Schawk Announces Second-Quarter and First-Six Months 2009 Results

DES PLAINES, IL--(Marketwire - August 10, 2009) - Schawk, Inc. SGK, a leading provider of brand point management services, enabling companies of all sizes to connect their brands with consumers to create deeper brand affinity, reported second-quarter and first six-months 2009 results. Net income in the second quarter of 2009 was $4.8 million or $0.19 per diluted share, versus net income of $0.8 million, or $0.03 per diluted share in the second quarter of 2008. For the first six months of 2009, net income was $2.5 million, or $0.10 per diluted share, compared to $5.0 million, or $0.18 per diluted share, in the comparable prior-year period.

Consolidated Results for Second Quarter Ended June 30, 2009

Net sales in the second quarter of 2009 were $112.0 million compared to $133.4 million in the same period of 2008, a reduction of $21.4 million, or 16.1 percent. Approximately $6.8 million of the sales decline quarter over quarter was the result of changes in foreign currency translation rates, as the U.S. dollar increased in value relative to the local currencies of certain of the Company's non-U.S. subsidiaries. The remainder of the quarter-over-quarter decline in sales was the result of a slowdown in the Company's business compared to the second quarter of 2008. Acquisitions contributed $2.5 million, or 2.2 percent, during the second quarter of 2009.

The slowdown in the Company's business in the 2009 second quarter was evident in all reportable segments. The United States and Mexico reportable segment, which represents more than two-thirds of the Company's sales, experienced a sales decline of $10.8 million, or 12.6 percent. Sales in the Europe segment declined $4.8 million, or 27.5 percent, of which $3.5 million was attributable to changes in foreign currency translation rates. Sales in the Other reportable segment declined $5.9 million, or 19.5 percent, of which $3.0 million was attributable to changes in foreign currency translation rates.

Consumer products packaging (CPG) accounts sales in the second quarter of 2009 were $74.8 million, or 66.8 percent of total sales, compared to $87.1 million in the same period of 2008, representing a decline of 14.2 percent. Advertising and retail accounts sales of $27.4 million, or 24.5 percent of total sales, in the second quarter of 2009 declined 22.9 percent compared to the prior-year period. Entertainment accounts sales for second quarter of 2009 of $7.3 million, or 6.5 percent of total sales, declined 13.9 percent compared to the same period in 2008. In response to adverse economic conditions, many of the Company's clients have reduced their levels of advertising, marketing and new product introductions and, particularly with respect to the Company's CPG accounts, have delayed packaging redesigns and sales promotion projects, resulting in lower revenue for the Company. However, despite the softness experienced over the past few quarters, Schawk's market share has remained strong across its client base. Furthermore, no major clients have been lost during 2009.

On a sequential basis, sales for the second quarter of 2009 increased $6.9 million, or 6.6 percent, versus the first quarter of 2009 driven by increases in CPG and advertising and retail account sales partially offset by a decline in entertainment account sales.

Gross profit was $42.9 million in the second quarter of 2009, a decline of $3.9 million from the second quarter of 2008. However, gross profit as a percentage of sales increased to 38.3 percent of sales from 35.1 percent of sales, largely attributable to the Company's cost-reduction activities implemented during 2008 and 2009.

Selling, general and administrative (SG&A) expenses declined $4.3 million, to $31.8 million in the second quarter of 2009 from $36.1 million in the second quarter of 2008, reflecting the Company's cost-reduction initiatives, partially offset by higher professional fees related to internal control remediation efforts and related matters of $1.3 million, and an increase of $0.7 million over the prior-year quarter.

In addition, acquisition integration and restructuring expenses declined $1.7 million to $1.5 million and expenses related to impairment of long-lived assets declined $2.1 million to $0.1 million in the second quarter of 2009 compared to the second quarter of 2008.

The Company reported operating income of $9.5 million in the 2009 second quarter compared to operating income of $5.3 million in the second quarter of 2008. The increase in operating income, compared to the prior-year period, was the result of reductions in SG&A expenses and improvements in gross margin percent, as previously described, coupled with reductions in acquisition integration and restructuring expenses, as well as a reduction in expenses related to impairment of long-lived assets.

