Document


 
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): February 28, 2019
 
____________________________
DUCOMMUN INCORPORATED
(Exact name of registrant as specified in its charter)
____________________________
 
Delaware
001-08174
 
95-0693330
(State or other jurisdiction
of incorporation)
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
200 Sandpointe Avenue, Suite 700, Santa Ana, California
 
92707-5759
 
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code (657) 335-3665
N/A
(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 240.13e-4(c))
 






Item 2.02
Results of Operations and Financial Condition.
 
Ducommun Incorporated issued a press release on February 28, 2019 in the form attached hereto as Exhibit 99.1.

Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
 

Exhibit No.
Exhibit Title or Description
99.1






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.
 
 
 
DUCOMMUN INCORPORATED
(Registrant)
Date: February 28, 2019
 
By:
/s/ Douglas L. Groves
 
 
 
Douglas L. Groves
 
 
 
Vice President, Chief Financial Officer and Treasurer


Exhibit


EXHIBIT 99.1
https://cdn.kscope.io/bb1e372eb68031cebef4c03dd4a045d6-dcoaddressonly2618a01.jpg
 
https://cdn.kscope.io/bb1e372eb68031cebef4c03dd4a045d6-dcologoonly2618a01.jpg
 
 
 
NEWS RELEASE
Ducommun Reports Results for the
Fourth Quarter Ended December 31, 2018
Revenue $164 Million; Gross Margin 19.9%; Backlog* $864 Million
SANTA ANA, California (February 28, 2019) – Ducommun Incorporated (NYSE:DCO) (“Ducommun” or the “Company”) today reported results for its fourth quarter and year ended December 31, 2018.
Fourth Quarter 2018 Highlights

Revenue of $164.2 million
GAAP net income of $0.7 million, or $0.06 per diluted share
Adjusted net income for the quarter of $5.2 million, or $0.44 per diluted share
Gross margin increased 180 basis points year-over-year to 19.9%
Adjusted EBITDA of $19.4 million
“I am happy to report that Ducommun had a strong finish to 2018,” said Stephen G. Oswald, chairman, president, and chief executive officer. “Fourth quarter revenue grew significantly, up 15% year-over-year, to $164 million, gross margins posted an impressive improvement to 19.9%, and the backlog* rose to $864 million, which is a new all-time record, and up over $125 million from the end of 2017. We also completed our restructuring activities on time and as committed, without any customer disruptions, positioning us as leaner and better-focused on the Company’s core capabilities and platforms. The success last year was also indicative of the many actions taken to improve the leadership, streamline our operations, increase capacity utilization, and reflects the hard work and dedication of our team members in serving customers and reaching our goals. In addition, we’ve strengthened our position as a leading electronics and structural provider to the world’s top commercial aerospace and defense platforms by leveraging innovation and recent acquisitions to win business and penetrate new markets. As we begin 2019, I expect continued success in the marketplace and capturing more growth opportunities along with posting solid financial results.”
Fourth Quarter Results
Net revenue for the fourth quarter of 2018 was $164.2 million, compared to $142.3 million for the fourth quarter of 2017. The 15.4% increase year-over-year was due to the following:
$17.0 million higher revenue in the Company’s commercial aerospace end-use markets due to additional content and increasing build rates on the Company’s large aircraft platforms; and
$8.1 million higher revenue within the Company’s military and space end-use markets due to increased shipments on the Company’s missile platforms; partially offset by
$3.2 million lower revenue within the Company’s industrial end-use markets.
Net income for the fourth quarter of 2018 was $0.7 million, or $0.06 per diluted share, compared to $9.5 million, or $0.82 per diluted share, for the fourth quarter of 2017. The year-over-year decrease was due to a tax benefit of $14.5 million in the prior year period as a result of the 2017 Tax Cuts and Jobs Act. This decrease was partially offset by higher gross profit of $6.9 million due to higher revenue and improved operating performance, and lower restructuring charges of $4.9 million, of which $0.5 million was included in cost of sales in the prior year.





