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): July 20, 2016
 
 
MSA SAFETY INCORPORATED
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
Pennsylvania
 
1-15579
 
46-4914539
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification Number)
 
 
 
 
1000 Cranberry Woods Drive
Cranberry Township, Pennsylvania
 
16066-5207
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: 724-776-8600
 
 
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:
 
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02
Results of Operations and Financial Condition
On July 20, 2016, the Company issued a press release announcing its financial results for the quarter ended June 30, 2016. The results from discontinued operations have been modified from amounts contained in such press release. A copy of the revised press release is furnished herewith as Exhibit 99.1 to this report.
 
Item 9.01
Financial Statements and Exhibits

(d) Exhibits
 
 
99.1
  
MSA Safety Incorporated Press Release dated July 20, 2016, announcing financial results for the quarter ended June 30, 2016.





SIGNATURE
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.
 
 
 
 
MSA SAFETY INCORPORATED
(Registrant)
 
 
By
 
/s/ Kenneth D. Krause
 
 
Kenneth D. Krause
 
 
Vice President of Finance and Chief Financial Officer
Date: July 26, 2016





EXHIBIT INDEX
 
 
 
 
Exhibit
No.
  
Description
 
 
99.1
  
MSA Safety Incorporated Press Release dated July 20, 2016, announcing financial results for the quarter ended June 30, 2016.




Exhibit
1

FOR IMMEDIATE RELEASE

FROM: MSA Safety Incorporated
Ticker: MSA (NYSE)
Media Relations Contact: Mark Deasy (724) 741 - 8570
Investor Relations Contact: Kenneth Krause (724) 741 - 8534

MSA Announces Second Quarter Results
Investments in new product development, acquisitions and restructuring programs drive 28 percent increase in quarterly net income

PITTSBURGH, July 20, 2016 - Global safety equipment manufacturer MSA Safety Incorporated (NYSE: MSA) today reported results for the second quarter of 2016.


Quarterly Highlights
Reported revenue was $296 million, increasing 3 percent from a year ago. The recent acquisition of UK-based fall protection company Latchways increased constant currency and reported revenue by 5 percent, while organic constant currency revenue remained flat.

Net income was $31 million or $0.82 per diluted share, compared to $24 million or $0.63 per diluted share in the second quarter a year ago. Adjusted earnings were $0.79 per diluted share, compared to $0.67 per diluted share a year ago.


Comments from Management

"Our quarterly results reflect strong returns on several strategic investments we've made to drive profitable growth," said William M. Lambert, MSA Chairman, President and CEO. "While we continued to see weak conditions in sales of certain products associated with energy and industrial related end-markets, our investments in new product development, strategic acquisitions and restructuring programs allowed us to recognize earnings growth of 28 percent on 3 percent revenue growth," he continued.
    

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2

As examples, Mr. Lambert pointed to the continued success of the company’s breakthrough G1 self-contained breathing apparatus (SCBA), the recent acquisition of Latchways and the company’s restructuring program that was executed in late 2015.

“Overall, we continue to gain market share in the U.S. fire service with the G1 SCBA, and we are realizing success in a number of international markets as well. On a year-over-year basis, our breathing apparatus sales increased 20 percent for the quarter and 28 percent for the first six months of 2016,” Mr. Lambert said. He also noted that Latchways continues to perform well, providing earnings accretion of $0.01 per diluted share for the quarter and $0.04 per diluted share for the first six months of 2016. Mr. Lambert added that MSA’s 2015 restructuring program has been successful in helping drive reductions in selling, general and administrative expense, down $2 million in the quarter and $4 million year-to-date on a reported basis, and down $4 million in the quarter and $8 million year-to-date in constant currency, excluding Latchways.
    
"In addition to making investments that drive profitable core product revenue growth, managing our cost structure continues to be a top priority in light of the headwinds we are seeing in key end markets and geographies. Despite these challenges, we remain committed to making strategic investments that help us capture market share, expand operating margins, and enhance the value we deliver to shareholders," Mr. Lambert concluded.



