AURORA,ON, May 10, 2013 /CNW/ - Magna International Inc. (TSX: MG; NYSE: MGA) today reported financial results for the first quarter ended March
31, 2013.
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| THREE MONTHS ENDED |
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| March 31, 2013 |
| March 31, 2012 |
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Sales
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| $ 8,361 |
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$ 7,666
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Adjusted EBIT(1) |
| $ 467 |
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$ 444
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Income from operations before income taxes
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| $ 457 |
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$ 439
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Net income attributable to Magna International Inc.
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| $ 369 |
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$ 343
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Diluted earnings per share
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| $ 1.57 |
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$ 1.46
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| All results are reported in millions of U.S. dollars, except per share
figures, which are in U.S. dollars. |
(1) Adjusted EBIT is the measure of segment profit or loss as reported in
the Company's attached unaudited interim consolidated financial
statements.
Adjusted EBIT represents income from operations before income taxes;
interest expense, net; and other expense, net.
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THREE MONTHS ENDED MARCH 31, 2013
We posted sales of $8.36 billion for the first quarter ended March 31,
2013, an increase of 9% over the first quarter of 2012. We achieved
this sales increase in a period when vehicle production increased 1% in
North America and decreased 9% in Europe, each relative to the first
quarter of 2012. Our North American, European and Rest of World
production sales, as well as tooling, engineering and other sales all
increased in the first quarter of 2013 relative to the comparable
quarter in 2012.
Complete vehicle assembly sales increased 33% to $798 million for the
first quarter of 2013 compared to $599 million for the first quarter of
2012, while complete vehicle assembly volumes increased 25% to
approximately 37,000 units.
During the first quarter of 2013, income from operations before income
taxes was $457 million, net income attributable to Magna International
Inc. was $369 million and diluted earnings per share were $1.57,
increases of $18 million, $26 million and $0.11, respectively, each
compared to the first quarter of 2012.
During the first quarter ended March 31, 2013, we generated cash from
operations of $607 million before changes in non-cash operating assets
and liabilities, and invested $456 million in non-cash operating assets
and liabilities. Total investment activities for the first quarter of
2013 were $242 million, including $194 million in fixed asset additions
and $48 million in investments and other assets.
A more detailed discussion of our consolidated financial results for the
first quarter ended March 31, 2013 is contained in the Management's
Discussion and Analysis of Results of Operations and Financial Position
and the unaudited interim consolidated financial statements and notes
thereto, which are attached to this Press Release.
DIVIDENDS
Yesterday, our Board of Directors declared a quarterly dividend of $0.32
with respect to our outstanding Common Shares for the quarter ended
March 31, 2013. This dividend is payable on June 17, 2013 to
shareholders of record on May 31, 2013.
UPDATED 2013 OUTLOOK
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Light Vehicle Production (Units)
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North America
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15.9 million
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Europe(1) |
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18.4 million
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Production Sales
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North America
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$15.7 - $16.1 billion
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Europe
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$9.3 - $9.6 billion
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Rest of World
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$2.2 - $2.5 billion
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Total Production Sales
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$27.2 - $28.2 billion
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Complete Vehicle Assembly Sales
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$2.8 - $3.1 billion
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Total Sales
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$32.6 - $34.0 billion
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Operating Margin(2)(3) |
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Mid to high 5% range
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Tax Rate(2) |
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Approximately 24%
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Capital Spending
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Approximately $1.4 billion
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(1) Beginning in the first quarter of 2013, we disclose total European light
vehicle production rather than Western European light vehicle production (2) Excluding other expense, net (3) Excluding $158 million amortization of intangibles related to
acquisition of E-Car |
In this 2013 outlook, in addition to 2013 light vehicle production, we
have assumed no material acquisitions or divestitures. In addition, we
have assumed that foreign exchange rates for the most common currencies
in which we conduct business relative to our U.S. dollar reporting
currency will approximate current rates.
ABOUT MAGNA
We are a leading global automotive supplier with 315 manufacturing
operations and 87 product development, engineering and sales centres in
29 countries. Our 121,000 employees are focused on delivering superior
value to our customers through innovative processes and World Class
Manufacturing. Our product capabilities include producing body,
chassis, interior, exterior, seating, powertrain, electronic, vision,
closure and roof systems and modules, as well as complete vehicle
engineering and contract manufacturing. Our common shares trade on the
Toronto Stock Exchange (MG) and the New York Stock Exchange (MGA). For
further information about Magna, visit our website atwww.magna.com.
We will hold a conference call for interested analysts and shareholders
to discuss our first quarter results on Friday, May 10, 2013 at 2:00
p.m. EDT. The conference call will be chaired by Don Walker, Chief
Executive Officer. The number to use for this call is 1-800-728-2056.
The number for overseas callers is 1-416-641-6705. Please call in at
least 10 minutes prior to the call. We will also webcast the conference
call at www.magna.com. The slide presentation accompanying the conference call will be
available on our website Friday afternoon prior to the call.
FORWARD-LOOKING STATEMENTS
The previous discussion contains statements that constitute
"forward-looking statements" or "forward-looking information" within
the meaning of applicable securities legislation, including, but not
limited to, statements relating to Magna's expected production sales,
based on expected light vehicle production in North America and Europe;
Magna's expected production sales in the North America, Europe and Rest
of World segments; total sales; complete vehicle assembly sales;
consolidated operating margin; effective income tax rate; fixed asset
expenditures; implementation of improvement plans in our
underperforming operations, and/or restructuring actions; and future
purchases of our Common Shares under the Normal Course Issuer Bid. The
forward-looking information in this document is presented for the
purpose of providing information about management's current
expectations and plans and such information may not be appropriate for
other purposes. Forward-looking statements may include financial and
other projections, as well as statements regarding our future plans,
objectives or economic performance, or the assumptions underlying any
of the foregoing, and other statements that are not recitations of
historical fact. We use words such as "may", "would", "could",
"should", "will", "likely", "expect", "anticipate", "believe",
"intend", "plan", "forecast", "outlook", "project", "estimate" and
similar expressions suggesting future outcomes or events to identify
forward-looking statements. Any such forward-looking statements are
based on information currently available to us, and are based on
assumptions and analyses made by us in light of our experience and our
perception of historical trends, current conditions and expected future
developments, as well as other factors we believe are appropriate in
the circumstances. However, whether actual results and developments
will conform with our expectations and predictions is subject to a
number of risks, assumptions and uncertainties, many of which are
beyond our control, and the effects of which can be difficult to
predict, including, without limitation: the potential for a
deterioration of economic conditions or an extended period of economic
uncertainty; declines in consumer confidence and the impact on
production volume levels; risks arising from the recession in Europe,
including the potential for a deterioration of sales of our three
largest German-based OEM customers; inability to sustain or grow our
business with OEMs; restructuring actions by OEMs, including plant
closures; restructuring, downsizing and/or other significant
non-recurring costs; continued underperformance of one or more of our
operating divisions; our ability to successfully launch material new or
takeover business; liquidity risks; bankruptcy or insolvency of a major
customer or supplier; a prolonged disruption in the supply of
components to us from our suppliers; scheduled shutdowns of our
customers' production facilities (typically in the third and fourth
quarters of each calendar year); shutdown of our or our customers' or
sub-suppliers' production facilities due to a labour disruption; our
ability to successfully compete with other automotive suppliers; a
reduction in outsourcing by our customers or the loss of a material
production or assembly program; the termination or non-renewal by our
customers of any material production purchase order; a shift away from
technologies in which we are investing; risks arising due to the
failure of a major financial institution; impairment charges related to
goodwill, long-lived assets and deferred tax assets; shifts in market
share away from our top customers; shifts in market shares among
vehicles or vehicle segments, or shifts away from vehicles on which we
have significant content; risks of conducting business in foreign
markets, including China, India, South America and other
non-traditional markets for us; exposure to, and ability to offset,
volatile commodities prices; fluctuations in relative currency values;
our ability to successfully identify, complete and integrate
acquisitions or achieve anticipated synergies; our ability to conduct
appropriate due diligence on acquisition targets; ongoing pricing
pressures, including our ability to offset price concessions demanded
by our customers; warranty and recall costs; risks related to natural
disasters and potential production disruptions; factors that could
cause an increase in our pension funding obligations; legal claims
and/or regulatory actions against us; our ability to understand and
compete successfully in non-automotive businesses in which we pursue
opportunities; changes in our mix of earnings between jurisdictions
with lower tax rates and those with higher tax rates, as well as our
ability to fully benefit tax losses; other potential tax exposures;
inability to achieve future investment returns that equal or exceed
past returns; the unpredictability of, and fluctuation in, the trading
price of our Common Shares; work stoppages and labour relations
disputes; changes in credit ratings assigned to us; changes in laws and
governmental regulations; costs associated with compliance with
environmental laws and regulations; and other factors set out in our
Annual Information Form filed with securities commissions in Canada and
our annual report on Form 40-F filed with the United States Securities
and Exchange Commission, and subsequent filings. In evaluating
forward-looking statements, we caution readers not to place undue
reliance on any forward-looking statements and readers should
specifically consider the various factors which could cause actual
events or results to differ materially from those indicated by such
forward-looking statements. Unless otherwise required by applicable
securities laws, we do not intend, nor do we undertake any obligation,
to update or revise any forward-looking statements to reflect
subsequent information, events, results or circumstances or otherwise.
For further information about Magna, please see our website at www.magna.com. Copies of financial data and other publicly filed documents are
available through the internet on the Canadian Securities
Administrators' System for Electronic Document Analysis and Retrieval
(SEDAR) which can be accessed at www.sedar.com and on the United States Securities and Exchange Commission's
Electronic Data Gathering, Analysis and Retrieval System (EDGAR) which
can be accessed at www.sec.gov
MAGNA INTERNATIONAL INC.
Management's Discussion and Analysis of Results of Operations and
Financial Position
Unless otherwise noted, all amounts in this Management's Discussion and
Analysis of Results of Operations and Financial Position ("MD&A") are
in U.S. dollars and all tabular amounts are in millions of U.S.
dollars, except per share figures, which are in U.S. dollars. When we
use the terms "we", "us", "our" or "Magna", we are referring to Magna
International Inc. and its subsidiaries and jointly controlled
entities, unless the context otherwise requires.
This MD&A should be read in conjunction with the unaudited interim
consolidated financial statements for the three months ended March 31,
2013 included in this press release, and the audited consolidated
financial statements and MD&A for the year ended December 31, 2012
included in our 2012 Annual Report to Shareholders.
This MD&A has been prepared as at May 9, 2013.
OVERVIEW
We are a leading global automotive supplier with 315 manufacturing
operations and 87 product development, engineering and sales centres in
29 countries. Our 121,000 employees are focused on delivering superior
value to our customers through innovative processes and World Class
Manufacturing. Our product capabilities include body, chassis,
interior, exterior, seating, powertrain, electronic, vision, closure
and roof systems and modules, as well as complete vehicle engineering
and contract manufacturing. Our Common Shares trade on the Toronto
Stock Exchange (MG) and the New York Stock Exchange (MGA). We follow a
corporate policy of functional and operational decentralization,
pursuant to which we conduct our operations through divisions, each of
which is an autonomous business unit operating within pre-determined
guidelines.
HIGHLIGHTS
North American light vehicle production increased 1% in the first
quarter of 2013, compared to the first quarter of 2012, to 4.0 million
units. In Europe, light vehicle production in the first quarter of 2013
declined 9% to 4.8 million units.
Our first quarter 2013 total sales increased 9% over the first quarter
of 2012 to an all-time record of $8.36 billion, as North American,
European and Rest of World production sales, as well as complete
vehicle assembly sales and tooling, engineering and other sales all
increased over the comparable quarter.
Our income from operations before income taxes increased 4% to $457
million in the first quarter of 2013, compared to $439 million in the
first quarter of 2012. Our diluted earnings per Common Share increased
8% to $1.57 in the first quarter of 2013, compared to $1.46 in the
first quarter of 2012.
Our North America segment reported another strong quarter with an
Adjusted EBIT(1) of $381 million, which included $39 million of amortization related to
the August 2012 acquisition of Magna E-Car Systems partnership
("E-Car"). This result compared to Adjusted EBIT of $405 million in the
first quarter of 2012.