Acquisition integration and restructuring expenses declined by $1.7 million to $1.5 million for the second quarter of 2009, as compared to the same period last year. The charges in the 2009 second quarter arose from the Company's previously announced plans to consolidate, reduce and re-align the Company's work force and operations and are for employee terminations, asset impairments, obligations for future lease payments and other associated costs.

The remediation and related expenses of $1.3 million, which is included in the Company's SG&A expenses, is principally due to an increase in the Company's costs related to the Company's internal control remediation and related matters.

During the second quarter of 2009, the Company reported expenses related to the impairment of long-lived assets of $0.1 million, which is a decline of $2.1 million compared to the prior-year period.

The Company reported a gain associated with foreign currency transactions of $0.3 million in both the second quarter of 2009 and second quarter of 2008. These transactions were recorded by non-U.S. subsidiaries primarily for unhedged currency exposure arising from intercompany debt obligations.

Interest expense in the second quarter of 2009 was $2.5 million compared to $1.7 million in the second quarter of 2008, due to higher interest expense payable under the Company's June 2009 amended debt agreements and a higher average debt balance during the period.

Income tax expense for the second quarter of 2009 was $2.3 million, compared to income tax expense of $2.9 million in the second quarter of 2008. The reduction in the effective tax rate for the second quarter of 2009 compared to the same period of 2008 was principally driven by the recording of a $1.5 million valuation allowance for the Company's UK subsidiary in the second quarter of 2008.

Net income in the second quarter of 2009 was $4.8 million, or $0.19 per diluted share, compared to net income of $0.8 million, or $0.03 per diluted share, in the second quarter of 2008. As discussed above, during the second quarter of 2009 the Company incurred acquisition integration and restructuring expenses of $1.5 million and remediation and related expenses of $1.3 million. Additionally the Company benefitted from a $0.3 million gain on foreign currency transactions in the second quarter of 2009. The income before income taxes was $7.1 million. Because of this income, the income tax provision for the second quarter was $2.3 million. Excluding the aforementioned items (net of tax effect), second-quarter 2009 net income was $6.5 million, or $0.26 per diluted share, compared to income of $5.7 million, or $0.21 per diluted share, on the same basis for the comparable prior-year period. Please refer to the tables at the end of this press release for a reconciliation of non-GAAP measures.

Other Information

Depreciation and amortization expense was $4.7 million in the second quarter of 2009 compared to $5.4 million in the second quarter of 2008.

Capital expenditures in the second quarter of 2009 were $1.1 million compared to $3.1 million in the same period of 2008.

EBITDA and Adjusted EBITDA Performance

EBITDA for the second quarter of 2009 was $14.2 million compared to EBITDA of $10.8 million for the second quarter of 2008. Adjusted EBITDA for the second quarter of 2009 was $15.7 million compared to $13.9 million for the second quarter of 2008. These results for EBITDA and Adjusted EBITDA are calculated consistent with the non-GAAP reconciliation schedule presented at the end of this press release.

Consolidated Results for Year-to-Date Period Ended June 30, 2009

Year-to-date sales through June 30, 2009, were $217.1 million compared to $259.8 million in the same period of 2008, a reduction of $42.8 million, or 16.5 percent. Approximately $14.4 million of the sales decline year over year was the result of changes in foreign currency translation rates, as the U.S. dollar increased in value relative to the local currencies of certain of the Company's non-U.S. subsidiaries. The remainder of the year-over-year decline in sales was the result of a slowdown in the Company's business compared to the same period of 2008. Acquisitions contributed $4.9 million, or 2.3 percent, during the first six months of 2009 compared to the prior year.

The year-to-date slowdown in the Company's business was evident in all reportable segments. The United States and Mexico segment, which represents more than two-thirds of the Company's sales, experienced a sales decline of $21.9 million, or 13.0 percent. Sales in the Europe segment declined $9.9 million, or 28.6 percent, of which $7.7 million was attributable to changes in foreign currency translation rates. Sales in the Other reportable segment declined $11.0 million, or 19.3 percent, of which $6.3 million was attributable to changes in foreign currency translation rates.

CPG accounts sales in the first six months of 2009 were $143.4 million, or 66.1 percent of total sales, compared to $167.0 million in the same period of 2008, representing a decline of 14.2 percent. Year-to-date advertising and retail accounts sales of $53.1 million, or 24.5 percent of total sales, declined 26.2 percent compared to the prior-year period. Entertainment accounts sales of $15.6 million, or 7.2 percent of total sales, declined 12.0 percent.

