At a Glance 4 | Helping Our Customers Pace Change 6 | Pacing Change at OMG 8 | Form 10-K 10 | Corporate Information Inside Back
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OM GROUP, INC. 2006 A 2006 INC. GROUP, OM nnua L L R E por T OM GROUP, INC. 2006 AnnuaL REporT change pacing change Shareholder Letter 1 | OMG At a Glance 4 | Helping Our Customers Pace Change 6 | Pacing Change at OMG 8 | Form 10-K 10 | Corporate Information Inside Back ABOUT OM Group, INC. OM Group, Inc. is a diversified, market-facing global developer and producer of value-added, metal- based specialty chemicals and advanced materials. The company’s Specialties businesses use unre- fined cobalt and other metals to make products that function as essential components in complex chemical and industrial processes, and are used in many end markets. Key technology-based applica- tions address some of society’s greatest needs, including affordable energy, portable power, clean air and clean water. abouT THE THEME At OM Group, we are “Pacing Change” operation- ally and financially, with an aggressive growth strategy that relies on our tradition of innovation as well as our pursuit of tactical and strategic plat- form acquisitions. We are also “Pacing Change” by partnering with customers to help them succeed in high-growth global markets. For OMG and its stakeholders, a world of opportunity lies ahead. Dear Fellow Shareholders In last year’s letter, I told you that we had laid a solid foundation in 2005 for a “new” OM Group – but that our efforts would be futile if we did not begin to deliver more sustainable growth in volumes and margins and from new products and market diversification. This year, I am pleased to report that we began to deliver officer, I have stressed that OMG must mitigate its vulner- this growth. More important to our long-term success, ability to external forces – principally, to volatile metals however, are the concrete steps we took in 2006 to reposi- pricing – to ensure more predictable, stable financial tion the company through portfolio optimization, further results. I am proud to say that we took aggressive action balance sheet enhancements, broad-based operational on this front in 2006. excellence initiatives and a clear mandate to move rapidly On March 1, 2007, we closed the deal we announced toward the market-facing specialty chemicals/advanced late last year to sell our nickel business to OJSC MMC materials business model that we have embraced. Norilsk Nickel, Russia’s largest mining and metallurgical While we enter 2007 in the midst of a substantive company, for $408 million in cash on a cash-free, debt-free transformation, this company’s direction has never been basis, plus a working capital adjustment to be finalized in clearer. Our path forward will take us back to our roots as the second quarter of this year. In addition to lessening an industry leader, recognized for our market proximity, the impact of commodity metal prices on our bottom line, customer relationships and innovation capabilities. Our this transaction provides us the financial flexibility to: work is far from complete, but the momentum behind our pace of change is accelerating. > > Execute our growth plan, including accretive acqui- sitions of niche businesses or product lines that move DELIVEring REsuLTS us further downstream toward customers In 2006, OMG produced very strong financial results, > > Strengthen our balance sheet to support this future including significant year-over-year gains in sales, net growth income and earnings per share. Among the factors con- > > Invest in growing our remaining businesses, specifi- tributing to this improvement were rising cobalt prices, cally in developing innovative specialty products and higher byproduct sales and a favorable shift in product applications, a core competency of OMG mix. Equally satisfying was the healthy cash flow from operations that we achieved. At year end, our cash bal- Simultaneous with the nickel business divestiture, we ance stood at $282.3 million. entered into five-year supply agreements that cost effec- While we are pleased with our financial performance, tively diversify and shorten our supply chain and secure a we are even prouder of what we accomplished from an consistent source of cobalt and nickel-based raw materi- organizational standpoint. als for our Specialties businesses. Our focus has shifted to these higher value-added PosiTioning for THE FUTurE businesses, where we demonstrate our capability not Since the day I became this company’s chief executive only to convert raw materials into specialty products but, ONE more importantly, to deliver these products precisely markets where we are moving up the value chain, getting where our customers’ products and processes require in closer to our customers and gaining a clear understand- order to meet their most exacting standards. Our busi- ing of their unmet needs, which drive value. Developing ness units comprise: and commercializing next-generation technologies to address these needs – for affordable energy, portable > > Advanced Organics, which offers products for the power, clean air and clean