We continue to improve our financial performance in our Europe segment.
Despite the decline in European vehicle production, we generated
Adjusted EBIT of $72 million in the first quarter of 2013, compared to
$63 million in the first quarter of 2012.
In our Rest of World segment, we reported a break-even Adjusted EBIT for
the first quarter of 2013, compared to an Adjusted EBIT loss of $9
million in the first quarter of 2012. Within our Rest of World segment,
for the first quarter of 2013, our Asia Pacific business generated a
profit while our business in South America recorded a loss.
Both Europe and South America continue to be areas of focus for us, and
we expect to be able to generate improved Adjusted EBIT in both regions
during 2013 compared to 2012.
Lastly, during the first quarter of 2013, we repurchased 1.6 million
Common Shares for aggregate consideration of $88 million pursuant to
our outstanding Normal Course issuer bid that expires in November 2013.
_________________________
1 Adjusted EBIT represents income from operations before income taxes;
interest expense, net; and other expense, net
FINANCIAL RESULTS SUMMARY
During the first quarter of 2013, we posted sales of $8.36 billion, an
increase of 9% over the first quarter of 2012. This higher sales level
was a result of increases in our North American, Rest of World and
European production sales, complete vehicle assembly sales, and
tooling, engineering and other sales. Comparing the first quarters of
2013 to 2012:
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North American vehicle production increased 1% and our North American
production sales increased 3% to $4.05 billion;
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European vehicle production decreased 9% while our European production
sales increased 5% to $2.45 billion;
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Rest of World production sales increased 26% to $516 million;
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Complete vehicle assembly sales increased 33% to $798 million and
complete vehicle assembly volumes increased 25%; and
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Tooling, engineering and other sales increased by 31% to $554 million.
During the first quarter of 2013, we earned income from operations
before income taxes of $457 million compared to $439 million for the
first quarter of 2012. Excluding Other Expense recorded in the first
quarter of 2013, as discussed in the "Other Expense" section, the $24
million increase in income from operations before income taxes was
primarily as a result of:
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margins earned on higher production sales;
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incremental margin earned on new programs that launched during or
subsequent to the first quarter of 2012;
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productivity and efficiency improvements at certain facilities;
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higher equity income;
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lower costs incurred in preparation for upcoming launches;
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decreased pre-operating costs incurred at new facilities;
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lower restructuring and downsizing costs;
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a $3 million revaluation gain in respect of asset-backed commercial
paper ("ABCP"); and
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lower warranty costs of $1 million.
These factors were partially offset by:
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intangible asset amortization of $39 million related to the acquisition
and re-measurement of E-Car;
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increased commodity costs;
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a larger amount of employee profit sharing;
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the re-acquisition, in the second quarter of 2012, of an interior
systems operation;
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operational inefficiencies and other costs at certain facilities; and
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net customer price concessions subsequent to the first quarter of 2012.
During the first quarter of 2013, net income of $367 million increased
$26 million compared to the first quarter of 2012. Net income was
impacted by Other Expense, as discussed in the "Other Expense" section.
Other Expense negatively impacted net income in the first quarter of
2013 by $6 million. Excluding Other Expense, after tax, net income for
the first quarter of 2013 increased $32 million.
During the first quarter of 2013, our diluted earnings per share
increased $0.11 to $1.57 compared to $1.46 for the first quarter of
2012. Other Expense, after tax, negatively impacted diluted earnings
per share in the first quarter of 2013 by $0.02, as discussed in the
"Other Expense" section. Excluding Other Expense, after tax, the $0.13
increase in diluted earnings per share is a result of the increase in
net income attributable to Magna International Inc. and a decrease in
the weighted average number of diluted shares outstanding during the
first quarter of 2013. The decrease in the weighted average number of
diluted shares outstanding was primarily due to the repurchase and
cancellation of Common Shares, during or subsequent to the first
quarter of 2012, pursuant to our normal course issuer bids and the
cashless exercise of options, partially offset by options granted
during or subsequent to the first quarter of 2012 and an increase in
the number of diluted options outstanding as a result of an increase in
the trading price of our common stock.
INDUSTRY TRENDS AND RISKS
Our success is primarily dependent upon the levels of North American and
European car and light truck production by our customers and the
relative amount of content we have on various programs. OEM production
volumes in different regions may be impacted by factors which may vary
from one region to the next, including but not limited to general
economic and political conditions, consumer confidence levels, interest
rates, credit availability, energy and fuel prices, international
conflicts, labour relations issues, regulatory requirements, trade
agreements, infrastructure, legislative changes, and environmental
emissions and safety standards. These factors and a number of other
economic, industry and risk factors which also affect our success,
including such things as relative currency values, commodities prices,
price reduction pressures from our customers, the financial condition
of our supply base and competition from manufacturers with operations
in low cost countries, are discussed in our Annual Information Form and
Annual Report on Form 40-F, each in respect of the year ended December
31, 2012, and remain substantially unchanged in respect of the first
quarter ended March 31, 2013.
RESULTS OF OPERATIONS
| Average Foreign Exchange |
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| For the three months |
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| ended March 31, |
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| 2013 |
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2012
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Change
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1 Canadian dollar equals U.S. dollars
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0.991 |
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0.998
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- 1%
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1 euro equals U.S. dollars
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1.319 |
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1.310
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+ 1%
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1 British pound equals U.S. dollars
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| 1.550 |
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1.571
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- 1%
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The preceding table reflects the average foreign exchange rates between
the most common currencies in which we conduct business and our U.S.
dollar reporting currency. The significant changes in these foreign
exchange rates for the three months ended March 31, 2013 impacted the
reported U.S. dollar amounts of our sales, expenses and income.
The results of operations whose functional currency is not the U.S.
dollar are translated into U.S. dollars using the average exchange
rates in the table above for the relevant period. Throughout this MD&A,
reference is made to the impact of translation of foreign operations on
reported U.S. dollar amounts where relevant.
Our results can also be affected by the impact of movements in exchange
rates on foreign currency transactions (such as raw material purchases
or sales denominated in foreign currencies). However, as a result of
hedging programs employed by us, foreign currency transactions in the
current period have not been fully impacted by movements in exchange
rates. We record foreign currency transactions at the hedged rate where
applicable.
Finally, foreign exchange gains and losses on revaluation and/or
settlement of monetary items denominated in a currency other than an
operation's functional currency impact reported results. These gains
and losses are recorded in selling, general and administrative expense.
RESULTS OF OPERATIONS - FOR THE THREE MONTHS ENDED MARCH 31, 2013
| Sales |
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| For the three months |
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| ended March 31, |
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| 2013 |
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2012
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Change
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| Vehicle Production Volumes (millions of units) |
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North America
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| 4.003 |
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3.970
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+ 1%
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Europe |
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| 4.794 |
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5.292
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- 9%
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| Sales |
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External Production
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North America
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| $ | 4,047 |
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$
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3,915
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+ 3%
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Europe |
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| 2,446 |
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2,322
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+ 5%
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Rest of World |
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| 516 |
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408
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+ 26%
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Complete Vehicle Assembly |
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| 798 |
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599
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+ 33%
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Tooling, Engineering and Other |
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| 554 |
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422
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+ 31%
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Total Sales
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| $ | 8,361 |
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$
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7,666
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+ 9%
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External Production Sales - North America
External production sales in North America increased 3% or $132 million
to $4.05 billion for the first quarter of 2013 compared to $3.92
billion for the first quarter of 2012. The increase in external
production sales is primarily as a result of:
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the launch of new programs during or subsequent to the first quarter of
2012, including the:
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Ford Fusion and Lincoln MKZ;
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Honda Accord; and
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Ford C-MAX; and
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acquisitions completed during or subsequent to the first quarter of 2012
which positively impacted sales by $42 million, including STT
Technologies ("STT").
These factors were partially offset by:
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lower production volumes on certain existing programs;
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programs that ended production during or subsequent to the first quarter
of 2012, including the:
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Jeep Liberty; and
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Mazda 6;
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a decrease in content on certain programs, including the Ford Escape;
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a decrease in reported U.S. dollar sales primarily as a result of the
weakening of the Canadian dollar against the U.S. dollar; and
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net customer price concessions subsequent to the first quarter of 2012.
External Production Sales - Europe
External production sales in Europe increased $124 million to $2.45
billion for the first quarter of 2013 compared to $2.32 billion for the
first quarter of 2012. The increase in external production sales is
primarily as a result of:
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acquisitions completed during or subsequent to the first quarter of
2012, which positively impacted sales by $164 million, including ixetic
Verwaltungs GmbH ("ixetic"), the re-acquisition of an interior systems
operation and BDW technologies group ("BDW");
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the launch of new programs during or subsequent to the first quarter of
2012, including the:
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Ford Transit Custom;
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MINI Paceman;
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Ford Kuga; and
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Skoda Rapid and SEAT Toledo; and
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an increase in reported U.S. dollar sales primarily as a result of the
strengthening of the euro against the U.S. dollar.
These factors were partially offset by:
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lower production volumes on certain existing programs; and
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net customer price concessions subsequent to the first quarter of 2012.
External Production Sales - Rest of World
External production sales in Rest of World increased 26% or $108 million
to $516 million for the first quarter of 2013 compared to $408 million
for the first quarter of 2012, primarily as a result of the launch of
new programs during or subsequent to the first quarter of 2012,
primarily in Brazil and China.
This factor was partially offset by a $22 million decrease in reported
U.S. dollar sales as a result of the weakening of foreign currencies
against the U.S. dollar, including the Brazilian real.
| Complete Vehicle Assembly Sales |
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| For the three months |
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| ended March 31, |
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| 2013 |
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2012
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Change
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| Complete Vehicle Assembly Sales |
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$ | 798 |
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$
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599
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+ 33%
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| Complete Vehicle Assembly Volumes (Units) |
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MINI Countryman, MINI Paceman, Mercedes-Benz G-Class,
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Peugeot RCZ and Aston Martin Rapide
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| 37,439 |
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29,935
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+ 25%
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Complete vehicle assembly sales increased 33% or $199 million to $798
million for the first quarter of 2013 compared to $599 million for the
first quarter of 2012 and assembly volumes increased 25% or 7,504
units.
The increase in complete vehicle assembly sales is primarily as a result
of:
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an increase in assembly volumes for the:
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Mercedes-Benz G-Class; and
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MINI Countryman;
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the launch of the MINI Paceman during the fourth quarter of 2012; and
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a $5 million increase in reported U.S. dollar sales as a result of the
strengthening of the euro against the U.S. dollar.
These factors were partially offset by:
-
the end of production of the Aston Martin Rapide at our Magna Steyr
facility during the second quarter of 2012; and
-
a decrease in assembly volumes for the Peugeot RCZ.
Tooling, Engineering and Other Sales
Tooling, engineering and other sales increased 31% or $132 million to
$554 million for the first quarter of 2013 compared to $422 million for
the first quarter of 2012.
In the first quarter of 2013, the major programs for which we recorded
tooling, engineering and other sales were the:
-
Jeep Grand Cherokee;
-
Chevrolet Suburban, Tahoe, Silverado and Avalanche;
-
Qoros 3;
-
MINI Countryman;
-
Ford Fusion;
-
Mercedes-Benz Actros;
-
Ford Fiesta;
-
Chevrolet Impala;
-
GMC Acadia; and
-
Ford Transit.
In the first quarter of 2012, the major programs for which we recorded
tooling, engineering and other sales were the:
-
Mercedes-Benz M-Class;
-
MINI Countryman;
-
Qoros 3;
-
Ford Escape;
-
Ford Fusion;
-
Audi A8; and
-
Opel Calibra.
| Cost of Goods Sold and Gross Margin |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the three months |
|
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
| Sales
|
|
|
|
|
| $ | 8,361 |
|
|
$
|
7,666
|
| Cost of goods sold |
|
|
|
|
|
|
|
|
|
|
|
|
|
Material |
|
|
|
|
|
| 5,345 |
|
|
|
4,856
|
|
|
Direct labour |
|
|
|
|
|
| 520 |
|
|
|
510
|
|
|
Overhead |
|
|
|
|
|
| 1,452 |
|
|
|
1,319
|
|
|
|
|
|
|
|
| 7,317 |
|
|
| 6,685
|
|
Gross margin
|
|
|
|
|
| $ | 1,044 |
|
|
$
|
981
|
|
Gross margin as a percentage of sales
|
|
|
|
|
|
|
12.5% |
|
|
|
12.8%
|
Cost of goods sold increased $632 million to $7.32 billion for the first
quarter of 2013 compared to $6.69 billion for the first quarter of 2012
primarily as a result of:
-
higher material, overhead and labour costs associated with the increase
in sales, including wage increases at certain operations;
-
$225 million related to acquisitions completed during or subsequent to
the first quarter of 2012, including ixetic, the re-acquisition of an
interior systems operation, STT, BDW and E-Car;
-
increased commodity costs; and
-
a larger amount of employee profit sharing.
