EnPro Industries, Inc.
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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On March 6, 2008 officers of EnPro Industries, Inc. (EnPro) made a presentation at the
Davenport Building Materials and Basic Industry Conference held in New York, New York and webcast
live. A transcript of the presentation is included below. Slides accompanying the presentation
are included in the second Schedule 14A filed by EnPro on March 6, 2008, which are incorporated
herein by reference. A replay of the presentation was made available on March 10, 2008 on EnPros
website, http://www.enproindustries.com.
Additional Information Concerning Proxy Materials
EnPro will file a proxy statement in connection with its 2008 annual meeting of shareholders.
EnPro shareholders are strongly advised to read the proxy statement and the accompanying proxy card
when they become available, as they will contain important information. Shareholders will be able
to obtain this proxy statement, any amendments or supplements to the proxy statement and other
documents filed by EnPro with the Securities and Exchange Commission for free at the Internet
website maintained by the Securities and Exchange Commission at http://www.sec.gov. Copies of the
proxy statement and any amendments and supplements to the proxy statement will also be available
for free at EnPros website, http://www.enproindustries.com, or by writing to EnPro Industries,
Inc., 5605 Carnegie Boulevard, Suite 500, Charlotte, North Carolina 28209, Attention: Corporate
Secretary. EnPro and its directors, nominees and executive officers may be deemed to be
participants in the solicitation of proxies for EnPros 2008 annual meeting, and detailed
information regarding the names, affiliations and interests of these individuals is available in
EnPros preliminary proxy statement for its 2008 annual meeting of shareholders filed with the
Securities and Exchange Commission on March 7, 2008.
Forward-looking Statements
Statements in the presentation that express a belief, expectation or intention, as well as
those that are not historical fact, are forward-looking statements under the Private Securities
Litigation Reform Act of 1995. They involve a number of risks and uncertainties that may cause
actual events and results to differ materially from such forward-looking statements. These risks
and uncertainties include, but are not limited to: the resolution of current and potential future
asbestos claims against certain of our subsidiaries which depends on such factors as the
possibility of asbestos reform legislation, the financial viability of insurance carriers, the
timing of payments of claims and related expenses, the timing of insurance collections, limitations
on the amount that may be recovered from insurance carriers, the bankruptcies of other defendants
and the results of litigation; general economic conditions in the markets served by our businesses,
some of which are cyclical and experience periodic downturns; prices and availability of raw
materials; and the amount of any payments required to satisfy contingent liabilities related to
discontinued operations of our predecessors, including liabilities for certain products,
environmental matters, guaranteed debt and lease payments, employee benefit obligations and other
matters. In addition, the estimated liability for early-stage and potential future asbestos claims
that may be received, which is highly uncertain, is based on subjective assumptions and is within a
range of possible values. Our filings with the Securities and Exchange Commission, including the Form 10-K for the year ended December 31, 2007, describe
these and other risks and uncertainties in more detail. We do not undertake to update any
forward-looking statement made in this presentation to reflect any change in managements
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expectations or any change in the assumptions or circumstances on which such statements are based.
Non-GAAP Financial Measures
The presentation also contains certain non-GAAP financial measures as defined by the
Securities and Exchange Commission. EBITDA is segment profit reduced by the amount of segment
depreciation and amortization, profit of divested businesses and depreciation and amortization of
divested businesses. Segment profit is total segment revenue reduced by operating expenses and
restructuring and other costs identifiable with the segment. Corporate expenses include general
corporate administrative costs. Expenses not directly attributable to the segments, corporate
expenses, net interest expense, asbestos-related expenses, gains/losses or impairments related to
the sale of assets and income taxes are not included in the computation of segment profit. The
accounting policies of the reportable segments are the same as those for EnPro.
