Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
FORM 8-K
____________________________
 
 CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 30, 2019
____________________________
DUCOMMUN INCORPORATED
(Exact name of registrant as specified in its charter)
____________________________
Delaware
001-08174
 
95-0693330
(State or other jurisdiction
of incorporation)
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
200 Sandpointe Avenue, Suite 700, Santa Ana, California
 
92707-5759
 
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code (657) 335-3665
N/A
(Former name or former address, if changed since last report.)
____________________________ 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 Stock, $.01 par value per share
 
DCO
 
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.
Ducommun Incorporated issued a press release on October 30, 2019 in the form attached hereto as Exhibit 99.1.
 
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
 

Exhibit No.
Exhibit Title or Description






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
DUCOMMUN INCORPORATED
(Registrant)
Date: October 30, 2019
 
By:
/s/ Christopher D. Wampler
 
 
 
Christopher D. Wampler
 
 
 
Vice President, Interim Chief Financial Officer and Treasurer, and Controller and Chief Accounting Officer


Exhibit


EXHIBIT 99.1
https://cdn.kscope.io/b6af397698196e391fb718c9b1781eba-dcologoandaddressa05.jpg
NEWS RELEASE

Ducommun Incorporated Reports Results for the
Third Quarter Ended September 28, 2019
Revenue Rises 13%; Company Remains on Track for Strong 2019 Full Year Performance
SANTA ANA, California (October 30, 2019) – Ducommun Incorporated (NYSE:DCO) (“Ducommun” or the “Company”) today reported results for its third quarter ended September 28, 2019.
Third Quarter 2019 Highlights
Revenue increased 13.3% year-over-year to $181.1 million
Net income of $8.3 million, or $0.70 per diluted share
Gross margin increased 170 basis points year-over-year to 21.2%
Operating margin increased 380 basis points year-over-year to 8.1%
Adjusted EBITDA increased 30.8% year-over-year to $23.6 million
Acquired Nobles Worldwide, Inc. (“Nobles”) subsequent to quarter end
“I am very happy with the 3rd quarter results and continued strong performance of the company. We now have had five straight quarters of double digit revenue increases averaging 15% with over 85% of the gains being organic growth,” said Stephen G. Oswald, chairman, president and chief executive officer. “Our team continues to do an excellent job as well, relentlessly driving performance and cost through our Performance Center strategy expanding operating margins in the quarter by 380 basis points to 8.1% and achieving earnings of $0.70 per diluted share. Our strong performance also reflects ongoing demand for Ducommun’s broad array of engineering processes, products and aftermarket services along with pricing discipline. Adjusted EBITDA was also strong increasing almost 31% year-over-year to $24 million, and we generated $12.0 million in cash from operations, while our backlog remains near record levels.
“In addition and after the end of the quarter, I was pleased to announce that Ducommun had acquired Nobles Worldwide, a global leader in the design of ammunition handling systems. Nobles has been in business for over 70 years and supplies advanced tactical products for a variety of aircraft, naval vessels, and military vehicles in the U.S. and overseas. It’s a great fit for Ducommun’s defense platform opening new market opportunities while adding on another value-added, engineering products company with aftermarket support. Like our other two recent acquisitions, we believe Nobles will improve our growth profile, help expand margins and bolster our aftermarket services.
“As we look forward, we remain confident on a strong finish for 2019 and continued momentum in 2020 despite the continued uncertainty on the Boeing 737 Max return to service. We see great balance in the portfolio with our defense business and the many other commercial platforms we serve to deliver for Ducommun shareholders. Our team is also energized for the opportunities ahead.”
Third Quarter Results
Net revenue for the third quarter of 2019 was $181.1 million compared to $159.8 million for the third quarter of 2018. The year-over-year increase of 13.3% was primarily due to the following:
$12.6 million higher revenue in the Company’s commercial aerospace end-use markets due to additional content and higher build rates on large aircraft platforms; and
$9.0 million higher revenue in the Company’s military and space end-use markets due to higher build rates on other military and space platforms and various missile platforms.

