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):

January 27, 2010

 

 

Eagle Materials Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		1-12984		75-2520779
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

3811 Turtle Creek Blvd., Suite 1100, Dallas, Texas		75219
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number including area code: (214) 432-2000

Not Applicable

(Former name or former address if changed from 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))

 

 

 

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Item 2.02

Results of Operations and Financial Condition

On January 27, 2010, Eagle Materials Inc., a Delaware corporation (“Eagle”), announced its results of operations for the quarter ended December 31, 2009. A copy of Eagle’s earnings press release announcing these results is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

 

Exhibit Number		Description
99.1		Earnings Press Release dated January 27, 2010 issued by Eagle Materials Inc. (announcing quarterly operating results)

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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.

 

Date: January 27, 2010

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EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Earnings Press Release dated January 27, 2010 issued by Eagle Materials Inc. (announcing quarterly operating results)

Exhibit 99.1

 

		Contact at 214/432-2000
		Steven R. Rowley
		President & CEO
		D. Craig Kesler
		Executive Vice President & CFO
		Robert S. Stewart
		Executive Vice President

 

 

News For Immediate Release

EAGLE MATERIALS INC. REPORTS

THIRD QUARTER RESULTS

DALLAS, TX (January 27, 2010) - Eagle Materials Inc. (NYSE: EXP) today reported financial results for the third quarter of fiscal 2010 ended December 31, 2009. Notable items for the quarter include:

 

•

Net earnings of $4.7 million, or $0.11 per diluted share

 

•

Revenues of $104.6 million

 

•

Cash flow from operations of approximately $23 million

 

•

Net debt-to-total capitalization ratio of 38% compared to 45% a year ago

Revenues this quarter were down 24% compared with the same quarter a year ago. Net earnings were down 58% compared to the same quarter last year. Lower operating costs across all of Eagle’s businesses, as well as lower financing costs and corporate overhead, were offset by continued declines in quarterly sales volumes and prices.

Gypsum Wallboard and Paperboard

Gypsum Wallboard and Paperboard’s third quarter operating earnings of $0.9 million were down 86% over the same quarter last year. Lower net sales prices and sales volumes were the primary drivers of the quarterly earnings decline.

Gypsum Wallboard and Paperboard revenues for the third quarter totaled $58.3 million, a 24% decrease from the same quarter a year ago. The revenue decline reflects lower Gypsum Wallboard and Paperboard sales volumes and prices. The average Gypsum Wallboard net sales price this quarter was $89.00 per MSF, 14% less than the same quarter a year ago. Gypsum Wallboard sales volume for the quarter of 388 million square feet (MMSF) represents a 14% decline from the same quarter last year. The average Paperboard net sales price this quarter was $415.62 per ton, 16% less than the same quarter a year ago. Paperboard sales volume for the quarter was 50,000 tons, 4% less than the same quarter a year ago.

Cement, Concrete and Aggregates

Operating earnings from Cement for the third quarter were $13.4 million, a 39% decline from the same quarter a year ago. Cement revenues for the quarter, including joint venture and intersegment revenues, totaled $53.4 million, 25% less than the same quarter last year. Cement sales volumes for the quarter were 584,000 tons, 17% below the same quarter a year ago.

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Eagle’s purchased cement sales volumes for the quarter declined to approximately 2,000 tons, or less than 1% of total cement sales volume, compared to approximately 110,000 tons, or 16% of total sales volume for the same quarter a year ago. The average net sales price this quarter was $84.01 per ton, 12% less than the same quarter last year.

Concrete and Aggregates reported a $0.1 million operating loss for the third quarter, down from the $0.4 million operating profit for the same quarter a year ago, primarily due to lower sales volumes and net sales prices.

Revenues from Concrete and Aggregates were $9.3 million for the quarter, 39% less than the same quarter a year ago. Concrete sales volume decreased 34% from the same quarter a year ago to 95,000 cubic yards. Concrete average net sales price for the quarter of $66.53 per cubic yard was 9% less than the same quarter a year ago. Aggregates sales volume of 468,000 tons for this quarter was 36% less than the sales volume for the same quarter a year ago. Aggregates average net sales price for the quarter was $6.25, down 2% compared to last year’s third quarter.