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3

MSA Safety Incorporated
Condensed Consolidated Statement of Income (Unaudited)
(In thousands, except per share amounts)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
 
 
 
 
 
 
 
Net sales
$
295,998

 
$
287,011

 
$
575,266

 
$
543,719

Cost of products sold
160,143

 
156,522

 
318,706

 
296,407

Gross profit
135,855

 
130,489

 
256,560

 
247,312

 
 
 
 
 
 
 
 
Selling, general and administrative
75,716

 
77,588

 
154,911

 
158,956

Research and development
11,144

 
12,984

 
21,507

 
23,898

Restructuring and other charges
1,338

 
227

 
1,808

 
958

Currency exchange (gains) losses, net
(242
)
 
1,557

 
1,708

 
(991
)
Operating income
47,899

 
38,133

 
76,626

 
64,491

 
 
 
 
 
 
 
 
Interest expense
4,201

 
2,502

 
8,103

 
4,975

Other (income), net

(775)

 
(94)

 
(1,663)

 
(735)

Total other expense, net
3,426

 
2,408

 
6,440

 
4,240

 
 
 
 
 
 
 
 
Income from continuing operations before income taxes
44,473

 
35,725

 
70,186

 
60,251

Provision for income taxes
15,026

 
12,350

 
27,537

 
27,734

Income from continuing operations
29,447

 
23,375

 
42,649

 
32,517

Income (loss) from discontinued operations
2,484

 
470

 
1,355

 
778

Net income
31,931

 
23,845

 
44,004

 
33,295

Net (income) loss attributable to noncontrolling interests
(848
)
 
453

 
(1,170
)
 
685

Net income attributable to MSA Safety Incorporated
31,083

 
24,298

 
42,834

 
33,980

 
 
 
 
 
 
 
 
Amounts attributable to MSA Safety Incorporated common shareholders:
 
 
 
 
 
 
 
Income from continuing operations
29,306

 
23,722

 
41,989

 
33,038

Income (loss) from discontinued operations
1,777

 
576

 
845

 
942

  Net income
31,083

 
24,298

 
42,834

 
33,980

 
 
 
 
 
 
 
 
Earnings per share attributable to MSA Safety Incorporated common shareholders:
 
 
 
 
 
 
 
Basic
 
 
 
 
 
 
 
Income from continuing operations
$
0.78

 
$
0.63

 
$
1.12

 
$
0.88

Income (loss) from discontinued operations
$
0.05

 
$
0.02

 
$
0.02

 
$
0.03

  Net income
$
0.83

 
$
0.65

 
$
1.14

 
$
0.91

 
 
 
 
 
 
 
 
Diluted
 
 
 
 
 
 
 
Income from continuing operations
$
0.77

 
$
0.62

 
$
1.11

 
$
0.87

Income (loss) from discontinued operations
$
0.05

 
$
0.01

 
$
0.02

 
$
0.03

  Net income
$
0.82

 
$
0.63

 
$
1.13

 
$
0.90

 
 
 
 
 
 
 
 
Basic shares outstanding
37,411

 
37,351

 
37,368

 
37,323

Diluted shares outstanding
37,860

 
37,826

 
37,807

 
37,807


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4

MSA Safety Incorporated
Condensed Consolidated Balance Sheet (Unaudited)
(In thousands)
 
June 30, 2016
 
December 31, 2015
Assets
 
 
 
Cash and cash equivalents
$
103,149

 
$
105,925

Trade receivables, net
218,221

 
232,862

Inventories
130,482

 
125,849

Other current assets
45,367

 
39,976

    Total current assets
497,219

 
504,612

 
 
 
 