These factors were partially offset by:
-
a net decrease in reported U.S. dollar cost of goods sold primarily due
to the weakening of the Brazilian real, Canadian dollar and British
pound, each against the U.S. dollar partially offset by the
strengthening of the euro against the U.S. dollar;
-
lower restructuring and downsizing costs; and
-
lower warranty costs of $1 million.
Gross margin increased $63 million to $1.04 billion for the first
quarter of 2013 compared to $0.98 billion for the first quarter of 2012
and gross margin as a percentage of sales decreased to 12.5% for the
first quarter of 2013 compared to 12.8% for the first quarter of 2012.
The decrease in gross margin as a percentage of sales was substantially
due to:
-
an increase in complete vehicle assembly sales which have a higher
material content than our consolidated average;
-
an increase in tooling, engineering and other sales that have low or no
margins;
-
increased commodity costs;
-
the re-acquisition, in the second quarter of 2012, of an interior
systems operation;
-
a larger amount of employee profit sharing;
-
operational inefficiencies and other costs at certain facilities; and
-
net customer price concessions subsequent to the first quarter of 2012.
These factors were partially offset by:
-
lower costs incurred in preparation for upcoming launches;
-
the closure of certain facilities;
-
decreased pre-operating costs incurred at new facilities;
-
lower warranty costs;
-
lower restructuring and downsizing costs; and
-
productivity and efficiency improvements at certain facilities
Depreciation and Amortization
Depreciation and amortization costs increased $84 million to
$255 million for the first quarter of 2013 compared to $171 million for
the first quarter of 2012. The higher depreciation and amortization was
primarily as a result of:
-
intangible asset amortization of $39 million related to the acquisition
and re-measurement of E-Car;
-
$22 million related to acquisitions completed during or subsequent to
the first quarter of 2012, including ixetic, E-Car and BDW;
-
depreciation related to new facilities; and
-
capital spending during or subsequent to the first quarter of 2012.
Selling, General and Administrative ("SG&A")
SG&A expense as a percentage of sales was 4.4% for the first quarter of
2013 compared to 5.2% for the first quarter of 2012. SG&A expense
decreased $31 million to $367 million for the first quarter of 2013
compared to $398 million for the first quarter of 2012 primarily as a
result of:
-
a decrease in reported U.S. dollar SG&A related to foreign exchange;
-
lower restructuring and downsizing costs; and
-
a $3 million revaluation gain in respect of ABCP.
These factors were partially offset by:
-
$7 million related to acquisitions completed during or subsequent to the
first quarter of 2012, including E-Car, the re-acquisition of an
interior systems operation and ixetic;
-
higher labour, including wage increases at certain operations, and other
costs to support the growth in sales;
-
increased costs incurred at new facilities; and
-
higher employee profit sharing.
Equity Income
Equity income increased $13 million to $45 million for the first quarter
of 2013 compared to $32 million for the first quarter of 2012. Equity
income for the first quarter of 2012 included $12 million of equity
loss related to our investment in E-Car. Excluding this $12 million
equity loss, the $1 million increase in equity income is primarily as a
result of higher income from most of our equity accounted investments.
Other Expense, net
During the first quarter of 2013, we recorded net restructuring charges
of $6 million ($6 million after tax) in Europe at our exterior and
interior systems operations. We expect full year 2013 restructuring
charges to be approximately $100 million.
Segment Analysis
Given the differences between the regions in which we operate, our
operations are segmented on a geographic basis between North America,
Europe and Rest of World. Consistent with the above, our internal
financial reporting segments key internal operating performance
measures between North America, Europe and Rest of World for purposes
of presentation to the chief operating decision maker to assist in the
assessment of operating performance, the allocation of resources, and
our long-term strategic direction and future global growth.
Our chief operating decision maker uses Adjusted EBIT as the measure of
segment profit or loss, since we believe Adjusted EBIT is the most
appropriate measure of operational profitability or loss for our
reporting segments. Adjusted EBIT represents income from operations
before income taxes; interest expense, net; and other expense, net.
|
|
|
|
| For the three months ended March 31, |
|
|
|
|
| External Sales |
|
|
| Adjusted EBIT |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
|
|
2013 |
|
|
|
2012
|
|
|
|
Change
|
|
North America
|
|
|
|
$ | 4,288 |
|
|
$
|
4,079
|
|
|
$
|
209
|
|
| $ | 381 |
|
|
$
|
405
|
|
|
$
|
(24)
|
|
Europe |
|
|
|
| 3,505 |
|
|
|
3,153
|
|
|
|
352
|
|
|
| 72 |
|
|
|
63
|
|
|
|
9
|
|
Rest of World |
|
|
|
| 565 |
|
|
|
428
|
|
|
|
137
|
|
|
| — |
|
|
|
(9)
|
|
|
|
9
|
|
Corporate and Other
| |
|
|
| 3 |
|
|
|
6
|
|
|
|
(3)
|
|
|
| 14 |
|
|
| (15)
|
|
|
|
29
|
|
Total reportable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
segments
|
|
|
| $ | 8,361 |
|
|
$
|
7,666
|
|
|
$
|
695
|
|
| $ | 467 |
|
|
$
|
444
|
|
|
$
|
23
|
Excluded from Adjusted EBIT for the three months ended March 31, 2013
was the $6 million net restructuring costs recorded in our Europe
segment, as discussed in the "Other Expense" section.
North America
Adjusted EBIT in North America decreased $24 million to $381 million for
the first quarter of 2013 compared to $405 million for the first
quarter of 2012 primarily as a result of:
-
intangible asset amortization of $39 million related to the acquisition
and re-measurement of E-Car;
-
programs that ended production during or subsequent to the first quarter
of 2012;
-
operational inefficiencies and other costs at certain facilities;
-
increased commodity costs;
-
higher affiliation fees paid to corporate;
-
a larger amount of employee profit sharing; and
-
net customer price concessions subsequent to the first quarter of 2012.
These factors were partially offset by:
-
margins earned on higher production sales, including margins earned on
the launch of new facilities and new programs;
-
lower restructuring and downsizing costs;
-
lower costs incurred in preparation for upcoming launches;
-
higher equity income;
-
decreased pre-operating costs incurred at new facilities; and
-
productivity and efficiency improvements at certain facilities.
Europe
Adjusted EBIT in Europe increased $9 million to $72 million for the
first quarter of 2013 compared to $63 million for the first quarter of
2012 primarily as a result of:
-
lower pre-operating costs incurred at new facilities;
-
higher equity income;
-
lower costs incurred in preparation for upcoming launches;
-
lower warranty costs of $1 million; and
-
productivity and efficiency improvements at certain facilities.
These factors were partially offset by:
-
the re-acquisition, in the second quarter of 2012, of an interior
systems operation;
-
a larger amount of employee profit sharing;
-
higher restructuring and downsizing costs;
-
increased commodity costs;
-
higher affiliation fees paid to corporate; and
-
operational inefficiencies and other costs at certain facilities.
Rest of World
Rest of World Adjusted EBIT increased $9 million to $nil for the first
quarter of 2013 compared to a loss of $9 million for the first quarter
of 2012 primarily as a result of:
-
margins earned on higher production sales, including margins earned on
the launch of new facilities and new programs;
-
productivity and efficiency improvements at certain facilities;
-
lower costs related to new facilities;
-
lower restructuring and downsizing costs; and
-
lower launch costs.
These factors were partially offset by:
-
higher affiliation fees paid to Corporate;
-
a larger amount of employee profit sharing;
-
lower equity income; and
-
net customer price concessions subsequent to the first quarter of 2012.
Corporate and Other
Corporate and Other Adjusted EBIT increased $29 million to $14 million
for the first quarter of 2013 compared to a loss of $15 million for the
first quarter of 2012. The loss related to our equity accounted
investment in E-Car included in Corporate and Other was $12 million for
the first quarter of 2012. Excluding E-Car, Corporate and Other
Adjusted EBIT increased $17 million to $14 million for the first
quarter of 2013 compared to a loss of $3 million for the first quarter
of 2012 primarily as a result of:
-
$10 million of cash received related to the settlement of ABCP between
the Investment Industry Regulatory Organization of Canada and financial
institutions;
-
an increase in affiliation fees earned from our divisions; and
-
a $3 million revaluation gain in respect of ABCP.
These factors were partially offset by lower equity income.
Interest Expense, net
During the first quarter of 2013, we recorded net interest expense of $4
million compared to $5 million for the first quarter of 2012. The
decrease in interest expense is primarily as a result of higher
interest income partially offset by an increase in interest expense as
a result of higher debt in Asia Pacific.
Income from Operations before Income Taxes
Income from operations before income taxes increased $18 million to $457
million for the first quarter of 2013 compared to $439 million for the
first quarter of 2012. Excluding Other Expense, discussed in the "Other
Expense" section, income from operations before income taxes for the
first quarter of 2013 increased $24 million. The increase in income
from operations before income taxes is the result of the increase in
EBIT and the decrease in net interest expense, as discussed above.
Income Taxes
The effective income tax rate on income from operations before income
taxes was 19.7% for the first quarter of 2013 compared to 22.3% for the
first quarter of 2012. In the first quarter of 2013, income tax rates
were impacted by the items discussed in the "Other Expense" section.
Excluding Other Expense, after tax, the effective income tax rate
decreased to 19.4% for the first quarter of 2013 compared to 22.3% for
the first quarter of 2012 primarily as result of a decrease in our
reserve for uncertain tax positions, resulting mainly from favourable
audit settlements of prior taxation years.
Net Income
Net income of $367 million for the first quarter of 2013 increased $26
million compared to the first quarter of 2012. Excluding Other Expense,
after tax, discussed in the "Other Expense" section, net income
increased $32 million. The increase in net income is the result of the
increase in income from operations before income taxes and lower income
taxes, both as discussed above.
Net Loss Attributable to Non-controlling Interests
Net loss attributable to non-controlling interests was $2 million for
the first quarters of 2013 and 2012.
Net Income Attributable to Magna International Inc.
Net income attributable to Magna International Inc. of $369 million for
the first quarter of 2013 increased $26 million compared to the first
quarter of 2012. Excluding Other Expense, after tax, discussed in the
"Other Expense" section, net income attributable to Magna International
Inc. increased $32 million as a result of the increase in net income,
as discussed above.
| Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the three months |
|
|
| |
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
Earnings per Common Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
$ | 1.59 |
|
|
$
|
1.47
|
|
|
|
+ 8%
|
|
|
Diluted
|
|
|
| $ | 1.57 |
|
|
$
|
1.46
|
|
|
|
+ 8%
|
|
Average number of Common Shares outstanding (millions)
|
|
|
Basic
|
|
|
|
| 232.5 |
|
|
|
232.4
|
|
|
|
—
|
|
|
Diluted
|
|
|
|
|
235.2 |
|
|
|
235.4
|
|
|
|
—
|
Diluted earnings per share increased $0.11 to $1.57 for the first
quarter of 2013 compared to $1.46 for the first quarter of 2012. Other
Expense, after tax, negatively impacted diluted earnings per share in
the first quarter of 2013 by $0.02, as discussed in the "Other Expense"
section. Excluding Other Expense, after tax, the $0.13 increase in
diluted earnings per share is a result of the increase in net income
attributable to Magna International Inc. and a decrease in the weighted
average number of diluted shares outstanding during the first quarter
of 2013.