Details of Financial Results

Texas Lehigh Cement Company LP, one of our cement plant operations, is conducted through a 50/50 joint venture (the “Joint Venture”). We utilize the equity method of accounting for our 50% interest in the Joint Venture. For segment reporting purposes we proportionately consolidate our 50% share of the Joint Venture’s revenues and operating earnings, which is consistent with the way management organizes the segments in the Company for making operating decisions and assessing performance.

In addition, for segment reporting purposes, we report intersegment revenues as a part of a segment’s total revenues. Intersegment sales are eliminated on the income statement. Refer to Attachment 4 for a reconciliation of the amounts referred to above.

About Eagle Materials Inc.

Eagle Materials Inc. manufactures and distributes Cement, Gypsum Wallboard, Recycled Paperboard, Concrete and Aggregates from 25 facilities across the US. The Company is headquartered in Dallas, Texas.

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EXP’s senior management will conduct a conference call to discuss the financial results, forward looking information and other matters at 2:00 p.m. Eastern Time (1:00 p.m. Central Time) on Wednesday, January 27, 2010. The conference call will be webcast simultaneously on the EXP Web site http://www.eaglematerials.com. A replay of the webcast and the presentation will be archived on that site for one year. For more information, contact EXP at 214-432-2000.

###

Forward-Looking Statements. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the context of the statement and generally arise when the Company is discussing its beliefs, estimates or expectations. These statements are not historical facts or guarantees of future performance but instead represent only the Company’s belief at the time the statements were made regarding future events which are subject to certain risks, uncertainties and other factors many of which are outside the Company’s control. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. The principal risks and uncertainties that may affect the Company’s actual performance include the following: the cyclical and seasonal nature of the Company’s business; public infrastructure expenditures; adverse weather conditions; availability of raw materials; changes in energy costs including, without limitation, natural gas and oil; changes in the cost and availability of transportation; unexpected operational difficulties; inability to timely execute announced capacity expansions; governmental regulation and changes in governmental and public policy (including, without limitation, climate change regulation); changes in economic conditions specific to any one or more of the Company’s markets; competition; announced increases in capacity in the gypsum wallboard and cement industries; changes in the demand for residential housing construction or commercial construction; general economic conditions; and interest rates. For example, increases in interest rates, decreases in demand for construction materials or increases in the cost of energy (including, without limitation, natural gas and oil) could affect the revenues and operating earnings of our operations. In addition, changes in national or regional economic conditions and levels of infrastructure and construction spending could also adversely affect the Company’s result of operations. These and other factors are described in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2009 and in its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2009. These reports are filed with the Securities and Exchange Commission. All forward-looking statements made herein are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed herein will increase with the passage of time. The Company undertakes no duty to update any forward-looking statement to reflect future events or changes in the Company’s expectations.

For additional information, contact at 214/432-2000.

Steven R. Rowley

President and Chief Executive Officer

D. Craig Kesler

Executive Vice President and Chief Financial Officer

Robert S. Stewart

Executive Vice President, Strategy, Corporate Development and Communications

 

(1)	Summary of Consolidated Earnings

 

(2)	Revenues and Earnings by Lines of Business (Quarter)

 

(3)	Revenues and Earnings by Lines of Business (Nine Months)

 

(4)	Sales Volume, Net Sales Prices and Intersegment and Cement Revenues

 

(5)	Consolidated Balance Sheets

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Eagle Materials Inc.

Attachment 1

Eagle Materials Inc.

Summary of Consolidated Earnings

(dollars in thousands, except per share data)

(unaudited)

 

		Quarter Ended December 31,
		2009			2008			Change
Revenues		$	104,639		$	137,829		-24	%
Earnings Before Income Taxes		$	5,467		$	16,550		-67	%
Net Earnings		$	4,684		$	11,259		-58	%
Earnings Per Share:
- Basic		$	0.11		$	0.26		-58	%
- Diluted		$	0.11		$	0.26		-58	%
Average Shares Outstanding:
- Basic			43,752,952			43,517,844		1	%
- Diluted			44,092,803			43,826,789		1	%
		Nine Months Ended December 31,
		2009			2008			Change
Revenues		$	370,716		$	493,566		-25	%
Earnings Before Income Taxes		$	40,150		$	49,726		-19	%
Net Earnings		$	28,798		$	34,734		-17	%
Earnings Per Share:
- Basic		$	0.66		$	0.80		-18	%
- Diluted		$	0.65		$	0.79		-18	%
Average Shares Outstanding:
- Basic			43,655,146			43,473,363		0	%
- Diluted			44,033,928			43,869,479		0	%

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Eagle Materials Inc.

