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)
|
August
3, 2007
|
|||
ALBANY
INTERNATIONAL CORP.
|
||||
(Exact
name of registrant as specified in its charter)
|
||||
Delaware
|
0-16214
|
14-0462060
|
||
(State
or other jurisdiction of
incorporation)
|
(Commission
File
Number)
|
(I.R.S.
EmployerIdentification
No.)
|
||
1373
Broadway, Albany, New York
|
12204
|
|||
(Address
of principal executive offices)
|
(Zip
Code)
|
|||
Registrant’s
telephone number, including area code (518) 445-2200
|
||||
None
|
||||
(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:
|
||||
¨
|
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
240.13a-4(c))
|
(d) |
Exhibits.
The following exhibit is being furnished
herewith:
|
ALBANY INTERNATIONAL CORP.
|
|
|
By: /s/
Michael C. Nahl
|
|
Name:
Michael C. Nahl
Title:
Executive Vice President and Chief Financial Officer
(Principal
Financial Officer)
|
Exhibit No.
|
Description
|
99.1 | News release dated August 3, 2007 reporting second quarter 2007 financial results. |
· |
Net
income per share was $0.15,
after restructuring charges of $0.18 per share and costs related
to
performance improvement initiatives of $0.13 per share. Net income
per
share was $0.63 in the second quarter of
2006.
|
· |
Income
tax adjustments had the effect of increasing second-quarter 2007
net
income by $0.09 per share.
|
· |
Estimated
total annualized savings from all of the initiatives taken or announced
since Q3 2006 will be at least $0.50 per share by the end of 2007,
growing
to at least $1.00 per share by the end of
2008.
|
· |
Net
sales were $267.3 million, an increase of 2.2 percent compared to
the same
period last year.
|
· |
Net
sales in the Paper Machine Clothing (PMC) segment declined 3.0 percent
compared to the same period last year.
|
· |
Net
sales in the Applied Technologies segment increased 19.9 percent
compared
to the same period last year.
|
· |
Net
sales in the Door Systems segment increased 13.3 percent compared
to the
same period last year.
|
Net
Sales
Three
Months ended
June
30,
|
Percent
|
Impact
of
Changes
in
Currency
Translation
|
Percent
Change
excluding
Currency
Rate
|
|||||||||||||
(in
thousands)
|
2007
|
2006
|
Change
|
Rates
|
Effect
|
|||||||||||
Paper
Machine Clothing
|
$
|
188,667
|
$
|
194,466
|
-3.0
|
%
|
$
|
5,076
|
-5.6
|
%
|
||||||
Applied
Technologies
|
45,278
|
37,764
|
19.9
|
%
|
1,844
|
15.0
|
%
|
|||||||||
Albany
Door Systems
|
33,324
|
29,400
|
13.3
|
%
|
1,962
|
6.7
|
%
|
|||||||||
Total
|
$
|
267,269
|
$
|
261,630
|
2.2
|
%
|
$
|
8,882
|
-1.2
|
%
|
· |
On
the cost-reduction front, we believe that the actions taken or announced
to date will fundamentally lower the cost structure of the Company.
|
· |
In
the PMC marketplace, while the underlying risks associated with
competitive behavior and paper industry consolidation remain real,
we
believe that our revenue outlook is considerably more stable than
it was a
year ago, and that our market position is even
stronger.
|
· |
And
in the emerging businesses, while a lack of profitability in two
of our
critical businesses contributed to lower-than-expected overall results
in
Q2, strong
orders in both businesses and lower costs in the Doors business should
bring higher sales and better profitability in the second half of
the
year.
|
ALBANY
INTERNATIONAL CORP.