1



Net income for the third quarter of 2019 was $8.3 million, or $0.70 per diluted share, compared to $4.2 million, or $0.36 per diluted share, for the third quarter of 2018. This reflects a $7.2 million increase in gross profit due to higher revenue and the associated operating leverage at the Company’s performance centers and operations performance. Restructuring charges were lower year-over-year by $3.4 million that were offset by $2.8 million of higher selling, general and administrative expenses, $1.9 million of higher interest expense, and $1.8 million of higher income taxes.
Gross profit for the third quarter of 2019 was $38.3 million, or 21.2% of revenue compared to gross profit of $31.1 million, or 19.5% of revenue, for the third quarter of 2018. The increase in gross margin year-over-year was due to improved operating leverage at the Company’s performance centers and improved operations performance. This resulted in favorable manufacturing volume, favorable product mix, and manufacturing efficiencies.
Operating income for the third quarter of 2019 was $14.6 million, or 8.1% of revenue, compared to $6.8 million, or 4.3% of revenue, in the comparable period last year. The year-over-year increase of $7.8 million was due to higher revenue and the associated operating leverage at the Company’s performance centers, improved operations performance, and lower restructuring charges in the current year.
Interest expense for the third quarter of 2019 was $4.4 million compared to $2.5 million in the comparable period of 2018. The year-over-year increase was due to higher interest rates.
Adjusted EBITDA for the third quarter of 2019 was strong at $23.6 million, or 13.1% of revenue, compared to $18.1 million, or 11.3% of revenue, for the comparable period in 2018, an increase of 30.8%.
During the third quarter of 2019, the net cash provided by operations was $12.0 million compared to $7.2 million during the third quarter of 2018. The change year-over-year was due to higher net income.
Business Segment Information
Electronic Systems
Electronic Systems segment net revenue for the quarter ended September 28, 2019 was $90.6 million, compared to $85.7 million for the third quarter of 2018. The year-over-year increase was primarily due to the following:
$5.0 million higher revenue within the Company’s military and space end-use markets due to higher build rates on other military and space platforms and various missile platforms, partially offset by lower military rotary-wing aircraft due to timing of orders; and
$0.2 million higher revenue within the Company’s commercial aerospace end-use markets.
Electronic Systems segment operating income was $9.7 million, or 10.7% of revenue, for the third quarter of 2019 compared to $9.1 million, or 10.6% of revenue, for the comparable quarter in 2018. The year-over-year increase of $0.6 million was due to lower restructuring charges.
Structural Systems
Structural Systems segment net revenue for the quarter ended September 28, 2019 was $90.5 million, compared to $74.1 million for the third quarter of 2018. The year-over-year increase was due to the following:
$12.4 million higher revenue within the Company’s commercial aerospace end-use markets due to additional content and higher build rates on large aircraft platforms; and
$4.0 million higher revenue within the Company’s military and space end-use markets due to higher build rates on military rotary-wing aircraft platforms and various missile platforms.
Structural Systems segment operating income for the quarter ended September 28, 2019 was $12.9 million, or 14.2% of revenue, compared to $4.0 million, or 5.3% of revenue, for the comparable quarter in 2018. The year-over-year increase of $8.9 million was due to improved operating leverage at the Company’s performance centers and improved operations performance. This resulted in favorable manufacturing volume, favorable product mix, and improved manufacturing efficiencies, along with lower restructuring charges in the current year.
Corporate General and Administrative (“CG&A”) Expenses
CG&A expenses for the third quarter of 2019 were $7.9 million, or 4.4% of total Company revenue, compared to $6.2 million, or 3.9% of total Company revenue, for the comparable quarter in the prior year. The year-over-year increase of