Management of EnPro believes that presentation of this information is helpful to understand
the impact of certain selected items on EnPros reported net income and earnings per share,
including items that may recur from time to time. Management believes that presentation of these
measures enables users to better compare EnPros operating performance to other diversified
industrial manufacturing companies that do not incur significant asbestos-related expenses, the
sporadic impact of restructuring activities or discontinued operations. Management acknowledges
that there are many items that impact a companys reported results and this list is not intended to
present all items that may have impacted these results. Management of EnPro uses these measures in
evaluating the companys operating performance. A reconciliation of these measures is included in
the slides accompanying the presentation, which were included in the second Schedule 14A filed by
EnPro on March 6, 2008.
Transcript of Presentation
EnPro Industries, Inc.
Davenport Building Materials and Basic Industries Conference
March 6, 2008
Todd Vencil, Davenport
All right.
Lets go ahead and get started again. This thing on, are we
going? Welcome back. We werent gone too long, I guess. Next up on the agenda, EnPro Industries, and weve got the President and CEO, Ernie
Schaub, here to talk about EnPro.
Ernie Schaub, President and Chief Executive Officer
Okay. Good morning everyone. Good morning, everyone. Is everyone awake? Im not the only one out
here, okay, good, glad to see you. Okay. Let me see if we can get
this show rolling. There you
go, forward-looking statements, concerned about the proxy. All right. You guys have read all those
things, so you know what all those things will tell you.
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Lets talk about EnPro for those of you who dont know us. What does EnPro do? We provide a variety
of industrial manufactured products for what we call critical applications, some of which are
building construction, but mostly Ill talk for a few minutes about the applications that we have,
process industries and related type things. We have a good mix of stable high margin after-market.
About half of our business you see here is after-market. We have good clear management strategies
and have been very effective over the past six years weve been
a public company and have led to
consistent and profitable growth with good solid cash flow.
Let me show what I mean by good solid sales growth and EBITDA growth. Our sales growth has been
about 8%. Almost all of it has been organic growth, very little through acquisitions, and the 8%
sales growth is nicely blended with a 15% increase compounded annual growth rate in our EBITDA
margins. And you see here margins have grown very nicely as well as EBITDA. As we started out as a
public company at about 11, 12%, we are up to about 16% now.
Would you so mind closing that, thatd be great? Thank you.
One of the reasons for our success is
that we have good strong brands and leading market shares. These six companies make about 90% of
our revenue. And these are companies that are well known. Garlock is clearly the leading
manufacturer of seals to the process industries. Stemco has the largest market share of truck
wheel-end. Fairbanks Morse produces almost all of the US Navys diesel engines for ships. GGB is
the largest producer of non-rolling element bearings in the world. CPI is the largest one of the
largest compressor component manufacturers, compressor components and services. And Quincy is
relatively small, but they are a niche player in the air compressor business.
We provide our products have very, very diverse markets. You can see here the general industry
is our largest market. Thats like manufacturing industries or related type things. But we also
provide a lot of the chemical and hydrocarbon businesses in form of seals and gasket materials. The
heavy-duty truck market is another market, which we provide seals to. Marine transportation is
primarily Fairbanks Morse engines. And then we have auto and light truck, which is bearings
primarily. And so you see the rest of the markets that we serve.
We serve a lot of very broad market. And importantly, no one customer is critical to us. The
largest customer is about 4% of our revenue. It is US Navy. We also have a broad after-market
balance. As I told you, about 50% of our product is after-market and 50% is OEM. And you can see
that we produce our product mostly in the US, but we also have a good strong presence in Europe and
Asia.
When we look at our product mix in our groups, we report in three groups: Sealing Products, Engine
Products and Engineered Products. And you can see that Sealing Products and Engineered Products are
almost equal in size in revenue base, but Sealing Products because it has a little bit higher
after-market content is a little bit more profitable. Weve gradually moved the balance of these
companies so that income is matching revenue proportionally and its been a good road for us when
we gradually got there.
Lets talk a little bit about our businesses, so you know a little bit about what we are talking
about. Sealing Products, this is our largest group, about 45% of our
sales. Here we serve a wide
variety of markets, hydrocarbon processing, chemical processing, power generation and so on.
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And the
primary group here is Garlock. Garlock is our largest single business
a wide variety of sealing
and gasket materials, as you see, serving a lot of markets. And these are seals and
gaskets, primarily, they are mechanical seals, they are oil seals.