Gross profit was $76.0 million in the first half of 2009, a decline of $13.7 million from the prior-year period. However, gross profit as a percent of sales increased to 35.0 percent of sales from 34.5 percent of sales, which is largely attributable to the Company's cost-reduction activities implemented during 2008 and 2009.

Selling, general and administrative (SG&A) expenses declined $6.7 million to $65.7 million in the first half of 2009, from $72.4 million in the comparable prior-year period. The reduction in spending reflects the Company's cost-reduction initiatives partially offset by higher professional fees related to internal control remediation and related efforts of $3.3 million, an increase of $2.7 million over the prior-year period.

In addition, acquisition integration and restructuring expenses declined by $0.9 million to $2.3 million and expenses related to impairment of long-lived assets declined by $2.1 million to $0.1 million in the first six months of 2009 compared to the same period for 2008.

The Company reported year-to-date operating income of $7.9 million in the first six months of 2009 compared to $12.0 million in the same period of 2008. The decrease in operating income, compared to the prior-year period, was the result of the decline in sales volume during the period partially offset by reductions in SG&A, acquisition integration and restructuring, and impairment of long-lived asset expenses as previously described.

The acquisition integration and restructuring charge in the first half of 2009 arose from the Company's previously announced plans to consolidate, reduce and re-align the Company's work force and operations. As a result of these actions, the Company incurred costs of $2.3 million for employee terminations, asset impairments, obligations for future lease payments and other associated costs.

The remediation and related expenses of $3.3 million, which is included in the Company's SG&A expenses, is principally due to an increase in the Company's costs related to internal control remediation and related matters.

The Company reported a year-to-date gain associated with foreign currency transactions of $0.4 million compared to a gain of $0.5 million on foreign currency transactions for the same period in 2008. These transactions were recorded by non-U.S. subsidiaries primarily for unhedged currency exposure arising from intercompany debt obligations.

Interest expense for the first six months of 2009 was $3.9 million compared to $3.5 million in the comparable prior-year period, primarily driven by higher fees related to the Company's June 2009 amended debt agreements.

Income tax for the first six months of 2009 was $1.6 million, compared to $3.6 million in the second quarter of 2008. The reduction in tax expense in 2009 is driven primarily by the lower income for the period. The reduction in the effective tax rate for the first half of 2009 compared to the same period for 2008 was principally driven by a higher proportion of earnings in jurisdictions with lower statutory tax rates.

Year-to-date net income was $2.5 million, or $0.10 per diluted share, compared to net income of $5.0 million, or $0.18 per diluted share, in the comparable prior-year period. As discussed above, during the first half of 2009 the Company incurred acquisition integration and restructuring expenses of $2.3 million and remediation and related expenses of $3.3 million. Additionally the Company benefitted from a $0.4 million gain on foreign currency transactions in the first six months of 2009. The income before income taxes was $4.1 million. Because of this income, the income tax provision for the first half of 2009 was $1.6 million. Excluding the aforementioned items (net of tax effect), year-to-date net income was $5.9 million, $0.24 per diluted share, compared to income of $8.4 million, or $0.30 per diluted share, on the same basis for the comparable prior-year period. Please refer to the tables at the end of this press release for a reconciliation of non-GAAP measures.

Other Information

Depreciation and amortization expense was $9.5 million in the first six months of 2009 compared to $10.9 million in the prior-year period.

Year-to-date capital expenditures were $2.4 million compared to $5.5 million in the same period of 2008.

During the first six months of 2009, and specifically in the first quarter of 2009, the Company repurchased 488,700 shares of its stock for a cost of approximately $4.3 million. The Company has suspended its share repurchase program.

EBITDA and Adjusted EBITDA Performance

EBITDA for the first six months of 2009 was $17.7 million compared to EBITDA of $23.1 million for the same period of 2008. Adjusted EBITDA for the first half of 2009 was $20.0 million compared to $26.2 million for the comparable prior-year period. These results for EBITDA and Adjusted EBITDA are calculated consistent with the non-GAAP reconciliation schedule presented at the end of this press release.

