted Accounting Principles (GAAP). These measures include earnings (loss) before interest, income taxes, depreciation and amortization (EBITDA) and adjusted EBITDA. We include these measurements to enhance the understanding of our operating performance. We believe that EBITDA, considered along with net earnings (loss), is a relevant indicator of trends relating to cash generating activity of our operations. adjusted EBITDA excludes the effect of share-based compensation expense and noted special items such as impairments and costs or income related to special events such as periods of low activity or insurance claims. We believe that excluding these costs provides a consistent comparison of the cash generating activity of our operations. We believe that EBITDA and adjusted EBITDA are useful to investors as they facilitate a comparison of our operating performance to other companies who also use EBITDA and adjusted EBITDA as supplemental operating measures. These non-GAAP financial measures supplement our GAAP disclosures and should not be considered an alternative to the GAAP measures. These non-GAAP measures may not be entirely comparable to similarly titled measures used by other companies due to potential differences among calculation methodologies. A reconciliation of these non-GAAP financial measures to their most directly comparable financial measure prepared in accordance with GAAP is included in the tables that follow.

 

[TABLES FOLLOW]

 

3

 

UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC.

FINANCIAL HIGHLIGHTS

(Dollars in Thousands, Except Per Share Information)

(Unaudited)

 

CONSOLIDATED STATEMENTS OF OPERATIONS 

 

   

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 
                                 

Net sales

  $ 82,759     $ 69,015     $ 160,396     $ 134,880  
                                 

Cost of products sold

    61,746       59,167       124,716       117,308  
                                 

Gross margin

    21,013       9,848       35,680       17,572  
                                 

Selling, general and administrative expenses

    8,164       6,755       15,573       13,030  
                                 

Operating income

    12,849       3,093       20,107       4,542  
                                 

Interest expense

    1,902       2,045       3,951       4,077  

Other expense (income), net

    22       5       36       (37 )
                                 

Income before income taxes

    10,925       1,043       16,120       502  
                                 

Income taxes

    2,060       148       3,118       119  
                                 

Net income

  $ 8,865     $ 895     $ 13,002     $ 383  
                                 

Net income per common share - Basic

  $ 0.96     $ 0.10     $ 1.41     $ 0.04  

Net income per common share - Diluted

  $ 0.90     $ 0.10     $ 1.33     $ 0.04  

 

4

 

MARKET SEGMENT INFORMATION   

 

(Dollars in thousands; unaudited)

 

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 

Net Sales

 

2024

   

2023

   

2024

   

2023

 
                                 

Service centers

  $ 61,589     $ 53,837     $ 119,860     $ 103,160  

Original equipment manufacturers

    6,778       3,868       13,632       8,076  

Rerollers

    2,866       3,682       6,243       10,327  

Forgers

    11,065       6,426       18,911       11,455  

Conversion services and other

    461       1,202       1,750       1,862  
                                 

Total net sales

  $ 82,759     $ 69,015     $ 160,396     $ 134,880  

 

MELT TYPE INFORMATION

 

(Dollars in thousands; unaudited)

 

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 

Net Sales

 

2024

   

2023

   

2024

   

2023

 
                                 

Specialty alloys

  $ 61,583     $ 54,947     $ 117,838     $ 102,496  

Premium alloys *

    20,715       12,866       40,808       30,522  

Conversion services and other sales

    461       1,202       1,750       1,862  
                                 

Total net sales

  $ 82,759     $ 69,015     $ 160,396     $ 134,880  

 

END MARKET INFORMATION ** 

 

(Dollars in thousands; unaudited)

 

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 

Net Sales

 

2024

   

2023

   

2024

   

2023

 
                                 

Aerospace

  $ 68,628     $ 51,262     $ 128,836     $ 100,220  

Energy

    5,143       4,384       11,156       10,222  

Heavy equipment

    5,202       8,928       11,050       15,859  

General industrial, conversion services and other

    3,786       4,441       9,354       8,579  
                                 

Total net sales

  $ 82,759     $ 69,015     $ 160,396     $ 134,880  

 

*

Premium alloys represent all vacuum induction melted (VIM) products.     

