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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): June 26, 2024

 

 

WORTHINGTON STEEL, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Ohio

001-41830

92-2632000

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

100 Old Wilson Bridge Road

 

Columbus, Ohio

 

43085

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (614) 840-3462

 

 

(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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Shares, without par value

 

WS

 

New York Stock Exchange

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 June 26, 2024, Worthington Steel, Inc. (“we,” “us,” “our,” “Company” and “registrant”) issued a news release (the “Financial News Release”) reporting results for the three months ended May 31, 2024 (the fourth quarter of fiscal 2024) and the twelve months ended May 31, 2024. A copy of the Financial News Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

 

We conducted a conference call on June 27, 2024, to discuss our unaudited financial results for the fourth quarter of fiscal 2024 and addressed certain matters related to our outlook for the first quarter of fiscal 2025. A copy of the transcript of the conference call is included herewith as Exhibit 99.2 and is incorporated herein by reference.

 

We have included both financial measures prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and non-GAAP financial measures in the Financial News Release and the conference call to provide investors with additional information that we believe allows for increased comparability of the performance of our ongoing operations from period to period. Please see the Financial News Release for further explanations of why we use the non-GAAP financial measures and the reconciliations to the most comparable GAAP financial measures.

 

The information contained in this Item 2.02, including Exhibit 99.1 and Exhibit 99.2, is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless we specifically state that the information is to be considered “filed” under the Exchange Act or incorporate the information by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.

Item 8.01 Other Events.

On June 26, 2024, we issued a news release (the “Dividend Release”) reporting that our Board of Directors declared a quarterly cash dividend of $0.16 per common share. The dividend was declared on June 26, 2024, and is payable on September 27, 2024, to our shareholders of record at the close of business on September 13, 2024. A copy of the Dividend Release is filed herewith as Exhibit 99.3.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit No.

 

Description

99.1

 

News Release of Worthington Steel, Inc. issued on June 26, 2024 (Financial News Release)

99.2

Transcript of Worthington Steel, Inc. Earnings Conference Call for Fourth Quarter of Fiscal 2024 held on June 27, 2024

 

99.3

News Release of Worthington Steel, Inc. issued on June 26, 2024 (Dividend Release)

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 


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.

 

 

 

WORTHINGTON STEEL, INC.

 

 

 

 

Date:

June 28, 2024

By:

/s/ Joseph Y. Heuer

 

 

 

Joseph Y. Heuer
Vice President - General Counsel and Secretary

 


EX-99.1 2 ws-ex99_1.htm EX-99.1 EX-99.1

 

EXHIBIT 99.1

 

img239203593_0.jpg 

 

 

 

Worthington Steel Reports Fourth Quarter and Full Year Fiscal 2024 Results

 

COLUMBUS, Ohio, June 26, 2024 – Worthington Steel, Inc. (NYSE: WS), a market-leading, value-added steel processing company, today reported financial results for the fiscal 2024 fourth quarter and full fiscal year ended May 31, 2024.

 

Fourth Quarter Highlights (all comparisons to the fourth quarter of fiscal 2023):

 

Net sales of $911.0 million increased 3% compared to $884.0 million.
Operating income of $67.3 million compared to $89.8 million.
Net earnings attributable to controlling interest of $53.2 million compared to $67.3 million.
Net earnings per diluted share attributable to controlling interest of $1.06 compared to $1.37; Adjusted net earnings per diluted share attributable to controlling interest of $1.06 compared to $1.47.
Adjusted EBIT of $70.4 million compared to $98.4 million.
Earned 2023 Supplier of the Year by General Motors for the third time in four years.
Recognized as a John Deere Partner-level Supplier for the 12th consecutive year.
Declared a quarterly dividend of $0.16 per share payable on September 27, 2024, to shareholders of record on September 13, 2024.

 

“Worthington Steel saw a solid performance in Q4 and finished fiscal 2024 strong,” said Geoff Gilmore, President and CEO of Worthington Steel. “Employees continue to be the driving force behind Worthington Steel’s momentum, I’d like to thank them for continuing to find improvements for our customers and our business through the transformation process – our system of continuous improvement. As we enter fiscal 2025 we remain focused on executing our strategy and driving shareholder value through organic growth and strategic M&A. Worthington Steel’s strategy and differentiation help ensure we are well positioned to grow and deliver strong returns for our shareholders.”

 

Financial highlights for fiscal 2024 periods and comparative periods are as follows:

(In millions, except volume and per share amounts)

 

 

 

4Q 2024

 

 

4Q 2023

 

 

12M 2024

 

 

12M 2023

 

Volume (tons)

 

 

1,029,565

 

 

 

1,052,928

 

 

 

4,007,373

 

 

 

3,954,575

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

911.0

 

 

$

884.0

 

 

$

3,430.6

 

 

$

3,607.7

 

Operating income

 

 

67.3

 

 

 

89.8

 

 

 

194.5

 

 

 

120.3

 

Net earnings attributable to controlling interest

 

 

53.2

 

 

 

67.3

 

 

 

154.7

 

 

 

87.1

 

Adjusted EBIT (Non-GAAP)

 

 

70.4

 

 

 

98.4

 

 

 

224.4

 

 

 

136.1

 

Equity in net income of unconsolidated affiliate

 

 

6.7

 

 

 

4.2

 

 

 

22.4

 

 

 

7.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per diluted share attributable to controlling interest

 

$

1.06

 

 

$

1.37

 

 

$

3.11

 

 

$

1.77

 

Impairment of long-lived assets per diluted share (after-tax)

 

 

-

 

 

 

0.03

 

 

 

0.01

 

 

 

0.03

 

Restructuring and other income, net per diluted share (after-tax)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(0.03

)

Separation costs per diluted share (after-tax)

 

 

-

 

 

 

0.07

 

 

 

0.30

 

 

 

0.26

 

Adjusted net earnings per diluted share attributable to controlling interest (Non-GAAP)

 

$

1.06

 

 

$

1.47

 

 

$

3.42

 

 

$

2.03

 

 


 

Consolidated Quarterly Results

 

Net sales for the fourth quarter of fiscal 2024 were $911.0 million, an increase of $27.0 million, or 3%, compared to the prior year quarter. The increase was driven primarily by a 4% increase in direct selling prices and a more favorable mix within toll processing. This was partially offset by a 1% decrease in direct tons and a 3% decrease in toll tons sold in the fourth quarter of fiscal 2024 compared to the prior year quarter. The mix of direct tons versus toll tons processed was 58% to 42% in the fourth quarter of fiscal 2024, compared to 57% to 43% in the prior year quarter.

 

Gross margin decreased by $19.2 million over the prior year quarter to $131.0 million. The decrease was driven primarily by lower direct spreads and lower volume. Direct spreads, down $14.2 million, were impacted by a $36.0 million unfavorable change from an estimated $32.6 million inventory holding gain in the prior year quarter to an estimated $3.4 million inventory holding loss in the fourth quarter of fiscal 2024.

 

Operating income decreased $22.5 million over the prior year quarter to $67.3 million, primarily due to a $19.2 million decline in gross margin and a $10.6 million increase in selling, general and administrative (“SG&A”) expense driven by an increase in wage and benefit costs and other costs of being a stand-alone public company, as well as increased bad debt expense. The decrease in operating income was partially offset by a $5.5 million decrease in costs associated with the Company’s December 1, 2023 separation from Worthington Enterprises, Inc. (“Separation”) compared to the prior year quarter. Additionally, there were no impairments of long-lived assets in the fourth quarter of fiscal 2024, as compared to $1.8 million in the prior year quarter.

 

The Company reported net earnings attributable to controlling interest of $53.2 million, or $1.06 per diluted share, for its fiscal 2024 fourth quarter. For the fourth quarter of fiscal 2023, the Company recorded net earnings attributable to controlling interest of $67.3 million, or $1.37 per diluted share.

 

Adjusted net earnings attributable to controlling interest of $53.2 million, or $1.06 per diluted share, compares to the prior year quarter adjusted net earnings attributable to controlling interest of $72.4 million, or $1.47 per diluted share. The prior year quarter adjusted results exclude both $3.8 million in after-tax separation costs, or $0.07 per diluted share, and $1.3 million in after-tax impairment of long-lived assets, or $0.03 per diluted share.

 

Balance Sheet, Cash Flow, and Capital Allocation

 

As of May 31, 2024, the Company had cash and cash equivalents of $40.2 million. During the fourth quarter of fiscal 2024, the Company generated cash flow from operations of $35.6 million compared to $79.2 million in the prior year period. Capital expenditures for the fourth quarter of fiscal 2024 equaled $44.8 million compared to $9.0 million in the prior year quarter. The increase in capital expenditures was primarily related to the previously announced strategic expansions in our electrical steel operations in Mexico and Canada. The Company had negative free cash flow of $9.2 million in the fourth quarter of fiscal 2024 compared to $70.2 million in the prior year quarter.

 

The Company ended the fourth quarter of fiscal 2024 with debt of $148.0 million under our revolving credit facility and $40.2 million in cash and cash equivalents, resulting in a net debt position of $107.8 million.

 

The Board of Directors declared a quarterly dividend of $0.16 per common share. The dividend is payable on September 27, 2024, to shareholders of record at the close of business on September 13, 2024.

 

Conference Call

 

The Company will review fiscal 2024 fourth quarter results during its quarterly conference call on June 27, 2024, beginning at 8:30 a.m., Eastern Time. Details regarding the conference call are located in the investor section of the Company’s website at www.WorthingtonSteel.com.