Cost-Reduction Activities

The Company incurred acquisition integration and restructuring charges of $1.5 million in the second quarter of 2009 and $2.3 million for the first half of 2009. These year-to-date charges are anticipated to result in total annual savings of approximately $10.0 million (estimated $7.0 million to be realized in 2009) and is part of the Company's previously announced actions for 2009. Furthermore, the Company has taken other specific 2009 cost-reduction actions expected to reduce expenses approximately $6.0 to $7.0 million for the year. The Company will continue to evaluate opportunities for further cost-reduction activities, as they arise.

Financing Update

During the second quarter of 2009, the Company reduced its total debt $33.2 million, to $113.0 million, compared to total debt at March 31, 2009. The reduction in debt was driven by $20.0 million in pro-rata payments to the Company's lenders, as required under the Company's amended debt agreements, and additional payments against the Company's revolving credit facility during the quarter. At June 30, 2009, the Company had $17.1 million of cash, as well as a revolving credit facility of $80 million, of which approximately $27 million was available.

Full-Year 2009 Sales and "Adjusted EBITDA" Guidance

As previously communicated in the Company's press release for its first-quarter 2009 financial results, full-year revenues are expected to range between $440 to $450 million, and Adjusted EBITDA (as calculated under the terms of the Company's amended debt agreements) to range between $43 to $51 million. The Company bases these annual estimates on a current expectation that consumer spending will modestly increase during 2009, CPGs, retail and corporate brands will increase the frequency of their product innovation and promotional activities in response to competitive pressure, and that the Company's cost reduction activities in 2008 and during 2009 are anticipated to lower the expense base of the Company.

In the event that consumer confidence is more than modestly increased, the Company expects that its revenue and Adjusted EBITDA will exceed initial projections. In addition, the Company presently expects that current cash balances and anticipated cash flows from operations and other activities will be sufficient to fund debt service as well as debt reduction through the end of 2009 without hindering the Company's ability to focus on the services provided to its clients.

Management Comments

President and Chief Executive Officer David A. Schawk commented, "Second-quarter sales demonstrate that the economy continues to be challenging. However, on a sequential basis, second-quarter 2009 revenue increased nearly $7.0 million over the first quarter of this year. This revenue increase allowed us to further leverage our cost-reduction activities to improve our overall operating income.

"As such, we experienced substantial improvement in margins in the second quarter of 2009. Gross margin improved to 38.3 percent in the second quarter of 2009 from 35.1 percent in the same period of last year. Additionally, despite a nearly $21 million decline in revenue, second-quarter operating income was approximately $9.5 million compared to $5.3 million in the second quarter of 2008, reflecting the benefits of our cost-reduction activities as well as reduced expenses for restructuring and long-lived asset impairments. We are pleased that our cost reduction initiatives have made an important contribution to the improved financial profile of this Company, and we are comfortable that the reductions and initiatives we have undertaken have not impacted our ability to serve our clients, but rather, have prepared us to better serve our clients when the economy returns to growth.

"Compared to the prior year period, second-quarter 2009 revenue fell approximately 11 percent excluding the effects of foreign currency translation, as clients continued to curtail or delay spending. However, despite the volume declines, Schawk continues to maintain its portfolio of clients without any major losses during the year."

Schawk continued, "We continue to take steps to better utilize our global capacity while reducing our overall cost base, and as a result of the successful implementation of our restructuring actions thus far in 2009, we now expect to generate almost $10.0 million in annual cost savings, which is $2.0 to $3.0 million higher than previously expected. These savings are incremental to the other 2009 cost-reduction actions expected to reduce expenses approximately $6.0 to $7.0 million for 2009.

"Given our performance during the second quarter and progress on implementing our cost-reductions actions for 2009, we are reaffirming the full-year revenue and Adjusted EBITDA guidance provided in the first-quarter 2009 earnings release."

Schawk concluded, "We believe we entered this economic downturn in the best position in our industry, with the ability to deliver end-to-end, all-encompassing solutions. Along with other changes we have implemented, our platform in Brand Point Management allows us to use the right assets, for the right clients, at the right time, and in the right place. This has made Schawk operationally stronger than we were before. As clients everywhere respond to economic challenges seeking to consolidate their purchases, simplify their processes, modify their products and streamline their procedures, we believe that no other Company in our industry can match the solutions that Schawk can offer its clients."