2



$1.7 million was due to higher other corporate expenses of $1.0 million and higher compensation and benefit costs of $0.7 million, partially offset by lower restructuring charges in the current year of $0.6 million.
Conference Call
A teleconference hosted by Stephen G. Oswald, the Company’s chairman, president, and chief executive officer, and Christopher D. Wampler, the Company’s vice president, interim chief financial officer and treasurer, and controller and chief accounting officer will be held today, October 30, 2019 at 2:00 p.m. PT (5:00 p.m. ET) to review these financial results. To participate in the teleconference, please call 844-239-5278 (international 574-990-1017) approximately ten minutes prior to the conference time. The participant passcode is 4590999. Mr. Oswald and Mr. Wampler will be speaking on behalf of the Company and anticipate the call (including Q&A) to last approximately 45 minutes.
This call is being webcast and can be accessed directly at the Ducommun website at www.ducommun.com. Conference call replay will be available after that time at the same link or by dialing 855-859-2056, passcode 4590999.
About Ducommun Incorporated
Ducommun Incorporated delivers value-added innovative manufacturing solutions to customers in the aerospace, defense and industrial markets. Founded in 1849, the Company specializes in two core areas - Electronic Systems and Structural Systems - to produce complex products and components for commercial aircraft platforms, mission-critical military and space programs, and sophisticated industrial applications. For more information, visit www.ducommun.com.
Forward Looking Statements
This press release and any attachments include “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, earnings guidance, the Company’s restructuring plan and any statements about the Company’s plans, strategies and prospects. The Company generally uses the words “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “look forward” and similar expressions in this press release and any attachments to identify forward-looking statements. The Company bases these forward-looking statements on its current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: whether the anticipated pre-tax restructuring charges will be sufficient to address all anticipated restructuring costs, including related to employee separation, facilities consolidation, inventory write-down and other asset impairments; whether the expected cost savings from the restructuring will ultimately be obtained in the amount and during the period anticipated; whether the restructuring in the affected areas will be sufficient to build a more cost efficient, focused, higher margin enterprise with higher returns for the Company's shareholders; the impact of the Company’s debt service obligations and restrictive debt covenants; the Company’s end-use markets are cyclical; the Company depends upon a selected base of industries and customers; a significant portion of the Company’s business depends upon U.S. Government defense spending; the Company is subject to extensive regulation and audit by the Defense Contract Audit Agency; contracts with some of the Company’s customers contain provisions which give the its customers a variety of rights that are unfavorable to the Company; further consolidation in the aerospace industry could adversely affect the Company’s business and financial results; the Company’s ability to successfully make acquisitions, including its ability to successfully integrate, operate or realize the projected benefits of such businesses; the Company relies on its suppliers to meet the quality and delivery expectations of its customers; the Company uses estimates when bidding on fixed-price contracts which estimates could change and result in adverse effects on its financial results; the impact of existing and future laws and regulations; the impact of existing and future accounting standards and tax rules and regulations; environmental liabilities could adversely affect the Company’s financial results; cyber security attacks, internal system or service failures may adversely impact the Company’s business and operations; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those discussed herein, could cause the Company’s results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, the Company does not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of this news release, October 30, 2019, or to reflect the occurrence of unanticipated events or otherwise. Readers are advised to review the Company’s filings with the Securities and Exchange Commission (which are available from the SEC’s EDGAR database at www.sec.gov, at various SEC reference facilities in the United States and through the Company’s website).

3



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

4




DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)
 
 
 
September 28,
2019
 
December 31,
2018
Assets
 
 
 
 
Current Assets
 
 
 
 
Cash and cash equivalents
 
$
6,381

 
$
10,263

Restricted cash
 
361

 

Accounts receivable, net
 
77,002

 
67,819

Contract assets
 
102,475

 
86,665

Inventories
 
109,848

 
101,125

Production cost of contracts
 
10,704

 
11,679

Other current assets
 
5,947

 
6,531

Total Current Assets
 
312,718

 
284,082

Property and equipment, Net
 
112,597

 
107,045

Operating lease right-of-use assets
 
18,602

 

Goodwill
 
136,057

 
136,057

Intangibles, net
 
103,977

 
112,092

Non-current deferred income taxes
 
313

 
308

Other assets
 
5,290

 
5,155

Total Assets
 
$
689,554

 
$
644,739

Liabilities and Shareholders’ Equity
 
 
 
 
Current Liabilities
 
 
 
 
Accounts payable
 
$
78,310

 
$
69,274

Contract liabilities
 
11,850

 
17,145

Accrued and other liabilities
 
37,701

 
37,786

Operating lease liabilities
 
2,915

 

Current portion of long-term debt
 
2,281

 
2,330

Total Current Liabilities
 
133,057

 
126,535

Long-term debt
 
222,600

 
228,868

Non-current operating lease liabilities
 
17,156

 

Non-current deferred income taxes
 
18,107

 
18,070

Other long-term liabilities
 
14,855

 
14,441

Total Liabilities
 
405,775

 
387,914

Commitments and contingencies
 
 
 
 
Shareholders’ Equity
 
 
 
