UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K



CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)

April 23, 2008


Allegheny Technologies Incorporated

(Exact name of registrant as specified in its charter)


Delaware

1-12001

25-1792394

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1000 Six PPG Place, Pittsburgh, Pennsylvania

15222-5479

(Address of principal executive offices)

(Zip Code)


Registrant’s telephone number, including area code

(412) 394-2800


N/A

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02     Results of Operations and Financial Condition.

On April 23, 2008, Allegheny Technologies Incorporated issued a press release with respect to its first quarter 2008 financial results. A copy of this press release is attached as Exhibit 99.1 and is being furnished, not filed, under Item 2.02 of this Current Report on Form 8-K.

Item 9.01     Financial Statements and Exhibits.

(d)

Exhibits.

 
Exhibit 99.1 Press release dated April 23, 2008.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ALLEGHENY TECHNOLOGIES INCORPORATED

 

 

 

 

By:

/s/ Jon D. Walton

Jon D. Walton

Executive Vice President, Human Resources,

Chief Legal and Compliance Officer

 

Dated:

April 23, 2008


EXHIBIT INDEX

Exhibit No.

 

Description

 

Exhibit 99.1

Press release dated April 23, 2008.

Exhibit 99.1

Allegheny Technologies Announces First Quarter 2008 Results

PITTSBURGH--(BUSINESS WIRE)--Allegheny Technologies Incorporated (NYSE: ATI) reported net income for the first quarter 2008 of $142.0 million, or $1.40 per share, on sales of $1.34 billion.

In the first quarter 2007, ATI reported net income of $197.8 million, or $1.92 per share, on sales of $1.37 billion.

“Our key growth markets were solid in the first quarter. Demand from the global aerospace and defense, chemical process industry, oil and gas, electrical energy, and medical markets accounted for nearly 70% of sales,” said L. Patrick Hassey, Chairman, President and Chief Executive Officer.

“We derived 28% of our sales dollars in the first quarter from direct international sales. We believe that more than 50% of our sales are driven by demand from non-U.S. markets. ATI is benefitting from global infrastructure growth, our diverse product mix, the value of the dollar, and the strategy of several key customers to purchase more products with U.S. dollars.

“ATI titanium product shipments reached 12.2 million pounds in the first quarter 2008, a 26% increase over the same period last year. Shipments of our exotic alloys and grain-oriented electrical steel grew by 38% and 15%, respectively. Shipments of our High Performance Metals segment nickel-based and specialty alloys decreased 8% compared to last year’s first quarter due primarily to inventory management actions at some distributor customers.

“First quarter 2008 earnings were similar to those achieved in the fourth quarter 2007. As previously stated, we had expected the first quarter to be negatively impacted by certain raw material costs being higher than the raw material indices/surcharges included in our selling prices for certain products. While this mismatch was largely offset by a LIFO reserve benefit of approximately $74 million in the fourth quarter 2007, there was no such offset in the first quarter 2008.


“Cash flow from operations was $66 million in the first quarter and included an investment of $149 million in managed working capital to support the higher business volumes, primarily in our Flat Rolled Products segment. Cash on hand at the end of the quarter was $468 million after the managed working capital investment, $112 million in capital investments, and $62 million of share repurchases.

“The last reduction furnace at our Albany, OR titanium sponge facility went into operation at the end of the first quarter, which is ahead of schedule. That facility is now producing at an annualized rate of 22 million pounds. Construction of our new greenfield premium grade titanium sponge facility in Rowley, UT is on schedule, and we expect to begin initial production in the fourth quarter 2008. In addition, our new casting facility in Alpena, MI is coming on line. We began producing wind energy components there in early April, and we are now in the quality approval process with our major customers.

“Our business continues to be driven by long-term growth in the global aerospace, defense, and infrastructure markets. Overall demand from these markets remains at a high level. For example, first quarter orders from our Asian markets significantly exceeded last year’s rate, which was a record year. Our airframe and jet engine customers report record backlogs and good order rates so far in 2008, resulting in improving build rates for existing models. Boeing’s recently revised schedule for its 787 Dreamliner brings near-term uncertainty to the supply chain. Boeing has told us that they intend to honor our supply agreement, and as production increases so will our supply to this breakthrough aircraft. In the meantime, we intend to continue to navigate through this period and focus our mill products capabilities on the diversified global markets that we serve.