In the trucking side, Stemco has a very large market share providing more seals and gasket
materials than anybody else in the industry, to the Class 8 truck vehicle primarily. But they also
provide, what we call, fleet information systems. And these are RFI type systems that provide
things like tire pressure, the road life ware things of that nature to the truck and trailer
industry. Naturally they provide the wheel seals, bearings and gasket materials as well.
Their performance has been very good for us over the years. Here you see the sales increased about
6% last year and EBITDA only increased about 3% as we continue to invest in our business, and we
saw a slight downturn in the trucking business. But overall, this is good replacement business. Our
seal after-market is a good replacement business. Essentially what we provide is a relatively
low-cost protection for a very high cost vehicle in the case of a truck or trailer, or in case of a
refinery or process industry, we provide a relatively cheap product to provide them good protection
for sealing and gasket materials in the markets that you see here. We have good market shares in
all of our businesses, as I said, great market share, great brand names. And in case of Garlock, we are a
worldwide business, and of Stemco, we just started a facility in China in which they will provide
sealings and gasket materials to the Chinese market.
Looking at Engineered Products, you see there 43% of our sales. Here we serve a very, very wide
market, primarily because GGB sells bearings to virtually any kind of market you can think of,
anywhere from seats that you might be sitting on that might be rotating and turning seats to
automotive to high-lift vehicles in the industrial markets, the Caterpillars and the John Deeres of
the world and so on.
They provide all kinds of bearings for medical applications, a great number of applications you can
imagine. Here these are metal-backed bearings and non-rolling element bearings. So these are
bearings usually with a steel backing, with a friction type material on the inner surface. This
material provides certain characteristics that will let you slide a lot, let you slide a little, be
in a corrosive environment and non-corrosive environment, high temperature, heavy load,
whatever the application may be they are designed for unique applications. We make three million bearings a
day, so we make a lot of bearings a year.
We also provide, as I said to you, Quincy provides air compressors. Air compressors provide shop
air to factories. They use it on oilrigs out in the Gulf Coast. They use it in medical
environments, all over the place, factory air is a ubiquitous material essentially. And then
CPI is a combination of France Compressor, a good well-known manufacturing company that provided
parts for compressor industries, and CPI whom we bought last year.
We use the CPI name because its an international name and it more appropriately fits what we do.
We provide products for compressors. These are air compressors now, these are not these are
usually gas type compressors that are used to transmit gas throughout the United States or
throughout the world, or might be used in a factory to blow air to make plastic bottles and so on.
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We provide the replacement parts. We dont provide the compressors here. Its a good after-market
business for us. And this business, as you might expect, has also done very, very well.
Sales were up 14% and EBITDA has matched it as you see here. And again here its industrial capacity
utilization has done the job for us. And with most of our businesses we are a price leader. We
generally provide a longer life, better performing product than our competitors. And because of
that, we are able to usually get a little bit of a premium on price. Acquisitions have added to our
growth. And you can see here that we have a good global presence in all of these businesses here.
Our last segment is Engine Products and Services, and this is comprised of the Fairbanks Morse
business. And as I told you earlier, this business provides ships engines for Navy ships
primarily. These are medium-speed diesel engines. You might fit two of them in this room. They are
big engines, large unlike all of our other products. All of our other products you could carry
usually most of them you can carry with you in your car. These products are big engines. And
again we provide parts and services for them. Weve been the exclusive provider to the US Navy for
probably 40 years now for all of their medium speed engines needs.
This business was in trouble a couple of years ago. Weve gradually turned it around here. Sales
you see here increased nicely, but very importantly weve increased the profitability of this
business doing efforts of combination of efforts in manufacturing and pricing to get us where we
needed to be. We also provide these parts these engines
for a back up power supply, for nuclear
power of the hospitals and municipalities.
So this is a pretty reasonable business for us. Unlike all of our other businesses, its not a peer
based industrial business. So its a little bit outside of our
normal realm of businesses.