 

About Worthington Steel

 

Worthington Steel (NYSE:WS) is a metals processor that partners with customers to deliver highly technical and customized solutions. Worthington Steel’s expertise in carbon flat-roll steel processing, electrical steel laminations and tailor welded solutions are driving steel toward a more sustainable future.

 

As one of the most trusted metals processors in North America, Worthington Steel and its 4,600 employees harness the power of steel to advance our customers’ visions through value-added processing capabilities including galvanizing, pickling, configured blanking, specialty cold reduction, lightweighting and electrical lamination. Headquartered in Columbus, Ohio, Worthington Steel operates 32 facilities in seven states and six countries. Following a people-first Philosophy, commitment to sustainability and proven business


 

system, Worthington Steel’s purpose is to generate positive returns by providing trusted and innovative solutions for customers, creating opportunities for employees, and strengthening its communities.

 

Safe Harbor Statement

Selected statements contained in this release constitute “forward-looking statements,” as that term is used in the Private Securities Litigation Reform Act of 1995 (the “Act”). The Company wishes to take advantage of the safe harbor provisions included in the Act. Forward-looking statements reflect the Company’s current expectations, estimates or projections concerning future results or events. These statements are often identified by the use of forward-looking words or phrases such as “believe,” “anticipate,” “may,” “could,” “should,” “would,” “intend,” “plan,” “will,” “likely,” “expect,” “estimate,” “project,” “position,” “strategy,” “target,” “aim,” “seek,” “foresee” and similar words or phrases. These forward-looking statements include, without limitation, statements relating to: future or expected cash positions, liquidity and ability to access financial markets and capital; outlook, strategy or business plans; the anticipated benefits of the Company’s separation from Worthington Enterprises, Inc. (the “Separation”); the expected financial and operational performance of, and future opportunities for, the Company following the Separation; the tax treatment of the Separation transaction; the leadership of the Company following the Separation; future or expected growth, growth potential, forward momentum, performance, competitive position, sales, volumes, cash flows, earnings, margins, balance sheet strengths, debt, financial condition or other financial measures; pricing trends for raw materials and finished goods and the impact of pricing changes; the ability to improve or maintain margins; expected demand or demand trends for the Company or its markets; additions to product lines and opportunities to participate in new markets; expected benefits from transformation and innovation efforts; the ability to improve performance and competitive position at the Company’s operations; anticipated working capital needs, capital expenditures and asset sales; anticipated improvements and efficiencies in costs, operations, sales, inventory management, sourcing and the supply chain and the results thereof; projected profitability potential; the ability to make acquisitions and the projected timing, results, benefits, costs, charges and expenditures related to acquisitions, joint ventures, headcount reductions and facility dispositions, shutdowns and consolidations; projected capacity and the alignment of operations with demand; the ability to operate profitably and generate cash in down markets; the ability to capture and maintain market share and to develop or take advantage of future opportunities, customer initiatives, new businesses, new products and new markets; expectations for Company and customer inventories, jobs and orders; expectations for the economy and markets or improvements therein; expectations for generating improving and sustainable earnings, earnings potential, margins or shareholder value; effects of judicial rulings; the ever-changing effects of the novel coronavirus (“COVID-19”) pandemic and the various responses of governmental and nongovernmental authorities thereto on economies and markets, and on our customers, counterparties, employees and third-party service providers; and other non-historical matters.

Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, those that follow: our ability to successfully realize the anticipated benefits of the Separation; the effect of conditions in national and worldwide financial markets, including inflation, increases in interest rates and economic recession, and with respect to the ability of financial institutions to provide capital; the impact of tariffs, the adoption of trade restrictions affecting the Company’s products or suppliers, a United States withdrawal from or significant renegotiation of trade agreements, the occurrence of trade wars, the closing of border crossings, and other changes in trade regulations or relationships; changing oil prices and/or supply; product demand and pricing; changes in product mix, product substitution and market acceptance of the Company’s products; volatility or fluctuations in the pricing, quality or availability of raw materials (particularly steel), supplies, transportation, utilities, labor and other items required by operations (especially in light of Russia’s invasion of Ukraine); effects of sourcing and supply chain constraints; the outcome of adverse claims experience with respect to workers’ compensation, product recalls or product liability, casualty events or other matters; effects of facility closures and the consolidation of operations; the effect of financial difficulties, consolidation and other changes within the steel, automotive, construction and other industries in which the Company participates; failure to maintain appropriate levels of inventories; financial difficulties (including bankruptcy filings) of original equipment manufacturers, end-users and customers, suppliers, joint venture partners and others with whom the Company does business; the ability to realize targeted expense reductions from headcount reductions, facility closures and other cost reduction efforts; the ability to realize cost savings and operational, sales and sourcing improvements and efficiencies, and other expected benefits from transformation initiatives, on a timely basis; the overall success of, and the ability to integrate, newly acquired businesses and joint ventures, maintain and develop their customers, and achieve synergies and other expected benefits and cost savings therefrom; capacity levels and efficiencies, within facilities, within major product markets and within the industries in which the Company participates as a whole; the effect of disruption in the business of suppliers, customers, facilities and shipping operations due to adverse weather, casualty events, equipment breakdowns, labor shortages, interruption in utility services, civil unrest, international conflicts (especially in light of Russia’s invasion of Ukraine), terrorist activities or other causes; changes in customer demand, inventories, spending patterns, product choices, and supplier choices; risks associated with doing business internationally, including economic, political and social instability (especially in light of Russia’s invasion of Ukraine), foreign currency exchange rate exposure and the acceptance of the Company’s products in global markets; the ability to improve and maintain processes and business practices to keep pace with the economic, competitive and technological environment; the effect of inflation, interest rate increases and economic recession, as well as potential adverse impacts as a result of the Inflation Reduction Act of 2022, which may negatively impact the Company’s operations and financial results; deviation of actual results from estimates and/or assumptions used by the Company in the application of its significant accounting policies; the level of imports and import prices in the Company’s markets; the impact of environmental laws and regulations or the actions of the United States


 

Environmental Protection Agency or similar regulators which increase costs or limit the Company’s ability to use or sell certain products; the impact of increasing environmental, greenhouse gas emission and sustainability regulations and considerations; the impact of judicial rulings and governmental regulations, both in the United States and abroad, including those adopted by the United States Securities and Exchange Commission (“SEC”) and other governmental agencies as contemplated by the Coronavirus Aid, Relief and Economic Security (CARES) Act, the Consolidated Appropriations Act, 2021, the American Rescue Plan Act of 2021, and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010; the effect of healthcare laws in the United States and potential changes for such laws, which may increase the Company’s healthcare and other costs and negatively impact the Company’s operations and financial results; the effect of tax laws in the United States and potential changes for such laws, which may increase the Company's costs and negatively impact its operations and financial results; cyber security risks; the effects of privacy and information security laws and standards; and other risks described from time to time in the Company’s filings with the SEC, including those described in the “Risk Factors” section of the information statement filed as Exhibit 99.1 to the Company’s Amendment No. 3 to its registration statement on Form 10 filed with the SEC on November 14, 2023.

Forward-looking statements should be construed in the light of such risks. The Company notes these factors for investors as contemplated by the Act. It is impossible to predict or identify all potential risk factors. Consequently, you should not consider the foregoing list to be a complete set of all potential risks and uncertainties. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. The Company does not undertake, and hereby disclaims, any obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.

 


 

WORTHINGTON STEEL, INC.
CONSOLIDATED AND COMBINED STATEMENTS OF EARNINGS
(In millions, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

May 31,

 

 

May 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales

 

$

911.0

 

 

$

884.0

 

 

$

3,430.6

 

 

$

3,607.7

 

Cost of goods sold

 

 

780.0

 

 

 

733.8

 

 

 

2,990.8

 

 

 

3,271.2

 

Gross margin

 

 

131.0

 

 

 

150.2

 

 

 

439.8

 

 

 

336.5

 

Selling, general and administrative expense

 

 

63.7

 

 

 

53.1

 

 

 

224.4

 

 

 

200.8

 

Impairment of long-lived assets

 

 

-

 

 

 

1.8

 

 

 

1.4

 

 

 

2.1

 

Restructuring and other income, net

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(4.2

)

Separation costs

 

 

-

 

 

 

5.5

 

 

 

19.5

 

 

 

17.5

 

Operating income

 

 

67.3

 

 

 

89.8

 

 

 

194.5

 

 

 

120.3

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Miscellaneous income, net

 

 

3.7

 

 

 

1.4

 

 

 

5.3

 

 

 

3.7

 

Interest expense, net

 

 

(2.4

)

 

 

(0.4

)

 

 

(6.0

)

 

 

(3.0

)

Equity in net income of unconsolidated affiliate

 

 

6.7

 

 

 

4.2

 

 

 

22.4

 

 

 

7.7

 

Earnings before income taxes

 

 

75.3

 

 

 

95.0

 

 

 

216.2

 

 

 

128.7

 

Income tax expense

 

 

17.6

 

 

 

23.4

 

 

 

46.1

 

 

 

29.0

 

Net earnings

 

 

57.7

 

 

 

71.6

 

 

 

170.1

 

 

 

99.7

 

Net earnings attributable to noncontrolling interests

 

 

4.5

 

 

 

4.3

 

 

 

15.4

 

 

 

12.6

 

Net earnings attributable to controlling interest

 

$

53.2

 

 

$

67.3

 

 

$

154.7

 

 

$

87.1

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding(1)

 

 

49.3

 

 

 

49.3

 

 

 

49.3

 

 

 

49.3

 

Earnings per share attributable to controlling interest

 

$

1.08

 

 

$

1.37

 

 

$

3.14

 

 

$

1.77

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding(2)

 

 

50.4

 

 

 

49.3

 

 

 

49.8

 

 

 

49.3

 

Earnings per share attributable to controlling interest

 

$

1.06

 

 

$

1.37

 

 

$

3.11

 

 

$

1.77

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares outstanding at end of period(1)

 

 

49.3

 

 

 

49.3

 

 

 

49.3

 

 

 

49.3

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

0.16

 

 

n/a

 

 

$

0.32

 

 

n/a

 

 

 

 

(1)
Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Basic) and Common shares outstanding at end of period reflects the basic shares at the Separation. This share amount is being utilized for the calculation of basic earnings per share for periods presented prior to the Separation.