Gross profit for the fourth quarter of 2018 was $32.7 million, or 19.9% of revenue, compared to gross profit of $25.8 million, or 18.1% of revenue, for the fourth quarter of 2017. The increase in gross margin percentage year-over-year was due to lower compensation and benefits costs, favorable product mix, and favorable manufacturing volume, partially offset by an increase in other manufacturing costs.
Operating income for the fourth quarter of 2018 was $6.3 million, or 3.8% of revenue, compared to an operating loss of $(2.6) million, or (1.8)% of revenue, in the comparable period last year. The year-over-year improvement in operating income of $8.9 million was due to higher revenue and lower restructuring charges of $4.9 million, of which $0.5 million was included in cost of sales in the prior year, partially offset by higher SG&A expenses of $2.5 million.
Interest expense for the fourth quarter of 2018 was $3.8 million compared to $2.8 million in the comparable period of 2017. The year-over-year increase was due to a higher debt balance as a result of the acquisition of Certified Thermoplastics Co., LLC (“CTP”) in April 2018 and higher interest rates.
Adjusted EBITDA for the fourth quarter of 2018 was $19.4 million, or 11.8% of revenue, compared to $13.8 million, or 9.7% of revenue, for the comparable period in 2017.
* The Company defines backlog as potential revenue and is based on customer placed purchase orders and long-term agreements (“LTAs”) with firm fixed price and firm delivery dates of 24 months or less. Backlog as of December 31, 2018 was $864.4 million compared to $726.5 million as of December 31, 2017. Under ASC 606, the Company defines remaining performance obligations as customer placed purchase orders with firm fixed price and firm delivery dates. The remaining performance obligations disclosed under ASC 606 were $722.8 million.
Business Segment Information
Electronic Systems
Electronic Systems reported net revenue for the current quarter of $85.3 million, compared to $77.2 million for the fourth quarter of 2017. The year-over-year increase was due to the following:
$6.8 million higher revenue within the Company’s commercial aerospace end-use markets due to additional content and higher build rates on the Company’s large aircraft platforms; and
$4.5 million higher revenue within the Company’s military and space end-use markets due to increased demand, which favorably impacted the Company’s missile platforms; partially offset by
$3.2 million lower revenue within the Company’s industrial end-use markets.
Electronic Systems operating income for the current year fourth quarter of $7.5 million, or 8.7% of revenue, compared to $6.9 million, or 8.9% of revenue, for the comparable quarter in 2017. The year-over-year increase was due to lower inventory purchase accounting adjustments of $1.2 million, partially offset by higher restructuring charges of $1.2 million.
Structural Systems
Structural Systems reported net revenue for the current quarter of $78.9 million, compared to $65.1 million for the fourth quarter of 2017. The year-over-year increase was due to the following:
$10.2 million higher revenue within the Company’s commercial aerospace end-use markets due to higher build rates on the Company’s large aircraft platforms; and
$3.6 million higher revenue within the Company’s military and space end-use markets due to increased shipments on the Company’s rotary-wing aircraft platforms.
Structural Systems operating income for the current-year fourth quarter was $5.7 million, or 7.2% of revenue, compared to an operating loss of $(2.6) million, or (4.0)% of revenue, for the fourth quarter of 2017. The year-over-year increase was due to lower restructuring charges of $4.7 million and improved operating performance.
Corporate General and Administrative (“CG&A”) Expense
CG&A expense for the fourth quarter of 2018 was $6.9 million, or 4.2% of total Company revenue, compared to $6.9 million, or 4.8% of total Company revenue, in the comparable quarter in the prior year. The CG&A expense was essentially flat in the current year quarter due to higher compensation and benefit costs of $0.8 million and higher other debt refinancing costs of $0.7 million, partially offset by lower restructuring charges of $1.5 million.