**

The majority of our products are sold to service centers rather than the ultimate end market customers. The end market information in this press release is our estimate based upon our knowledge of our customers and the grade of material sold to them, which they will in-turn sell to the ultimate end market customer.     

 

5

 

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(Dollars in thousands; unaudited)

 

June 30,

   

December 31,

 
   

2024

   

2023

 

Assets

               
                 

Cash

  $ 1     $ 394  

Accounts receivable, net

    44,919       39,034  

Inventory

    149,093       144,700  

Other current assets

    13,316       11,693  
                 

Total current assets

    207,329       195,821  

Property, plant and equipment, net

    158,882       159,636  

Other long-term assets

    1,825       1,233  
                 

Total assets

  $ 368,036     $ 356,690  
                 

Liabilities and Stockholders' Equity

               
                 

Accounts payable

  $ 36,916     $ 34,855  

Accrued employment costs

    4,707       6,492  

Current portion of long-term debt

    3,810       3,733  

Other current liabilities

    2,096       829  
                 

Total current liabilities

    47,529       45,909  

Long-term debt, net

    74,480       81,846  

Deferred income taxes

    2,675       2  

Other long-term liabilities, net

    2,867       2,891  
                 

Total liabilities

    127,551       130,648  

Stockholders’ equity

    240,485       226,042  
                 

Total liabilities and stockholders’ equity

  $ 368,036     $ 356,690  

 

6

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

 

(Dollars in thousands; unaudited)

 

Six months ended

 
   

June 30,

 
   

2024

   

2023

 
                 

Operating activities:

               

Net income

  $ 13,002     $ 383  

Adjustments for non-cash items:

               

Depreciation and amortization

    10,180       9,643  

Deferred income tax

    2,667       (19 )

Share-based compensation expense

    974       672  

Changes in assets and liabilities:

               

Accounts receivable, net

    (5,885 )     (335 )

Inventory, net

    (5,291 )     1,716  

Accounts payable

    3,692       (1,633 )

Accrued employment costs

    (1,785 )     819  

Other, net

    (21 )     (69 )
                 

Net cash provided by operating activities

    17,533       11,177  
                 

Investing activity:

               

Payments for property, plant and equipment

    (10,926 )     (6,932 )
                 

Net cash used in investing activity

    (10,926 )     (6,932 )
                 

Financing activities:

               

Net repayment of borrowings under revolving credit facility

    (5,576 )     (4,542 )

Proceeds from stock issued under share-based plans

    420       75  

Repayments of term loan facility and finance leases

    (1,844 )     (1,753 )
                 

Net cash used in financing activities

    (7,000 )     (6,220 )
                 

Net decrease in cash

    (393 )     (1,975 )

Cash at beginning of period

    394       2,019  

Cash at end of period

  $ 1     $ 44  

 

7

 

RECONCILIATION OF NET INCOME TO EBITDA AND ADJUSTED EBITDA

 

(Dollars in thousands; unaudited)

 

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 
                                 

Net income

  $ 8,865     $ 895     $ 13,002     $ 383  

Interest expense

    1,837       1,979       3,821       3,947  

Income taxes

    2,060       148       3,118       119  

Depreciation and amortization

    5,175       4,611       10,180       9,643  

EBITDA

    17,937       7,633       30,121       14,092  

Share-based compensation expense

    520       311       974       672  

Adjusted EBITDA

  $ 18,457     $ 7,944     $ 31,095     $ 14,764  

 

8
v3.24.2
Document And Entity Information
Jun. 30, 2024
Document Information [Line Items]  
Entity, Registrant Name Universal Stainless & Alloy Products, Inc.
Document, Type 8-K
Document, Period End Date Jul. 31, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-39467
Entity, Tax Identification Number 25-1724540
Entity, Address, Address Line One 600 Mayer Street
Entity, Address, City or Town Bridgeville
Entity, Address, State or Province PA
Entity, Address, Postal Zip Code 15017
City Area Code 412
Local Phone Number 257-7600
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000931584
CommonStockParValue0001PerShare Custom [Member]  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol USAP
Security Exchange Name NASDAQ
PreferredStockPurchaseRights Custom [Member]  
Document Information [Line Items]  
Title of 12(b) Security Preferred Stock Purchase Rights
Security Exchange Name NASDAQ
No Trading Symbol Flag true

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