Property, net
151,919

 
155,839

Prepaid pension cost
66,715

 
62,072

Goodwill
332,139

 
340,338

Other noncurrent assets
368,257

 
360,002

   Total assets
$
1,416,249

 
$
1,422,863

 
 
 
 
Liabilities and shareholders' equity
 
 
 
Notes payable and current portion of long-term debt
$
6,822

 
$
6,650

Accounts payable
66,119

 
68,206

Other current liabilities
142,293

 
177,031

   Total current liabilities
215,234

 
251,887

 
 
 
 
Long-term debt, net
447,087

 
458,022

Pensions and other employee benefits
160,795

 
156,160

Deferred tax liabilities
25,964

 
24,872

Other noncurrent liabilities
14,835

 
14,794

Total shareholders' equity
552,334

 
517,128

   Total liabilities and shareholders' equity
$
1,416,249

 
$
1,422,863









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5

MSA Safety Incorporated
Segment Information (Unaudited)
(In thousands)
 
 
Americas
 
International
 
Corporate
 
 
Consolidated
Three Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
Net sales
 
$
177,623

 
$
118,375

 

 
 
$
295,998

Adjusted operating income (loss)
 
44,671

 
12,741

 
(8,417
)
 
 
48,995

Adjusted operating margin %
 
25.1
%
 
10.8
%
 
 
 
 
16.6
%
Restructuring and other charges
 
 
 
 
 
 
 
 
(1,338
)
Currency exchange gains, net
 
 
 
 
 
 
 
 
242

Operating income
 
 
 
 
 
 
 
 
$
47,899

Operating margin %
 
 
 
 
 
 
 
 
16.2
%
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
Net sales
 
$
344,965

 
$
230,301

 

 
 
$
575,266

Adjusted operating income (loss)
 
76,016

 
21,148

 
(17,022
)
 
 
80,142

Adjusted operating margin %
 
22.0
%
 
9.2
%
 
 
 
 
13.9
%
Restructuring and other charges
 
 
 
 
 
 
 
 
(1,808
)
Currency exchange (losses), net
 
 
 
 
 
 
 
 
(1,708
)
Operating income
 
 
 
 
 
 
 
 
$
76,626

Operating margin %
 
 
 
 
 
 
 
 
13.3
%
 
 
Americas
 
International
 
Corporate
 
 
Consolidated
Three Months Ended June 30, 2015
 
 
 
 
 
 
 
 
 
Net sales
 
$
179,565

 
$
107,446

 

 
 
$
287,011

Adjusted operating income (loss)
 
37,454

 
10,892

 
(8,429
)
 
 
39,917

Adjusted operating margin %
 
20.9
%
 
10.1
%
 
 
 
 
13.9
%
Restructuring and other charges
 
 
 
 
 
 
 
 
(227
)
Currency exchange (losses), net
 
 
 
 
 
 
 
 
(1,557
)
Operating income
 
 
 
 
 
 
 
 
$
38,133

Operating margin %
 
 
 
 
 
 
 
 
13.3
%
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2015
 
 
 
 
 
 
 
 
 
Net sales
 
$
338,067

 
$
205,652

 

 
 
$
543,719

Adjusted operating income (loss)
 
61,363

 
18,461

 
(15,366
)
 
 
64,458

Adjusted operating margin %
 
18.2
%
 
9.0
%
 
 
 
 
11.9
%
Restructuring and other charges
 
 
 
 
 
 
 
 
(958
)
Currency exchange gains, net
 
 
 
 
 
 
 
 
991

Operating income
 
 
 
 
 
 
 
 
$
64,491

Operating margin %
 
 
 
 
 
 
 
 
11.9
%
The Americas and International segments were established on January 1, 2016. The Americas segment is comprised of our operations in the U.S., Canada, Mexico and Latin America. The International segment is comprised of our operations in all other parts of the world including Europe, Africa, the Middle East, India, China, South East Asia and Australia. Certain global expenses are now allocated to each segment in a manner consistent with where the benefits from the expenses are derived. The 2015 segment results have been recast to conform with current period presentation.