Conference Call
A teleconference hosted by Stephen G. Oswald, the Company’s chairman, president, and chief executive officer, and Douglas L. Groves, the Company’s vice president, chief financial officer and treasurer, will be held today, February 28, 2019 at 2:00 p.m. PT (5:00 p.m. ET) to review these financial results. To participate in the teleconference, please call 844-239-5278 (international 574-990-1017) approximately ten minutes prior to the conference time. The participant passcode is 7476038. Mr. Oswald and Mr. Groves will be speaking on behalf of the Company and anticipate the call (including Q&A) to last approximately 45 minutes.
This call is being webcast and can be accessed directly at the Ducommun website at www.ducommun.com. Conference call replay will be available after that time at the same link or by dialing 855-859-2056, passcode 7476038.
About Ducommun Incorporated
Ducommun Incorporated delivers value-added innovative manufacturing solutions to customers in the aerospace, defense and industrial markets. Founded in 1849, the Company specializes in two core areas - Electronic Systems and Structural Systems - to produce complex products and components for commercial aircraft platforms, mission-critical military and space programs, and sophisticated industrial applications. For more information, visit www.ducommun.com.
Forward Looking Statements
This press release and any attachments include “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, earnings guidance, the Company’s restructuring plan and any statements about the Company’s plans, strategies and prospects. The Company generally uses the words “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend” and similar expressions in this press release and any attachments to identify forward-looking statements. The Company bases these forward-looking statements on its current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: whether the anticipated pre-tax restructuring charges will be sufficient to address all anticipated restructuring costs, including related to employee separation, facilities consolidation, inventory write-down and other asset impairments; whether the expected cost savings from the restructuring will ultimately be obtained in the amount and during the period anticipated; whether the restructuring in the affected areas will be sufficient to build a more cost efficient, focused, higher margin enterprise with higher returns for the Company's shareholders; the impact of the Company’s debt service obligations and restrictive debt covenants; the Company’s end-use markets are cyclical; the Company depends upon a selected base of industries and customers; a significant portion of the Company’s business depends upon U.S. Government defense spending; the Company is subject to extensive regulation and audit by the Defense Contract Audit Agency; contracts with some of the Company’s customers contain provisions which give the its customers a variety of rights that are unfavorable to the Company; further consolidation in the aerospace industry could adversely affect the Company’s business and financial results; the Company’s ability to successfully make acquisitions, including its ability to successfully integrate, operate or realize the projected benefits of such businesses; the Company relies on its suppliers to meet the quality and delivery expectations of its customers; the Company uses estimates when bidding on fixed-price contracts which estimates could change and result in adverse effects on its financial results; the impact of existing and future laws and regulations; the impact of existing and future accounting standards and tax rules and regulations; environmental liabilities could adversely affect the Company’s financial results; cyber security attacks, internal system or service failures may adversely impact the Company’s business and operations; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those discussed herein, could cause the Company’s results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, the Company does not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of this news release or to reflect the occurrence of unanticipated events or otherwise. Readers are advised to review the Company’s filings with the Securities and Exchange Commission (which are available from the SEC’s EDGAR database at www.sec.gov, at various SEC reference facilities in the United States and through the Company’s website).





Note Regarding Non-GAAP Financial Information
This release contains non-GAAP financial measures, including Adjusted EBITDA (which excludes interest expense, income tax expense [benefit], depreciation, amortization, stock-based compensation expense, restructuring charges, inventory purchase accounting adjustments, loss on extinguishment of debt, and other debt refinancing costs). In addition, certain prior period amounts have been reclassified to conform to current year's presentation.
The Company believes the presentation of these non-GAAP measures provide important supplemental information to management and investors regarding financial and business trends relating to its financial condition and results of operations. The Company’s management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating the Company’s actual and forecasted operating performance, capital resources and cash flow. The non-GAAP financial information presented herein should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The Company discloses different non-GAAP financial measures in order to provide greater transparency and to help the Company’s investors to more meaningfully evaluate and compare Ducommun’s results to its previously reported results. The non-GAAP financial measures that the Company uses may not be comparable to similarly titled financial measures used by other companies. We define backlog as potential revenue and is based on customer placed purchase orders and long-term agreements (“LTAs”) with firm fixed price and firm delivery dates of 24 months or less. The majority of the LTAs do not meet the definition of a contract under ASC 606 and thus, the backlog amount disclosed herein is greater than the backlog amount disclosed under ASC 606. Backlog is subject to delivery delays or program cancellations, which are beyond our control. Backlog is affected by timing differences in the placement of customer orders and tends to be concentrated in several programs to a greater extent than our net revenues. Backlog in industrial markets tends to be of a shorter duration and is generally fulfilled within a three month period. As a result of these factors, trends in our overall level of backlog may not be indicative of trends in our future net revenues.
CONTACTS:
Douglas L. Groves, Vice President, Chief Financial Officer and Treasurer, 657.335.3665
Chris Witty, Investor Relations, 646.438.9385, cwitty@darrowir.com
[Financial Tables Follow]






DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
 
 
 
December 31,
2018
 
December 31,
2017
Assets
 
 
 
 
Current Assets
 
 
 
 
Cash and cash equivalents
 
$
10,263

 
$
2,150

Accounts receivable, net
 
67,819

 
74,064

Contract assets
 
86,665

 

Inventories
 
101,125

 
122,161

Production cost of contracts
 
11,679

 
11,204

Other current assets
 
9,839

 
11,435

Total Current Assets
 
287,390

 
221,014

Property and Equipment, Net
 
107,045

 
110,252

Goodwill
 
136,057

 
117,435

Intangibles, Net
 
112,092

 
114,693

Non-Current Deferred Income Taxes
 
308

 
261

Other Assets
 
5,251

 
3,098

Total Assets
 
$
648,143

 
$
566,753

Liabilities and Shareholders’ Equity
 
 
 
 
Current Liabilities
 
 
 
 
Accounts payable
 
$
69,274

 
$
51,907

Contract liabilities
 
17,145

 

Accrued liabilities
 
37,786

 
28,329

Current portion of long-term debt
 
2,330

 

Total Current Liabilities
 
126,535

 
80,236

Long-Term Debt, Less Current Portion
 
226,961

 
216,055

Non-Current Deferred Income Taxes
 
18,070

 
15,981

Other Long-Term Liabilities
 
19,752

 
18,898

Total Liabilities
 
391,318

 
331,170

Commitments and Contingencies
 
 
 
 
Shareholders’ Equity
 
 
 
 
Common stock
 
114

 
113

Additional paid-in capital
 
83,712

 
80,223

Retained earnings
 
180,356

 
161,364

Accumulated other comprehensive loss
 
(7,357
)
 
(6,117
)
Total Shareholders’ Equity
 
256,825

 
235,583

Total Liabilities and Shareholders’ Equity
 
$
648,143

 
$
566,753






DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Quarterly Information Unaudited)
(In thousands, except per share amounts)
 
 
 
Three Months Ended
 
Years Ended
 
 
December 31,
2018
 
December 31,
2017
 
December 31,
2018
 
December 31,
2017
Net Revenues
 
$
164,183

 
$
142,258

 
$
629,307

 
$
558,183

Cost of Sales
 
131,486

 
116,486

 
506,711

 
455,050

Gross Profit
 
32,697

 
25,772

 
122,596

 
103,133

Selling, General and Administrative Expenses
 
22,531

 
20,064

 
84,007

 
79,139

Restructuring Charges
 
3,887

 
8,296

 
14,671

 
8,360

Operating Income (Loss)
 
6,279

 
(2,588
)
 
23,918

 
15,634

Interest Expense
 
(3,838
)
 
(2,826
)
 
(13,024
)
 
(8,870
)
Loss on Extinguishment of Debt
 
(926
)
 

 
(926
)
 

Other Income, Net
 
276

 
357

 
303

 
845

Income (Loss) Before Taxes
 
1,791

 
(5,057
)
 
10,271

 
7,609

Income Tax Expense (Benefit)
 
1,118

 
(14,541
)
 
1,236

 
(12,468
)
Net Income
 
$
673

 
$
9,484

 
$
9,035

 
$
20,077

Earnings Per Share
 
 
 
 
 
 
 
 
Basic earnings per share
 
$
0.06

 
$
0.84

 
$
0.79

 
$
1.78

Diluted earnings per share
 
$
0.06

 
$
0.82

 
$
0.77

 
$
1.74

Weighted-Average Number of Common Shares Outstanding
 
 
 
 
 
 
 
 
Basic
 
11,415

 
11,246

 
11,390

 
11,290

Diluted
 
11,713

 
11,504

 
11,659

 
11,558

 
 
 
 
 
 
 
 
 
Gross Profit %
 
19.9
%
 
18.1
 %
 
19.5
%
 
18.5
 %
SG&A %
 
13.7
%
 
14.1
 %
 
13.3
%
 
14.2
 %
Operating Income (Loss) %
 
3.8
%
 
(1.8
)%
 
3.9
%
 
2.8
 %
Net Income %
 
0.4
%
 
6.7
 %
 
1.4
%
 
3.6
 %
Effective Tax (Benefit) Rate
 
62.4
%
 
(287.5
)%
 
12.0
%
 
(163.8
)%





DUCOMMUN INCORPORATED AND SUBSIDIARIES
BUSINESS SEGMENT PERFORMANCE
(Unaudited)
(In thousands)
 