 

(2)
Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Diluted) reflects the basic shares at the Separation. This share amount is being utilized for the calculation of diluted earnings per share for periods presented prior to the Separation.

 

 



 

WORTHINGTON STEEL, INC.
CONSOLIDATED AND COMBINED BALANCE SHEETS
(In millions, except share amounts)

(Unaudited)

 

 

 

May 31,

 

 

May 31,

 

 

 

2024

 

 

2023

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

40.2

 

 

$

32.7

 

Receivables, less allowances of $3.2 and $2.6 at May 31, 2024 and May 31, 2023, respectively

 

 

472.6

 

 

 

468.0

 

Inventories

 

 

 

 

 

 

Raw materials

 

 

150.2

 

 

 

173.9

 

Work in process

 

 

176.8

 

 

 

164.1

 

Finished products

 

 

78.3

 

 

 

76.8

 

Total inventories

 

 

405.3

 

 

 

414.8

 

Income taxes receivable

 

 

4.2

 

 

 

4.3

 

Assets held for sale

 

 

2.9

 

 

 

3.4

 

Prepaid expenses and other current assets

 

 

76.6

 

 

 

57.7

 

Total current assets

 

 

1,001.8

 

 

 

980.9

 

Investment in unconsolidated affiliate

 

 

135.0

 

 

 

114.6

 

Operating lease assets

 

 

72.9

 

 

 

75.3

 

Goodwill

 

 

79.6

 

 

 

78.6

 

Other intangible assets, net of accumulated amortization of $45.2 and $38.9 at May 31, 2024

 

 

 

 

 

 

and May 31, 2023, respectively

 

 

77.0

 

 

 

83.4

 

Deferred tax asset

 

 

8.5

 

 

 

6.3

 

Other assets

 

 

16.8

 

 

 

10.9

 

Property, plant and equipment:

 

 

 

 

 

 

Land

 

 

37.9

 

 

 

37.6

 

Buildings and improvements

 

 

177.1

 

 

 

168.6

 

Machinery and equipment

 

 

893.8

 

 

 

847.5

 

Construction in progress

 

 

83.6

 

 

 

20.3

 

Total property, plant and equipment

 

 

1,192.4

 

 

 

1,074.0

 

Less: accumulated depreciation

 

 

717.6

 

 

 

659.6

 

Total property, plant and equipment, net

 

 

474.8

 

 

 

414.4

 

Total assets

 

$

1,866.4

 

 

$

1,764.4

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

380.4

 

 

$

402.2

 

Short-term borrowings

 

 

148.0

 

 

 

2.8

 

Accrued compensation, contributions to employee benefit plans and related taxes

 

 

52.8

 

 

 

31.9

 

Dividends payable

 

 

8.7

 

 

 

-

 

Other accrued items

 

 

15.7

 

 

 

15.6

 

Current operating lease liabilities

 

 

7.6

 

 

 

5.9

 

Income taxes payable

 

 

5.2

 

 

 

-

 

Current maturities of long-term debt due to Former Parent

 

 

-

 

 

 

20.0

 

Total current liabilities

 

 

618.4

 

 

 

478.4

 

Other liabilities

 

 

34.3

 

 

 

33.6

 

Noncurrent operating lease liabilities

 

 

68.3

 

 

 

71.7

 

Deferred income taxes

 

 

27.9

 

 

 

26.1

 

Total liabilities

 

 

748.9

 

 

 

609.8

 

Preferred shares, without par value; authorized - 1,000,000 shares at May 31, 2024;

 

 

 

 

 

 

no shares issued or outstanding

 

 

-

 

 

 

-

 

Common shares, without par value; authorized - 150,000,000 shares at May 31, 2024; issued

 

 

 

 

 

 

and outstanding 49,331,514 shares and 100 shares at May 31, 2024 and May 31, 2023, respectively

 

 

-

 

 

 

-

 

Additional Paid-in Capital

 

 

905.3

 

 

 

-

 

Retained Earnings

 

 

86.1

 

 

 

-

 

Net Investment by Former Parent

 

 

-

 

 

 

1,031.1

 

Accumulated other comprehensive loss, net of taxes of $(1.7) and $(2.6) at May 31, 2024

 

 

 

 

 

 

and May 31, 2023, respectively

 

 

(6.1

)

 

 

(2.1

)

Total Shareholders’ equity - controlling interest

 

 

985.3

 

 

 

1,029.0

 

Noncontrolling interests

 

 

132.2

 

 

 

125.6

 

Total equity

 

 

1,117.5

 

 

 

1,154.6

 

Total liabilities and equity

 

$

1,866.4

 

 

$

1,764.4

 

 



 

WORTHINGTON STEEL, INC.
CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS
(In millions)

(Unaudited)

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

May 31,

 

 

May 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

57.7

 

 

$

71.6

 

 

$

170.1

 

 

$

99.7

 

Adjustment to reconcile net earnings to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

16.1

 

 

 

17.1

 

 

 

65.3

 

 

 

69.6

 

Impairment of long-lived assets

 

 

-

 

 

 

1.8

 

 

 

1.4

 

 

 

2.1

 

Provision for (benefit from) deferred income taxes

 

 

2.2

 

 

 

(9.4

)

 

 

1.1

 

 

 

(9.7

)

Bad debt expense (income)

 

 

1.7

 

 

 

(2.0

)

 

 

1.1

 

 

 

1.6

 

Equity in net income of unconsolidated affiliate, net of distributions

 

 

(4.7

)

 

 

(1.7

)

 

 

(20.4

)

 

 

4.8

 

Net loss (gain) on sale of assets

 

 

1.4

 

 

 

0.5

 

 

 

1.0

 

 

 

(3.3

)

Stock-based compensation

 

 

2.0

 

 

 

2.9

 

 

 

10.3

 

 

 

10.4

 

Changes in assets and liabilities, net of impact of acquisitions:

 

 

 

 

 

 

 

 

 

 

 

 

Receivables

 

 

(5.8

)

 

 

(10.6

)

 

 

(1.4

)

 

 

113.0

 

Inventories

 

 

3.0

 

 

 

(24.9

)

 

 

16.4

 

 

 

154.5

 

Accounts payable

 

 

(22.3

)

 

 

37.2

 

 

 

(26.7

)

 

 

(124.3

)

Accrued compensation and employee benefits

 

 

6.2

 

 

 

0.7

 

 

 

7.9

 

 

 

(5.8

)

Other operating items, net

 

 

(21.9

)

 

 

(4.0

)

 

 

(26.6

)

 

 

2.4

 

Net cash provided by operating activities

 

 

35.6

 

 

 

79.2

 

 

 

199.5

 

 

 

315.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Investment in property, plant and equipment

 

 

(44.8

)

 

 

(9.0

)

 

 

(103.4

)

 

 

(45.5

)

Proceeds from sale of assets, net of selling costs

 

 

0.4

 

 

 

0.1

 

 

 

1.2

 

 

 

23.3

 

Acquisitions, net of cash acquired

 

 

-

 

 

 

-

 

 

 

(21.0

)

 

 

-

 

Net cash used in investing activities

 

 

(44.4

)

 

 

(8.9

)

 

 

(123.2

)

 

 

(22.2

)

 

 

 

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Distribution to the Former Parent in connection with the Separation

 

 

-

 

 

 

-

 

 

 

(150.0

)

 

 

-

 

Transfers to Former Parent, net

 

 

-

 

 

 

(61.1

)

 

 

(47.6

)

 

 

(199.8

)

Proceeds from (repayment of) short-term borrowings

 

 

-

 

 

 

(0.8

)

 

 

127.2

 

 

 

(45.2

)

Proceeds from revolving credit facility borrowings - swingline

 

 

123.5

 

 

 

-

 

 

 

266.1

 

 

 

-

 

Repayments of revolving credit facility borrowings - swingline

 

 

(122.7

)

 

 

-

 

 

 

(248.1

)

 

 

-

 

Principal payments on long-term debt

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(15.0

)

Proceeds from issuance of common shares, net of tax withholdings

 

 

0.3

 

 

 

-

 

 

 

0.3

 

 

 

-

 

Payments to noncontrolling interests

 

 

(5.0

)

 

 

(8.4

)

 

 

(8.8

)

 

 

(20.2

)

Dividends paid

 

 

(7.9

)

 

 

-

 

 

 

(7.9

)

 

 

-

 

Net cash used in financing activities

 

 

(11.8

)

 

 

(70.3

)

 

 

(68.8

)

 

 

(280.2

)

 

 

 

 

 

 

 

 

 

 

 

 

Increase (decrease) in cash and cash equivalents

 

 

(20.6

)

 

 

-

 

 

 

7.5

 

 

 

12.6

 

Cash and cash equivalents at beginning of period

 

 

60.8

 

 

 

32.7

 

 

 

32.7

 

 

 

20.1

 

Cash and cash equivalents at end of period

 

$

40.2

 

 

$

32.7

 

 

$

40.2

 

 

$

32.7

 

 

 



 

WORTHINGTON STEEL, INC.
NON-GAAP FINANCIAL MEASURES / SUPPLEMENTAL DATA
(In millions, except volume and per share amounts)

 

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”). The Company also presents certain non-GAAP financial measures including (a) adjusted operating income, (b) adjusted earnings before income taxes, (c) adjusted income tax expense, (d) adjusted net earnings attributable to controlling interest, (e) adjusted net earnings per diluted share attributable to controlling interest, (f) net earnings before interest and taxes attributable to controlling interest (“EBIT”), (g) adjusted net earnings before interest and taxes attributable to controlling interest (“adjusted EBIT”), (h) net earnings before interest, taxes, depreciation and amortization attributable to controlling interest (“EBITDA”), (i) adjusted net earnings before interest, taxes, depreciation and amortization attributable to controlling interest (“adjusted EBITDA”), (j) free cash flow, (k) total debt less cash and cash equivalents (“net debt”), and (l) pro forma adjusted net earnings before interest and taxes attributable to controlling interest (“pro forma adjusted EBIT”).