“ATI is positioned to continue to benefit from the current and long-term global growth opportunities of our major end markets. We continue our investments to give us unsurpassed manufacturing capabilities, which enable profitable growth. We are not only focused on product diversification but also on global market diversification. We are committed to maintaining a strong balance sheet. Although the condition of the U.S. economy, the impact of Boeing’s 787 schedule delay, and continuing raw material cost volatility create near-term impacts, we believe the first quarter 2008 earnings represent the bottom. Generally, base selling prices are flat to higher; volumes continue to improve; and raw material indices/surcharges are in better balance. As a result, we expect second quarter earnings to be somewhat higher than first quarter results.”

  Three Months Ended
March 31
2008   2007
In Millions
Sales $1,343.4 $ 1,372.6

Net income

$ 142.0

$ 197.8

 
Per Diluted Share
Net income $ 1.40 $1.92

First Quarter 2008 Financial Highlights


High Performance Metals Segment

Market Conditions

First quarter 2008 compared to first quarter 2007


Flat-Rolled Products Segment

Market Conditions

First quarter 2008 compared to first quarter 2007

Engineered Products Segment

Market Conditions

First quarter 2008 compared to first quarter 2007


Retirement Benefit Expense

Other Expenses

Income Taxes

First quarter 2008 results include an income tax provision of $77.9 million, or 35.4% of income before tax, compared to an income tax provision of $106.8 million, or 35.1% of income before tax, for the comparable 2007 quarter. The 2008 first quarter included a one-time $2.6 million benefit related to foreign taxes. The 2007 first quarter benefited from a lower income tax provision due to a $4.2 million non-recurring reduction in the valuation allowances associated with state deferred tax assets as a result of the increased profitability of the Flat-Rolled Products segment.

Cash Flow, Working Capital and Debt


Allegheny Technologies will conduct a conference call with investors and analysts on April 23, 2008, at 1 p.m. ET to discuss the financial results. The conference call will be broadcast live on www.alleghenytechnologies.com . To access the broadcast, click on “Conference Call”. In addition, the conference call will be available through the CCBN website, located at www.ccbn.com .

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements in this news release relate to future events and expectations and, as such, constitute forward-looking statements. Forward-looking statements include those containing such words as “anticipates,” “believes,” “estimates,” “expects,” “would,” “should,” “will,” “will likely result,” “forecast,” “outlook,” “projects,” and similar expressions. Forward-looking statements are based on management’s current expectations and include known and unknown risks, uncertainties and other factors, many of which we are unable to predict or control, that may cause our actual results, performance or achievements to materially differ from those expressed or implied in the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include: (a) material adverse changes in economic or industry conditions generally, including global supply and demand conditions and prices for our specialty metals; (b) material adverse changes in the markets we serve, including the aerospace and defense, construction and mining, automotive, electrical energy, chemical process industry, oil and gas, medical and other markets; (c) our inability to achieve the level of cost savings, productivity improvements, synergies, growth or other benefits anticipated by management, including those anticipated from strategic investments and the integration of acquired businesses, whether due to significant increases in energy, raw materials or employee benefits costs, the possibility of project cost overruns or unanticipated costs and expenses, or other factors; (d) volatility of prices and availability of supply of the raw materials that are critical to the manufacture of our products; (e) declines in the value of our defined benefit pension plan assets or unfavorable changes in laws or regulations that govern pension plan funding; (f) significant legal proceedings or investigations adverse to us; and (g) other risk factors summarized in our Annual Report on Form 10-K for the year ended December 31, 2007, and in other reports filed with the Securities and Exchange Commission. We assume no duty to update our forward-looking statements.


Building the World’s Best Specialty Metals Company™

Allegheny Technologies Incorporated is one of the largest and most diversified specialty metals producers in the world with revenues of $5.5 billion during 2007. ATI has approximately 9,700 full-time employees world-wide who use innovative technologies to offer growing global markets a wide range of specialty metals solutions. Our major markets are aerospace and defense, chemical process industry/oil and gas, electrical energy, medical, automotive, food equipment and appliance, machine and cutting tools, and construction and mining. Our products include titanium and titanium alloys, nickel-based alloys and superalloys, grain-oriented electrical steel, stainless and specialty steels, zirconium, hafnium, and niobium, tungsten materials, and forgings and castings. The Allegheny Technologies website is www.alleghenytechnologies.com .