(more)

6


Adjusted operating income (loss) and adjusted operating margin are the measures used by the chief operating decision maker to evaluate segment performance and allocate resources. As such, management believes that adjusted operating income (loss) and adjusted operating margin are useful metrics for investors. Adjusted operating income (loss) is defined as income from continuing operations before taxes excluding restructuring charges, interest expense, currency exchange gains (losses), and other income (expense). Adjusted operating margin is defined as adjusted operating income divided by segment net sales. Adjusted operating income (loss) and adjusted operating margin are not recognized terms under GAAP, and the Company's definition of adjusted operating income (loss) and adjusted operating margin may not be comparable to similarly titled measures of other companies. As such, management believes that it is appropriate to consider operating income determined on a GAAP basis in addition to these non-GAAP financial measures.

(more)

7

MSA Safety Incorporated
Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures
Constant currency revenue growth (Unaudited)
Organic constant currency revenue growth (Unaudited)
Consolidated
 
Three Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
20
%
6
%
(8
)%
11
%
(11
)%
96
 %
9
%

(17
)%

3
%
Plus: Currency translation effects
1
%
%
3
 %
3
%
 %
3
 %
1
%

2
 %

2
%
Constant currency sales change
21
%
6
%
(5
)%
14
%
(11
)%
99
 %
10
%

(15
)%

5
%
Less: Acquisitions
%
%
 %
%
 %
112
 %
6
%

 %

5
%
Organic constant currency change
21
%
6
%
(5
)%
14
%
(11
)%
(13
)%
4
%

(15
)%

%

 
Six Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
28
%
3
%
(11
)%
(1
)%
(8
)%
118
 %
10
%

(11
)%

6
%
Plus: Currency translation effects
2
%
2
%
5
 %
3
 %
2
 %
4
 %
3
%

4
 %

3
%
Constant currency sales change
30
%
5
%
(6
)%
2
 %
(6
)%
122
 %
13
%

(7
)%

9
%
Less: Acquisitions
%
%
 %
 %
 %
131
 %
7
%

 %

6
%
Organic constant currency change
30
%
5
%
(6
)%
2
 %
(6
)%
(9
)%
6
%

(7
)%

3
%
Management believes that constant currency revenue growth is a useful metric for investors, as foreign currency translation can have a material impact on revenue growth trends. Constant currency revenue growth highlights ongoing business performance excluding the impact of fluctuating foreign currencies, which is outside of management's control.
Organic constant currency revenue is defined as constant currency revenue excluding Latchways revenue results. Management believes that organic constant currency revenue growth is a useful measure for investors to provide an understanding of MSA's standalone results excluding the acquisition.
There can be no assurances that MSA's definition of constant currency revenue growth or organic constant currency revenue growth is consistent with that of other companies. As such, management believes that it is appropriate to consider revenue growth determined on a GAAP basis in addition to these non-GAAP financial measures.


(more)

8

MSA Safety Incorporated
Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures
Constant currency revenue growth (Unaudited)
Organic constant currency revenue growth (Unaudited)
Americas Segment
 
Three Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
17
%
18
%
(9
)%
2
%
(13
)%
3
 %
2
%

(13
)%

(1
)%
Plus: Currency translation effects
1
%
1
%
3
 %
3
%
 %
3
 %
2
%

4
 %

2
 %
Constant currency sales change
18
%
19
%
(6
)%
5
%
(13
)%
6
 %
4
%

(9
)%

1
 %
Less: Acquisitions
%
%
 %
%
 %
22
 %
2
%

 %

1
 %
Organic constant currency change
18
%
19
%
(6
)%
5
%
(13
)%
(16
)%
2
%

(9
)%

 %

 
Six Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
33
%
18
%
(13
)%
(5
)%
(11
)%
5
 %
5
%