 

These non-GAAP financial measures typically exclude impairment and restructuring charges (gains), but may also exclude other items that management believes are not reflective of, and thus should not be included when evaluating the performance of the Company’s ongoing operations. Management uses these non-GAAP financial measures to evaluate the Company’s performance, engage in financial and operational planning, and determine incentive compensation and believes these non-GAAP financial measures provide useful information to investors because they provide additional perspective on the performance of the Company’s ongoing operations. Additionally, management believes these non-GAAP financial measures provide useful information to investors because they allow for meaningful comparisons and analysis of trends in the Company’s business and enable investors to evaluate operations and future prospects in the same manner as management.

 

For the purposes of the subsequent tables, the non-GAAP measures have been adjusted for the items identified below:

Impairment of long-lived assets - impairments are excluded because they do not occur in the ordinary course of the Company’s ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results.
Restructuring activities - restructuring activities consist of items that are not part of the Company’s ongoing operations, such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions).
Separation costs - direct and incremental costs incurred in connection with the Separation from Former Parent, including audit, legal, and other fees paid to third-party advisors as well as direct and incremental costs associated with the separation of shared corporate functions which are not part of the Company’s ongoing operations.
Tax indemnification adjustment - tax expense and indemnification receivable adjustment reported in Miscellaneous income, net related to an indemnification agreement with the former owners of Tempel Steel Company (“Tempel”) as a result of an unfavorable tax ruling in one of the jurisdictions in which Tempel operates. The indemnification agreement, which was entered into with the former Tempel owners at the time the Company acquired Tempel, provides protection of unfavorable rulings by tax authorities through the acquisition date.

 

The following provides a reconciliation to the non-GAAP financial measures adjusted operating income, adjusted earnings before income taxes, adjusted income tax expense, adjusted net earnings attributable to controlling interest and adjusted net earnings per diluted share attributable to controlling interest from the most comparable GAAP measures for the three- and twelve-month periods ended May 31, 2024 and May 31, 2023.

 

 

 

Three Months Ended May 31, 2024

 

 

 

Operating
Income

 

 

Earnings Before Income Taxes

 

 

Income Tax Expense

 

 

Net Earnings Attributable to Controlling Interest

 

 

Net Earnings per Diluted Share Attributable to Controlling Interest

 

GAAP

 

$

67.3

 

 

$

75.3

 

 

$

17.6

 

 

$

53.2

 

 

$

1.06

 

Tax indemnification adjustment

 

 

-

 

 

 

(2.8

)

 

 

(2.8

)

 

 

-

 

 

 

-

 

Non-GAAP

 

$

67.3

 

 

$

72.5

 

 

$

14.8

 

 

$

53.2

 

 

$

1.06

 

 



 

 

 

Three Months Ended May 31, 2023

 

 

 

Operating
Income

 

 

Earnings Before Income Taxes

 

 

Income Tax Expense

 

 

Net Earnings Attributable to Controlling Interest

 

 

Net Earnings per Diluted Share Attributable to Controlling Interest

 

GAAP

 

$

89.8

 

 

$

95.0

 

 

$

23.4

 

 

$

67.3

 

 

$

1.37

 

Impairment of long-lived assets

 

 

1.8

 

 

 

1.8

 

 

 

(0.5

)

 

 

1.3

 

 

 

0.03

 

Separation costs

 

 

5.5

 

 

 

5.5

 

 

 

(1.7

)

 

 

3.8

 

 

 

0.07

 

Non-GAAP

 

$

97.1

 

 

$

102.3

 

 

$

21.2

 

 

$

72.4

 

 

$

1.47

 

 

 

 

Twelve Months Ended May 31, 2024

 

 

 

Operating
Income

 

 

Earnings Before Income Taxes

 

 

Income Tax Expense

 

 

Net Earnings Attributable to Controlling Interest

 

 

Net Earnings per Diluted Share Attributable to Controlling Interest

 

GAAP

 

$

194.5

 

 

$

216.2

 

 

$

46.1

 

 

$

154.7

 

 

$

3.11

 

Impairment of long-lived assets

 

 

1.4

 

 

 

1.4

 

 

 

(0.2

)

 

 

0.7

 

 

 

0.01

 

Separation costs

 

 

19.5

 

 

 

19.5

 

 

 

(4.3

)

 

 

15.1

 

 

 

0.30

 

Tax indemnification adjustment

 

 

-

 

 

 

(2.8

)

 

 

(2.8

)

 

 

-

 

 

 

-

 

Non-GAAP

 

$

215.4

 

 

$

234.3

 

 

$

38.8

 

 

$

170.5

 

 

$

3.42

 

 

 

 

Twelve Months Ended May 31, 2023

 

 

 

Operating
Income

 

 

Earnings Before Income Taxes

 

 

Income Tax Expense

 

 

Net Earnings Attributable to Controlling Interest

 

 

Net Earnings per Diluted Share Attributable to Controlling Interest

 

GAAP

 

$

120.3

 

 

$

128.7

 

 

$

29.0

 

 

$

87.1

 

 

$

1.77

 

Impairment of long-lived assets

 

 

2.1

 

 

 

2.1

 

 

 

(0.5

)

 

 

1.5

 

 

 

0.03

 

Restructuring and other income, net

 

 

(4.2

)

 

 

(4.2

)

 

 

0.6

 

 

 

(1.7

)

 

 

(0.03

)

Separation costs

 

 

17.5

 

 

 

17.5

 

 

 

(4.4

)

 

 

13.1

 

 

 

0.26

 

Non-GAAP

 

$

135.7

 

 

$

144.1

 

 

$

24.7

 

 

$

100.0

 

 

$

2.03

 

 



 

To further assist in the analysis of results for the periods presented, the following volume and net sales information for three- and twelve-month periods ended May 31, 2024 and May 31, 2023, has been provided along with a reconciliation of the non-GAAP financial measures adjusted EBIT and adjusted EBITDA to the most comparable GAAP measure, which is net earnings attributable to controlling interests. Net earnings margin is calculated by dividing net earnings attributable to controlling interest by net sales. Adjusted EBIT margin is calculated by dividing adjusted EBIT by net sales. Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by net sales.

 

 

Three Months Ended

 

 

May 31,

 

(In millions, except volume)

2024

 

 

2023

 

Volume (tons)

 

1,029,565

 

 

 

1,052,928

 

Net sales

$

911.0

 

 

$

884.0

 

 

 

 

 

 

Net earnings attributable to controlling interest

$

53.2

 

 

$

67.3

 

Interest expense, net

 

2.4

 

 

 

0.4

 

Income tax expense

 

17.6

 

 

 

23.4

 

EBIT

 

73.2

 

 

 

91.1

 

Impairment of long-lived assets

 

-

 

 

 

1.8

 

Separation costs

 

-

 

 

 

5.5

 

Tax indemnification adjustment

 

(2.8

)

 

 

-

 

Adjusted EBIT

 

70.4

 

 

 

98.4

 

Depreciation and amortization

 

16.1

 

 

 

17.1

 

Adjusted EBITDA

$

86.5

 

 

$

115.5

 

 

 

 

 

 

Net earnings margin

 

5.8

%

 

 

7.6

%

Adjusted EBIT margin

 

7.7

%

 

 

11.1

%

Adjusted EBITDA margin

 

9.5

%

 

 

13.1

%

 

 

Twelve Months Ended

 

 

May 31,

 

(In millions, except volume)

2024

 

 

2023

 

Volume (tons)

 

4,007,373

 

 

 

3,954,575

 

Net sales

$

3,430.6

 

 

$

3,607.7

 

 

 

 

 

 

Net earnings attributable to controlling interest

$

154.7

 

 

$

87.1

 

Interest expense, net

 

6.0

 

 

 

3.0

 

Income tax expense

 

46.1

 

 

 

29.0

 

EBIT

 

206.8

 

 

 

119.1

 

Impairment of long-lived assets(2)

 

0.9

 

 

 

1.9

 

Restructuring and other income, net(1)

 

-

 

 

 

(2.4

)

Separation costs

 

19.5

 

 

 

17.5

 

Tax indemnification adjustment

 

(2.8

)

 

 

-

 

Adjusted EBIT

 

224.4

 

 

 

136.1

 

Depreciation and amortization

 

65.3

 

 

 

69.6

 

Adjusted EBITDA

$

289.7

 

 

$

205.7

 

 

 

 

 

 

Net earnings margin

 

4.5

%

 

 

2.4

%

Adjusted EBIT margin

 

6.5

%

 

 

3.8

%

Adjusted EBITDA margin

 

8.4

%

 

 

5.7

%

 

 

 

(1)
Excludes the noncontrolling interest portion of restructuring and other income, net of $(1.8) million in the prior year period.
(2)
Excludes the noncontrolling interest portion of impairment of long-lived assets of $0.5 million and $0.2 million in the fiscal 2024 period and prior year period, respectively.