 
Common stock
 
116

 
114

Additional paid-in capital
 
86,828

 
83,712

Retained earnings
 
203,682

 
180,356

Accumulated other comprehensive loss
 
(6,847
)
 
(7,357
)
Total Shareholders’ Equity
 
283,779

 
256,825

Total Liabilities and Shareholders’ Equity
 
$
689,554

 
$
644,739


5



DUCOMMUN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in thousands, except per share amounts)
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 28,
2019
 
September 29,
2018
 
September 28,
2019
 
September 29,
2018
Net Revenues
 
$
181,101

 
$
159,842

 
$
534,162

 
$
465,124

Cost of Sales
 
142,774

 
128,726

 
422,076

 
375,225

Gross Profit
 
38,327

 
31,116

 
112,086

 
89,899

Selling, General and Administrative Expenses
 
23,724

 
20,956

 
71,031

 
61,476

Restructuring Charges
 

 
3,373

 

 
10,784

Operating Income
 
14,603


6,787


41,055


17,639

Interest Expense
 
(4,363
)
 
(2,497
)
 
(13,140
)
 
(9,159
)
Income Before Taxes
 
10,240

 
4,290

 
27,915

 
8,480

Income Tax Expense
 
1,937

 
119

 
4,325

 
118

Net Income
 
$
8,303

 
$
4,171

 
$
23,590

 
$
8,362

Earnings Per Share
 
 
 
 
 
 
 
 
Basic earnings per share
 
$
0.72

 
$
0.37

 
$
2.05

 
$
0.73

Diluted earnings per share
 
$
0.70

 
$
0.36

 
$
2.00

 
$
0.72

Weighted-Average Number of Common Shares Outstanding
 
 
 
 
 
 
 
 
Basic
 
11,551

 
11,404

 
11,501

 
11,382

Diluted
 
11,794

 
11,683

 
11,784

 
11,639

 
 
 
 
 
 
 
 
 
Gross Profit %
 
21.2
%
 
19.5
%
 
21.0
%
 
19.3
%
SG&A %
 
13.1
%
 
13.1
%
 
13.3
%
 
13.2
%
Operating Income %
 
8.1
%
 
4.3
%
 
7.7
%
 
3.8
%
Net Income %
 
4.6
%
 
2.6
%
 
4.4
%
 
1.8
%
Effective Tax Rate
 
18.9
%
 
2.8
%
 
15.5
%
 
1.4
%

6



DUCOMMUN INCORPORATED AND SUBSIDIARIES
BUSINESS SEGMENT PERFORMANCE
(Unaudited)
(Dollars in thousands)
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
%
Change
 
September 28,
2019
 
September 29,
2018
 
%
of Net  Revenues
2019
 
%
of Net  Revenues
2018
 
%
Change
 
September 28,
2019
 
September 29,
2018
 
%
of Net  Revenues
2019
 
%
of Net  Revenues
2018
Net Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
5.7
%
 
$
90,588

 
$
85,696

 
50.0
 %
 
53.6
 %
 
4.5
%
 
$
264,045

 
$
252,606

 
49.4
 %
 
54.3
 %
Structural Systems
 
22.1
%
 
90,513

 
74,146

 
50.0
 %
 
46.4
 %
 
27.1
%
 
270,117

 
212,518

 
50.6
 %
 
45.7
 %
Total Net Revenues
 
13.3
%
 
$
181,101

 
$
159,842

 
100.0
 %
 
100.0
 %
 
14.8
%
 
$
534,162

 
$
465,124

 
100.0
 %
 
100.0
 %
Segment Operating Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
$
9,657

 
$
9,050

 
10.7
 %
 
10.6
 %
 
 
 
$
28,750

 
$
23,463

 
10.9
 %
 
9.3
 %
Structural Systems
 
 
 
12,877

 
3,963

 
14.2
 %
 
5.3
 %
 
 
 
35,199

 
13,380

 
13.0
 %
 
6.3
 %
 
 
 
 
22,534

 
13,013

 
 
 
 
 
 
 
63,949

 
36,843

 
 
 
 
Corporate General and Administrative Expenses(1)
 
 
 
(7,931
)
 
(6,226
)
 
(4.4
)%
 
(3.9
)%
 
 
 
(22,894
)
 
(19,204
)
 
(4.3
)%
 
(4.1
)%
Total Operating Income
 
 
 