|
CONSOLIDATED
STATEMENTS OF INCOME
|
(in
thousands except per share data)
|
(unaudited)
|
Three
Months Ended
|
Six
Months Ended
|
||||||||||||||
June
30,
|
June
30,
|
||||||||||||||
2007
|
2006
|
2007
|
2006
|
||||||||||||
$
|
267,269
|
$
|
261,630
|
Net
sales
|
$
|
525,007
|
$
|
512,853
|
|||||||
170,661
|
157,621
|
Cost
of goods sold
|
330,013
|
304,868
|
|||||||||||
96,608
|
104,009
|
Gross
profit
|
194,994
|
207,985
|
|||||||||||
82,594
|
75,064
|
Selling,
technical, general and research expenses
|
157,312
|
149,626
|
|||||||||||
7,112
|
-
|
Restructuring
and other
|
14,721
|
-
|
|||||||||||
6,902
|
28,945
|
Operating
income
|
22,961
|
58,359
|
|||||||||||
3,710
|
2,712
|
Interest expense, net
|
7,012
|
4,591
|
|||||||||||
1,051
|
(137
|
)
|
Other expense/(income), net
|
1,021
|
772
|
||||||||||
|
|||||||||||||||
2,141
|
26,370
|
Income
before income taxes
|
14,928
|
52,996
|
|||||||||||
(2,214
|
)
|
7,749
|
Income tax (benefit)/expense
|
983
|
15,737
|
||||||||||
4,355
|
18,621
|
Income
before associated companies
|
13,945
|
37,259
|
|||||||||||
50
|
66
|
Equity in earnings/(losses) of associated companies
|
(235
|
)
|
243
|
||||||||||
$
|
4,405
|
$
|
18,687
|
Net
income
|
$
|
13,710
|
$
|
37,502
|
|||||||
Earnings
per share:
|
|||||||||||||||
$
|
0.15
|
$
|
0.63
|
Basic
|
$
|
0.47
|
$
|
1.23
|
|||||||
$
|
0.15
|
$
|
0.62
|
Diluted
|
$
|
0.46
|
$
|
1.21
|
|||||||
Shares
used in computing earnings per share:
|
|||||||||||||||
29,380
|
29,554
|
Basic
|
29,323
|
30,481
|
|||||||||||
29,818
|
30,094
|
Diluted
|
29,751
|
31,019
|
|||||||||||
|
|||||||||||||||
$
|
0.11
|
$
|
0.10
|
Dividends
per share
|
$
|
0.21
|
$
|
0.19
|
ALBANY
INTERNATIONAL CORP.
|
CONSOLIDATED
BALANCE SHEETS
|
(in
thousands, except share data)
|
(unaudited)
|
|
||||||
|
June
30,
|
December
31,
|
|||||
|
2007
|
2006
|
|||||
ASSETS
|
|||||||
Cash
and cash equivalents
|
$
|
60,666
|
$
|
68,237
|
|||
Accounts
receivable, net
|
221,807
|
202,611
|
|||||
Inventories
|
251,380
|
224,210
|
|||||
Income
taxes receivable and deferred
|
35,111
|
23,586
|
|||||
Prepaid
expenses
|
13,974
|
10,552
|
|||||
Total
current assets
|
582,938
|
529,196
|
|||||
Property,
plant and equipment, net
|
428,423
|
397,521
|
|||||
Investments
in associated companies
|
6,166
|
6,634
|
|||||
Intangibles
|
8,448
|
9,343
|
|||||
Goodwill
|
185,824
|
172,890
|
|||||
Deferred
taxes
|
115,353
|
112,280
|
|||||
Cash
surrender value of life insurance policies
|
43,001
|
41,197
|
|||||
Other
assets
|
45,425
|
37,486
|
|||||
Total
assets
|
$
|
1,415,578
|
$
|
1,306,547
|
|||
|
|||||||
LIABILITIES
AND SHAREHOLDERS' EQUITY
|
|||||||
Notes
and loans payable
|
$
|
28,347
|
$
|
12,510
|
|||
Accounts
payable
|
51,307
|
50,214
|
|||||
Accrued
liabilities
|
138,334
|
101,995
|
|||||
Current
maturities of long-term debt
|
1,215
|
11,167
|
|||||
Income
taxes payable and deferred
|
5,933
|
20,099
|
|||||
Total
current liabilities
|
225,136
|
195,985
|
|||||
Long-term
debt
|
380,644
|
354,587
|
|||||
Other
noncurrent liabilities
|
224,130
|
219,774
|
|||||
Deferred
taxes and other credits
|
56,891
|
37,076
|
|||||
Total
liabilities
|
886,801
|
807,422
|
|||||
Commitments
and Contingencies
|
-
|
-
|
|||||
SHAREHOLDERS'
EQUITY
|
|||||||
Preferred
stock, par value $5.00 per share;
|
|||||||
authorized
2,000,000 shares; none issued
|
|
-
|
-
|
||||
Class
A Common Stock, par value $.001 per share;
|
|||||||
authorized
100,000,000 shares; issued
|
|
||||||
34,750,275
in 2007 and 34,518,870 in 2006.