The decrease in the weighted average number of diluted shares
outstanding was primarily due to the repurchase and cancellation of
Common Shares, during or subsequent to the first quarter of 2012,
pursuant to our normal course issuer bids and the cashless exercise of
options, partially offset by options granted during or subsequent to
the first quarter of 2012 and an increase in the number of diluted
options outstanding as a result of an increase in the trading price of
our common stock.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
| Cash Flow from Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the three months |
|
|
| |
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
Net income
|
|
|
|
$ | 367 |
|
|
$
|
341
|
|
|
|
|
|
Items not involving current cash flows |
|
|
|
| 240 |
|
|
|
190
|
|
|
|
|
|
|
|
|
|
| 607 |
|
|
|
531
|
|
|
$
|
76
|
|
Changes in non-cash operating assets and liabilities
|
|
| |
| (456) |
|
|
|
(302)
|
|
|
|
|
|
Cash provided from operating activities
|
|
|
| $ | 151 |
|
|
$
|
229
|
|
|
$
|
(78)
|
Cash flow from operations before changes in non-cash operating assets
and liabilities increased $76 million to $607 million for the first
quarter of 2013 compared to $531 million for the first quarter of 2012.
The increase in cash flow from operations was due to a $26 million
increase in net income, as discussed above, and a $50 million increase
in items not involving current cash flows. Items not involving current
cash flows are comprised of the following:
|
|
|
|
|
| For the three months |
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
Depreciation and amortization
|
|
|
|
$ | 255 |
|
|
$
|
171
|
|
Amortization of other assets included in cost of goods sold |
|
|
|
| 30 |
|
|
|
25
|
|
Other non-cash charges |
|
|
|
| 24 |
|
|
|
19
|
|
Deferred income taxes and non-cash portion of current taxes
|
|
|
|
| (24) |
|
|
| 7
|
|
Equity income
|
|
|
| | (45) |
|
|
|
(32)
|
|
Items not involving current cash flows
|
|
|
| $ | 240 |
|
|
$
|
190
|
Cash invested in non-cash operating assets and liabilities amounted to
$456 million for the first quarter of 2013 compared to $302 million for
the first quarter of 2012. The change in non-cash operating assets and
liabilities is comprised of the following sources (and uses) of cash:
|
|
|
|
|
| For the three months |
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
Accounts receivable
|
|
|
|
$ | (974) |
|
|
$
|
(751)
|
|
Inventories
|
|
|
|
| (158) |
|
|
|
(154)
|
|
Prepaid expenses and other |
|
|
|
| (27) |
|
|
|
1
|
|
Accounts payable
|
|
|
|
| 328 |
|
|
| 429
|
|
Accrued salaries and wages |
|
|
|
| 101 |
|
|
|
73
|
|
Other accrued liabilities |
|
|
|
| 315 |
|
|
|
118
|
|
Income taxes payable |
|
|
|
| (42) |
|
|
|
(16)
|
|
Deferred revenue |
|
|
|
| 1 |
|
|
|
(2)
|
|
Changes in non-cash operating assets and liabilities
|
|
|
|
$ | (456) |
|
|
$
|
(302)
|
The increase in accounts receivable, inventories, accounts payable,
accrued salaries and wages and other accrued liabilities in the first
quarter of 2013 was primarily due to an increase in production
activities at the end of the first quarter of 2013 compared to the end
of 2012.
Capital and Investment Spending
|
|
|
|
|
| For the three months |
|
|
|
|
|
|
|
|
|
| ended March 31, |
|
|
|
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
Fixed asset additions
|
|
|
|
$ | (194) |
|
|
$
|
(250)
|
|
|
|
|
|
Investments and other assets
|
|
|
|
|
(48) |
|
|
|
(34)
|
|
|
|
|
|
Fixed assets, investments and other assets additions |
|
|
|
| (242) |
|
|
|
(284)
|
|
|
|
|
|
Purchase of subsidiaries |
|
|
|
| ― |
|
|
|
(42)
|
|
|
|
|
|
Proceeds from disposition |
|
|
|
| 30 |
|
|
| 53
|
|
|
|
|
|
Cash used for investment activities
|
|
|
|
$ | (212) |
|
|
$
|
(273)
|
|
|
$
|
61
|
Fixed assets, investments and other assets additions
In the first quarter of 2013, we invested $194 million in fixed assets.
While investments were made to refurbish or replace assets consumed in
the normal course of business and for productivity improvements, a
large portion of the investment in the first quarter of 2013 was for
facilities and manufacturing equipment for programs that will be
launching subsequent to 2012. Consistent with our strategy to expand in
developing markets, approximately 22% (2012 - 26%) of this investment
was in China, India, Brazil and Russia.
In the first quarter of 2013, we invested $48 million in other assets
related primarily to fully reimbursable engineering costs and tooling
for programs that launched during the first quarter of 2013 or will be
launching subsequent to the first quarter of 2013.
Purchase of subsidiaries
During the first quarter of 2012, we invested $42 million to purchase
subsidiaries, including the acquisition of BDW, a structural casting
supplier of aluminium components, which has operations in Germany,
Poland and Hungary. The acquired business has sales primarily to
Volkswagen, Audi, Porsche, Mercedes-Benz, Ferrari and ZF.
Proceeds from disposition
In the first quarter of 2013, the $30 million of proceeds include normal
course fixed and other asset disposals.
Financing
|
|
|
|
|
| For the three months |
|
|
| |
|
|
|
|
|
| ended March 31, |
|
|
| |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
(Decrease) increase in bank indebtedness
|
|
|
|
$ | (26) |
|
|
$
|
1
|
|
|
|
|
|
Repayments of debt
|
|
|
|
|
(41) |
|
|
|
(95)
|
|
|
|
|
|
Issues of debt |
|
|
|
| 32 |
|
|
|
114
|
|
|
|
|
|
Issues of Common Shares on exercise of stock options |
|
|
|
| 39 |
|
|
|
3
|
|
|
|
|
|
Settlement of stock options
|
|
|
| | (23) |
|
|
| (4)
|
|
|
|
|
|
Repurchase of Common Shares |
|
|
|
| (88) |
|
|
|
—
|
|
|
|
|
|
Dividends
|
|
|
|
| (73) |
|
|
|
(63)
|
|
|
|
|
|
Cash used for financing activities
|
|
|
|
$ | (180) | |
|
$
|
(44)
|
|
|
$
|
(136)
|
During the first quarter of 2013, our Honorary Chairman and Founder, Mr.
Stronach, exercised 716,666 options on a cashless basis in accordance
with the applicable stock option plans. On exercise, cash payments
totalling $20 million were made to Mr. Stronach which represented the
difference between the aggregate fair market value of the Option Shares
based on the closing price of our Common Shares on the Toronto Stock
Exchange ("TSX") on the date of exercise and the aggregate Exercise
Price of all such options surrendered.
During the first quarter of 2013, we repurchased 1.6 million Common
Shares for an aggregate purchase price of $88 million under our normal
course issuer bid.
Cash dividends paid per Common Share were $0.32 for the first quarter of
2013, for a total of $73 million.
Financing Resources
|
|
|
|
|
| As at |
|
|
|
As at
|
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
December 31,
|
|
|
|
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
Change
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank indebtedness
|
|
|
|
$ | 33 |
|
|
$
|
71
|
|
|
|
|
|
|
Long-term debt due within one year
|
|
|
|
| 245 |
|
|
|
249
|
|
|
|
|
|
|
Long-term debt |
|
|
|
| 105 |
|
|
|
112
|
|
|
|
|
|
|
|
|
|
| 383 |
|
|
|
432
|
|
|
|
|
|
Non-controlling interest |
|
|
|
| 27 |
|
|
|
29
|
|
|
|
|
|
Shareholders' equity |
|
|
|
| 9,539 |
|
|
|
9,429
|
|
|
|
|
|
Total capitalization
|
|
|
|
$ | 9,949 |
|
|
$
|
9,890
|
|
|
$
|
59
|
Total capitalization increased by $59 million to $9.95 billion at March
31, 2013 compared to $9.89 billion at December 31, 2012, primarily as a
result of a $110 million increase in shareholders' equity partially
offset by a $49 million decrease in liabilities.
The increase in shareholders' equity was primarily as a result of net
income earned in the first quarter of 2013.
This factor was partially offset by:
-
the $133 million net unrealized loss on translation of net investment in
foreign operations;
-
the repurchase of Common Shares in connection with our normal course
issuer bid; and
-
dividends paid during the first quarter of 2013.
The decrease in liabilities relates primarily to a decrease in our bank
indebtedness.
Cash Resources
During the first quarter of 2013, our cash resources decreased by
$275 million to $1.25 billion as a result of the cash used for
investing and financing activities and the unfavourable effect of
foreign exchange, partially offset by cash provided from operating
activities, as discussed above. In addition to our cash resources at
March 31, 2013, we had term and operating lines of credit totalling
$2.47 billion of which $2.08 billion was unused and available.
Maximum Number of Shares Issuable
The following table presents the maximum number of shares that would be
outstanding if all of the outstanding options at May 9, 2013 were
exercised:
|
Common Shares
|
|
|
|
232,914,147
|
|
Stock options (i) |
|
|
|
5,430,692
|
|
|
|
|
|
238,344,839
|
|
|
|
|
|
|
| (i) | Options to purchase Common Shares are exercisable by the holder in
accordance with the vesting provisions and upon payment of the exercise
price as may be determined from time to time pursuant to our stock
option plans. |
Contractual Obligations and Off-Balance Sheet Financing
There have been no material changes with respect to the contractual
obligations requiring annual payments during the first quarter of 2013
that are outside the ordinary course of our business. Refer to our MD&A
included in our 2012 Annual Report.
COMMITMENTS AND CONTINGENCIES
From time to time, we may be contingently liable for litigation, legal
and/or regulatory actions and proceedings and other claims.
Refer to note 14 of our unaudited interim consolidated financial
statements for the three months ended March 31, 2013, which describes
these claims.
For a discussion of risk factors relating to legal and other
claims/actions against us, refer to "Item 3. Description of the
Business - Risk Factors" in our Annual Information Form and Annual
Report on Form 40-F, each in respect of the year ended December 31,
2012.
CONTROLS AND PROCEDURES
There have been no changes in our internal controls over financial
reporting that occurred during the three months ended March 31, 2013
that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
FORWARD-LOOKING STATEMENTS
The previous discussion contains statements that constitute
"forward-looking information" or "forward-looking statements" within
the meaning of applicable securities legislation, including, but not
limited to, statements relating to: expected light vehicle production
and operating performance in North America, Europe and South America;
implementation of improvement plans in our underperforming operations,
and/or restructuring actions, including but not limited to, Europe and
South America; improved future results in South America and Europe; and
future purchases of our Common Shares under the Normal Course Issuer
Bid. The forward-looking information in this MD&A is presented for the
purpose of providing information about management's current
expectations and plans and such information may not be appropriate for
other purposes. Forward-looking statements may include financial and
other projections, as well as statements regarding our future plans,
objectives or economic performance, or the assumptions underlying any
of the foregoing, and other statements that are not recitations of
historical fact. We use words such as "may", "would", "could",
"should", "will", "likely", "expect", "anticipate", "believe",
"intend", "plan", "forecast", "outlook", "project", "estimate" and
similar expressions suggesting future outcomes or events to identify
forward-looking statements. Any such forward-looking statements are
based on information currently available to us, and are based on
assumptions and analyses made by us in light of our experience and our
perception of historical trends, current conditions and expected future
developments, as well as other factors we believe are appropriate in
the circumstances. However, whether actual results and developments
will conform with our expectations and predictions is subject to a
number of risks, assumptions and uncertainties, many of which are
beyond our control, and the effects of which can be difficult to
predict, including, without limitation: the potential for a
deterioration of economic conditions or an extended period of economic
uncertainty; declines in consumer confidence and the impact on
production volume levels; risks arising from the recession in Europe,
including the potential for a deterioration of sales of our three
largest German-based OEM customers; inability to sustain or grow our
business with OEMs; restructuring actions by OEMs, including plant
closures; restructuring, downsizing and/or other significant
non-recurring costs; continued underperformance of one or more of our
operating divisions; our ability to successfully launch material new or
takeover business; liquidity risks; bankruptcy or insolvency of a major
customer or supplier; a prolonged disruption in the supply of
components to us from our suppliers; scheduled shutdowns of our
customers' production facilities (typically in the third and fourth
quarters of each calendar year); shutdown of our or our customers' or
sub-suppliers' production facilities due to a labour disruption; our
ability to successfully compete with other automotive suppliers; a
reduction in outsourcing by our customers or the loss of a material
production or assembly program; the termination or non-renewal by our
customers of any material production purchase order; a shift away from
technologies in which we are investing; risks arising due to the
failure of a major financial institution; impairment charges related to
goodwill, long-lived assets and deferred tax assets; shifts in market
share away from our top customers; shifts in market shares among
vehicles or vehicle segments, or shifts away from vehicles on which we
have significant content; risks of conducting business in foreign
markets, including China, India, South America and other
non-traditional markets for us; exposure to, and ability to offset,
volatile commodities prices; fluctuations in relative currency values;
our ability to successfully identify, complete and integrate
acquisitions or achieve anticipated synergies; our ability to conduct
appropriate due diligence on acquisition targets; ongoing pricing
pressures, including our ability to offset price concessions demanded
by our customers; warranty and recall costs; risks related to natural
disasters and potential production disruptions; factors that could
cause an increase in our pension funding obligations; legal claims
and/or regulatory actions against us; our ability to understand and
compete successfully in non-automotive businesses in which we pursue
opportunities; changes in our mix of earnings between jurisdictions
with lower tax rates and those with higher tax rates, as well as our
ability to fully benefit tax losses; other potential tax exposures;
inability to achieve future investment returns that equal or exceed
past returns; the unpredictability of, and fluctuation in, the trading
price of our Common Shares; work stoppages and labour relations
disputes; changes in credit ratings assigned to us; changes in laws and
governmental regulations; costs associated with compliance with
environmental laws and regulations; and other factors set out in our
Annual Information Form filed with securities commissions in Canada and
our annual report on Form 40-F filed with the United States Securities
and Exchange Commission, and subsequent filings. In evaluating
forward-looking statements, we caution readers not to place undue
reliance on any forward-looking statements and readers should
specifically consider the various factors which could cause actual
events or results to differ materially from those indicated by such
forward-looking statements. Unless otherwise required by applicable
securities laws, we do not intend, nor do we undertake any obligation,
to update or revise any forward-looking statements to reflect
subsequent information, events, results or circumstances or otherwise.