$
14,603

 
$
6,787

 
8.1
 %
 
4.3
 %
 
 
 
$
41,055

 
$
17,639

 
7.7
 %
 
3.8
 %
Adjusted EBITDA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income
 
 
 
$
9,657

 
$
9,050

 
 
 
 
 
 
 
$
28,750

 
$
23,463

 
 
 
 
Depreciation and Amortization
 
 
 
3,569

 
3,707

 
 
 
 
 
 
 
10,602

 
11,022

 
 
 
 
Restructuring Charges
 
 
 

 
1,150

 
 
 
 
 
 
 

 
2,406

 
 
 
 
 
 
 
 
13,226

 
13,907

 
14.6
 %
 
16.2
 %
 
 
 
39,352

 
36,891

 
14.9
 %
 
14.6
 %
Structural Systems
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income
 
 
 
12,877

 
3,963

 
 
 
 
 
 
 
35,199

 
13,380

 
 
 
 
Depreciation and Amortization
 
 
 
3,350

 
2,576

 
 
 
 
 
 
 
9,750

 
7,510

 
 
 
 
Restructuring Charges
 
 
 

 
1,612

 
 
 
 
 
 
 

 
6,748

 
 
 
 
Inventory Purchase Accounting Adjustments
 
 
 

 
293

 
 
 
 
 
 
 

 
622

 
 
 
 
 
 
 
 
16,227

 
8,444

 
17.9
 %
 
11.4
 %
 
 
 
44,949

 
28,260

 
16.6
 %
 
13.3
 %
Corporate General and Administrative Expenses(1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating loss
 
 
 
(7,931
)
 
(6,226
)
 
 
 
 
 
 
 
(22,894
)
 
(19,204
)
 
 
 
 
Depreciation and Amortization
 
 
 
73

 
37

 
 
 
 
 
 
 
399

 
103

 
 
 
 
Stock-Based Compensation Expense
 
 
 
2,051

 
1,299

 
 
 
 
 
 
 
5,322

 
3,414

 
 
 
 
Restructuring Charges
 
 
 

 
611

 
 
 
 
 
 
 

 
1,798

 
 
 
 
 
 
 
 
(5,807
)
 
(4,279
)
 
 
 
 
 
 
 
(17,173
)
 
(13,889
)
 
 
 
 
Adjusted EBITDA
 
 
 
$
23,646

 
$
18,072

 
13.1
 %
 
11.3
 %
 
 
 
$
67,128

 
$
51,262

 
12.6
 %
 
11.0
 %
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Electronic Systems
 
 
 
$
1,768

 
$
879

 
 
 
 
 
 
 
$
4,820

 
$
5,091

 
 
 
 
Structural Systems
 
 
 
2,747

 
3,935

 
 
 
 
 
 
 
10,108

 
6,565

 
 
 
 
Corporate Administration
 
 
 

 
185

 
 
 
 
 
 
 

 
375

 
 
 
 
Total Capital Expenditures
 
 
 
$
4,515

 
$
4,999

 
 
 
 
 
 
 
$
14,928

 
$
12,031

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

7



DUCOMMUN INCORPORATED AND SUBSIDIARIES
GAAP TO NON-GAAP OPERATING INCOME RECONCILIATION
(Unaudited)
(Dollars in thousands)
 
 
 
Three Months Ended
 
Nine Months Ended
GAAP To Non-GAAP Operating Income
 
September 28,
2019
 
September 29,
2018
 
%
of Net  Revenues
2019
 
%
of Net  Revenues
2018
 
September 28,
2019
 
September 29,
2018
 
%
of Net  Revenues
2019
 
%
of Net  Revenues
2018
GAAP Operating income
 
$
14,603

 
$
6,787

 
 
 
 
 
$
41,055

 
$
17,639

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating income - Electronic Systems
 
$
9,657

 
$
9,050

 
 
 
 
 
$
28,750

 
$
23,463

 
 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 

 
1,150

 
 
 
 
 

 
2,406

 
 
 
 
Adjusted operating income - Electronic Systems
 
9,657

 
10,200

 
10.7
%
 
11.9
%
 
28,750

 
25,869

 
10.9
%
 
10.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating income - Structural Systems
 
12,877

 
3,963

 
 
 
 
 
35,199

 
13,380

 
 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 

 
1,612

 


 
 
 

