Goodman Files 2006 10-K and Revises Results for Interim Periods
30 Mars 2007 - 2:44PM
Business Wire
Goodman Global, Inc. (NYSE: GGL), together with its wholly-owned
subsidiary, Goodman Global Holdings, Inc., today announced it has
filed its 2006 annual report on Form 10-K, which included restated
results for the second, third and fourth quarters. The restatements
had no impact on the previously released net income for the year
ended Dec. 31, 2006 and are solely related to the allocation of
derivative costs among quarters. In addition, the Company announced
it intends to amend and restate its 2006 quarterly reports on Form
10-Q for the second and third quarters. The restatements are the
result of a reassessment of the accounting for some commodity
derivative contracts which were deemed to not qualify for hedge
accounting under Statement of Financial Accounting Standards No.
133, �Accounting for Derivative Instruments and Hedge Activities�
(SFAS No. 133). The effect of the change in accounting for some
derivative contracts is to accelerate into the second quarter the
impact of a decline in fair value at June 30, 2006 that previously
had been recognized in third and fourth quarter net income. The
cumulative effects of the restatements have no impact on the
previously released net sales, net income, earnings per share,
EBITDA or net cash provided by operations for the year ended Dec.
31, 2006. In addition, the quarterly restatements do not change the
previously reported net sales or net cash provided by (used in)
operations for any of the quarters of 2006. The effect of the
change in accounting is to reduce second quarter net income and
earnings per share by $4.3 million and $0.06, respectively;
increase third quarter net income and earnings per share by $1.6
million and $0.02, respectively; and increase fourth quarter net
income and earnings per share by $2.7 million and $0.04,
respectively. (See section entitled �Non-GAAP Financial Measures�
for definitions of EBITDA.) The change in the accounting for the
2006 derivative contracts does not impact the Company�s previously
communicated 2007 Outlook for EBITDA and earnings per share.
Background The Company uses derivatives to limit market risk
associated with prices of commodities, primarily aluminum and
copper. The Company seeks to manage the risk of commodity price
movements with derivative contracts to enhance its competitiveness.
During the second quarter 2006, Goodman entered into derivative
contracts to secure its purchase of aluminum and copper at prices
within a predetermined range. The Company implemented hedge
accounting for those contracts, and Goodman management, in
consultation with the Company�s outside auditors, determined that
accounting for its derivatives contracts as effective cash flow
hedges was appropriate. After a recent review it was determined
that the technical test of effectiveness for treatment as cash flow
hedges did not satisfy the requirements of SFAS No. 133 for some of
the contracts. This reassessment has resulted in the need to
restate the financial results for the second, third and fourth
quarters of 2006. Management does not believe that these
restatements reflect any underlying change in the expected economic
performance of the Company. About Goodman Houston-based Goodman
Global, Inc. is the second-largest domestic unit manufacturer of
heating, ventilation and air conditioning products for residential
and light-commercial use. Goodman�s products are predominantly
marketed under the Goodman�, Amana� and Quietflex� brand names, and
are sold through company-operated and independent distribution
networks with more than 800 total distribution points throughout
North America. For more information about Goodman, visit
www.goodmanglobal.com. Amana� is a trademark of Maytag Corporation
and is used under license to Goodman Company, L.P. All rights
reserved. Safe Harbor for Forward-Looking and Cautionary Statements
Certain statements in this press release are �forward-looking
statements� within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements involve a number of risks, uncertainties and other
factors that could cause actual results, performance or
achievements of Goodman to be materially different from any future
results, performance or achievements expressed or implied by these
forward-looking statements. The words �believe,� �expect,�
�anticipate,� �intend,� �estimate,� and other expressions that are
predictions of or indicate future events and trends and that do not
relate to historical matters identify forward-looking statements.
Forward looking statements also include statements about the
following subjects: changes in weather patterns and seasonal
fluctuations; changes to the 13 SEER federally mandated minimum
efficiency standard; the maturation of Goodman�s new
company-operated distribution centers; increased competition and
technological changes and advances; increases in the cost of raw
materials and components; Goodman�s relations with its independent
distributors; and damage or injury caused by Goodman�s products.
Goodman undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events, changed circumstances or otherwise. These
forward-looking statements are subject to numerous risks and
uncertainties, including, but not limited to, the impact of general
economic conditions in the regions in which Goodman does business;
general industry conditions, including competition and product, raw
material and energy prices; the realization of expected tax
benefits; changes in exchange rates and currency values; capital
expenditure requirements; access to capital markets and the risks
and uncertainties described under �Risk factors� contained in
Goodman�s Annual Report on Form 10-K filed with the Securities and
Exchange Commission. Non-GAAP Financial Measures In addition to
reporting financial results that are determined in accordance with
GAAP, Goodman also reports EBITDA, a non-GAAP measure. Management
believes that the presentation of EBITDA enables investors to
better understand the Company�s underlying operational and
financial performance. EBITDA should be considered in addition to,
not as a substitute for, GAAP measures. It should not be considered
as an alternative to operating income, net income or earnings per
share, determined in accordance with GAAP; as an indicator of
Goodman�s operating performance; as an alternative to cash flows
from operating activities, determined in accordance with GAAP; or
as a measure of liquidity. EBITDA is commonly used in the financial
community, and Goodman uses EBITDA, as one criterion for evaluating
performance relative to that of similar companies. The Company�s
credit agreement and bond indentures have certain covenants that
use ratios utilizing a measure called adjusted EBITDA. In addition,
EBITDA may be used to determine incentive compensation for
employees. Goodman believes that EBITDA is an operating performance
measure, not a liquidity measure, and that EBITDA provides
investors and analysts with a measure of operating results
unaffected by differences in capital structures, capital investment
cycles and ages of related assets among otherwise comparable
companies. However, EBITDA is not a measurement of financial
performance under accounting principles generally accepted in the
United States, and Goodman�s EBITDA may not be comparable to
similarly titled measures of other companies. The most directly
comparable GAAP measure to EBITDA is net income. EBITDA, or
earnings before interest, taxes, and depreciation and amortization,
is calculated as net income plus interest, taxes, depreciation and
amortization.
Goodman Global (NYSE:GGL)
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