I
mentioned to you that we have clearcut strategies and our strategies
have been four-pronged, as you
see here. We have to continuously improve our operating efficiency through our lean manufacturing
effort, move us into new products and new markets, change our mix of business through acquisitions
and divestitures, and manage our asbestos liabilities and settlements.
These four
strategies have been with us since we started the company, they have been very, very
effective. They have been bought into by the company employees. They are really a part of our
culture today. And they led us to two very important things; increasing cash flow obviously and
growing profitability, which provides shareholder value in the long run.
Lets talk a little bit about some of these things, what they are. Here is what lean manufacturing
has done for us improving the efficiency of our company. We went company-wide in training all of
our employees in lean manufacturing.
All right,
somebodys got a phone. Its a what? Its a coat.
[laughter] Okay, the coat has got its own
phone, he brings his own, thats pretty good, huh? All right.
You see what you put up with here sometimes folks? Okay.
Weve
trained all of our employees in lean manufacturing. And to make them
aware of it, to
come on board with it. Its led to a lot of great things for us. They come up with good
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ideas and how to improve the efficiency of the company, but it has also pointed out to us that we have
some old antiquated processes. So its led us to not only operational improvements that you see
here, cost reductions, inventory improvements, response time, on-time delivery, quality et cetera
and so forth. But its let us to some great facility investments and were putting some new
facilities as you see here.
And we started out with China, putting a compressor facility in China to assemble and sell
compressors in China. And then we put a bearings facility in Slovakia to serve Eastern Europe. And
we moved out of a higher cost area in Scotland and moved into Slovakia. And then weve put a
bearings facility in China, and the seals and bearing industry facility in both India and China.
So you can see that weve been pretty busy putting up new facilities around the world. In addition, in
the US we modernized some facilities in Houston, relocated some
businesses to lower costs in Houston and close to our customers in Houston.
Weve also spent a lot of money over the years at Garlock. Weve put a five-year program in to take
our largest facility in Palmyra, New York, up near, east of Rochester. And that was a facility that
was in 26 buildings or so with almost 1 million square feet. We let them come down to less than
half a million square feet, about seven buildings, modernized it, upgraded it, and then made a big
investment that will be over a five-year period, which will essentially almost pay for itself by
the time we get all down with it.
Our second initiative was aimed at new products and new markets. And you can see here that weve
been successful at building this by raising the number of new product sales with the amount of
sales we are getting from new products. We started out at a pretty low rate about 6 to 7%. We said,
if we could get to 20%, which shows you are essentially reinventing yourself over time, you have a
good solid company. We are moving toward that direction and we are at about 15%. We put in a lot of
programs, voice of customer, we put in new marketing, new engineering people and so on to get new
products. And weve been successful. Two years in a row our Garlock organization has been named
has had their products named Product of the Year in their industry, which is a nice reflection of
the kind of work that weve been doing.
Our third initiative was aimed at acquisitions and growth. We had some smaller businesses and
product lines that we said we needed to get rid of because either we couldnt grow them, they
werent providing the kind of return that we were getting, or they were non-strategic to us in any
fashion. And so early on we divested a couple of those product lines,
we did that.
We then later on were able to add some product lines, which opened gave us new products, opened
us up to new markets and also added profitability to us and revenue growth. What we seek is
products that are kind of in line what we are, complementary type products and let us move into
adjacent industries and let us move a little bit more in the company. Obviously we look for things
that are accretive quickly and things that will add value to the company and we can absorb, because
integration of the businesses, as you may know, through products integration is important.
Let me
show you the types of things that we did. In 2003 late in 2003
we bought a two and a half year old company. We bought a company called Pikotek headquartered up in Colorado.
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This gave us a new opportunity for us in the upstream oil and gas market. This business that weve done a
nice job and they have done a great jobs themselves actually. Weve had 85% sales increase in this
business since we became partners. Their profitability margins are some of the best we have in the
company. Small business and niche business that have just grown nicely and added a lot to our
company.