MAGNA INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF INCOME
[Unaudited]
[U.S. dollars in millions, except per share figures]
|
|
|
|
|
|
|
|
|
| Three months ended |
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
|
|
Note
|
|
|
|
| 2013 |
|
|
|
2012
|
| Sales
|
|
|
|
|
|
|
| $ | 8,361 |
|
|
$
|
7,666
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Costs and expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of goods sold
|
|
|
|
|
|
|
|
| 7,317 |
|
|
| 6,685
|
|
|
Depreciation and amortization
|
|
|
|
|
|
|
|
|
255 |
|
|
|
171
|
|
|
Selling, general and administrative
|
|
|
|
10
|
|
|
|
| 367 |
|
|
|
398
|
|
|
Interest expense, net
|
|
|
|
|
|
|
|
| 4 |
|
|
|
5
|
|
|
Equity income
|
|
|
|
|
|
|
|
|
(45) |
|
|
|
(32)
|
|
|
Other expense, net
|
|
|
|
2
|
|
|
|
| 6 |
|
|
|
—
|
|
Income from operations before income taxes
|
|
|
|
|
|
|
|
| 457 |
|
|
|
439
|
|
Income taxes
|
|
|
|
|
|
|
|
|
90 |
|
|
|
98
|
| Net income
|
|
|
|
|
|
|
|
|
367 |
|
|
|
341
|
|
Net loss attributable to non-controlling interests
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2
|
| Net income attributable to Magna International Inc.
|
|
|
|
|
|
|
|
$ | 369 |
|
|
$
|
343
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per Common Share:
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
|
| $ | 1.59 |
|
|
$
|
1.47
|
|
|
Diluted
|
|
|
|
|
|
|
| $ | 1.57 |
|
|
$
|
1.46
|
|
Cash dividends paid per Common Share
|
|
|
|
|
|
|
| $ | 0.320 |
|
|
$
|
0.275
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of Common Shares outstanding during the
period [in millions]:
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
|
|
| 232.5 |
|
|
|
232.4
|
|
|
Diluted |
|
|
|
|
|
|
|
| 235.2 |
|
|
|
235.4
|
| See accompanying notes |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
[Unaudited]
[U.S. dollars in millions]
|
|
|
|
|
|
|
|
|
| Three months ended |
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
|
|
Note
|
|
|
|
| 2013 |
|
|
|
2012
|
| Net income
|
|
|
|
|
|
|
|
$ | 367 |
|
| $
|
341
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized (loss) gain on translation of net investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in foreign operations
|
|
|
|
|
|
|
|
|
(133) |
|
|
| 99
|
|
|
Net unrealized gain (loss) on available-for-sale investments
|
|
|
|
|
|
|
|
| 1 |
|
|
|
(3)
|
|
|
Net unrealized gain on cash flow hedges
|
|
|
|
|
|
|
|
| 8 |
|
|
|
51
|
|
|
Reclassification of net (gain) loss on cash flow hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to net income
|
|
|
|
|
|
|
|
|
(6) |
|
|
|
3
|
|
|
Reclassification of net loss on pensions to net income
|
|
|
|
|
|
|
|
|
3 |
|
|
|
—
|
| Other comprehensive (loss) income
|
|
|
|
|
|
|
|
|
(127) |
|
|
|
150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Comprehensive income
|
|
|
|
|
|
|
|
| 240 |
|
|
|
491
|
|
Comprehensive loss attributable to non-controlling
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
interests
|
|
|
|
|
|
|
|
|
2 |
|
|
|
1
|
| Comprehensive income attributable to |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Magna International Inc.
|
|
|
|
|
|
|
|
$ | 242 |
|
|
$
|
492
|
| See accompanying notes |
MAGNA INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
[Unaudited]
[U.S. dollars in millions]
|
|
|
|
|
|
|
|
|
| Three months ended |
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
|
|
Note
|
|
|
|
|
2013 |
|
|
|
2012
|
| Cash provided from (used for): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
|
|
|
|
| $ |
367 |
|
|
$
|
341
|
|
Items not involving current cash flows
|
|
|
|
4
|
|
|
|
| 240 |
|
|
|
190
|
|
|
|
|
|
|
|
|
|
| 607 |
|
|
| 531
|
|
Changes in non-cash operating assets and liabilities
|
|
|
|
4
|
|
|
|
|
(456) |
|
|
|
(302)
|
| Cash provided from operating activities
|
|
|
|
|
|
|
|
| 151 |
|
|
|
229
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| INVESTMENT ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed asset additions
|
|
|
|
|
|
|
|
|
(194) |
|
|
|
(250)
|
|
Purchase of subsidiaries
|
|
|
|
|
|
|
|
|
— |
|
|
| (42)
|
|
Increase in investments and other assets
|
|
|
|
|
|
|
|
|
(48) |
|
|
|
(34)
|
|
Proceeds from disposition
|
|
|
|
|
|
|
|
| 30 |
|
|
|
53
|
| Cash used for investing activities
|
|
|
|
|
|
|
| |
(212) |
|
|
|
(273)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Decrease) increase in bank indebtedness
|
|
|
|
|
|
|
|
|
(26) |
|
|
|
1
|
|
Repayments of debt
|
|
|
|
|
|
|
|
|
(41) |
|
|
| (95)
|
|
Issues of debt |
|
|
|
|
|
|
|
| 32 |
|
|
| 114
|
|
Issues of Common Shares on exercise of stock options
|
|
|
|
|
|
|
|
| 39 |
|
|
|
3
|
|
Settlement of stock options
|
|
|
|
|
|
|
|
|
(23) |
|
|
|
(4)
|
|
Repurchase of Common Shares
|
|
|
|
11
|
|
|
|
| (88) |
|
|
|
—
|
|
Dividends
|
|
|
|
|
|
|
|
|
(73) |
|
|
|
(63)
|
| Cash used for financing activities
|
|
|
|
|
|
|
|
|
(180) |
|
|
|
(44)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
|
|
|
|
|
(34) |
|
|
|
28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents during the
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
period |
|
|
|
|
|
|
|
| (275) |
|
|
|
(60)
|
|
Cash and cash equivalents, beginning of period
|
|
|
|
|
|
|
|
| 1,522 |
|
|
|
1,325
|
| Cash and cash equivalents, end of period
|
|
|
|
|
|
|
| $ |
1,247 |
|
|
$
|
1,265
|
| See accompanying notes |
MAGNA INTERNATIONAL INC.