Conference Call

Schawk invites you to join its second-quarter 2009 earnings conference call on Tuesday, August 11 at 9:00 a.m. Central time. To participate in the conference call, please dial 866-783-2141 or 857-350-1600 at least five minutes prior to the start time and ask for the Schawk, Inc. conference call, or on the Internet, go to http://phx.corporate-ir.net/phoenix.zhtml?c=82169&p=irol-EventDetails&EventId=2365168. A replay will be available through August 18 at 11:59 p.m. Central time. To access the replay, dial 888-286-8010 or 617-801-6888, enter conference ID 74118618, and follow the prompts. The replay will also be available on the Internet for 30 days at the following address: http://phx.corporate-ir.net/phoenix.zhtml?c=82169&p=irol-EventDetails&EventId=2365168.

About Schawk, Inc.

Schawk, Inc, is the leading provider of brand point management services, enabling companies of all sizes to connect their brands with consumers to create deeper brand affinity. With a global footprint of more than 60 offices, Schawk helps companies create compelling and consistent brand experiences by providing integrated strategic, creative and executional services across brand touchpoints. Founded in 1953, Schawk is trusted by many of the world's leading organizations to help them achieve global brand consistency. For more information about Schawk, visit http://www.schawk.com.

Non-GAAP Financial Measures

There are non-GAAP measures attached to this press release entitled "Reconciliation of Non-GAAP measures to GAAP." Management believes that the presentation of these measures provides investors with greater transparency and supplemental data relating to the Company's financial condition and results of operations and provides more consistent insight into the performance of the Company's core operations from period to period. Non-GAAP measures are reconciled to the closest GAAP measures on schedules attached to this press release. The non-GAAP measures should not be viewed as alternatives to GAAP. Furthermore, these measures may not be consistent with similar measures provided by other companies. See also the Company's discussion of the use of EBITDA and Adjusted EBITDA in the attached "Reconciliation of Non-GAAP EBITDA and Adjusted EBITDA."

Safe Harbor Statement

Certain statements in this press release are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. These statements are made based upon current expectations and beliefs that are subject to risk and uncertainty. Actual results might differ materially from those contained in the forward-looking statements because of factors, such as, among other things, unanticipated difficulties associated with additional accounting issues, if any, which may cause our investors to lose confidence in our reported financial information and may have a negative impact on the trading price of our stock; our ability to remedy known internal control deficiencies and weaknesses and the discovery of future control deficiencies or weaknesses, which may require substantial costs and resources to rectify; higher than expected costs, or unanticipated difficulties associated with, integrating acquired operations; higher than expected costs associated with compliance with legal and regulatory requirements; the strength of the United States economy in general and, specifically, market conditions for the consumer products industry; the level of demand for Schawk's services; changes in or weak consumer confidence and consumer spending; loss of key management and operational personnel; our ability to implement our growth strategy, rebranding initiatives and cost reduction plans and to realize anticipated cost savings; the stability of state, federal and foreign tax laws; our continued ability to identify and exploit industry trends and exploit technological advances in the imaging industry; our ability to implement restructuring plans; the stability of political conditions in Asia and other foreign countries in which we have production capabilities; terrorist attacks and the U.S. response to such attacks; as well as other factors detailed in Schawk, Inc.'s filings with the Securities and Exchange Commission.

For more information about Schawk, visit its website at http://www.schawk.com.

