Mativ Holdings Inc

05/08/2024 | Press release | Distributed by Public on 05/08/2024 14:19

Regulation FD Disclosure - Form 8-K



MATIV HOLDINGS, INC.
(Registrant)
By: /s/ Greg Weitzel
Greg Weitzel
Executive Vice President and
Chief Financial Officer




Dated: May 8, 2024





Exhibit 99.1

As previously disclosed as part of the organizational realignment effective during the first quarter of 2024, Mativ Holdings, Inc. ("Mativ" or the "Company") reorganized into two new reportable segments: (1) Filtration & Advanced Materials ("FAM") focused primarily on filtration media and components, advanced films, coating and converting solutions, and extruded mesh products, and (2) Sustainable & Adhesive Solutions ("SAS") focused primarily on tapes, labels, liners, specialty paper, packaging and healthcare solutions. The change in reportable segments reflects the realignment of segment level management and the related internal review of Mativ's operating segments.

Non-GAAP Financial Measures

Certain financial measures and comments contained herein exclude restructuring, impairment and other expenses, certain purchase accounting adjustments related to FAM and SAS segment acquisitions, acquisition/merger and integration related costs, stock-based compensation, and depreciation and amortization. Financial measures which exclude or include these items have not been determined in accordance with accounting principles generally accepted in the United States ("GAAP") and are therefore "non-GAAP" financial measures. Reconciliations of these non-GAAP financial measures to the most closely analogous measure determined in accordance with GAAP are included in the financial schedules attached hereto.

The Company believes the presentation of non-GAAP financial measures in addition to the related GAAP measures provides investors with greater transparency on the information used by the Company's management in its financial and operational decision-making. Management also believes the non-GAAP financial measures provide additional insight for analysts and investors in evaluating the Company's financial and operational performance in the same way that management evaluates the Company's financial performance. Management believes providing this information enables investors to better understand the Company's operating performance and financial condition. These non-GAAP financial measures are not calculated or presented in accordance with, and are not intended to be considered in isolation or as alternatives or substitutes for, or superior to, financial measures prepared and presented in accordance with GAAP, and should be read only in conjunction with the Company's financial measures prepared and presented in accordance with GAAP. The non-GAAP financial measures used in this release may be different from the measures used by other companies.

Supplemental Segment Financial Information

The Company previously filed a Current Report on Form 8-K/A on December 6, 2023 to reflect the impact of the EP Divestiture as discontinued operations and to present certain Non-GAAP financial measures quarterly on a comparable basis beginning with the first quarter of 2022 (the "EP Supplemental Financial Information"). The EP business was presented as a discontinued operation for all periods and certain prior period amounts were retrospectively revised to reflect these changes.

Due to the change in our reportable segments, the Company is providing the supplemental realigned segment financial information set forth in the attached schedules to update the presentation of certain Non-GAAP measures quarterly on a comparable basis previously disclosed in the EP Supplemental Financial Information to reflect changes to the Company's reportable segments discussed above and enhance the Company's shareholders' ability to evaluate the Company's operating performance (1) for the three-month periods ended March 31, 2023, June 30, 2023, September 30, 2023, and December 31, 2023 and (2) for the twelve-month period ended December 31, 2023. The realigned segment information is presented on a continuing operations basis.

The supplemental combined legacy financial information is not pro forma information prepared in accordance with Article 11 of Regulation S-X of the SEC, and the preparation of information in accordance with Article 11 would result in a different presentation.

The information presented in these exhibits supersedes any previously disclosed historical financial information, including historical information presented in each of the Company's quarterly earnings releases for the first through fourth quarter of 2023.

The information being furnished pursuant to Item 7.01 of this Report, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

1




SOURCE: Mativ Holdings, Inc.

CONTACT

Chris Kuepper, IRC
Director, Investor Relations
+1-770-569-4229

Website: http://www.mativ.com
2


Non-GAAP Reconciliation of Mativ Realigned Segment Reporting
(in millions) (Unaudited)