|
35
|
35
|
|||||
Class
B Common Stock, par value $.001 per share;
|
|||||||
authorized
25,000,000 shares; issued and
|
|||||||
outstanding
3,236,098 in 2007 and 2006
|
3
|
3
|
|||||
Additional
paid in capital
|
323,650
|
316,164
|
|||||
Retained
earnings
|
546,658
|
541,602
|
|||||
Accumulated
items of other comprehensive income:
|
|||||||
Translation
adjustments
|
(481
|
)
|
(18,348
|
)
|
|||
Pension
liability adjustment
|
(82,065
|
)
|
(81,071
|
)
|
|||
787,800
|
758,385
|
||||||
Less
treasury stock (Class A), at cost (8,530,066 shares
|
|||||||
in
2007 and 8,540,882 in 2006)
|
259,023
|
259,260
|
|||||
Total
shareholders' equity
|
528,777
|
499,125
|
|||||
Total
liabilities and shareholders' equity
|
$
|
1,415,578
|
$
|
1,306,547
|
ALBANY
INTERNATIONAL CORP.
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
(in
thousands)
|
(unaudited)
|
Six Months Ended |
|
||||||
|
|
June
30,
|
|
||||
|
|
2007
|
|
2006
|
|||
OPERATING
ACTIVITIES
|
|||||||
Net
income
|
$
|
13,710
|
$
|
37,502
|
|||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
|||||||
Equity
in losses/(earnings) of associated companies
|
235
|
(243
|
)
|
||||
Depreciation
|
28,700
|
26,936
|
|||||
Amortization
|
2,342
|
1,961
|
|||||
Provision
for deferred income taxes, other credits and long-term
liabilities
|
2,444
|
5,024
|
|||||
Provision
for write-off of equipment
|
1,032
|
321
|
|||||
Increase
in cash surrender value of life insurance
|
(1,803
|
)
|
(1,708
|
)
|
|||
Unrealized
currency transaction gains and losses
|
(334
|
)
|
1,436
|
||||
Shares
contributed to ESOP
|
3,013
|
4,183
|
|||||
Stock
option expense
|
400
|
770
|
|||||
Tax
benefit of options exercised
|
(730
|
)
|
(529
|
)
|
|||
Issuance
of shares under long-term incentive plan
|
937
|
-
|
|||||
Changes
in operating assets and liabilities, net of business
acquisition:
|
|||||||
Accounts
receivable
|
(8,011
|
)
|
(7,976
|
)
|
|||
Note
receivable
|
-
|
(505
|
)
|
||||
Inventories
|
(21,724
|
)
|
(20,055
|
)
|
|||
Income
taxes prepaid and receivable
|
(10,982
|
)
|
-
|
||||
Prepaid
expenses
|
(2,984
|
)
|
(999
|
)
|
|||
Accounts
payable
|
(1,208
|
)
|
(3,048
|
)
|
|||
Accrued
liabilities
|
29,626
|
8,834
|
|||||
Income
taxes payable
|
296
|
(2,551
|
)
|
||||
Other,
net
|
(193
|
)
|
(3,562
|
)
|
|||
Net
cash provided by operating activities
|
34,766
|
45,791
|
|||||
INVESTING
ACTIVITIES
|
|||||||
Purchases
of property, plant and equipment
|
(52,050
|
)
|
(32,352
|
)
|
|||
Purchased
software
|
(7,493
|
)
|
(147
|
)
|
|||
Acquisitions,
net of cash acquired
|
(9,233
|
)
|
(8,112
|
)
|
|||
Net
cash (used in) investing activities
|
(68,776
|
)
|
(40,611
|
)
|
|||
FINANCING
ACTIVITIES
|
|||||||
Proceeds
from borrowings
|
47,761
|
192,996
|
|||||
Principal
payments on debt
|
(15,787
|
)
|
(15,677
|
)
|
|||
Purchase
of treasury shares
|
-
|
(131,499
|
)
|
||||
Purchase
of call options on common stock
|
-
|
(47,688
|
)
|
||||
Sale
of common stock warrants
|
-
|
32,961
|
|||||
Proceeds
from options exercised
|
2,244
|
1,926
|
|||||
Tax
benefit of options exercised
|
730
|
529
|
|||||
Debt
issuance costs
|
-
|
(5,434
|
)
|
||||
Dividends
paid
|
(5,853
|
)
|
(5,658
|
)
|
|||
Net
cash provided by financing activities
|
29,095
|
22,456
|
|||||
Effect
of exchange rate changes on cash flows
|
(2,656
|
)
|
3,168
|
||||
(Decrease)/increase
in cash and cash equivalents
|
(7,571
|
)
|
30,804
|
||||
Cash
and cash equivalents at beginning of year
|
68,237
|
72,771
|
|||||
Cash
and cash equivalents at end of period
|
$
|
60,666
|
$
|
103,575
|