As
Ive talked you last, earlier, weve acquired businesses largest business is CPI our former
France Compressor business. Weve doubled the size of it. Weve made it now into one of our larger
companies. It came from a smaller operation to a larger part of the company. We are now in Canada,
Europe and Asia, which we werent very much. We have a lot of new products, which are
complementary. And these guys now are feeding off of each other.
They were competitors in many degrees, one providing one product, another providing a different
product, and the third providing a different service. We now put them under one umbrella and they
are complementing each other buying products and services off of each other and giving us new
opportunities in new markets that we havent had before.
And then just last week we announced the acquisition of Kaiser Engineering. Kaiser Engineering
provides some products that are very similar in market and scope to what we do in our Stemco
organization. So wed be able to use our Stemco sales organization, which is a leader in the field,
and complement Kaiser. And we hope to grow Kaiser and Stemco both through that acquisition. But
thats the kind of things that we do in acquisitions.
And
weve seen that since we became a public company weve increased our activities here. In the beginning we couldnt
borrow money, couldnt get money and nobody knew whether wed be around. As we increased our strength and
our confidence and ability to do that, weve made more acquisitions and weve added a nice amount
of business to us and a nice amount of profitability.
Again, the
acquisitions are driven by strategic planning and they are always complementary to our
businesses. Weve had a very disciplined approach. Ive got to tell you, weve turned down a lot
more than weve acquired over the years now. People seem to think that just because they are for
sale, somebody has got to buy them. And we havent been in that posture at all.
Our last strategy is aimed around asbestos and managing our asbestos issues here. The asbestos
issues came out of our Garlock sealing products. We dont make asbestos products any more. And in
fact, its hard to find out how you could ever get an asbestos related disease from our product.
Having said that, we have the issue of defending ourselves in the courts. And when we became a
public company, you can see here in the early 2000s we had a large
amount of claims against us and a
high amount of cash outflows, as you see on the blue lines in the chart on the right. Weve
gradually brought our cash outflows down. Weve put this into a
manageable thing. And the attention
that weve given the business here, as shown, this is really a
cash management issue and thats in essence is
what it is. Weve done a nice job in doing that.
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Having said all that, we have a good amount of insurance left, almost $400 million of good solid
insurance, which will be spread out in payments over the next 10, 11 years. We have no disputes
with our insurers about this coverage, so we know it will be paid. Weve resolved all of those
things over the past several years. We make a ten-year estimate. We dont make it; we have an
expert from outside give us a ten-year estimate. That estimate is now
about half a billion dollars. And
every quarter we adjust that. We take off the quarter that weve just paid and it adds on another
new quarter. So this is a moving ten-year estimate, which will continue to move forward. It doesnt
include any future legal administrative fees that we do and expenses associated with that. As I
said, in our opinion, asbestos is a manageable cash flow issue
just, again, like any thing else it requires good attention.
What does this all lead up to? Well, our company continues to grow. You see that over the years
weve continued to increase our sales, increase our revenue and our income base. Last year sales
were up 11% and margins reached record high levels, up 14%. Weve had good organic growth. Weve
seen our European markets improve. And as you can expect, the acquisitions are starting to
contribute to our revenue growth.
On the EBITDA side, our programs for cost improvement lean manufacturing continue to bear fruitful
productivity improvements. And pricing, as you see, commodity prices
are going up, it enables us to pass through some of these pricing characteristics. Weve also seen, as I showed you, a great
improvement in our engine business, which has helped us nicely.
All in all, you see what that does to our cash flow. You see cash flow has improved very nicely.
Each and every year weve been a public company since 2004, weve made some investments. And the
net the adjusted earnings per share you see here also grown very very nicely as a public
company. And these are before asbestos and other related charges. So you can see the kind of growth
that weve had in the organic operations of the company. And asbestos tends to be a bit sporadic.
So when we look at what we have in front of us, we have a capital management policy thats designed
for flexibility. It allows us to support our strategies, which are investing in our business and
pursuing small bolt-on acquisitions that add value. This is very important to us because we believe
that we need to continue to grow as a company to make our asbestos liability a manageable issue.