Allegheny Technologies Incorporated and Subsidiaries
Consolidated Statements of Income
(Unaudited, dollars in millions, except per share amounts)
   
 
Three Months Ended
March 31
2008 2007
 
Sales $ 1,343.4 $1,372.6
Costs and expenses:
Cost of sales 1,052.8 986.1
Selling and administrative expenses 70.2   78.1  
Income before interest, other income
(expense) and income taxes 220.4 308.4
Interest income (expense), net 0.2 (4.3 )
Other income (expense), net (0.7 ) 0.5  
Income before income tax provision 219.9 304.6
Income tax provision 77.9   106.8  
 
Net income $ 142.0   $ 197.8  
 
Basic net income per common share $ 1.41   $ 1.95  
 
Diluted net income per common share $ 1.40   $ 1.92  
 
 
Weighted average common shares
outstanding -- basic (millions) 100.8 101.4
 
Weighted average common shares
outstanding -- diluted (millions) 101.6 102.8
 
Actual common shares outstanding--
end of period (millions) 101.1 102.1

Allegheny Technologies Incorporated and Subsidiaries
Sales and Operating Profit by Business Segment
(Unaudited - Dollars in millions)
   
Three Months Ended
March 31
2008 2007
Sales:
High Performance Metals $ 481.0 $ 477.4
Flat-Rolled Products 746.9 783.7
Engineered Products 115.5   111.5  
 
Total External Sales $ 1,343.4   $ 1,372.6  
 
Operating Profit:
 
High Performance Metals $ 131.4 $ 167.5
% of Sales 27.3 % 35.1 %
 
Flat-Rolled Products 101.2 160.2
% of Sales 13.5 % 20.4 %
 
Engineered Products 5.7 12.6
% of Sales 4.9 % 11.3 %
 
Operating Profit 238.3 340.3
% of Sales 17.7 % 24.8 %
 
Corporate expenses (17.7 ) (21.0 )
 
Interest income (expense), net 0.2 (4.3 )
Other expense, net of
gains on asset sales (0.9 ) (2.8 )
 
Retirement benefit expense -   (7.6 )
 
Income before
income taxes $ 219.9   $ 304.6  

Allegheny Technologies Incorporated and Subsidiaries
Consolidated Balance Sheets
(Current period unaudited--Dollars in millions)
 
March 31, December 31,
2008 2007
ASSETS
 
Current Assets:
Cash and cash equivalents $ 468.0 $ 623.3

Accounts receivable, net of allowances for
  doubtful accounts of $6.4 and $6.3 at
  March 31, 2008 and December 31, 2007,
  respectively

 
 
716.0 652.2
Inventories, net 1,085.5 916.1
Deferred income taxes - 18.8
Prepaid expenses and
other current assets 48.2 38.3
Total Current Assets 2,317.7 2,248.7
 
Property, plant and equipment, net 1,329.9 1,239.5
Prepaid pension asset 244.7 230.3
Cost in excess of net assets acquired 210.2 209.8
Deferred income taxes 49.2 42.1
Other assets 124.7 125.2
 
Total Assets $ 4,276.4 $ 4,095.6
 
LIABILITIES AND
STOCKHOLDERS' EQUITY
 
Current Liabilities:
Accounts payable $ 469.2 $ 388.4
Accrued liabilities 246.6 277.3
Accrued income taxes 71.2 17.4
Deferred income taxes 22.9 -
Short term debt and current
portion of long-term debt 20.9 20.9
Total Current Liabilities 830.8 704.0
 
Long-term debt 503.5 507.3
Retirement benefits 472.7 469.6
Other long-term liabilities 183.1 191.2
Total Liabilities 1,990.1 1,872.1
 
Total Stockholders' Equity 2,286.3 2,223.5
 
Total Liabilities and Stockholders' Equity $ 4,276.4 $ 4,095.6

Allegheny Technologies Incorporated and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited - Dollars in millions)
    Three Months Ended
March 31
2008   2007
 
Operating Activities:
 
Net income $ 142.0 $ 197.8
 
Depreciation and amortization 27.3 23.6
Change in managed working capital (148.9 ) (163.9 )
Change in retirement benefits (6.3 ) 0.1
Accrued liabilities and other 51.9   66.7  
Cash provided by operating activities 66.0   124.3  
Investing Activities:
Purchases of property, plant and equipment (112.0 ) (57.7 )
Asset disposals and other 0.3   -  
Cash used in investing activities (111.7 ) (57.7 )
Financing Activities:
Net decrease in debt (5.6 ) (11.0 )
Purchase of treasury stock (62.3 ) -
Dividends paid (18.2 ) (13.2 )
Taxes on share-based compensation (24.6 ) (30.4 )
Exercises of stock options 1.1   3.7  
Cash used in financing activities (109.6 ) (50.9 )
Increase (decrease) in cash and cash equivalents (155.3 ) 15.7
Cash and cash equivalents at beginning of period 623.3   502.3  
Cash and cash equivalents at end of period $ 468.0   $ 518.0  