CONSOLIDATED BALANCE SHEETS
[Unaudited]
[U.S. dollars in millions]
|
|
|
|
|
|
|
|
| As at |
|
|
| As at
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
December 31,
|
|
|
|
|
|
Note
|
|
|
| 2013 |
|
|
|
2012
|
| ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
| Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
4
|
|
| $ | 1,247 |
|
|
$
|
1,522
|
|
Accounts receivable
|
|
|
|
|
|
|
|
5,629 |
|
|
|
4,774
|
|
Inventories
|
|
|
|
5
|
|
|
| 2,629 |
|
|
|
2,512
|
|
Deferred tax assets
|
|
|
|
|
|
|
| 172 |
|
|
|
170
|
|
Prepaid expenses and other
|
|
|
|
|
|
|
| 189 |
|
|
|
157
|
|
|
|
|
|
|
|
|
| 9,866 |
|
|
|
9,135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
13
|
|
|
|
406 |
|
|
|
385
|
|
Fixed assets, net
|
|
|
|
|
|
|
| 5,172 |
|
|
|
5,273
|
|
Goodwill
|
|
|
|
|
|
|
| 1,501 |
|
|
|
1,473
|
|
Deferred tax assets
|
|
|
|
|
|
|
| 97 |
|
|
|
90
|
|
Other assets
|
|
|
|
6
|
|
|
| 719 |
|
|
|
753
|
|
|
|
|
|
|
|
| $ | 17,761 |
|
|
$
|
17,109
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
| Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank indebtedness
|
|
|
|
|
|
| $ | 33 |
|
|
$
|
71
|
|
Accounts payable
|
|
|
|
|
|
|
| 4,710 |
|
|
|
4,450
|
|
Accrued salaries and wages
|
|
|
|
|
|
|
| 705 |
|
|
|
617
|
|
Other accrued liabilities
|
|
|
|
7
|
|
|
|
1,504 |
|
|
|
1,185
|
|
Income taxes payable
|
|
|
|
|
|
|
|
38 |
|
|
|
93
|
|
Deferred tax liabilities
|
|
|
|
|
|
|
| 17 |
|
|
|
19
|
|
Long-term debt due within one year
|
|
|
|
|
|
|
|
245 |
|
|
|
249
|
|
|
|
|
|
|
|
|
| 7,252 |
|
|
|
6,684
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term employee benefit liabilities
|
|
|
|
8
|
|
|
| 545 |
|
|
|
560
|
|
Long-term debt
|
|
|
|
|
|
|
| 105 |
|
|
|
112
|
|
Other long-term liabilities
|
|
|
|
9
|
|
|
|
165 |
|
|
|
154
|
|
Deferred tax liabilities
|
|
|
|
|
|
|
| 128 |
|
|
|
141
|
|
|
|
|
|
|
|
|
| 8,195 |
|
|
|
7,651
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Shareholders' equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[issued: 232,897,480; December 31, 2012 - 233,115,783]
|
|
|
|
11
|
|
|
|
4,423 |
|
|
|
4,391
|
|
Contributed surplus
|
|
|
|
|
|
|
|
59 |
|
|
|
80
|
|
Retained earnings
|
|
|
|
|
|
|
| 4,693 |
|
|
|
4,462
|
|
Accumulated other comprehensive income
|
|
|
|
12
|
|
|
| 364 |
|
|
|
496
|
|
|
|
|
|
|
|
|
| 9,539 |
|
|
|
9,429
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests
|
|
|
|
|
|
|
| 27 |
|
|
|
29
|
|
|
|
|
|
|
|
|
| 9,566 |
|
|
|
9,458
|
|
|
|
|
|
|
|
|
| $ 17,761 |
|
|
$
|
17,109
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| See accompanying notes |
MAGNA INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
[Unaudited]
[U.S. dollars in millions]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common Shares |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
Note
|
|
| Number |
|
| Stated Value |
| | Contributed Surplus | |
| Retained Earnings |
|
| AOCI (i) |
|
| Non- controlling Interest |
|
| Total Equity |
|
|
|
|
|
| [in millions] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, December 31, 2012 |
|
|
|
| 233.1
|
|
$
|
4,391
|
|
$
|
80
|
|
$
|
4,462
|
|
$
|
496
|
|
$
|
29
|
|
$
|
9,458
|
|
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
369
|
|
|
|
|
|
(2)
|
|
|
367
|
|
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(127)
|
|
|
|
|
|
(127)
|
|
Shares issued on exercise of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
stock options
|
|
|
|
|
1.3
|
|
|
53
|
|
|
(14)
|
|
|
|
|
|
|
|
|
|
|
|
39
|
|
Release of restricted stock
|
|
|
|
|
|
|
|
7
|
|
|
(7)
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
Repurchase and cancellation under
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
normal course issuer bid
|
|
11
|
|
|
(1.6)
|
|
|
(30)
|
|
|
|
|
|
(53)
|
|
|
(5)
|
|
|
|
|
|
(88)
|
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
expense
|
|
10
|
|
|
|
|
|
|
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
Settlement of stock options
|
|
10
|
|
|
|
|
|
|
|
|
(9)
|
|
|
(10)
|
|
|
|
|
|
|
|
|
(19)
|
|
Dividends paid
|
|
|
|
|
0.1
|
|
|
2
|
|
|
|
|
|
(75)
|
|
|
|
|
|
|
|
|
(73)
|
| Balance, March 31, 2013 |
|
|
|
| 232.9 |
| $ | 4,423 | | $ | 59 | | $ | 4,693 | | $ | 364 |
| $ | 27 |
| $ | 9,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, December 31, 2011 |
|
|
|
|
233.3
|
|
$
|
4,373
|
|
$
|
63
|
|
$
|
3,317
|
|
$
|
422
|
|
$
|
27
|
|
$
|
8,202
|
|
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
343
|
|
|
|
|
|
(2)
|
|
|
341
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
149
|
|
|
1
|
|
|
150
|
|
Shares issued on exercise of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
stock options
|
|
|
|
|
0.1
|
|
|
4
|
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
3
|
|
Release of restricted stock
|
|
|
|
|
|
|
|
5
|
|
|
(5)
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
expense
|
|
10
|
|
|
|
|
|
|
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
8
|
|
Settlement of stock options
|
|
10
|
|
|
|
|
|
|
|
|
(1)
|
|
|
(2)
|
|
|
|
|
|
|
|
|
(3)
|
|
Dividends paid
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
(64)
|
|
|
|
|
|
|
|
|
(63)
|
| Balance, March 31, 2012 |
| |
|
|
233.4
|
|
$
|
4,383
|
|
$
|
64
|
|
$
|
3,594
|
|
$
|
571
|
|
$
|
26
|
|
$
|
8,638
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (i) AOCI is Accumulated Other Comprehensive Income. |
| See accompanying notes |
MAGNA INTERNATIONAL INC.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
[Unaudited]
[All amounts in U.S. dollars and all tabular amounts in millions unless
otherwise noted]
1. SIGNIFICANT ACCOUNTING POLICIES
[a] Basis of presentation
The unaudited interim consolidated financial statements of Magna
International Inc. and its subsidiaries [collectively "Magna" or the
"Company"] have been prepared in United States dollars following United
States generally accepted accounting principles ["GAAP"] as further
discussed in note 1[b] and the accounting policies as set out in note 1
to the annual consolidated financial statements for the year ended
December 31, 2012.
The unaudited interim consolidated financial statements do not conform
in all respects to the requirements of GAAP for annual financial
statements. Accordingly, these unaudited interim consolidated financial
statements should be read in conjunction with the December 31, 2012
audited consolidated financial statements and notes included in the
Company's 2012 Annual Report.
In the opinion of management, the unaudited interim consolidated
financial statements reflect all adjustments, which consist only of
normal and recurring adjustments, necessary to present fairly the
financial position at March 31, 2013 and the results of operations,
cash flows and changes in equity for the three months ended March 31,
2013 and 2012.
[b] Accounting Changes
Intangibles
In July 2012, the Financial Accounting Standards Board issued Accounting
Standards Update ["ASU"] 2012-02, "Intangibles - Goodwill and Other
(Topic 350): Testing Indefinite-Lived Intangible Assets for
Impairment". ASU 2012-02 provides an option to first perform a
qualitative assessment to determine whether it is more-likely-than-not
that an indefinite-lived intangible asset is impaired. The adoption of
this ASU did not have a material impact on the Company's consolidated
financial statements.
[c] Seasonality
The Company's businesses are generally not seasonal. However, the
Company's sales and profits are closely related to its automotive
customers' vehicle production schedules. The Company's largest North
American customers typically halt production for approximately two
weeks in July and one week in December. Additionally, many of the
Company's customers in Europe typically shutdown vehicle production
during portions of August and one week in December.
2.OTHER EXPENSE, NET
During the first quarter of 2013, the Company recorded net restructuring
charges of $6 million [$6 million after tax] in Europe at its exterior
and interior systems operations.
3. EARNINGS PER SHARE
|
|
|
|
|
| Three months ended |
|
|
|
|
|
| March 31, |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
| Basic earnings per Common Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Magna International Inc.
|
|
|
|
$ | 369 |
|
|
$
|
343
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of Common Shares outstanding
|
|
|
|
|
232.5 |
|
|
|
232.4
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per Common Share
|
|
|
| $ | 1.59 |
|
|
$
|
1.47
|
| Diluted earnings per Common Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Magna International Inc.
|
|
|
|
$ | 369 |
|
|
$
|
343
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of Common Shares outstanding
|
|
|
|
| 232.5 |
|
|
|
232.4
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
Stock options and restricted stock [a]
|
|
|
|
| 2.7 |
|
|
|
3.0
|
|
|
|
|
|
| 235.2 |
|
|
|
235.4
|
|
Diluted earnings per Common Share
|
|
|
| $ | 1.57 |
|
|
$
|
1.46
|
|
[a]
|
For the three months ended March 31, 2013, diluted earnings per Common
Share exclude 0.3 million [2012 - 1.7 million] Common Shares issuable
under the Company's Incentive Stock Option Plan because these options
were not "in-the-money".
|
4.DETAILS OF CASH FROM OPERATING ACTIVITIES
[a] Cash and cash equivalents:
|
|
|
|
| March 31,
|
|
|
|
December 31,
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
Bank term deposits, bankers acceptances and government paper
|
|
| $ | 1,080 |
|
|
$
|
1,220
|
|
Cash
|
|
|
| 167 |
|
|
|
302
|
|
|
|
| $ | 1,247 |
|
|
$
|
1,522
|
|
|
|
|
|
|
|
|
|
|
[b] Items not involving current cash flows:
|
|
|
|
| Three months ended |
|
|
|
|
| March 31, |
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
$ | 255 |
|
|
$
|
171
|
|
Amortization of other assets included in cost of goods sold
|
|
|
| 30 |
|
|
|
25
|
|
Other non-cash charges |
|
|
| 24 |
|
|
|
19
|
|
Deferred income taxes and non-cash portion of current taxes |
|
|
| (24) |
|
|
| 7
|
|
Equity income
|
|
|
|
(45) |
|
|
|
(32)
|
|
|
|
| $ | 240 |
|
|
$
|
190
|
[c] Changes in non-cash operating assets and liabilities:
|
|
|
|
|
| Three months ended |
|
|
|
|
|
| March 31, |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
|
$ |
(974) |
|
|
|
$ (751)
|
|
Inventories
|
|
|
|
| (158) |
|
|
|
(154)
|
|
Prepaid expenses and other
|
|
|
|
|
(27) |
|
|
| 1
|
|
Accounts payable
|
|
|
|
|
328 |
|
|
| 429
|
|
Accrued salaries and wages
|
|
|
|
| 101 |
| |
|
73
|
|
Other accrued liabilities
|
|
|
|
| 315 | |
|
|
118
|
|
Income taxes receivable/payable
|
|
|
|
|
(42) |
|
|
| (16)
|
|
Deferred revenue
|
|
|
|
|
1 |
|
|
|
(2)
|
|
|
|
|
| $ | (456) |
|
|
$
|
(302)
|
5.INVENTORIES
Inventories consist of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| March 31, |
|
|
|
December 31,
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Raw materials and supplies
|
|
|
|
$ | 942 |
|
|
$
|
911
|
|
Work-in-process
|
|
|
|
| 262 |
|
|
|
260
|
|
Finished goods
|
|
|
|
| 280 |
|
|
|
283
|
|
Tooling and engineering
|
|
|
|
| 1,145 |
|
|
|
1,058
|
|
|
|
|
| $ | 2,629 |
|
|
$
|
2,512
|
Tooling and engineering inventory represents costs incurred on tooling
and engineering services contracts in excess of billed and unbilled
amounts included in accounts receivable.
6.Other assets
Other assets consist of:
|
|
|
|
|
| March 31, |
|
|
|
December 31,
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
Preproduction costs related to long-term supply agreements with
contractual guarantee for reimbursement
|
|
|
| $ | 307 |
|
|
$
|
297
|
|
Long-term receivables
|
|
|
|
| 95 |
|
|
|
95
|
|
Patents and licences, net
|
|
|
|
| 33 |
|
|
|
34
|
|
Unrealized gain on cash flow hedges
|
|
|
|
| 35 |
|
|
|
32
|
|
E-Car intangible
|
|
|
|
| 119 |
|
|
|
158
|
|
Other, net
|
|
|
|
|
130 |
|
|
|
137
|
|
|
|
|
| $ | 719 |
|
|
$
|
753
|
7. Warranty
The following is a continuity of the Company's warranty accruals:
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period
|
|
|
| $ | 94 |
|
| $
|
76
|
|
Expense, net
|
|
|
|
| 9 |
|
|
|
10
|
|
Settlements
|
|
|
|
| (5) |
|
|
| (5)
|
|
Foreign exchange and other
|
|
|
|
|
8 |
|
|
| 2
|
|
Balance, March 31
|
|
|
| $ | 106 |
|
|
$
|
83
|
8.LONG-TERM EMPLOYEE BENEFIT LIABILITIES
The Company recorded long-term employee benefit expenses as follows:
|
|
|
|
|
| Three months ended |
|
|
|
|
|
| March 31, |
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined benefit pension plans and other
|
|
|
|
$ | 4 |
|
| $
|
2
|
|
Termination and long service arrangements |
|
|
|
| 8 | |
|
|
8
|
|
|
|
|
| $ | 12 | |
|
$
|
10
|
9.OTHER LONG-TERM LIABILITIES
Other long-term liabilities consist of:
|
|
|
|
|
| March 31, |
|
|
|
December 31,
|
|
|
|
|
|
| 2013 |
|
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term portion of income taxes payable
|
|
|
| $ | 102 |
|
|
$
|
94
|
|
Asset retirement obligation
|
|
|
|
| 38 |
|
|
|
39
|
|
Long-term portion of fair value of hedges
|
|
|
|
| 13 |
|
|
|
10
|
|
Deferred revenue
|
|
|
|
| 12 |
|
|
|
11
|
|
|
|
|
| $ | 165 |
|
|
$
|
154
|
10. STOCK-BASED COMPENSATION
[a] Incentive Stock Option Plan
The following is a continuity schedule of options outstanding [number of
options in the table below are expressed in whole numbers]:
|
| 2013 |
|
|
|
|
2012
|
|
| Options outstanding |
| |
|
|
|
Options outstanding
|
|
| Number of options | Exercise price (i) | Number of options exercisable |
|
|
|
|
Number
of options
|
Exercise
price (i) |
Number
of options
exercisable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of period
| 6,623,242 | 35.39 | 3,275,074 |
|
|
|
| 6,867,367
|
31.54
|
2,066,700
|
|
Granted
| 1,060,000 |
57.02 |
— |
|
|
|
| 1,341,500
|
48.22
|
—
|
|
Exercised (ii)
| (2,178,383) | 29.76 | (2,178,383) |
|
|
|
| (321,454)
|
25.83
|
(321,454)
|
|
Cancelled
|
(37,500) | 50.17 | (20,000) |
|
|
|
| —
|
—
|
—
|
|
Vested
| — | — |
3,149,667 |
|
|
|
| —
|
—
|
2,366,667
|
|
March 31
|
5,467,359 |
41.73 |
4,226,358 |
|
| |
|
7,887,413
|
34.61
|
4,111,913
|
| (i)
| The exercise price noted above represents the weighted average exercise
price in Canadian dollars. |
|
|
|
| (ii)
| On February 27, 2013, 133,333 options were exercised on a cashless basis
in accordance with the applicable stock option plans. On exercise,
cash payments totalling $3 million were made to the stock option
holder. |
|
|
|
|
| On March 14, 2013, the Company's Honorary Chairman and Founder, Mr.