And weve been able to identify enough of these small acquisitions that we are going to acquire and
integrate them nicely in the company. And again, they generate nice IRRs that are complementary to
our businesses. And we have both at the business unit level and the corporate level a pipeline that
we continue to look at in investigating and filling in these businesses.
We also need a certain amount of liquidity to protect the company. In the past, we had an adverse
asbestos judgment against us, in which we were forced to post a bond and that required a large amount
of cash for us to post. And that fact we had it on hand made it readily available to us to do. We
also see, as you all know, an economic time period coming up with great uncertainty. So our
practice is to keep some amount of cash on hand modestly.
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But when
appropriate, when we see the opportunity and there is nothing else on the horizon, we
would return cash to shareholders to maintain our program. Speaking of which, we authorized $100
million share repurchase. $50 million of which we did complete already through an ASR and another
$50 million well complete in the open market over the next 12 to 18 months. So weve purchased
about 1.7 million shares. And again the program allows us to return some cash to shareholders but
continue to execute the strategies which has given us the growth in both the acquisition side and
organically.
Finally
Id point out to you that we continue to receive good grades from the ISS. We have a
non-executive chairman. Weve always had this since day one. We have a very, very independent
Board. And I got to tell you they are independentIm the only insiderbut they are also
independent in thought. And they are a group of people who are highly qualified. Five of them are
former CEOs. They all have public experience. And they are a really solid board in that respect.
And weve been consistently rated in the top 20% of our peers at ISS, which is a nice thing.
As many of you know, in the next several months or so, Ill be retiring. A CEO search is in
process. Weve completed the search. We have a candidate that we are close to announcing. And this
candidate understands our strategies, knows where we are going as a
company and is ready and willing to
lead us there in this process. And the board supports those policies and is ready obviously to
continue with them.
So as we look forward for the rest of this year, what we see is typical market conditions. The
first half of the year we use the investable cash in the businesses as we build inventories and we
see the seasonal activity associated with that. But we also see that the business economic
conditions are a little bit shaky the first half of the year. In spite of that, we see that we will
continue to expect improvements in our businesses.
The second half of the year, everybody is expecting to get stronger. And traditionally for us its
a little bit stronger part of the year as well. We see the overall markets improved by the end of
the year, that the acquisitions that weve had, the new products that weve introduced and the
geographic expansions that weve done should add to increase sales and earnings growth as the year
goes on.
We also expect cash flows to improve. As I said, in the first of the year we tend to use more cash
than the second half. And we will keep our focus on increasing shareholder value through organic
growth, through acquisitions or any other ways that we see that we can add value to our
shareholders.
In summary, we believe we are positioned for continued success. Our businesses have very strong
operating characteristics, a broad base of customers in critical industries. Weve got great brand
names, leading market shares, good after-market presence. Ive told you more that about half of
our business is in after-market. We have a track record of great financial earnings and
performance, good strong cash flow. We maintain relatively conservative balance sheet with a
judicious look at how we can provide value to our shareholders.
Weve had proven and effective
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management strategies, which resulted in the kind of performance that youve seen over the past
five years.
With that, Ill answer if there is any questions. Yes, sir.
Q&A
Q: [Low Audio]
A Ernie Schaub: We did look at both internal and external. The question was, the CEO candidate,
is it internal or external candidate. We looked at both internal and external, and have gravitated
toward an external candidate and he is a CEO of a public company. Yes, sir.
Q: [Low Audio]
A Ernest Schaub: Lets hear Bill Dries, our CFO. Bill, you want to have a shot at that?
A Bill Dries: [Low Audio]
Q: [Low Audio]
A Bill Dries: The number of claims over the last five years, Ernie showed a slide before, weve
seen a precipitous drop in the number of claims. We were at the high of over 44,000 in 03. This
past year we were about 5,500. So its come down fairly dramatically.
Q:
And does the new CEO have any the new CEO candidate have any
experience in the asbestos world? Is there something that can be done
to resolve the issue [Low Audio]? Does that help you in any
way in negotiating to resolve [Low Audio]?