Schawk, Inc. Consolidated Statements of Operations (Unaudited) (In thousands, except per share amounts) Three Months Ended Six Months Ended June 30, June 30, -------------------- -------------------- 2009 2008 2009 2008 --------- --------- --------- --------- Net sales $ 111,989 $ 133,436 $ 217,077 $ 259,843 Cost of sales 69,055 86,650 141,049 170,090 --------- --------- --------- --------- Gross profit 42,934 46,786 76,028 89,753 Selling, general and administrative expenses 31,832 36,104 65,675 72,375 Acquisition integration and restructuring expenses 1,501 3,174 2,318 3,174 Impairment of long-lived assets 78 2,184 136 2,184 --------- --------- --------- --------- Operating income (loss) 9,523 5,324 7,899 12,020 Other income (expense) Interest income 30 64 100 138 Interest expense (2,468) (1,696) (3,917) (3,474) --------- --------- --------- --------- (2,438) (1,632) (3,817) (3,336) --------- --------- --------- --------- Income (loss) before income taxes 7,085 3,692 4,082 8,684 Income tax provision (benefit) 2,317 2,916 1,610 3,648 --------- --------- --------- --------- Net income (loss) $ 4,768 $ 776 $ 2,472 $ 5,036 ========= ========= ========= ========= Earnings (loss) per share: Basic $ 0.19 $ 0.03 $ 0.10 $ 0.19 Diluted $ 0.19 $ 0.03 $ 0.10 $ 0.18 Weighted average number of common and common equivalent shares outstanding: Basic 24,921 27,134 24,928 27,093 Diluted 24,921 27,705 24,929 27,645 Schawk, Inc. Consolidated Balance Sheets (In thousands, except share amounts) June 30, December 31, 2009 2008 ------------ ------------ (unaudited) Assets Current assets: Cash and cash equivalents $ 17,118 $ 20,205 Trade accounts receivable, less allowance for doubtful accounts of $2,458 at June 30, 2009 and $3,138 at December 31, 2008 83,905 83,218 Inventories 20,463 23,617 Prepaid expenses and other current assets 13,198 11,243 Income tax receivable 929 3,348 Assets held for sale 2,085 6,555 Deferred income taxes 488 2,765 ------------ ------------ Total current assets 138,186 150,951 Property and equipment, less accumulated depreciation of $99,838 at June 30, 2009 and $92,583 at December 31, 2008 53,698 58,325 Goodwill 185,987 184,037 Other intangible assets, net 38,482 39,125 Deferred income taxes 2,956 2,752 Other assets 5,999 5,163 ------------ ------------ Total assets $ 425,308 $ 440,353 ============ ============ Liabilities and Stockholders’ Equity Current liabilities: Trade accounts payable $ 22,499 $ 20,694 Accrued expenses 60,839 51,934 Income taxes payable 228 -- Deferred income taxes 3,007 82 Current portion of long-term debt 66,331 23,563 ------------ ------------ Total current liabilities 152,904 96,273 ------------ ------------ Long-term liabilities: Long-term debt 46,701 112,264 Other liabilities 20,863 29,137 Deferred income taxes 1,962 1,858 ------------ ------------ Total long-term liabilities 69,526 143,259 ------------ ------------ Stockholders’ equity: Common stock, $0.008 par value, 40,000,000 shares authorized, 29,700,242 and 29,478,456 shares issued at June 30, 2009 and December 31, 2008, respectively; 24,952,677 and 25,218,566 shares outstanding at June 30, 2009 and December 31, 2008, respectively 218 217 Additional paid-in capital 189,144 187,801 Retained earnings 69,424 68,016 Accumulated comprehensive income (loss), net 4,943 1,368 ------------ ------------ 263,729 257,402 Treasury stock, at cost, 4,747,565 and 4,259,890 shares of common stock at June 30, 2009 and December 31, 2008, respectively (60,851) (56,581) ------------ ------------ Total stockholders’ equity 202,878 200,821 ------------ ------------ Total liabilities and stockholders’ equity $ 425,308 $ 440,353 ============ ============ Schawk, Inc. Reconciliation of Non-GAAP measures to GAAP (Unaudited) (In Thousands, Except Share Amounts) Three Months Ended Six Months Ended June 30, June 30, ------------------ ------------------ 2009 2008 2009 2008 -------- -------- -------- -------- Income before income taxes - GAAP $ 7,085 $ 3,692 $ 4,082 $ 8,684 Plus: Acquisition integration and restructuring expenses 1,501 3,174 2,318 3,174 Plus: Remediation and related expenses 1,291 566 3,319 571 Plus: Impairment of long-lived assets 78 2,184 136 2,184 Less: Foreign currency gain (319) (280) (445) (526) -------- -------- -------- -------- Adjusted income before income tax - non GAAP 9,636 9,336 9,410 14,087 Adjusted income tax provision - non GAAP 3,175 3,618 3,526 5,660 -------- -------- -------- -------- Adjusted net income - non GAAP $ 6,461 $ 5,718 $ 5,884 $ 8,427 ======== ======== ======== ======== Weighted average common and common stock equivalents outstanding - GAAP 24,921 27,705 24,929 27,645 ======== ======== ======== ======== Earnings per diluted share - GAAP $ 0.19 $ 0.03 $ 0.10 $ 0.18 Adjustments - net of tax effects: Plus: Acquisition integration and restructuring expenses 0.04 0.07 0.06 0.07 Plus: Remediation and related expenses 0.03 0.02 0.08 0.01 Plus: Impairment of long-lived assets 0.01 0.05 0.01 0.05 Less: Foreign currency gain (0.01) (0.01) (0.01) (0.01) Less: FIN 48 reserve adjustment -- -- -- (0.05) Plus: UK valuation allowance -- 0.05 -- 0.05 -------- -------- -------- -------- Adjusted earnings per diluted share - non GAAP $ 0.26 $ 0.21 $ 0.24 $ 0.30 ======== ======== ======== ======== Income tax provision (benefit) - GAAP $ 2,317 $ 2,916 $ 1,610 $ 3,648 Plus: Acquisition integration and restructuring expenses 441 1,149 710 1,149 Plus: Remediation and related expenses 513 225 1,318 227 Plus: Impairment of long-lived assets 22 867 45 867 Less: Foreign currency gain (118) (68) (157) (150) Plus: FIN 48 reserve adjustment -- -- -- 1,390 Less: UK valuation allowance -- (1,471) -- (1,471) -------- -------- -------- -------- Adjusted income tax provision - non GAAP $ 3,175 $ 3,618 $ 3,526 $ 5,660 ======== ======== ======== ======== Schawk, Inc. Reconciliation of Non-GAAP EBITDA and Adjusted EBITDA (Unaudited) (In Thousands) Three Months Ended Six Months Ended Trailing Twelve Months June 30, June 30, Ended June 30, ---------------- ---------------- ----------------- 2009 2008 2009 2008 2009 2008 ------- ------- ------- ------- -------- ------- Net income - GAAP $ 4,768 $ 776 $ 2,472 $ 5,036 ($62,570) $19,680 Interest expense 2,468 1,696 3,917 3,474 7,295 7,908 Income tax expense 2,317 2,916 1,610 3,648 (5,138) 14,297 ------- ------- ------- ------- -------- ------- Subtotal 9,553 5,388 7,999 12,158 (60,413) 41,885 Depreciation and amortization 4,730 5,400 9,508 10,918 19,341 21,773 Impairment of Goodwill -- -- -- -- 48,041 -- Impairment of long-lived assets 78 -- (1) 136 -- (1) 6,780 1,197 Non-cash restructuring charge 77 -- (1) 77 -- (1) 705 -- (1) Unrealized foreign currency (gain) loss (725) -- (1) (916) -- (1) 181 (243) Share-based compensation 501 -- (1) 879 -- (1) 2,264 449 ------- ------- ------- ------- -------- ------- EBITDA - non GAAP 14,214 10,788 17,683 23,076 16,925 65,061 Permitted add backs per amended debt agreements: Loss on sale of property and equipment 72 100 44 95 311 412 Permitted acquisitions -- 454 -- 454 2,102 454 Restructuring charges 1,424 2,558 2,241 2,558 9,445 2,558 Non- recurring pension withdrawal expense -- -- -- -- 7,254 -- ------- ------- ------- ------- -------- ------- Adjusted EBITDA - non GAAP $15,710 $13,900 $19,968 $26,183 $ 36,011 $68,485 ======= ======= ======= ======= ======== ======= (1) These items are shown consistent with the Company’s EBITDA and Adjusted EBITDA as defined in the covenants under its amended debt agreements for these periods for 2008. EBITDA is defined as earnings before interest, income taxes, depreciation and amortization, and other certain non-cash items. Adjusted EBITDA, as defined in the covenants under the Company's amended debt agreements, is EBITDA as adjusted to exclude certain items, including items that are generally considered non-operating. Both measures are important indicators of performance under the Company's amended debt agreements and provide management with a consistent measurement tool for evaluating the operating activities of the Company from period to period. These measures do not represent cash flows from operations as defined by generally accepted accounting principles, should not be considered as an alternative to net income or cash flow from operations as an indicator of our operating performance, and are not indicative of cash available to fund all cash flow needs. These measures also may be inconsistent with similar measures presented by other companies.