Stronach exercised 716,666 options on a cashless basis in accordance
with the applicable stock option plans. On exercise, cash payments
totalling $20 million were made to Mr. Stronach. |
|
|
|
|
| All cash payments were calculated usingthe difference between the aggregate fair market value of the Option
Shares based on the closing price of the Company's Common Shares on the
Toronto Stock Exchange ["TSX"] on the date of exercise and the
aggregate Exercise Price of all such options surrendered. |
The weighted average assumptions used in measuring the fair value of
stock options granted and/or modified and the compensation expense
recorded in selling, general and administrative expenses are as
follows:
|
| Three months ended |
|
| March 31, |
|
| 2013 |
2012
|
|
|
|
|
|
Risk free interest rate | 1.32% |
2.23%
|
|
Expected dividend yield | 2.00% |
2.00%
|
|
Expected volatility | 34% |
43%
|
|
Expected time until exercise | 4.5 years |
4.5 years
|
|
|
|
|
|
Weighted average fair value of options
|
|
|
|
|
granted or modified in period [Cdn$] | $ 14.02
|
$ 15.49
|
[b] Long-term retention program
The following is a continuity of the stock that has not been released to
the executives and is reflected as a reduction in the stated value of
the Company's Common Shares [number of Common Shares in the table below
are expressed in whole numbers]:
|
| 2013 |
|
| 2012
|
|
| Number | Stated |
|
|
Number
|
Stated
|
|
| of shares | value |
|
|
of Shares
|
value
|
|
|
|
|
|
|
|
|
|
|
|
Awarded and not released, beginning of period | 882,988 | $ | 30 |
|
| 1,026,304
|
$
|
35
|
|
Release of restricted stock
| (152,512) | | (5) |
|
|
(143,316)
|
|
(5)
|
|
Awarded and not released, March 31
| 730,476 | $ | 25 |
|
|
882,988
|
$
|
30
|
[c] Restricted stock unit program
The following is a continuity schedule of restricted stock unit programs
outstanding [number of stock units in the table below are expressed in
whole numbers]:
|
| 2013 |
|
|
|
|
2012
|
| Equity classified RSUs | Liability
classified
RSUs | Liability classified DSUs |
Total |
|
|
|
| Equity classified
RSUs
|
Liability
classified
RSUs
|
Liability
classified
DSUs
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period | 605,430 | 20,099 | 206,923 | 832,452 |
|
|
|
| 367,726
|
29,806
|
198,446
|
595,978
|
|
Granted
| 70,636 | 14,825 | 10,013 | 95,474 |
|
|
|
| 94,238
|
15,364
|
8,565
|
118,167
|
|
Dividend equivalents
|
415 | 194 | 1,206 | 1,815 |
|
|
|
| 467
|
263
|
1,201
|
1,931
|
|
Released
| (8,259) |
— |
(113,007) |
(121,266) |
|
|
|
|
(8,259)
|
—
|
—
|
(8,259)
|
|
Balance, March 31 | 668,222 | 35,118 | 105,135 | 808,475 |
|
|
|
|
454,172
|
45,433
|
208,212
|
707,817
|
[d] Compensation expense related to Stock-based compensation
Stock-based compensation expense recorded in selling, general and
administrative expenses related to the above programs is as follows:
|
| Three months ended |
|
| March 31, |
|
| 2013 |
2012
|
|
|
|
|
|
|
|
Incentive Stock Option Plan
| $ | 4 |
$
|
4
|
|
Long-term retention
|
| 1 |
|
1
|
|
Restricted stock unit
|
| 3 |
|
4
|
|
|
| 8 |
|
9
|
|
Fair value adjustment for liability classified DSUs
|
| 2 |
|
3
|
|
Total stock-based compensation expense
| $ | 10 |
$
|
12
|
11. COMMON SHARES
[a] During the first quarter of 2013, the Company purchased for
cancellation 1,593,615 Common Shares under a normal course issuer bid
for cash consideration of $88 million.
[b] The following table presents the maximum number of shares that would
be outstanding if all the dilutive instruments outstanding at May 9,
2013 were exercised or converted:
|
Common Shares
|
|
|
|
|
|
|
|
|
|
|
|
232,914,147
|
|
Stock options (i)
|
|
|
|
|
|
|
|
|
|
|
|
5,430,692
|
|
|
|
|
|
|
|
|
|
|
|
|
|
238,344,839
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (i) | Options to purchase Common Shares are exercisable by the holder in
accordance with the vesting provisions and upon payment of the exercise
price as may be determined from time to time pursuant to the Company's
stock option plans. |
12. ACCUMULATED OTHER COMPREHENSIVE INCOME
The following is a continuity schedule of accumulated other
comprehensive income:
|
| 2013 |
2012
|
|
|
|
|
|
|
|
Accumulated net unrealized gain on translation of net investment in
foreign operations
|
|
|
|
|
|
|
Balance, beginning of period
| $ | 629 |
$
|
547
|
|
|
Net unrealized (loss) gain on translation of net investment in foreign
operations
|
| (133) | |
98
|
|
|
Repurchase of shares under normal course issuer bid
|
| (5) |
| —
|
|
|
Balance, March 31
|
| 491 |
| 645
|
|
|
|
|
|
|
|
Accumulated net unrealized gain on cash flow hedges (i) |
|
|
|
|
|
|
Balance, beginning of period |
| 34 |
|
(23)
|
|
|
Net unrealized gain on cash flow hedges
|
| 8 |
|
51
|
|
|
Reclassification of net (gain) loss on cash flow hedges to net income
|
| (6) |
| 3
|
|
|
Balance, March 31
|
| 36 |
|
31
|
|
|
|
|
|
|
|
Accumulated net unrealized gain on available-for-sale investments
|
|
|
|
|
|
|
Balance, beginning of period |
| 1 |
|
5
|
|
|
Net unrealized gain (loss) on investments
|
| 1 |
|
(3)
|
|
|
Balance, March 31
|
| 2 |
|
2
|
|
|
|
|
|
|
|
Accumulated net unrealized loss on long-term employee benefit
liabilities (ii) |
|
|
|
|
|
|
Balance, beginning of period
|
| (168) |
|
(107)
|
|
|
Reclassification of net loss on pensions to net income
|
| 3 |
|
—
|
|
|
Balance, March 31
|
|
(165) |
|
(107)
|
|
|
|
|
|
|
|
Total accumulated other comprehensive income
| $ | 364 |
$
|
571
|
|
|
|
|
|
|
(i) The amount of income tax obligation that has been netted in the
accumulated net unrealized gain on cash flow hedges is as follows:
|
| 2013 | 2012 |
|
|
|
|
|
|
| Balance, beginning of period | $ | (13) | $ | 12 |
| Net unrealized gain |
| (4) | | (21) |
| Reclassification of net gain (loss) on cash flow hedges to net income |
| 2 | | (1) |
| Balance, March 31 | $ | (15) | $ | (10) |
|
|
|
|
|
|
(ii) The amount of income tax benefit that has been netted in the
accumulated net unrealized loss on long-term employee benefit
liabilities is as follows:
|
| 2013 | 2012 |
|
|
|
|
|
|
| Balance, beginning of period | $ | 36 | $ | 24 |
| Reclassification of net loss to net income |
| (1) | | — |
| Balance, March 31 | $ | 35 | $ | 24 |
The amount of other comprehensive income that is expected to be
reclassified to net income over the next 12 months is $16 million [net
of income taxes of $9 million].
13. FINANCIAL INSTRUMENTS
[a] The Company's financial assets and financial liabilities consist of
the following:
|
| March 31, |
December 31,
|
|
| 2013 |
2012
|
|
|
|
|
|
|
|
Held for trading
|
|
|
|
|
|
|
Cash and cash equivalents
| $ | 1,247 |
$
|
1,522
|
|
|
Investment in ABCP |
| 92 |
|
90
|
|
| $ | 1,339 |
$
|
1,612
|
|
|
|
|
|
|
|
Held to maturity investments
|
|
|
|
|
|
|
Severance investments
| $ | 5 |
$
|
8
|
|
|
|
|
|
|
|
Available-for-sale
|
|
|
|
|
|
|
Equity investments
| $ | 10 |
$
|
9
|
|
|
|
|
|
|
|
Loans and receivables
|
|
|
|
|
|
|
Accounts receivable
| $ | 5,629 |
$
|
4,774
|
|
|
Long-term receivables included in other assets
|
| 95 |
|
95
|
|
| $ | 5,724 |
$
|
4,869
|
|
|
|
|
|
|
|
Other financial liabilities
|
|
|
|
|
|
|
Bank indebtedness
| $ | 33 |
$
|
71
|
|
|
Long-term debt (including portion due within one year)
|
| 350 |
|
361
|
|
|
Accounts payable
|
| 4,710 |
|
4,450
|
|
| $ | 5,093 |
$
|
4,882
|
|
|
|
|
|
|
|
Derivatives designated as effective hedges, measured at fair value
|
|
|
|
|
|
|
Foreign currency contracts
|
|
|
|
|
|
|
|
Prepaid expenses
| $ | 45 |
$
|
37
|
|
|
|
Other assets
|
| 35 |
|
32
|
|
|
|
Other accrued liabilities
|
|
(16) |
|
(11)
|
|
|
|
Other long-term liabilities
|
| (12) |
|
(9)
|
|
|
| 52 |
|
49
|
|
|
Natural gas contracts
|
|
|
|
|
|
|
|
Prepaid expenses
|
| 1 |
|
2
|
|
|
|
Other accrued liabilities
|
| (2) |
|
(3)
|
|
|
|
Other long-term liabilities
|
| (1) |
|
(1)
|
|
|
| (2) |
|
(2)
|
|
| $ | 50 |
$
|
47
|
[b] Fair value
The Company determined the estimated fair values of its financial
instruments based on valuation methodologies it believes are
appropriate; however, considerable judgment is required to develop
these estimates. Accordingly, these estimated fair values are not
necessarily indicative of the amounts the Company could realize in a
current market exchange. The estimated fair value amounts can be
materially affected by the use of different assumptions or
methodologies. The methods and assumptions used to estimate the fair
value of financial instruments are described below:
Cash and cash equivalents, accounts receivable, bank indebtedness and
accounts payable.
Due to the short period to maturity of the instruments, the carrying
values as presented in the consolidated balance sheets are reasonable
estimates of fair values.
Investments
At March 31, 2013, the Company held Canadian third party asset-backed
commercial paper ["ABCP"] with a face value of Cdn$107 million
[December 31, 2012 - Cdn$107 million]. The carrying value and estimated
fair value of this investment was Cdn$93 million [December 31, 2012 -
Cdn$90 million]. As fair value information is not readily determinable
for the Company's investment in ABCP, the fair value was based on a
valuation technique estimating the fair value from the perspective of a
market participant.
At March 31, 2013, the Company held available-for-sale investments in
publicly traded companies. The carrying value and fair value of these
investments was $10 million, which was based on the closing share price
of the investments on March 31, 2013.
Term debt
The Company's term debt includes $245 million due within one year. Due
to the short period to maturity of this debt, the carrying value as
presented in the consolidated balance sheets is a reasonable estimate
of its fair value.
[c] Credit risk
The Company's financial assets that are exposed to credit risk consist
primarily of cash and cash equivalents, accounts receivable, long-term
receivables, held to maturity investments, and foreign exchange forward
contracts with positive fair values.