(11
)%

2
%
Plus: Currency translation effects
2
%
2
%
6
 %
4
 %
2
 %
4
 %
3
%

4
 %

3
%
Constant currency sales change
35
%
20
%
(7
)%
(1
)%
(9
)%
9
 %
8
%

(7
)%

5
%
Less: Acquisitions
%
%
 %
 %
 %
20
 %
2
%

 %

1
%
Organic constant currency change
35
%
20
%
(7
)%
(1
)%
(9
)%
(11
)%
6
%

(7
)%

4
%
Management believes that constant currency revenue growth is a useful metric for investors, as foreign currency translation can have a material impact on revenue growth trends. Constant currency revenue growth highlights ongoing business performance excluding the impact of fluctuating foreign currencies, which is outside of management's control.
Organic constant currency revenue is defined as constant currency revenue excluding Latchways revenue results. Management believes that organic constant currency revenue growth is a useful measure for investors to provide an understanding of MSA's standalone results excluding the acquisition.
There can be no assurances that MSA's definition of constant currency revenue growth or organic constant currency revenue growth is consistent with that of other companies. As such, management believes that it is appropriate to consider revenue growth determined on a GAAP basis in addition to these non-GAAP financial measures.



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9

MSA Safety Incorporated
Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures
Constant currency revenue growth (Unaudited)
Organic constant currency revenue growth (Unaudited)
International Segment
 
Three Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
25
%
(1
)%
(5
)%
29
%
(8
)%
885
%
22
%

(22
)%

10
%
Plus: Currency translation effects
1
%
 %
4
 %
2
%
 %
4
%
1
%

1
 %

1
%
Constant currency sales change
26
%
(1
)%
(1
)%
31
%
(8
)%
889
%
23
%

(21
)%

11
%
Less: Acquisitions
%
 %
 %
%
 %
880
%
14
%

 %

10
%
Organic constant currency change
26
%
(1
)%
(1
)%
31
%
(8
)%
9
%
9
%

(21
)%

1
%

 
Six Months Ended June 30, 2016
 
Breathing Apparatus
Fire and Rescue Helmets
Industrial Head Protection
Portable Gas Detection
Fixed Gas and Flame Detection
Fall Protection
Core Sales
 
Non-Core Sales
 
Net Sales
GAAP reported sales change
17
%
(6
)%
(6
)%
4
%
(4
)%
1,113
%
20
%

(10
)%

12
%
Plus: Currency translation effects
3
%
2
 %
5
 %
3
%
2
 %
5
%
2
%

3
 %

2
%
Constant currency sales change
20
%
(4
)%
(1
)%
7
%
(2
)%
1,118
%
22
%

(7
)%

14
%
Less: Acquisitions
%
 %
 %
%
 %
1,112
%
16
%

 %

12
%
Organic constant currency change
20
%
(4
)%
(1
)%
7
%
(2
)%
6
%
6
%

(7
)%

2
%
Management believes that constant currency revenue growth is a useful metric for investors, as foreign currency translation can have a material impact on revenue growth trends. Constant currency revenue growth highlights ongoing business performance excluding the impact of fluctuating foreign currencies, which is outside of management's control.
Organic constant currency revenue is defined as constant currency revenue excluding Latchways revenue results. Management believes that organic constant currency revenue growth is a useful measure for investors to provide an understanding of MSA's standalone results excluding the acquisition.
There can be no assurances that MSA's definition of constant currency revenue growth or organic constant currency revenue growth is consistent with that of other companies. As such, management believes that it is appropriate to consider revenue growth determined on a GAAP basis in addition to these non-GAAP financial measures.