Three Months Ended Twelve Months Ended
March 31, 2023 June 30, 2023 September 30, 2023 December 31, 2023 December 31, 2023
Filtration & Advanced Materials (FAM)(1)
Net Sales $ 220.6 $ 211.7 $ 195.8 $ 181.9 $ 810.0
GAAP Operating Profit 27.2 28.5 22.6 21.1 99.4
Amortization of intangibles and other purchase accounting adjustments 8.3 8.4 8.4 8.4 33.5
Restructuring, restructuring related, and other impairment expenses 0.7 0.6 1.1 0.6 3.0
Adjusted Operating Profit $ 36.2 $ 37.5 $ 32.1 $ 30.1 $ 135.9
Adjusted Operating Profit Margin 16.4 % 17.7 % 16.4 % 16.5 % 16.8 %
Depreciation 6.9 6.7 7.0 6.7 27.3
Stock-based compensation expense(2)
0.1 0.1 0.1 0.1 0.4
Adjusted EBITDA $ 43.2 $ 44.3 $ 39.2 $ 36.9 $ 163.6
Adjusted EBITDA Margin 19.6 % 20.9 % 20.0 % 20.3 % 20.2 %
Sustainable & Adhesive Solutions (SAS)(1)
Net Sales $ 328.4 $ 314.8 $ 302.4 $ 270.4 $ 1,216.0
GAAP Operating Profit (Loss) 5.1 15.3 (405.8) 9.2 (376.2)
Amortization of intangibles and other purchase accounting adjustments 7.6 7.0 7.2 7.1 28.9
Restructuring, restructuring related, and other impairment expenses 0.1 0.3 17.9 3.8 22.1
Goodwill impairment - - 401.0 - 401.0
Adjusted Operating Profit $ 12.8 $ 22.6 $ 20.3 $ 20.1 $ 75.8
Adjusted Operating Profit Margin 3.9 % 7.2 % 6.7 % 7.4 % 6.2 %
Depreciation 14.4 13.6 13.5 13.1 54.6
Stock-based compensation expense(2)
- - 0.4 (0.1) 0.3
Adjusted EBITDA $ 27.2 $ 36.2 $ 34.2 $ 33.1 $ 130.7
Adjusted EBITDA Margin 8.3 % 11.5 % 11.3 % 12.2 % 10.7 %
3


Non-GAAP Reconciliation of Mativ Realigned Segment Reporting
(in millions) (Unaudited)

Three Months Ended Twelve Months Ended
March 31, 2023 June 30, 2023 September 30, 2023 December 31, 2023 December 31, 2023
Corporate Unallocated
GAAP Operating Loss $ (34.5) $ (33.4) $ (36.7) $ (32.5) $ (137.1)
Restructuring, restructuring related, and other impairment expenses - 1.1 - 0.4 1.5
Acquisition/Merger and integration costs 10.4 9.1 9.2 3.7 32.4
Divestiture costs - - 5.3 5.0 10.3
Financing fees - - 2.4 2.1 4.5
Adjusted Operating Loss $ (24.1) $ (23.2) $ (19.8) $ (21.3) $ (88.4)
% of total Net Sales (4.4) % (4.4) % (4.0) % (4.7) % (4.4) %
Depreciation 1.4 0.7 0.9 0.4 3.4
Stock-based compensation expense(2)
1.2 1.1 0.9 0.9 4.1
Adjusted EBITDA $ (21.5) $ (21.4) $ (18.0) $ (20.0) $ (80.9)
% of total Net Sales (3.9) % (4.1) % (3.6) % (4.4) % (4.0) %
Consolidated
Net Sales $ 549.0 $ 526.5 $ 498.2 $ 452.3 $ 2,026.0
GAAP Operating Profit (Loss) (2.2) 10.4 (419.9) (2.2) (413.9)
Amortization of intangibles and other purchase accounting adjustments 15.9 15.4 15.6 15.5 62.4
Restructuring, restructuring related, and other impairment expenses 0.8 2.0 19.0 4.8 26.6
Goodwill impairment - - 401.0 - 401.0
Acquisition/Merger and integration costs 10.4 9.1 9.2 3.7 32.4
Divestiture costs - - 5.3 5.0 10.3
Financing fees - - 2.4 2.1 4.5
Adjusted Operating Profit $ 24.9 $ 36.9 $ 32.6 $ 28.9 $ 123.3
Adjusted Operating Profit Margin 4.5 % 7.0 % 6.5 % 6.4 % 6.1 %
Depreciation 22.7 21.0 21.4 20.2 85.3
Stock-based compensation expense(2)
1.3 1.2 1.4 0.9 4.8
Adjusted EBITDA $ 48.9 $ 59.1 $ 55.4 $ 50.0 $ 213.4
Adjusted EBITDA Margin 8.9 % 11.2 % 11.1 % 11.1 % 10.5 %
(1) As part of the organizational realignment effective during Q1 of 2024, we have reorganized into two new reportable segments: (1) Filtration & Advanced Materials ("FAM"), focused primarily on filtration media and components, advanced films, coating and converting solutions, and extruded mesh products, and (2) Sustainable & Adhesive Solutions ("SAS"), focused primarily on tapes, labels, liners, specialty paper, packaging and healthcare solutions. The change in reportable segments reflects the realignment of management and the related internal review of our operating segments.
(2)Stock-based compensation excludes stock-based compensation included in Acquisition/Merger and integration costs.
4