 
Three Months Ended
 
Years Ended
 
 
%
Change
 
December 31, 2018
 
December 31, 2017
 
% of Net  Revenues
2018
 
% of Net  Revenues
2017
 
%
Change
 
December 31, 2018
 
December 31, 2017
 
% of Net  Revenues
2018
 
%of Net  Revenues
2017
Net Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
10.5
%
 
$
85,262

 
$
77,170

 
51.9
 %
 
54.2
 %
 
6.7
%
 
$
337,868

 
$
316,723

 
53.7
 %
 
56.7
 %
Structural Systems
 
21.3
%
 
78,921

 
65,088

 
48.1
 %
 
45.8
 %
 
20.7
%
 
291,439

 
241,460

 
46.3
 %
 
43.3
 %
Total Net Revenues
 
15.4
%
 
$
164,183

 
$
142,258

 
100.0
 %
 
100.0
 %
 
12.7
%
 
$
629,307

 
$
558,183

 
100.0
 %
 
100.0
 %
Segment Operating Income (Loss)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
$
7,453

 
$
6,856

 
8.7
 %
 
8.9
 %
 
 
 
$
30,916

 
$
31,236

 
9.2
 %
 
9.9
 %
Structural Systems
 
 
 
5,683

 
(2,592
)
 
7.2
 %
 
(4.0
)%
 
 
 
19,063

 
5,790

 
6.5
 %
 
2.4
 %
 
 
 
 
13,136

 
4,264

 
 
 
 
 
 
 
49,979

 
37,026

 
 
 
 
Corporate General and Administrative Expenses (1) 
 
 
 
(6,857
)
 
(6,853
)
 
(4.2
)%
 
(4.8
)%
 
 
 
(26,061
)
 
(21,392
)
 
(4.1
)%
 
(3.8
)%
Total Operating Income (Loss)
 
 
 
$
6,279

 
$
(2,589
)
 
3.8
 %
 
(1.8
)%
 
 
 
$
23,918

 
$
15,634

 
3.8
 %
 
2.8
 %
Adjusted EBITDA 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income (Loss)
 
 
 
$
7,453

 
$
6,856

 
 
 
 
 
 
 
$
30,916

 
$
31,236

 
 
 
 
Other Income
 
 
 
92

 
357

 
 
 
 
 
 
 
119

 
645

 
 
 
 
Depreciation and Amortization
 
 
 
3,201

 
3,681

 
 
 
 
 
 
 
14,223

 
13,888

 
 
 
 
Restructuring Charges
 
 
 
2,370

 
1,190

 
 
 
 
 
 
 
4,776

 
1,190

 
 
 
 
Inventory Purchase Accounting Adjustments
 
 
 

 
1,111

 
 
 
 
 
 
 

 
1,235

 
 
 
 
 
 
 
 
13,116

 
13,195

 
15.4
 %
 
17.1
 %
 
 
 
50,034

 
48,194

 
14.8
 %
 
15.2
 %
Structural Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income (Loss)
 
 
 
5,683

 
(2,592
)
 
 
 
 
 
 
 
19,063

 
5,790

 
 
 
 
Other Income
 
 
 
184

 

 
 
 
 
 
 
 
184

 
200

 
 
 
 
Depreciation and Amortization
 
 
 
3,015

 
1,981

 
 
 
 
 
 
 
10,525

 
8,860

 
 
 
 
Restructuring Charges
 
 
 
1,149

 
5,802

 
 
 
 
 
 
 
7,897

 
5,866

 
 
 
 
Inventory Purchase Accounting Adjustments
 
 
 

 

 
 
 
 
 
 
 
622

 

 
 
 
 
 
 
 
 
10,031

 
5,191

 
12.7
 %
 
8.0
 %
 
 
 
38,291

 
20,716

 
13.1
 %
 
8.6
 %
Corporate General and Administrative Expenses (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating loss
 
 
 
(6,857
)
 
(6,853
)
 
 
 
 
 
 
 