Attachment 2

 

Eagle Materials Inc.

Revenues and Earnings by Lines of Business

(dollars in thousands)

(unaudited)

 

		Quarter Ended December 31,
		2009				2008				Change
Revenues*
Gypsum Wallboard and Paperboard:
Gypsum Wallboard		$	45,374			$	61,393			-26	%
Gypsum Paperboard			12,900				15,555			-17	%
			58,274				76,948			-24	%
			56	%			56	%
Cement (Wholly Owned)			37,171				45,874			-19	%
			35	%			33	%
Concrete and Aggregates			9,084				14,901			-39	%
			9	%			11	%
Other, net			110				106			+4	%
			0	%			0	%
Total		$	104,639			$	137,829			-24	%
			100	%			100	%
Operating Earnings
Gypsum Wallboard and Paperboard:
Gypsum Wallboard		$	(2,287	)		$	2,800			-182	%
Gypsum Paperboard			3,216				4,038			-20	%
			929				6,838			-86	%
			7	%			23	%
Cement:
Wholly Owned			7,481				13,330			-44	%
Joint Venture			5,910				8,681			-32	%
			13,391				22,011			-39	%
			93	%			75	%
Concrete and Aggregates			(98	)			406			-124	%
			-1	%			2	%
Other, net			110				106			+4	%
			1	%			0	%
Total Operating Earnings			14,332				29,361			-51	%
			100	%			100	%
Corporate General Expenses			(3,170	)			(5,140	)
Interest Expense, net			(5,695	)			(7,671	)
Earnings Before Income Taxes		$	5,467			$	16,550			-67	%

 

*	Net of Intersegment and Joint Venture Revenues listed on Attachment 4.

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Eagle Materials Inc.

Attachment 3

 

Eagle Materials Inc.

Revenues and Earnings by Lines of Business

(dollars in thousands)

(unaudited)

 

		Nine Months Ended December 31,
		2009				2008				Change
Revenues*
Gypsum Wallboard and Paperboard:
Gypsum Wallboard		$	159,016			$	217,374			-27	%
Gypsum Paperboard			38,298				55,710			-31	%
			197,314				273,084			-28	%
			53	%			55	%
Cement (Wholly Owned)			135,886				161,955			-16	%
			37	%			33	%
Concrete and Aggregates			37,319				54,682			-32	%
			10	%			11	%
Other, net			197				3,845			-95	%
			0	%			1	%
Total		$	370,716			$	493,566			-25	%
			100	%			100	%
Operating Earnings
Gypsum Wallboard and Paperboard:
Gypsum Wallboard		$	2,453			$	(3,928	)		n/a
Gypsum Paperboard			12,618				12,095			+4	%
			15,071				8,167			+85	%
			22	%			9	%
Cement:
Wholly Owned			34,241				46,313			-26	%
Joint Venture			18,276				25,421			-28	%
			52,517				71,734			-27	%
			76	%			82	%
Concrete and Aggregates			1,692				3,881			-56	%
			2	%			5	%
Other, net **			113				3,845			-97	%
			0	%			4	%
Total Operating Earnings			69,393				87,627			-21	%
			100	%			100	%
Corporate General Expenses			(12,314	)			(14,110	)
Interest Expense, net			(16,929	)			(23,791	)
Earnings Before Income Taxes		$	40,150			$	49,726			-19	%

 

*	Net of Intersegment and Joint Venture Revenues listed on Attachment 4.

**	Nine months ended December 31, 2008 results include a $2.6 million gain on sale of railcars.

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Eagle Materials Inc.

Attachment 4

 

Eagle Materials Inc.