 



 

The table below provides a reconciliation from net earnings (loss) attributable to controlling interest (the most comparable GAAP financial measure) to the non-GAAP financial measures, EBITDA and adjusted EBITDA, for each of the past five fiscal quarters and the twelve months ended May 31, 2024, and the twelve months ended February 29, 2024.

 

 

 

Fourth

 

 

Third

 

 

Second

 

 

First

 

 

Fourth

 

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

 

2024

 

 

2024

 

 

2024

 

 

2024

 

 

2023

 

Net earnings (loss) attributable to controlling interest

 

$

53.2

 

 

$

49.0

 

 

$

(6.0

)

 

$

58.5

 

 

$

67.3

 

Interest expense, net

 

 

2.4

 

 

 

2.9

 

 

 

0.2

 

 

 

0.5

 

 

 

0.4

 

Income tax expense (benefit)

 

 

17.6

 

 

 

14.0

 

 

 

(2.5

)

 

 

17.0

 

 

 

23.4

 

Depreciation and amortization

 

 

16.1

 

 

 

15.9

 

 

 

16.4

 

 

 

16.9

 

 

 

17.1

 

EBITDA

 

 

89.3

 

 

 

81.8

 

 

 

8.1

 

 

 

92.9

 

 

 

108.2

 

Impairment of long-lived assets

 

 

-

 

 

 

-

 

 

 

-

 

 

 

0.9

 

 

 

1.8

 

Restructuring and other income, net

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Separation costs

 

 

-

 

 

 

1.0

 

 

 

14.9

 

 

 

3.6

 

 

 

5.5

 

Tax indemnification adjustment

 

 

(2.8

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Adjusted EBITDA

 

$

86.5

 

 

$

82.8

 

 

$

23.0

 

 

$

97.4

 

 

$

115.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trailing twelve months adjusted EBITDA

 

$

289.7

 

 

$

318.7

 

 

 

 

 

 

 

 

 

 

 

 

The following provides a reconciliation of net cash provided by (used in) operating activities (the most comparable GAAP financial measure) to free cash flow for each of the past five fiscal quarters and the twelve months ended May 31, 2024. Free cash flow is a non-GAAP financial measure that management believes measures the Company’s ability to generate cash beyond what is required for its business operations and capital expenditures.

 

 

 

Fourth

 

 

Third

 

 

Second

 

 

First

 

 

Fourth

 

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

Quarter

 

 

 

2024

 

 

2024

 

 

2024

 

 

2024

 

 

2023

 

Net cash provided by (used in) operating activities

 

$

35.6

 

 

$

44.7

 

 

$

139.9

 

 

$

(20.7

)

 

$

79.2

 

Investment in property, plant and equipment

 

 

(44.8

)

 

 

(22.4

)

 

 

(18.9

)

 

 

(17.3

)

 

 

(9.0

)

Free cash flow

 

$

(9.2

)

 

$

22.3

 

 

$

121.0

 

 

$

(38.0

)

 

$

70.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trailing twelve months free cash flow

 

$

96.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following provides a reconciliation total debt (the most comparable GAAP financial measure) to the non-GAAP financial measure net debt. Net debt is calculated by subtracting cash and cash equivalents from total debt (defined as the aggregate of short-term borrowings, current maturities of long-term debt, and long-term debt). As of May 31, 2024, the Company has no long-term debt borrowings. The calculation of net debt as of May 31, 2024 and February 29, 2024 is outlined below.

 

 

 

May 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Total debt

 

$

148.0

 

 

$

147.2

 

Less: cash and cash equivalents

 

 

(40.2

)

 

 

(60.8

)

Net debt

 

$

107.8

 

 

$

86.4

 

 

To further assist in the analysis of results for the periods presented, the following information for the three- and twelve-month periods ended May 31, 2024 and May 31, 2023, has been provided along with a reconciliation of net earnings attributable to controlling interest (the most comparable GAAP financial measure) to pro forma adjusted EBIT. Pro forma adjusted EBIT is a non-GAAP financial measure that management believes includes incremental and on-going impacts to the Company’s operating results as a stand-alone public company resulting from the Separation from Former Parent. The pro forma financial information assumes the Separation occurred on June 1, 2022, the first day of the Company’s 2023 fiscal year.

 



 

The pro forma financial information has been prepared based upon the best available information and management estimates and is subject to assumptions and adjustments described in the accompanying footnotes. It is not intended to be a complete presentation of the Company’s financial position or results of operations had the Separation occurred as of and for the periods indicated. In addition, the pro forma financial information is being provided for informational purposes only, and is not necessarily indicative of the Company’s future results of operations or financial condition had the Separation and related transactions been completed on the dates assumed. Management believes these assumptions and estimates are reasonable, given the information available on the date of this release.

 

There were no incremental pro forma adjustments made for the three months ended May 31, 2024, given this period included the actual results of operating as a stand-alone public company. For the twelve months ended May 31, 2024, the adjustments included in the information below represent only the adjustments for the period prior to the Separation.

 

 

Three Months Ended

 

 

May 31,

 

 

2024

 

 

2023

 

Net earnings attributable to controlling interest

$

53.2

 

 

$

67.3

 

Interest expense, net

 

2.4

 

 

 

0.4

 

Income tax expense

 

17.6

 

 

 

23.4

 

EBIT

 

73.2

 

 

 

91.1

 

Impairment of long-lived assets

 

-

 

 

 

1.8

 

Separation costs

 

-

 

 

 

5.5

 

Tax indemnification adjustment

 

(2.8

)

 

 

-

 

Adjusted EBIT

 

70.4

 

 

 

98.4

 

Pro Forma Adjustments:

 

 

 

 

 

Incremental steel supply agreement margin(1)

 

-

 

 

 

1.0

 

Incremental stand-alone corporate costs(2)

 

-

 

 

 

(3.4

)

Total Pro Forma Adjustments

 

-

 

 

 

(2.4

)

Pro Forma Adjusted EBIT

$

70.4

 

 

$

96.0

 

 

 

Twelve Months Ended

 

 

May 31,

 

 

2024

 

 

2023

 

Net earnings attributable to controlling interest

$

154.7

 

 

$

87.1

 

Interest expense, net

 

6.0

 

 

 

3.0

 

Income tax expense

 

46.1

 

 

 

29.0

 

EBIT

 

206.8

 

 

 

119.1

 

Impairment of long-lived assets(4)

 

0.9

 

 

 

1.9

 

Restructuring and other income, net(3)

 

-

 

 

 

(2.4

)

Separation costs

 

19.5

 

 

 

17.5

 

Tax indemnification adjustment

 

(2.8

)

 

 

-

 

Adjusted EBIT

 

224.4

 

 

 

136.1

 

Pro Forma Adjustments:

 

 

 

 

 

Incremental steel supply agreement margin(1)

 

1.9

 

 

 

3.9

 

Incremental stand-alone corporate costs(2)

 

(8.5

)

 

 

(13.4

)

Total Pro Forma Adjustments

 

(6.6

)

 

 

(9.5

)

Pro Forma Adjusted EBIT

$

217.8

 

 

$

126.6

 

 

 

 

(1)
Reflects the incremental margin on sales to Former Parent under the steel supply agreement between the Company and Former Parent.
(2)
Includes an increase in SG&A expense for the three and twelve months ended May 31, 2024, and May 31, 2023, respectively, to capture the effects of recurring and ongoing costs required to operate the Company’s stand-alone corporate functions as well as public company costs, offset by lower corporate profit sharing and bonus expense post-separation than what was allocated to the Company in the combined financial statements due to the employee matters agreement with Former Parent.


 

(3)
Excludes the noncontrolling interest portion of restructuring and other income, net of $(1.8) million in the prior year period.
(4)
Excludes the noncontrolling interest portion of impairment of long-lived assets of $0.5 million and $0.2 million in the current year period and prior year period, respectively.

 

 

###



EX-99.2 3 ws-ex99_2.htm EX-99.2 EX-99.2

 

EXHIBIT 99.2

 

 

 

TRANSCRIPT

 

 

 

 

 

 

 

Worthington Steel, Inc.

NYSE:WS

Earnings Call

Thursday, June 27, 2024 1:30 PM GMT

CALL PARTICIPANTS 2

PRESENTATION 3

QUESTION AND ANSWER 8


WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Call Participants

....................................................................................................................................................................

EXECUTIVES

 

Geoffrey G. Gilmore

President, CEO & Director

 

Jeffrey R. Klingler

Executive VP & COO

 

Timothy A. Adams

VP & CFO

 

Melissa Dykstra

Vice President of Corporate Communication & Investor Relations

 

ANALYSTS

 

 

Martin John Englert

Seaport Research Partners

 

Philip Ross Gibbs

KeyBanc Capital Markets Inc., Research Division

 

John Charles Tumazos

John Tumazos Very Independent Research, LLC



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Presentation

....................................................................................................................................................................