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10

MSA Safety Incorporated
Supplemental Segment Information (Unaudited)
Summary of constant currency revenue growth by segment and product group

 
Three Months Ended June 30, 2016
 
Consolidated
 
Americas
 
International
Fall Protection*
99
 %
 
6
 %
 
889
 %
Breathing Apparatus
21
 %
 
18
 %
 
26
 %
Portable Gas Detection
14
 %
 
5
 %
 
31
 %
Fire and Rescue Helmets
6
 %
 
19
 %
 
(1
)%
Industrial Head Protection
(5
)%
 
(6
)%
 
(1
)%
Fixed Gas and Flame Detection
(11
)%
 
(13
)%
 
(8
)%
Core Sales
10
 %
 
4
 %
 
23
 %
  Core excluding Latchways
4
 %
 
2
 %
 
9
 %
 
 
 
 
 
 
Non-Core Sales
(15
)%
 
(9
)%
 
(21
)%
 
 
 
 
 
 
Net Sales
5
 %
 
1
 %
 
11
 %
  Net Sales excluding Latchways
 %
 
 %
 
1
 %

 
Six Months Ended June 30, 2016
 
Consolidated
 
Americas
 
International
Fall Protection*
122
 %
 
9
 %
 
1,118
 %
Breathing Apparatus
30
 %
 
35
 %
 
20
 %
Portable Gas Detection
2
 %
 
(1
)%
 
7
 %
Fire and Rescue Helmets
5
 %
 
20
 %
 
(4
)%
Industrial Head Protection
(6
)%
 
(7
)%
 
(1
)%
Fixed Gas and Flame Detection
(6
)%
 
(9
)%
 
(2
)%
Core Sales
13
 %
 
8
 %
 
22
 %
  Core excluding Latchways
6
 %
 
6
 %
 
6
 %
 
 
 
 
 
 
Non-Core Sales
(7
)%
 
(7
)%
 
(7
)%
 
 
 
 
 
 
Net Sales
9
 %
 
5
 %
 
14
 %
  Net Sales excluding Latchways
3
 %
 
4
 %
 
2
 %

        
     *Fall protection growth rates include the impact from Latchways sales.


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11

MSA Safety Incorporated
Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures
Constant currency selling, general and administrative (SG&A) expense (Unaudited)
Organic constant currency SG&A expense (Unaudited)
(In thousands)

 
Three Months Ended June 30,
 
 
 
Six Months Ended June 30,
 
 
 
2016


2015
 
% Change
 
2016


2015
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
GAAP reported SG&A expense
$
75,716

 
$
77,588

 
(2
)%
 
$
154,911

 
$
158,956

 
(3
)%
Plus: Currency translation effects

 
(1,481
)
 
 
 

 
(4,471
)
 
 
Constant currency SG&A expense
$
75,716

 
$
76,107

 
(1
)%
 
$
154,911

 
$
154,485

 
 %
Less: Acquisitions
3,523

 

 
 
 
8,127

 

 
 
Organic constant currency SG&A expense
$
72,193

 
$
76,107

 
(5
)%
 
$
146,784

 
$
154,485

 
(5
)%

Management believes that constant currency SG&A expense and organic constant currency SG&A expense are useful metrics for investors to measure the effectiveness of the company's cost reduction program announced in 2015. Constant currency SG&A expense highlights spending patterns excluding fluctuating foreign currencies. Organic constant currency SG&A expense highlights the impact of the Latchways acquisition. These metrics provide investors with a greater level of clarity into spending levels on a year-over-year basis. MSA's definition of this metric may not be comparable to metrics used by other companies. As such, management believes that it is appropriate to consider SG&A expense determined on a GAAP basis in addition to these non-GAAP measures.