Sales Volume, Net Sales Prices and Intersegment and Joint Venture Revenues

(unaudited)

 

		Sales Volume
		Quarter Ended December31,							Nine Months Ended December 31,
		2009		2008		Change			2009		2008		Change
Gypsum Wallboard (MMSF’s)		388		453		-14	%		1,302		1,655		-21	%
Cement (M Tons):
Wholly Owned		418		461		-9	%		1,497		1,601		-6	%
Joint Venture		166		240		-31	%		529		765		-31	%
		584		701		-17	%		2,026		2,366		-14	%
Paperboard (M Tons):
Internal		15		18		-17	%		53		68		-22	%
External		35		34		+3	%		105		118		-11	%
		50		52		-4	%		158		186		-15	%
Concrete (M Cubic Yards)		95		144		-34	%		380		501		-24	%
Aggregates (M Tons)		468		735		-36	%		1,928		2,835		-32	%

 

		Average Net Sales Price*
		Quarter Ended December 31,									Nine Months Ended December 31,
		2009			2008			Change			2009			2008			Change
Gypsum Wallboard (MSF)		$	89.00		$	103.71		-14	%		$	94.10		$	96.28		-2	%
Cement (Ton)		$	84.01		$	95.00		-12	%		$	86.34		$	96.63		-11	%
Paperboard (Ton)		$	415.62		$	494.11		-16	%		$	410.16		$	499.97		-18	%
Concrete (Cubic Yard)		$	66.53		$	72.74		-9	%		$	67.75		$	73.47		-8	%
Aggregates (Ton)		$	6.25		$	6.39		-2	%		$	6.36		$	6.56		-3	%

 

*	Net of freight and delivery costs billed to customers.

 

		Intersegment and Cement Revenues
		Quarter Ended December 31,						Nine Months Ended December 31,
		2009			2008			2009			2008
Intersegment Revenues:
Cement		$	915		$	1,582		$	3,748		$	5,433
Paperboard			8,124			10,309			26,753			38,754
Concrete and Aggregates			167			238			672			734
		$	9,206		$	12,129		$	31,173		$	44,921
Cement Revenues:
Wholly Owned		$	37,171		$	45,874		$	135,886		$	161,955
Joint Venture			15,327			23,955			48,736			76,073
		$	52,498		$	69,829		$	184,622		$	238,028

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Eagle Materials Inc.

Attachment 5

 

Eagle Materials Inc.

Consolidated Balance Sheets

(dollars in thousands)

(unaudited)

 

		December 31,								March 31, 2009*
		2009				2008
ASSETS
Current Assets –
Cash and Cash Equivalents		$	22,442			$	47,824			$	17,798
Accounts and Notes Receivable, net			38,262				50,614				44,261
Inventories			99,515				102,246				107,063
Prepaid and Other Assets			4,553				2,584				6,161
Total Current Assets			164,772				203,268				175,283
Property, Plant and Equipment –			1,100,534				1,086,826				1,089,610
Less: Accumulated Depreciation			(455,960	)			(407,514	)			(419,669	)
Property, Plant and Equipment, net			644,574				679,312				669,941
Notes Receivable			7,024				6,828				6,301
Investments in Joint Venture			33,797				38,016				39,521
Goodwill and Intangibles			152,335				152,971				152,812
Other Assets			24,065				24,531				22,810
		$	1,026,567			$	1,104,926			$	1,066,668
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities –
Accounts Payable		$	16,460			$	25,140			$	19,645
Federal Income Taxes Payable			3,817				2,470				—
Accrued Liabilities			38,086				44,804				44,604
Total Current Liabilities			58,363				72,414				64,249
Senior Notes			300,000				400,000				300,000
Bank Credit Facility			—				—				55,000
Long-Term Liabilities			100,090				90,626				97,104
Deferred Income Taxes			118,890				116,648				122,488
Stockholders’ Equity –
Preferred Stock, Par Value $0.01; Authorized 5,000,000 Shares; None Issued			—				—				—
Common Stock, Par Value $0.01; Authorized 100,000,000 Shares; Issued and Outstanding 43,809,874, 43,544,038 and 43,589,775 Shares, respectively.			438				435				436
Capital in Excess of Par Value			16,878				6,576				11,166
Accumulated Other Comprehensive Losses			(6,040	)			(1,368	)			(6,040	)
Retained Earnings			437,948				419,595				422,265
Total Stockholders’ Equity			449,224				425,238				427,827
		$	1,026,567			$	1,104,926			$	1,066,668

 

*	From audited financial statements.