(26,061
)
 
(21,392
)
 
 
 
 
Depreciation and Amortization
 
 
 
445

 
34

 
 
 
 
 
 
 
548

 
97

 
 
 
 
Stock-Based Compensation Expense
 
 
 
1,626

 
411

 
 
 
 
 
 
 
5,040

 
4,675

 
 
 
 
Restructuring Charges
 
 
 
321

 
1,782

 
 
 
 
 
 
 
2,119

 
1,782

 
 
 
 
Other Debt Refinancing Costs
 
 
 
697

 

 
 
 
 
 
 
 
697

 

 
 
 
 
 
 
 
 
(3,768
)
 
(4,626
)
 
 
 
 
 
 
 
(17,657
)
 
(14,838
)
 
 
 
 
Adjusted EBITDA
 
 
 
$
19,379

 
$
13,760

 
11.8
 %
 
9.7
 %
 
 
 
$
70,668

 
$
54,072

 
11.2
 %
 
9.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
$
1,628

 
$
763

 
 
 
 
 
 
 
$
6,719

 
$
5,019

 
 
 
 
Structural Systems
 
 
 
2,539

 
3,462

 
 
 
 
 
 
 
9,104

 
20,679

 
 
 
 
Corporate Administration
 
 
 
139

 

 
 
 
 
 
 
 
514

 
775

 
 
 
 
Total Capital Expenditures
 
 
 
$
4,306

 
$
4,225

 
 
 
 
 
 
 
$
16,337

 
$
26,473

 
 
 
 
(1)
Includes costs not allocated to either the Electronic Systems or Structural Systems operating segments.





DUCOMMUN INCORPORATED AND SUBSIDIARIES
GAAP TO NON-GAAP OPERATING INCOME AND AS A PERCENTAGE OF NET REVENUES RECONCILIATION
(Unaudited)
(In thousands)
 
 
 
Three Months Ended
 
Years Ended
GAAP To Non-GAAP Net Revenues
 
December 31,
2018
 
December 31,
2017
 
December 31,
2018
 
December 31,
2017
Total Ducommun Net Revenues
 
$
164,183

 
$
142,258

 
$
629,307

 
$
558,183

Effect of Adoption of ASC 606
 
1,584

 

 
(15,712
)
 

Adjusted Total Ducommun Net Revenues
 
$
165,767

 
$
142,258

 
$
613,595

 
$
558,183

 
 
 
 
 
 
 
 
 
Electronic Systems Net Revenues
 
$
85,262

 
$
77,170

 
$
337,868

 
$
316,723

Effect of Adoption of ASC 606
 
3,128

 

 
(7,120
)
 

Adjusted Electronic Systems Net Revenues
 
$
88,390

 
$
77,170

 
$
330,748

 
$
316,723

 
 
 
 
 
 
 
 
 
Structural Systems Net Revenues
 
$
78,921

 
$
65,088

 
$
291,439

 
$
241,460

Effect of Adoption of ASC 606
 
(1,544
)
 

 
(8,592
)
 

Adjusted Structural Systems Net Revenues
 
$
77,377

 
$
65,088

 
$
282,847

 
$
241,460


 
 
Three Months Ended
 
Years Ended
GAAP To Non-GAAP Operating Income
 
December 31,
2018
 
December 31,
2017
 
%
of Net  Revenues
2018
 
%
of Net  Revenues
2017
 
December 31,
2018
 
December 31,
2017
 
%
of Net  Revenues
2018
 
%
of Net  Revenues
2017
GAAP Operating income
 
$
6,279

 
$
(2,589
)
 
 
 
 
 
$
23,918

 
$
15,634

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating income - Electronic Systems
 
$
7,453

 
$
6,856

 
 
 
 
 
$
30,916

 
$
31,236

 
 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of Adoption of ASC 606
 
(460
)
 

 
 
 
 
 
(2,370
)
 

 
 
 
 
Restructuring charges
 
2,370

 
1,190

 
 
 
 
 
4,776

 
1,190

 
 
 
 
Inventory purchase accounting adjustments
 

 
1,111

 
 
 
 
 

 
1,235

 
 
 
 
Adjusted operating income - Electronic Systems
 
9,363

 
9,157

 
10.6
%
 
11.9
%
 
33,322

 
33,661

 
10.1
%
 
10.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating income - Structural Systems
 