Operator

Thank you for standing by. My name is Krista, and I'll be your conference operator today. At this time, I would like to welcome everyone to the Worthington Steel's Fourth Quarter 2024 Earnings Conference Call.

[Operator Instructions] I will now like to turn the conference over to Melissa Dykstra, Vice President of Communications and Investor Relations. Melissa, you may begin.

Melissa Dykstra

Vice President of Corporate Communication & Investor Relations

Thank you, operator. Good morning, and welcome to Worthington Steel's Fourth Quarter Fiscal Year 2024 Earnings Call. On our call today, we have Geoff Gilmore, Worthington Steel's President and Chief Executive Officer; Jeff Klingler, Executive Vice President and Chief Operating Officer; and Tim Adams, Vice President and Chief Financial Officer.

Before we get started, I'd like to note that certain statements made today are forward-looking within the meaning of the 1995 Private Securities Litigation Reform Act. These statements are subject to risks and uncertainties that could cause actual results to differ from those suggested.

We issued our earnings release yesterday after the market closed. Please refer to it for more detail on those factors that could cause actual results to differ materially.

Unless noted, as reported, today's discussion will reference non-GAAP financial measures, which adjust for certain items included in our GAAP results and which are presented on a stand-alone basis. You can find definitions of each non-GAAP measure and GAAP to non-GAAP reconciliations within our earnings release.

Today's call is being recorded, and a replay will be made available later today on worthingtonsteel.com. Now I'd like to turn the call over to Geoff Gilmore.

Geoffrey G. Gilmore

President, CEO & Director

Thanks, Melissa, and thanks to everyone who is joining today's call. It is a good morning here at Worthington Steel. We saw solid results in Q4 and finished fiscal year 2024 strong. Our performance and our people continue to demonstrate that Worthington Steel is a unique steel processor poised for significant growth.

Our ability to deliver value-added solutions to our customers and flat-rolled steel processing, electrical steel laminations and tailor welded products is unique to our industry. Our goal is to continue our distinctive positioning by offering processes that are truly differentiating, positioning us to maintain and gain leadership in the areas we serve.

As we enter fiscal year 2025, our first full year as a stand-alone company, we remain focused on executing our strategy and driving shareholder value through organic growth and strategic M&A. We believe our strategy and differentiation help ensure we are well positioned to grow and deliver strong returns for our shareholders. We have achieved a great deal in just 6 months as Worthington Steel, but we know we have much to accomplish.

With the Worthington business system embedded in everything we do, we will work to execute our strategy of focused investments in the rapidly growing electrical steel market, which is growing faster than GDP, margin accretive growth through disciplined CapEx and selective acquisitions and transformation, our system of continuous improvement to increase margins, reduce working capital and add capacity.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Our enhanced leadership focus, created by the separation, is driving accountability and organizational alignment around our vision and status as one of the most trusted, most innovative and most value-added metals processing partners in North America and beyond.

Essential to continuing as a market leader is our strong culture. Earlier this month, we celebrated Founder's Day, marking John H. McConnell's first order of steel. As we look to our 70th year in 2025, the philosophy Mr. Mac voiced and embodied is alive and well here at Worthington Steel. We continue to treat our customers, employees, investors and suppliers as we would like to be treated.

Examples of our award-winning culture and our philosophy in action are evident in several milestones we achieved this quarter. We were named a top workplace in our headquarter city of Columbus, Ohio for the 12th year in a row. This is an award based on feedback from our employees, so that makes winning even more special to me.

Our Worthington Samuel Coil Processing joint venture was named Company of the Year for 2023 by the Cleveland Chapter of the Association of Women in the Metals Industries for supporting growth and advancement of women in the Cleveland metals industry.

In April, we were named a John Deere Partner-level supplier for the 12th consecutive year. That same month, we were recognized as a 2023 Supplier of the Year by General Motors. This is the third time in the last 4 years we've earned this distinction. Both of these honors are from longtime customers who value Worthington Steel's proactive, solution-focused way of doing business.

Our dedication to helping our customers create value, every single day continues to pay off. I'd like to recognize and thank Worthington Steel's 4,600 employees who support our customers, live our philosophy and help us achieve our Vision.

I am excited about the progress we've made and the opportunities in front of us. We continue to deliver on our commitment to advance our industry through partnership with our customers and suppliers. We have the right team and the best culture to help us continue generating a return for our shareholders. It is a great time to be in steel processing. As customer needs grow ever more unique, the demand for the products and services we offer will continue to expand.

I'll now turn things over to Jeff Klingler to comment on our operations.

Jeffrey R. Klingler

Executive VP & COO

Thanks, Geoff, and good morning, everyone. As Geoff mentioned, we had a good quarter, highlighted by public accolades from multiple groups. Our ability to serve our customers has a direct correlation to our focus on safety.

I'd like to start off by congratulating our employees on the improvements we saw in fiscal year 2024. While our ultimate goal is zero incidents, we saw a 25% reduction in recordable injuries in fiscal year 2024, and I'm proud of what the team has accomplished. Our best-in-class safety record and programs that drive that record are a clear reflection of our People First philosophy.

As we look at the operational overview for the quarter, let's start with a look at what we saw in our 2 largest end markets.

Sales to the automotive market made up 52% of fourth quarter fiscal year 2024 sales, the same as the fourth quarter of fiscal year 2023. The automotive market remains solid for us, and we believe North American light vehicle production could return to pre-COVID levels of more than 16 million units as early as next calendar year.

Our OEM customers anticipate more growth in the EV and plug-in hybrid market as adoption continues to grow. Our capital investments in our Mexico electrical steel facility will allow us to capitalize on this opportunity.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

The construction industry remains the second largest market we serve. In the fourth quarter of fiscal year 2024, the construction market made up 14% of our sales, reflecting a modest increase over the fourth quarter of fiscal year 2023 when construction was only 12% of sales. The construction market is a large and diverse market. In the submarkets where we participate, we experienced strength in the fencing, metal building and culvert markets.

Turning to operational highlights for the quarter, our large capital projects related to electrical steel continue to be on track and on budget. 3 of the 5 new presses arrived at our electrical steel facility in Mexico during Q4. We are finalizing the installation of the first press, and we'll turn our attention to the second and third presses in the near future.

We are also making good progress with respect to our commercial efforts to win new business for electrical vehicle programs. We have secured enough orders to fill 3 of the initial 5 presses when the OEM programs are running at full production. Once the presses are installed, we will move to the next phase, where we will produce trial orders for our customers and prepare for production-level volumes expected in the fall of 2025.

Our Canada electrical steel expansion project is also progressing well from a commercial standpoint. We have been awarded enough new business to fill 50% of the new capacity as customers look to close the backlog in their transformer order book. Our Canada expansion remains on track, and we expect the facility to be operational by the end of calendar year 2025.

Last quarter, I talked about our newly licensed ablation technology for our tailor-welded blanks business. This will allow us to process many more automotive applications, including pillars, rails, cross car beams and door rings. In fact, we believe it opens up new products and opportunities for us in the existing welded blank market by about 30%. I'm pleased to share we are already receiving customer interest and orders.

We continue to be pleased with the reception from our customers as it relates to our large projects, as well as our newest electrical steel facility in Nagold, Germany. Our customers are enthusiastic about all 3 projects, and our list of potential commercial opportunities continues to grow.

Alongside this, we continue to use Transformation, our system of continuous improvement. We apply the transformation systematically in our plants as we look to improve safety, reduce inventory and scrap and enhance our overall productivity and performance. Our facilities are working on multiple transformation projects each year to optimize our processes and improve efficiencies.

In a recent example, our teams found a way to streamline material flow from the supplier to the customer. At one of our largest facilities, this transformation work has reduced work in process, improved process cycle times by 4 days and improved finished goods cycle times by 2 days.

This creates a more organized workflow and a safer environment for our employees. We expect it will also reduce working capital, allow us to respond more quickly to customers and make us even easier to do business with.

We are using those same tools and principles to apply the transformation to our corporate functions. We believe we will find efficiencies in these areas that will make us better partners and improve our bottom line. It's been an exceptional quarter, and our teams continue to perform and innovate, always with an eye towards safety.

I'll close my comments with a sincere thank you to everyone at Worthington Steel and turn the call over to Tim Adams.

Timothy A. Adams

VP & CFO

Thank you, Jeff, and good morning, everyone. Before I provide some color on the quarter, I would like to remind everyone that the current year fourth quarter consolidated results on a stand-alone basis are compared with a prior-year quarter, which was prepared on a carve-out basis.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

We finished our fiscal year with a strong quarter, reporting fourth quarter earnings of $53.2 million or

$1.06 per share as compared with the prior-year quarter earnings of $67.3 million or $1.37 per share.

The prior-year quarter included several unique items, including pretax separation expense of $5.5 million or $0.07 per share and a pretax impairment charge of $1.8 million or $0.03 per share related to idled equipment. Excluding these items, we generated earnings of $1.06 per share in the current quarter compared with $1.47 per share in the prior-year quarter.

In addition, in the fourth quarter, we had estimated pretax inventory holding losses of $3.4 million or

$0.05 per share compared to estimated pretax inventory holding gains of $32.6 million or $0.50 per share in the prior-year quarter and unfavorable pretax swing of $36 million or $0.55 per share.

In the fourth quarter, we reported adjusted EBIT of $70.4 million, which was down $28 million from the adjusted EBIT of $98.4 million in the prior-year quarter. This decrease was primarily due to lower gross margin, which was impacted by lower direct material spreads, including the impact of the estimated pretax inventory holding losses. Lower direct spreads were partially offset by higher toll spreads due to an improved mix within toll processing.