The Company's held for trading investments include an investment in
ABCP. Given the continuing uncertainties regarding the value of the
underlying assets, the amount and timing over cash flows and the risk
of collateral calls in the event that spreads widened considerably, the
Company could be exposed to further losses on its investment.
Cash and cash equivalents, which consist of short-term investments, are
only invested in governments, bank term deposits and bank commercial
paper with an investment grade credit rating. Credit risk is further
reduced by limiting the amount which is invested in certain governments
or any major financial institution.
The Company is also exposed to credit risk from the potential default by
any of its counterparties on its derivative instruments. The Company
mitigates this credit risk by dealing with counterparties who are major
financial institutions that the Company anticipates will satisfy their
obligations under the contracts.
In the normal course of business, the Company is exposed to credit risk
from its customers, substantially all of which are in the automotive
industry and are subject to credit risks associated with the automotive
industry. For the three-month period ended March 31, 2013, sales to the
Company's six largest customers represented 83% of the Company's total
sales and substantially all of its sales are to customers in which the
Company has ongoing contractual relationships.
[d] Currency risk
The Company is exposed to fluctuations in foreign exchange rates when
manufacturing facilities have committed to the delivery of products for
which the selling price has been quoted in currencies other than the
facilities' functional currency, or when materials and equipment are
purchased in currencies other than the facilities' functional
currency. In an effort to manage this net foreign exchange exposure,
the Company employs hedging programs, primarily through the use of
foreign exchange forward contracts.
As at March 31, 2013, the net foreign exchange exposure was not
material.
[e] Interest rate risk
The Company is not exposed to significant interest rate risk due to the
short-term maturity of its monetary current assets and current
liabilities. In particular, the amount of interest income earned on the
Company's cash and cash equivalents is impacted more by the investment
decisions made and the demands to have available cash on hand, than by
movements in the interest rates over a given period.
In addition, the Company is not exposed to interest rate risk on its
term debt instruments as the interest rates on these instruments are
fixed.
[f] Foreign exchange contracts
The Company operates globally, which gives rise to a risk that its
earnings and cash flows may be adversely impacted by fluctuations in
foreign exchange rates. However, as a result of hedging programs
employed, foreign currency transactions in any given period may not be
fully impacted by movements in exchange rates.
In particular, the Company uses foreign exchange forward contracts for
the sole purpose of hedging certain of the Company's future committed
Canadian dollar, U.S. dollar and euro outflows and inflows. All
derivative instruments, including foreign exchange contracts, are
recorded on the interim consolidated balance sheets at fair value. To
the extent that cash flow hedges are effective, the change in their
fair value is recorded in other comprehensive income; any ineffective
portion is recorded in net income. Amounts accumulated in other
comprehensive income are reclassified to net income in the period in
which the hedged item affects net income.
At March 31, 2013, the Company had outstanding foreign exchange forward
contracts representing commitments to buy and sell various foreign
currencies. Significant commitments are as follows:
|
|
Buys
|
Sells
|
|
|
|
|
|
For Canadian dollars
|
|
|
|
|
U.S. amount
|
273
|
1,016
|
|
|
euro amount
|
79
|
6
|
|
|
|
|
|
For U.S. dollars
|
|
|
|
|
Peso amount
|
5,662
|
128
|
|
|
|
|
|
For euros
|
|
|
|
|
U.S. amount
|
64
|
176
|
|
|
GBP amount
|
76
|
51
|
|
|
Czech Koruna amount
|
4,568
|
6
|
|
|
Polish Zlotys amount
|
102
|
—
|
Forward contracts mature at various dates through 2016. Foreign
currency exposures are reviewed quarterly.
14. CONTINGENCIES
[a] In the ordinary course of business activities, the Company may be
contingently liable for litigation and claims with customers,
suppliers, former employees and other parties. In addition, the Company
may be, or could become, liable to incur environmental remediation
costs to bring environmental contamination levels back within
acceptable legal limits. On an ongoing basis, the Company assesses the
likelihood of any adverse judgments or outcomes to these matters as
well as potential ranges of probable costs and losses.
A determination of the provision required, if any, for these
contingencies is made after analysis of each individual issue. The
required provision may change in the future due to new developments in
each matter or changes in approach such as a change in settlement
strategy in dealing with these matters.
In November 1997, the Company and two of its subsidiaries were sued by
KS Centoco Ltd., an Ontario-based steering wheel manufacturer in which
the Company has a 23% equity interest, and by Centoco Holdings Limited,
the owner of the remaining 77% equity interest in KS Centoco Ltd. In
March 1999, the plaintiffs were granted leave to make substantial
amendments to the original statement of claim in order to add several
new defendants and claim additional remedies, and in February 2006, the
plaintiffs further amended their claim to add an additional remedy. The
amended statement of claim alleges, among other things:
-
breach of fiduciary duty by the Company and two of its subsidiaries;
-
breach by the Company of its binding letter of intent with KS Centoco
Ltd., including its covenant not to have any interest, directly or
indirectly, in any entity that carries on the airbag business in North
America, other than through MST Automotive Inc., a company to be 77%
owned by Magna and 23% owned by Centoco Holdings Limited;
-
the plaintiff's exclusive entitlement to certain airbag technologies in
North America pursuant to an exclusive licence agreement, together with
an accounting of all revenues and profits resulting from the alleged
use by the Company, TRW Inc. ["TRW"] and other unrelated third party
automotive supplier defendants of such technology in North America;
-
a conspiracy by the Company, TRW and others to deprive KS Centoco Ltd.
of the benefits of such airbag technology in North America and to cause
Centoco Holdings Limited to sell to TRW its interest in KS Centoco Ltd.
in conjunction with the Company's sale to TRW of its interest in MST
Automotive GmbH and TEMIC Bayern-Chemie Airbag GmbH; and
-
oppression by the defendants.
The plaintiffs are seeking, amongst other things, damages of
approximately Cdn$3.5 billion. Document production, completion of
undertakings and examinations for discovery are substantially complete,
although limited additional examinations for discovery may occur. A
trial is not expected to commence until late 2014, at the earliest. The
Company believes it has valid defences to the plaintiffs' claims and
therefore intends to continue to vigorously defend this case.
Notwithstanding the amount of time which has transpired since the claim
was filed, these legal proceedings remain at an early stage and,
accordingly, it is not possible to predict their outcome.
[b] A putative class action lawsuit alleging violations of the United
States Securities Exchange Act of 1934 was filed in May 2012 in the
United States District Court, Southern District of New York, against
the Company, as well as its Chief Executive Officer and Chief Financial
Officer, as well as its founder. Boilermaker-Blacksmith National
Pension Trust ["BBNPT"] was appointed the lead plaintiff on an
uncontested motion in July 2012. BBNPT subsequently filed an amended
complaint in October 2012, following which the defendants filed a
motion seeking dismissal of the lawsuit. By March 12, 2013, the motion
was fully briefed and submitted to the Court and the parties are now
awaiting the Court's decision. The defendants believe the lawsuit is
without merit and therefore intend to vigorously defend the case. Given
the early stages of the legal proceedings, it is not possible to
predict the outcome of the claim.
[c] In certain circumstances, the Company is at risk for warranty costs
including product liability and recall costs. Due to the nature of the
costs, the Company makes its best estimate of the expected future costs
[note 7]; however, the ultimate amount of such costs could be materially
different. The Company continues to experience increased customer
pressure to assume greater warranty responsibility. Currently, under
most customer agreements, the Company only accounts for existing or
probable claims. Under certain complete vehicle engineering and
assembly contracts, the Company records an estimate of future
warranty-related costs based on the terms of the specific customer
agreements, and the specific customer's warranty experience.
15. SEGMENTED INFORMATION
Given the differences between the regions in which the Company operates,
Magna's operations are segmented on a geographic basis between North
America, Europe and Rest of World. Consistent with the above, the
Company's internal financial reporting separately segments key internal
operating performance measures between North America, Europe and Rest
of World for purposes of presentation to the chief operating decision
maker to assist in the assessment of operating performance, the
allocation of resources, and the long-term strategic direction and
future global growth of the Company.
The Company's chief operating decision maker uses Adjusted EBIT as the
measure of segment profit or loss, since management believes Adjusted
EBIT is the most appropriate measure of operational profitability or
loss for its reporting segments. Adjusted EBIT represents income from
operations before income taxes; interest expense, net; and other
expense, net.
The accounting policies of each segment are the same as those set out
under "Significant Accounting Policies" [note 1] and intersegment sales and transfers are accounted for at fair market
value.
|
| Three months ended |
|
Three months ended
|
|
| March 31, 2013 |
|
March 31, 2012
|
|
|
|
|
| Fixed |
|
|
|
|
Fixed
|
|
| Total |
External | Adjusted | assets, |
|
Total
|
External
|
Adjusted
|
assets,
|
|
| sales |
sales | EBIT | net |
|
sales
|
sales
|
EBIT
|
net
|
| North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada
| $ | 1,681 | $ | 1,553 | | | $ | 633 |
|
$
|
1,607
|
$
|
1,498
|
|
|
$
|
582
|
|
|
United States
|
| 1,954 | | 1,843 | |
|
| 987 |
| |
1,920
|
|
1,798
|
|
|
|
807
|
|
|
Mexico
|
| 965 | | 892 | | |
| 577 |
|
| 834
|
|
783
|
|
|
|
505
|
|
|
Eliminations
|
| (288) |
| — | |
| | — |
|
| (259)
|
|
—
|
|
|
|
—
|
|
|
| 4,312 | | 4,288 | $ | 381 | | 2,197 |
|
|
4,102
|
|
4,079
|
$
|
405
|
|
1,894
|
| Europe |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Western Europe
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(excluding Great Britain) |
| 2,902 | | 2,835 |
|
| | 1,416 |
|
|
2,500
|
|
2,459
|
|
|
|
1,266
|
|
|
Great Britain |
| 218 | | 216 | | | | 53 |
| |
267
|
|
265
|
|
|
|
54
|
|
|
Eastern Europe |
| 527 | | 454 |
|
| | 570 |
|
|
469
|
|
429
|
|
|
|
552
|
|
|
Eliminations |
| (95) | | — |
|
| | — |
|
| (48)
|
|
—
|
|
|
|
—
|
|
|
| 3,552 | | 3,505 | | 72 |
| 2,039 |
|
| 3,188
|
|
3,153
|
|
63
|
|
1,872
|
| Rest of World
|
| 594 | | 565 |
| — |
| 699 |
| |
453
|
|
428
|
|
(9)
|
|
528
|
| Corporate and Other(i)
|
| (97) | | 3 | | 14 |
| 237 |
|
| (77)
|
|
6
|
|
(15)
|
|
269
|
| Total reportable segments |
| 8,361 |
| 8,361 |
| 467 | | 5,172 |
|
|
7,666
|
|
7,666
|
|
444
|
|
4,563
|
|
Other expense, net
|
|
|
|
|
| (6) |
|
|
|
|
|
|
|
|
—
|
|
|
|
Interest expense, net
|
|
|
|
|
| (4) |
|
|
|
|
|
|
|
|
(5)
|
|
|
|
| $ | 8,361 | $ | 8,361 | $ | 457 | | 5,172 | |
$
|
7,666
|
$
|
7,666
|
$
|
439
|
|
4,563
|
|
Current assets |
|
|
|
|
|
|
| 9,866 |
|
|
|
|
|
|
|
|
9,203
|
|
Investments, goodwill,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
deferred tax assets and
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
other assets |
|
|
|
|
|
| | 2,723 |
|
|
|
|
|
|
|
|
2,293
|
| Consolidated total assets |
|
|
|
|
|
| $ | 17,761 |
|
|
|
|
|
|
|
$
|
16,059
|
| (i) | For the three months ended March 31, 2012, Corporate and Other includes
$12 million equity loss related to the Company's investment in E-Car. |
16. COMPARATIVE FIGURES
Certain of the comparative figures have been reclassified to conform to
the current period's method of presentation.
SOURCE: Magna International Inc.

<p> <b>For further information, please contact Louis Tonelli, Vice-President, Investor Relations at 905-726-7035. </b><br/> <br/> <b>For teleconferencing questions, please contact Karin Kaminski at 905-726-7103.</b> </p>