water – we are delivering solu- tire, coatings and inks, additives and chemical mar- tions with tangible social benefits. kets. Here, we are aligning our cost structure and manufacturing capabilities and accelerating new Imposing FinanciaL DiscipLinE product development, with a focus on high-value The relentless focus we have brought to operational niche applications. We believe commercialization of excellence and financial discipline is bearing fruit, as new products in the pipeline could add significantly shown by our strong cash flow from operations. We to our revenues by 2008. used our cash, in part, to retire our expensive, high-yield > > Inorganics, which serves the battery, powder met- debt. On March 7, 2007, we redeemed all the outstanding allurgy, ceramics and chemical markets. The heart $400 million aggregate principal amount of our 9¼ per- of this business is the rechargeable battery industry, cent Senior Subordinated Notes due in 2011. By reducing for which cobalt-based materials are a major com- the burden of debt service, we have further fortified our ponent. OMG is the recognized industry leader. We balance sheet and freed up cash to enable us to deliver have seen increasing volume due to strong demand on our growth promises. We intend to grow OMG both in this market, where in 2006 we reached important organically and through strategic acquisition. milestones in commercializing new products for re- Now that we have realigned our market-facing busi- chargeable battery applications. nesses, we are committed to investing in new product > > Electronic Chemicals, which develops and deliv- development to achieve organic growth. In each busi- ers products for the electronic packaging, memory ness, we have closely linked our technical resources disk, general metal finishing and printed circuit with our target markets. We are fortunate to have peo- board finishing markets. Here, too, volume is grow- ple with the knowledge, expertise and imagination to ing fast, with rapid growth in electronics driven by envision innovative new ways to fulfill customer needs – innovation and new technology/applications. We and then, to translate that vision into a commercially are leveraging our industry-leading memory disk viable solution. technology into additional applications for the To spur growth through acquisition, we are in the electronics that have become integral to people’s midst of a thorough evaluation of businesses and prod- daily lives. uct lines that meet explicit criteria. We expect serious acquisition candidates to show upside potential in new, From these technology-based platforms, we are shap- sustainable-growth market segments with predictable ing the new OMG, well positioned to grow in dynamic financial performance. In addition, they must leverage TWO Joseph M. Scaminace Chairman and Chief Executive Officer OMG’s core competencies, with a niche technology orien- Pacing CHangE tation and strong customer focus. We also expect them I think you can see why “Pacing Change” is so important to bring new capabilities that will extend our product to us, and why we chose to focus on its broad ramifica- lines into new markets. tions in our 2006 annual report. Internally, we are pacing These hallmarks helped ensure the success of the change by taking aggressive action to move this com- 2006 Plaschem acquisition. We have integrated Plaschem pany up the value chain and reposition it, with resulting within our Electronic Chemicals business, and it has bol- improvements in margins, profitability and predictability. stered our reach in the Asia-Pacific region. Externally, we are helping our customers pace change around the world by providing the vital chemistries HoLding OursELVES AccounTabLE they need to tackle some of humankind’s most pressing We continue to remake and add to our Board of Directors, needs. with an emphasis on independence, integrity and value Much of what we are doing is new, but everything creation. This past January, we welcomed to the board we are doing plays to our historic strength in linking our David L. Pugh, chairman and CEO of Applied Industrial process technologies, application know-how and our Technologies, Inc. David’s management experience in surface chemistry expertise to efficiently convert raw driving operational excellence, strategic transformation materials into finished products. Confident that we are and quality financial performance is relevant to every on the right path, we intend to out-service our customers initiative we have undertaken to strengthen OMG, and and out-innovate our competitors, with the ultimate goal we look forward to his contributions. of creating meaningful shareholder value. We added another objective viewpoint in February, We believe we are at a defining moment in OMG’s when Gordon A. Ulsh joined the board. Gordon, who history, and we are inspired by the opportunities that lie is president, CEO and a director of Exide Technologies, before us. Your loyalty and our resolve are the real cata- brings valuable insights from his experience leading both lysts for progressive change and a future of sustainable, public and private companies.