Additionally, SG&A was up $10.6 million from the prior year, primarily due to incremental costs associated with being a stand-alone company, higher incentive compensation and benefits cost and a $3.7 million swing in bad debt expense. In the prior-year quarter, we recognized income of $2 million associated with bad debt compared with $1.7 million of expense in the current-year quarter. We believe the bad debt expense variance is an isolated matter that is not expected to reoccur.

Fourth quarter results also included recognition of the final unfavorable tax court ruling related to a preacquisition Tempel matter, for which we were indemnified by the former owners of Tempel. The net impact on earnings is zero. However, we recognized $2.8 million of miscellaneous income related to the indemnity receivable and an additional $2.8 million of tax expense.

Next, I will provide some commentary on the market and our shipments. Similar to what we experienced over the past year, steel market pricing was volatile over the quarter.

Since hot rolled prices peaked in mid-January at $1,100 per ton, the market price for steel has been unsettled. Hot rolled prices fell to $750 per ton in March, increased in April, then fell back to $750 per ton in May. The hot rolled market recently decreased further with pricing in the range of $675 per ton.

With the decreases in market pricing, we expect estimated inventory holding losses in the first quarter of fiscal 2025 will be higher than the $3.4 million of estimated inventory holding losses in the fourth quarter. We estimate those losses could be approximately $15 million to $20 million on a pretax basis.

Net sales in the fourth quarter was $911 million, up 3% from the prior-year quarter, primarily due to slightly higher direct pricing and a favorable mix within toll processing, which included more high value- added processing. We shipped just over 1 million tons during the fourth quarter, which was down 2% compared with the prior-year quarter. Direct sales volume made up 58% of our mix in the fourth quarter compared with 57% in the prior-year quarter.

Direct sales volumes were down 1% over the prior-year quarter, with an increase in construction- related volume that was more than offset by softness in most other markets. Specifically as it relates to

construction, we utilized some open capacity to take on some spot in shorter-term construction business.

Direct sales volume to the automotive market was down 1% compared to the prior-year quarter. The decrease was primarily due to several programs reaching their end of life, while the replacement platforms experienced launch delays.

Our automotive book of business continues to be healthy, making up 52% of our sales in the fourth quarter. Our technical and commercial teams worked closely with our customers to provide solutions that help customers meet their challenges. The recent Supplier of the Year award from General Motors that Geoff Gilmore mentioned, is a result of our dedication to helping customers succeed.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Toll tons were down 3% year-over-year, primarily due to decreased toll pickling with the mills. However, the mix of toll volume was more heavily weighted towards higher value-added products, including galvanizing and tailor-welded blanking. We're cautiously optimistic about the next few quarters.

Our fourth quarter tends to be our strongest quarter from a volume standpoint, so we would expect the normal seasonal drop-off in volume during the summer months related to the automotive market. In addition, our fourth quarter benefited from a higher mix of galvanized in both our direct and total order books.

Turning to cash flows and the balance sheet. Cash flow from operations was $35.6 million, and free cash flow was an outflow of $9.2 million. During the fourth quarter, we spent $44.8 million on capital expenditures related to a variety of projects, including the previously announced electrical steel expansions in Mexico and Canada. On a trailing 12-month basis, we generated $96 million of free cash flow.

Yesterday, we announced a quarterly dividend of $0.16 per share payable on September 27, 2024. In regard to our balance sheet, operating working capital increased $25.1 million during the fourth quarter, primarily due to a reduction in payables.

We ended the quarter with $40.2 million of cash, which is down $20.6 million from the third quarter due to spending on various strategic capital projects. Our ABL debt on May 31 was $148 million, resulting in net debt of $107.8 million.

In summary, Worthington Steel had an excellent fourth quarter, and all of our teams performed very well. Everyone at Worthington Steel continues to be focused on driving value for our stakeholders on both a near-term and long-term basis. I'm proud of our teams for their dedication and for their continued commitment to safety.

 

At this point, we would be happy to take your questions.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Question and Answer

....................................................................................................................................................................

Operator

[Operator Instructions] Your first question comes from Martin Englert with Seaport Research Partners.

Martin John Englert

Seaport Research Partners

Wanted to circle back and discuss just the overall profitability within steel EBITDA per ton, and some of this you alluded to in the discussion, but excluding the holding losses for the quarter, which were fairly minimal, I mean the underlying EBITDA seemed like it might have been a high watermark versus history. I understand it's not exact apples-to-apples, given the separation.

And so you called out higher mix of galv(anizing) and a favorable mix in tolling as maybe some of the drivers, but what I'm getting at is the sustainability of that type of underlying EBITDA. Or is this more of a, it was a good quarter and we had a favorable mix, higher galv(anizing), good margins on toll processing, and this is maybe a little bit of an anomaly relative to history?

Timothy A. Adams

VP & CFO

Yes, Martin, this is Tim. I think you answered your own question. I think it was -- overall, we had a very good mix this quarter. And within toll, we had some, galvanizing -- additional galvanizing tons as well as tailor-welded blanks tons. And then within direct, it was a lot more galv(anizing) as well.

We also picked up some spot business in there. You didn't mention that, but we picked up the spot business there in the construction market, and that was higher margins as well. So those were the big drivers for that.

Martin John Englert

Seaport Research Partners

Okay. That's helpful. I appreciate that. Can you discuss what you're seeing -- and again, you alluded to this when you talked about seasonality, but maybe a little bit more specific in July and overall automotive planned downtime. How is that looking maintenance schedules versus last year and versus history? And any comment as far as inventories in the auto supply chain that you're seeing?

Timothy A. Adams

VP & CFO

This is Tim again. Let me start just to talk about seasonality in general for us, and then I'll hand it over to Jeff Klingler to talk a little bit about what he's seeing in automotive.

So we went back and we looked at our seasonality quarter-by-quarter. So if you take our direct tons and divide it by 4 quarters, what you typically see for us is Q1 is what I would call the average quarter. When you look at Q2 and Q3, those tend to be down from a direct volume standpoint, 3% or 4%. And then when you look at Q4, that tends to be up 6% or 8%.

So Q1 perspective, it's an average quarter for us. So overall, what I'm trying to say is Q4 is our strongest, and Q1 tends to be the second strongest. Jeff, do you want comment on automotive?

Martin John Englert

Seaport Research Partners

I apologize for interrupting, but just to clarify, you're discussing negative 3% to 4% and up 6% to 8% versus the quarterly average for any given year. Is that seasonality?

Timothy A. Adams

VP & CFO



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Yes, versus the simple average.

Martin John Englert

Seaport Research Partners

Versus the simple average. Sure. Got it.

Jeffrey R. Klingler

Executive VP & COO

And then with regard to -- Martin, this is Jeff Klingler. With regards to the automotive market, we remain very optimistic about the automotive sector here in -- for the remainder of 2024. We will see the normal summer slowdown. I don't think anything right now has us believing it's going to be unusual or something out of the ordinary.

But we do expect to see the year-end a modest increase of 1% to 2% in -- over 2023 builds. We're keeping a very close eye on things such as inflation and interest rates, which could cause a slowdown there. But generally, we remain very optimistic.

Martin John Englert

Seaport Research Partners

The planned downtime, just looking at scheduled this year for the summer versus last year, you're not seeing any deviations or an extension on what's planned on being down versus last year?

Jeffrey R. Klingler

Executive VP & COO

No. We are anticipating roughly 2 weeks for most automobiles.

Martin John Englert

Seaport Research Partners

Okay. That's helpful. If I could, could you just provide an update on the electrical steel lamination business? I understand it's embedded in the overall business, but any kind of comment on how margins performed in the quarter, some goalposts on share of overall sales? And if there's anything else to add as far as the growth initiatives? I know you did touch on a lot of things in the prepared remarks, however, on that aspect.

Tim Adams

VP & CFO

Jeff, do you want to take that? And I can jump in?

Jeffrey R. Klingler

Executive VP & COO

Sure. Yes. Overall, in general, we're very pleased with the electric steel business. We're most excited about the investments that we have, that we've been talking quite a bit about, in Mexico or our focused factory expansion for electric vehicles. That project is on time and on budget. We've spent about $25 million to date. The building is nearly complete. We've installed the first press and are working on the next 3.

Commercially, we're very happy with the level of commercial activity and the new orders that we have received. Those orders will not start production -- very early production will be at the end of calendar 2025. So we still have a little time, but we're very pleased with the progress on that project.

And then in Canada, that project is also on time and on budget. We've spent also about $25 million to date. And production in that new facility will also begin at an initial scale towards the end of 2025. Same story there. We're very pleased with the level of commercial interest and activity. In fact, we've received orders already for roughly 50% of that future capacity.



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Geoffrey G. Gilmore

President, CEO & Director

And Martin, this is Geoff Gilmore. Just to add, you had mentioned margins that will be embedded in the business, which are exactly right, it's embedded in the rest of the business. But certainly, we've mentioned

this several times that the margin for the electrical steel lamination business will be our highest margin business. So that's certainly exciting to us.

And more importantly, we're making these investments because the growth in those markets will be much greater than GDP, we think, over the next 7 to 10 years. So we remain highly optimistic longer term.

Martin John Englert

Seaport Research Partners

Any goalposts on what the overall sales might have contributed for the quarter there or even the last year?

Timothy A. Adams

VP & CFO

No, we're not going to disclose that, Martin. It's embedded in the business, and that's how we're going to continue to report it.