Allegheny Technologies Incorporated and Subsidiaries
Selected Financial Data
(Unaudited)
   
Three Months Ended
March 31
2008 2007
Volume:
High Performance Metals (000's lbs.)
Titanium mill products 8,770 7,068
Nickel-based and specialty alloys 9,537 10,352
Exotic alloys 1,364 985
 
Flat-Rolled Products (000's lbs.)
High value 119,792 127,808
Standard 170,620 161,680
Flat-Rolled Products total 290,412 289,488
 
 
 
Average Prices:
High Performance Metals (per lb.)
Titanium mill products $ 25.54 $ 32.89
Nickel-based and specialty alloys $ 18.56 $ 17.90
Exotic alloys $ 44.61 $ 43.52
 
Flat-Rolled Products (per lb.)
High value $ 3.22 $ 3.22
Standard $ 2.07 $ 2.30
Flat-Rolled Products combined average $ 2.54 $ 2.70

Allegheny Technologies Incorporated and Subsidiaries
Other Financial Information
Managed Working Capital
(Unaudited - Dollars in millions)
 
March 31, December 31,
2008 2007
 
Accounts receivable $ 716.0 $ 652.2
Inventory 1,085.5 916.1
Accounts payable (469.2 ) (388.4 )
Subtotal 1,332.3 1,179.9
 
Allowance for doubtful accounts 6.4 6.3
LIFO reserve 375.9 374.6
Corporate and other 60.8   65.7  
Managed working capital $ 1,775.4   $ 1,626.5  
 
Annualized prior 2 months
sales $ 5,702.8   $ 5,058.5  
 
Managed working capital as a
% of annualized sales 31.1 % 32.2 %
 
March 31, 2008 change in managed
working capital $ 148.9
 

As part of managing the liquidity in our business, we focus on
controlling managed working capital, which is defined as gross
accounts receivable and gross inventories, less accounts payable.
In measuring performance in controlling this managed working
capital, we exclude the effects of LIFO inventory valuation
reserves, excess and obsolete inventory reserves, and reserves for
uncollectible accounts receivable which, due to their nature, are
managed separately.


Allegheny Technologies Incorporated and Subsidiaries
Other Financial Information
Debt to Capital
(Unaudited - Dollars in millions)
 
March 31, December 31,
2008 2007
 
Total debt $ 524.4 $ 528.2
Less: Cash (468.0 ) (623.3 )
Net debt (cash) $ 56.4 $ (95.1 )
 
Net debt (cash) $ 56.4 $ (95.1 )
Stockholders' equity 2,286.3   2,223.5  
Net capital $ 2,342.7 $ 2,128.4
 
Net debt to capital 2.4 % -4.5 %
 
Total debt $ 524.4 $ 528.2
Stockholders' equity 2,286.3   2,223.5  
Total capital $ 2,810.7 $ 2,751.7
 
Total debt to total capital 18.7 % 19.2 %
 

In managing the overall capital structure of the Company, some of
the measures that we focus on are net debt to net capitalization,
which is the percentage of debt, net of cash that may be available
to reduce borrowings, to the total invested and borrowed capital
of the Company, and total debt to total capitalization, which
excludes cash balances.


Allegheny Technologies Incorporated and Subsidiaries
Other Financial Information
Financial Returns
(Unaudited - Dollars in millions)
For the 12 month period ending
March 31,   December 31,
2008 2007
Return on Capital Employed:
Net income $ 691.3 $ 747.1
Add: Net interest (income) expense, net of tax (0.3 ) 3.1  
Net income before interest (income) expense $ 691.0 $ 750.2
 
Stockholders' equity, end of period $ 2,286.3 $ 2,223.5
Total debt, end of period 524.4   528.2  
Capital employed, end of period $ 2,810.7 $ 2,751.7
 
Stockholders' equity, beginning of period $ 1,691.9 $ 1,502.9
Total debt, beginning of period 542.8   553.6  
Capital employed, beginning of period $ 2,234.7 $ 2,056.5
 
Average capital employed $ 2,522.7 $ 2,404.1
 
Return on capital employed 27.4 % 31.2 %
 
 
Return on Stockholders' Equity:
Net income $ 691.3 $ 747.1
 
Stockholders' equity, end of period $ 2,286.3 $ 2,223.5
Stockholders' equity, beginning of period 1,691.9