A Ernie Schaub: Let me see where this question the first part of the question, does the CEO
candidate have asbestos experience? Not specific to my knowledge. Okay? I think he has been in the
asbestos related industries, but not specific as we have. Thank God, there is not a lot of people
that have that kind of experience. The second part of the question is, is there a resolution
Q:
Could there be a resolution on the high profile situation? Does that give you more power or
is there some silver bullet out there that puts this to bed, so you
dont have to talk about it [Low Audio]?
A
Ernest Schaub: Is there a resolution of some sort to the
asbestos issue? Only Congress can
provide a resolution to the asbestos issue, to be honest. Our
strategy has been to make this is a
cash management issue and to continue to increase the company size and make asbestos a smaller part
of our issues. As Ive told somebody, when we first started as a public company we were spending
$70 million a year on asbestos settlements and we had 700 million revenue, which was about 10% of
our revenue essentially. Today we are about a billion dollar company. We are spending about 30, 37.
So its a 3% issue. Our objective is to continue to move in that
direction. Another question? Go ahead.
Q: [Low Audio]
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A Ernie Schaub: The question is, how our acquisition price has been? They have been mixed. A year
ago they were a lot higher than they are today. The expectations in
multiples you just you know you can cite many cases. Any time we get involved in an auction, we ended up quickly dropping out. We
generally seek acquisitions of family related businesses in which we can negotiate. And so weve
seen expectations that are reasonable in most cases. We havent ventured into the higher profile
type activities and seen. So I dont want to say theres a general trend has been dropping down, I
dont say that yet, because weve been able to pick up some pretty cheap even a year ago. Yes, sir,
in the back.
Q: [Low Audio]
A Ernie Schaub: Typically Bill, about $30 million and 30, 35 a year. And the same thing,
actual settlement expenses.
Q: So you added everything with more like $800 million over the next ten years, is that a fair way
[Low Audio]?
A Ernie Schaub: But those expenses have also been coming down a little bit. I think
A
William Dries: We expect those expenses to come down over
time as well. So theres no realistic way to project how that
will come down, but we expect that to decline over time as well.
A Ernie Schaub: Yes. As we see these number of cases come down, so are the legal expenses and
fees come down. Yes, we got a question back here? Yes.
Q: Yes. On the acquisition [Low Audio]
A Ernie Schaub: The question is, how much capital we spent we put forth for acquisitions. I
think it depends on what opportunities come forward. We dont say we are definitely going to buy X
amount every single year or do something of that nature. We seek out companies again that will be
accretive to us, that are synergistic to us very quickly and very closely aligned to our strategy
and where we are going. And if we dont find them, we dont do them.
Q: [Low Audio]
A Ernie Schaub: Thats a good question. And thats why balances are very important issue. You
have a couple of issues weve got; one, we returning it to shareholders; you got two, keeping a
reserve for asbestos; and three, carrying out your strategies. And thats why the balancing act is
very, very important. And so we didnt deplete our cash reserves as much as might have been already
requested. We didnt think that was prudent at this time to do and we want to keep money in
reserve. But we also saw that we dont have within the next short relatively short time period
an imminent acquisition on hand. So with that, we thought it was prudent that we could do this
transaction. And so thats why we did $50 million immediately and the other $50 we said depending
on economic conditions, asbestos and other things that go along, we will do that appropriately.
Bill?
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A Bill Dries: Let me just add, we the companies themselves are pretty good cash flow
generators and not very capital intensive. And we should at the current level, we should be
generating $50 to $60 million of free cash flow after our asbestos payments on an annual basis. So
we to Ernies point weve looked at this whole share buyback issue fairly closely and based on
our internal projections, weve put forth a program that we think will enable us to not only return
capital to shareholders but continue to grow the business, reinvest and generate cash.
A Ernie Schaub: Okay. All right. Well, thank you very much. We have a session down the hall. Its
that way, I believe Metropolitan Room and wed be ready to answer any other questions you might
have. Thanks very much for joining us today. We appreciate it.
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