Martin John Englert

Seaport Research Partners

Would you have any interest in going further downstream, potentially partnering with somebody to produce transformers?

Geoff Gilmore

President, CEO & Director

Martin, right now, no. I think we have a very specific strategy that we're confident in. It's our -- and staying close to our core right now. Think about the growth over the next 10 years, let us get our arms around this and enjoy the opportunity we have in front of us and be best-in-class before we start getting too far ahead of ourselves. So we're going to stay close to our core.

Martin John Englert

Seaport Research Partners

Okay. Excellent. I appreciate that. Nice job on the quarter.

Operator

Your next question comes from Phil Gibbs with KeyBanc Capital Markets.

Philip Ross Gibbs

KeyBanc Capital Markets Inc., Research Division

Question on some of the color you provided for the new business wins. I think you said 3 out of the 5 presses and 50%of the capacity related to Mexico and Canada, respectively, that you already gone out and secured business for.

Would it be your goal in the months ahead to try to secure more business on that capacity? Or are you purposely leaving some open for spot? So I'm just trying to think about how you view the value of that capacity and leaving some open or wanting firm commitments.

Jeffrey R. Klingler

Executive VP & COO



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Yes, sure. Good morning, Phil, Jeff Klingler here. Good question. So two different scenarios. In Mexico, you're right, we've installed 2 of the first 5 presses. We have intentions to buy 10 presses for that building. And yes, we would anticipate in that type of business, partially because of the sales cycle time from program startup.

We are actively pursuing business ahead of the equipment being installed and commitments in advance. So we are actively pursuing and continue to win new programs that will launch 18 to 24 months out from the time are awarded.

In Canada, for the transformer business, we will -- we're very happy with the position right now that we have, having 50% of that capacity pre-sold, so to speak, with a long-term commitment. And we will, from this point on, take that more of a case-by-case basis.

We do need to leave a certain percentage of that capacity open for flexibility and for surge demand and things like that, but we certainly like the comfort of having commitments in advance of installing equipment.

So we're going to balance that. It's going to be very situational. There are a handful of places that we would like to go secure some longer-term commitments. But we're happy with the pace that we're on right now.

Geoffrey G. Gilmore

President, CEO & Director

And Phil, this is Geoff Gilmore. This will make sense to you, I believe, is Mexico, that's highly automotive. So that will be contractual business. So if we're able to fill up as those presses are on order, that's an ideal situation. So we're pleased with where we're at. As you know, you're aware of those programs, and it's generally life of program. So they're longer-term contracts.

And Jeff hit the nail on the head, Canada is a bit of a different situation. Jeff and his team, obviously, were excited to go out and you fill up 50% of that business out of the gate. So you've got a great baseload business, you're covering your fixed cost. And now Jeff and team have a great opportunity to continue to sell that capacity, which we're highly optimistic he'll do.

Philip Ross Gibbs

KeyBanc Capital Markets Inc., Research Division

And then I also had a question -- yes, can you hear me?

Geoffrey G. Gilmore

President, CEO & Director

Yes.

Philip Ross Gibbs

KeyBanc Capital Markets Inc., Research Division

Okay. I also had a question on net working capital and just how we should think about the evolution over the next couple of quarters that did come in a bit above our expectations this quarter. And so trying to think about what that could look like in the next couple of quarters with -- particularly with some of the substrate costs coming down?

Timothy A. Adams

VP & CFO

Yes. I don't have specific numbers to give you, but your intuition is absolutely correct. As the price of steel has come down, we will release working capital over time. So you should see an improvement in working capital quarter-over-quarter.

Philip Ross Gibbs

KeyBanc Capital Markets Inc., Research Division



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

And then lastly for me, you mentioned at our conference a few weeks ago that you're -- I think you're in the early innings of some structural things you're doing into the business in terms of either cost or efficiency relief. And I think that was also outlined in your Investor Day a few quarters ago in terms of embedding that [ 10% ] EBITDA margin goal.

And so a long-winded question, but a way of asking, where should we see some of those initiatives flow through? What are some of those initiatives? And can you just basically talk about that process and if we're on the right track here with the way that we're thinking about it in terms of what you're communicating?

Jeffrey R. Klingler

Executive VP & COO

Phil, this is Jeff Klingler again. I'll kick it off and let Tim or Geoff add in if they'd like. I'll talk to you about where we're at and what we're targeting. So we spend a lot of time talking about our transformation process, which is our continuous improvement program. It's really just a systematic way of identifying and eliminating waste across all our organization.

What's new in the new structure you mentioned is we are taking that expertise, and we are focusing on some of the corporate functions, IT, human resources, finance and indirect purchasing. So we're taking the same process. We're mapping out all the processes and value stream. And then we are identifying areas that we want to I say attack.

But we want to take our improvement -- various ways of improvement, the techniques we've developed over the years to problem solve. And yes, we think we're going to be able to streamline, make things more efficient, reduce cost and generally make it much easier to serve the businesses from the corporate functions.

So Tim -- I don't know -- where we're at right now is we just kicked it off last month, and the program, and we're in the stage of mapping all those processes out.

Geoffrey G. Gilmore

President, CEO & Director

And then, Phil, this is Geoff Gilmore. Just to add, as you think about timing of this, really about a 12- month process. I mean it's a methodical approach. We'll do a deep-dive diagnostic into each one of those departments. And so you're truly trying to identify what's working, maybe what's not working, what do you need to add? What do you need to eliminate? And once you go through that diagnostic process, then you're putting in plans to implement.

And really, a good way to look at this is worst-case scenario for the corporate functions, our biggest customer is the business. And so we become a better supplier to the business. And then the business becomes a better supplier to our customers.

Best case is we find those efficiencies and there's cost savings and improvement to the bottom line. And we're confident that we'll see both, and we're excited about the initiatives, and I know Jeff Klingler is very excited about the opportunities.

Operator

Your next question comes from John Tumazos with John Tumazos Very Independent Research.

John Charles Tumazos

John Tumazos Very Independent Research, LLC

Thank you for the $1.06 of earnings, steel business is a tough place. Should we expect Worthington to generate cash in the August quarter from working capital, given that the steel prices fell?

Timothy A. Adams

VP & CFO



 

WORTHINGTON STEEL,INC. Q4 FY 2024 EARNINGS CALL JUN 27, 2024

Yes, absolutely. As prices fall -- this came up a little bit earlier, but we expect to release some working capital. I haven't quantified it yet, but that -- typically, that's what we see.

Operator

And ladies and gentlemen, that does conclude our question-and-answer session. I will now turn the conference back over to Geoff Gilmore for closing remarks.

Geoffrey G. Gilmore

President, CEO & Director

Thank you, everybody, for listening in and showing interest in Worthington Steel. I appreciate all the great questions. Again, we're very pleased. And I want to thank all of our employees, the 4,600 again. And we will look forward to getting back with you at the end of this quarter for another update. Thank you.

Have a great day.

Operator

This concludes today's conference call. Thank you for your participation, and you may now disconnect.



EX-99.3 4 ws-ex99_3.htm EX-99.3 EX-99.3

 

EXHIBIT 99.3

 

img241050635_0.jpg 

 

Worthington Steel Declares Quarterly Dividend

 

06/26/2024

 

COLUMBUS, Ohio--(BUSINESS WIRE)-- The board of directors of Worthington Steel, Inc. (NYSE: WS) has declared a quarterly dividend of $0.16 per common share. The dividend is payable on September 27, 2024, to shareholders of record September 13, 2024.

 

Worthington Steel will host a conference call to discuss its fiscal fourth quarter results at 8:30 a.m. ET on Thursday, June 27, 2024. A live webcast of the call will be available on the Investor Relations section of the Company’s website at www.WorthingtonSteel.com and will be archived for one year.

 

Live Conference Call Schedule

Date:

Thursday, June 27, 2024

Start Time:

8:30 a.m. ET

Conference ID:

5714141

Toll-Free Dial-In Number:

888.510.2553

 

To automatically receive Worthington Steel financial news by email, please visit https://ir.worthingtonsteel.com and subscribe to email alerts.

 

About Worthington Steel

 

Worthington Steel (NYSE:WS) is a metals processor that partners with customers to deliver highly technical and customized solutions. Worthington Steel’s expertise in carbon flat-roll steel processing, electrical steel laminations and tailor welded solutions are driving steel toward a more sustainable future.

As one of the most trusted metals processors in North America, Worthington Steel and its 4,600 employees harness the power of steel to advance our customers’ visions through value-added processing capabilities including galvanizing, pickling, configured blanking, specialty cold reduction, lightweighting and electrical lamination. Headquartered in Columbus, Ohio, Worthington Steel operates 32 facilities in seven states and six countries. Following a people-first Philosophy, commitment to sustainability and proven business system, Worthington Steel’s purpose is to generate positive returns by providing trusted and innovative solutions for customers, creating opportunities for employees, and strengthening its communities.

 

Safe Harbor Statement

Worthington Steel wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995 (the “Act"). Statements by Worthington Steel which are not historical information constitute "forward looking statements" within the meaning of the Act. All forward-looking statements are subject to risks and uncertainties which could cause actual results to differ from those projected. Factors that could cause actual results to differ materially include risks, uncertainties and impacts described from time to time in Worthington Steel’s filings with the Securities and Exchange Commission.

 

 

Melissa Dykstra

Vice President, Corporate Communications and Investor Relations
Phone: 614-840-4144
Melissa.Dykstra@worthingtonsteel.com

Source: Worthington Steel, Inc.

 

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