 
6,748

 
 
 
 
Inventory purchase accounting adjustments
 

 
293

 
 
 
 
 

 
622

 
 
 
 
Adjusted operating income - Structural Systems
 
12,877

 
5,868

 
14.2
%
 
7.9
%
 
35,199

 
20,750

 
13.0
%
 
9.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating loss - Corporate
 
(7,931
)
 
(6,226
)
 
 
 
 
 
(22,894
)
 
(19,204
)
 
 
 
 
Adjustment:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 

 
611

 
 
 
 
 

 
1,798

 
 
 
 
Adjusted operating loss - Corporate
 
(7,931
)
 
(5,615
)
 

 

 
(22,894
)
 
(17,406
)
 
 
 
 
Total adjustments
 

 
3,666

 


 


 

 
11,574

 
 
 
 
Adjusted operating income
 
$
14,603

 
$
10,453

 
8.1
%
 
6.5
%
 
$
41,055

 
$
29,213

 
7.7
%
 
6.3
%


8



DUCOMMUN INCORPORATED AND SUBSIDIARIES
GAAP TO NON-GAAP EARNINGS AND EARNINGS PER SHARE RECONCILIATION
(Unaudited)
(Dollars in thousands, except per share amounts)
 
 
 
Three Months Ended
 
Nine Months Ended
GAAP To Non-GAAP Earnings
 
September 28,
2019
 
September 29,
2018
 
September 28,
2019
 
September 29,
2018
GAAP Net income
 
$
8,303

 
$
4,171

 
$
23,590

 
$
8,362

Adjustments:
 
 
 
 
 
 
 
 
Restructuring charges (1)
 

 
2,800

 

 
9,090

Inventory purchase accounting adjustments (1)
 

 
243

 

 
516

Total adjustments
 

 
3,043

 

 
9,606

Adjusted net income
 
$
8,303

 
$
7,214

 
$
23,590

 
$
17,968


 
 
Three Months Ended
 
Nine Months Ended
GAAP Earnings Per Share To Non-GAAP Earnings Per Share
 
September 28,
2019
 
September 29,
2018
 
September 28,
2019
 
September 29,
2018
GAAP Diluted earnings per share (“EPS”)
 
$
0.70

 
$
0.36

 
$
2.00

 
$
0.72

Adjustments:
 
 
 
 
 
 
 
 
Restructuring charges (1)
 

 
0.24

 

 
0.78

Inventory purchase accounting adjustments (1)
 

 
0.02

 

 
0.04

Total adjustments
 

 
0.26

 

 
0.82

Adjusted diluted EPS
 
$
0.70

 
$
0.62

 
$
2.00

 
$
1.54

 
 
 
 
 
 
 
 
 
Shares used for adjusted diluted EPS
 
11,794

 
11,683

 
11,784

 
11,639

(1)
Includes effective tax rate of 17.0% for 2018 adjustments.

9



DUCOMMUN INCORPORATED AND SUBSIDIARIES
NON-GAAP BACKLOG* BY REPORTING SEGMENT
(Unaudited)
(Dollars in thousands)
 
 
 
(In thousands)
 
 
September 28,
2019
 
December 31,
2018
Consolidated Ducommun
 
 
 
 
Military and space
 
$
372,492

 
$
339,443

Commercial aerospace
 
429,368

 
487,232

Industrial
 
33,314

 
37,774

Total
 
$
835,174

 
$
864,449

Electronic Systems
 
 
 
 
Military and space
 
$
255,769

 
$
241,196

Commercial aerospace
 
68,100

 
48,032

Industrial
 
33,314

 
37,774

Total
 
$
357,183

 
$
327,002

Structural Systems
 
 
 
 
Military and space
 
$
116,723

 
$
98,247

Commercial aerospace
 
361,268

 
439,200

Total
 
$
477,991

 
$
537,447

* The Company defines backlog as potential revenue and is based on customer placed purchase orders and long-term agreements (“LTAs”) with firm fixed price and expected delivery dates of 24 months or less. Backlog as of as of September 28, 2019 was $835.2 million compared to $864.4 million as of December 31, 2018. Under ASC 606, the Company defines remaining performance obligations as customer placed purchase orders with firm fixed price and firm delivery dates. The remaining performance obligations disclosed under ASC 606 were $682.2 million.


10