5,683

 
(2,592
)
 
 
 
 
 
19,063

 
5,790

 
 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of Adoption of ASC 606
 
1,435

 

 
 
 
 
 
(1,884
)
 

 
 
 
 
Restructuring charges
 
1,149

 
5,802

 
 
 
 
 
7,897

 
5,866

 
 
 
 
Inventory purchase accounting adjustments
 

 

 
 
 
 
 
622

 

 
 
 
 
Adjusted operating income - Structural Systems
 
8,267

 
3,210

 
10.7
%
 
4.9
%
 
25,698

 
11,656

 
9.1
%
 
4.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating loss - Corporate
 
(6,857
)
 
(6,853
)
 
 
 
 
 
(26,061
)
 
(21,392
)
 
 
 
 
Adjustment:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 
321

 
1,782

 
 
 
 
 
2,119

 
1,782

 
 
 
 
Other debt refinancing costs
 
697

 

 
 
 
 
 
697

 

 
 
 
 
Adjusted operating loss - Corporate
 
(5,839
)
 
(5,071
)
 
 
 
 
 
(23,245
)
 
(19,610
)
 
 
 
 
Total adjustments
 
5,512

 
9,885

 
 
 
 
 
11,857

 
10,073

 
 
 
 
Adjusted operating income
 
$
11,791

 
$
7,296

 
7.1
%
 
5.1
%
 
$
35,775

 
$
25,707

 
5.8
%
 
4.6
%





DUCOMMUN INCORPORATED AND SUBSIDIARIES
GAAP TO NON-GAAP EARNINGS AND EARNINGS PER SHARE RECONCILIATION
(Unaudited)
(In thousands, except per share amounts)
 
 
 
Three Months Ended
 
Years Ended
GAAP To Non-GAAP Earnings
 
December 31,
2018
 
December 31,
2017
 
December 31,
2018
 
December 31,
2017
GAAP Net income
 
$
673

 
$
9,484

 
$
9,035

 
$
20,077

  Adjustments:
 
 
 
 
 
 
 
 
    Tax Cuts Jobs Act (1)(3)
 

 
(12,590
)
 

 
(12,590
)
    Restructuring charges (2)(3)
 
3,187

 
6,879

 
12,277

 
6,929

    Inventory purchase accounting adjustments (2)(3)
 

 
871

 
516

 
968

    Loss on extinguishment of debt (2)
 
769

 

 
769

 

    Other debt refinancing costs (2)
 
579

 

 
579

 

      Total adjustments
 
4,535

 
(4,840
)
 
14,141

 
(4,693
)
Adjusted net income
 
$
5,208

 
$
4,644

 
$
23,176

 
$
15,384


 
 
Three Months Ended
 
Years Ended
GAAP Earnings Per Share To Non-GAAP Earnings Per Share
 
December 31,
2018
 
December 31,
2017
 
December 31,
2018
 
December 31,
2017
GAAP Diluted Earnings Per Share (“EPS”)
 
$
0.06

 
$
0.82

 
$
0.77

 
$
1.74

  Adjustments:
 
 
 
 
 
 
 
 
    Tax Cuts Jobs Act (1)(3)
 

 
(1.10
)
 

 
(1.09
)
    Restructuring charges (2)(3)
 
0.27

 
0.60

 
1.05

 
0.60

    Inventory purchase accounting adjustments (2)(3)
 

 
0.08

 
0.05

 
0.08

    Loss on extinguishment of debt (2)
 
0.06

 

 
0.07

 

    Other debt refinancing costs (2)
 
0.05

 

 
0.05

 

      Total adjustments
 
0.38

 
(0.42
)
 
1.22

 
(0.41
)
Adjusted Diluted EPS
 
$
0.44

 
$
0.40

 
$
1.99

 
$
1.33

 
 
 
 
 
 
 
 
 
Shares used for adjusted diluted EPS
 
11,713

 
11,504

 
11,659

 
11,558

(1)
Net impact of Tax Cuts Jobs Act and $0.5 million in 2016 state income tax adjustments.
(2)
Includes tax rate of 17.0% for 2018 adjustments.
(3)
Includes tax rate of 21.6% for 2017 adjustments.