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12

MSA Safety Incorporated
Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures
Adjusted earnings (Unaudited)
Adjusted earnings per diluted share (Unaudited)
(In thousands, except per share amounts)

Three Months Ended June 30,



Six Months
Ended June 30,



2016

2015

%
Change

2016

2015

%
Change












Income from continuing operations attributable to MSA Safety Incorporated
$
29,306


$
23,722


24%

$
41,989


$
33,038


27%
Nonrecurring tax charges associated with European reorganization






3,600


7,605



Subtotal
29,306


23,722


24%

45,589


40,643


12%












Restructuring and other charges
1,338

 
227

 
 
 
1,808

 
958

 
 
Self-insured legal settlements and defense costs
275

 
256

 
 
 
295

 
342

 
 
Latchways integration costs

 

 
 
 
511

 

 
 
Asset related (gains) losses, net
(216
)
 
332

 

 
(559
)
 
332

 
 
Currency exchange (gains) losses, net
(242
)
 
1,557

 
 
 
1,708

 
(991
)
 
 
Income tax expense on adjustments
(390
)

(820
)



(1,295
)

(214
)


Adjusted earnings
30,071


25,274


19%

48,057


41,070


17%
















Adjusted earnings per diluted share
$
0.79


$
0.67


18%

$
1.27


$
1.09


17%
Management believes that adjusted earnings and adjusted earnings per diluted share are useful measures for investors, as management uses these measures to internally assess the company’s performance and ongoing operating trends. There can be no assurances that additional special items will not occur in future periods, nor that MSA's definition of adjusted earnings is consistent with that of other companies. As such, management believes that it is appropriate to consider both net income determined on a GAAP basis as well as adjusted earnings.

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13

About MSA:    
Established in 1914, MSA Safety Incorporated is the global leader in the development, manufacture and supply of safety products that protect people and facility infrastructures.  Many MSA products integrate a combination of electronics, mechanical systems and advanced materials to protect users against hazardous or life-threatening situations.  The company's comprehensive line of products is used by workers around the world in a broad range of markets, including the oil, gas and petrochemical industry, the fire service, the construction industry, mining and the military.  MSA's core products include self-contained breathing apparatus, fixed gas and flame detection systems, portable gas detection instruments, industrial head protection products, fire and rescue helmets, and fall protection devices.  With 2015 revenues of $1.1 billion, MSA employs approximately 4,600 people worldwide.  The company is headquartered north of Pittsburgh in Cranberry Township, Pa., and has manufacturing operations in the United States, Europe, Asia and Latin America.  With more than 40 international locations, MSA realizes approximately half of its revenue from outside North America.  For more information visit MSA's web site at www.MSAsafety.com.
Cautionary Statement Regarding Forward-Looking Statements:
Except for historical information, certain matters discussed in this press release may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to all projections and anticipated levels of future performance. Forward looking statements involve risks, uncertainties and other factors that may cause our actual results to differ materially from those discussed herein. Any number of factors could cause actual results to differ materially from projections or forward looking statements, including without limitation global economic conditions, spending patterns of government agencies, competitive pressures, the impact of acquisitions and related integration activities, product liability claims, the success of new product introductions, currency exchange rate fluctuations and the risks of doing business in foreign countries. A full listing of these risks, uncertainties and other factors are detailed from time-to-time in our filings with the United States Securities and Exchange Commission ("SEC"), including our most recent Form 10-K filed on February 29, 2016. You are strongly urged to review all such filings for a more detailed discussion of such risks and uncertainties. MSA’s SEC filings are readily obtainable at no charge at www.sec.gov, as well as on its own investor relations website at http://investors.MSAsafety.com. MSA undertakes no duty to publicly update any forward looking statements contained herein, except as required by law.

Non-GAAP Financial Measures:
This earnings release includes certain non-GAAP financial measures. These financial measures include constant currency revenue growth, organic constant currency revenue growth, constant currency selling, general and administrative expense, organic constant currency selling, general and administrative expense, adjusted operating income, adjusted operating margin and adjusted earnings per diluted share. The presentation of these financial measures does not comply with U.S. generally accepted accounting principles ("GAAP"). For an explanation of these measures, together with a reconciliation to the most directly comparable GAAP financial measure, see the Reconciliation of As Reported Financial Measures to Non-GAAP Financial Measures in the financial tables section above.
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