Crown Holdings Announces 2004 Fourth Quarter and Full Year Results; Segment Income Increases 31% to $537 Million for the Year

Tuesday, February 1, 2005

PHILADELPHIA, Feb 01, 2005 /PRNewswire-FirstCall via COMTEX/ -- Crown Holdings, Inc. (NYSE: CCK) today announced its financial results for the fourth quarter and year ended December 31, 2004.

Fourth Quarter Results

Net sales in the fourth quarter rose to $1,748 million, a 9.9% increase over the $1,591 million in the fourth quarter of 2003. Fourth quarter net sales for the Company's Americas, European and Asian Divisions were up 6.9%, 12.5% and 7.4%, respectively, over last year's fourth quarter.

Gross profit increased 20.3% in the fourth quarter to $190 million over the $158 million in the 2003 fourth quarter. As a percentage of net sales, gross profit expanded to 10.9% in the fourth quarter compared to 9.9% in the same quarter last year. The improvements reflect increased operating efficiencies, the positive effects of the Company's cost containment and restructuring programs in recent years, firm unit volumes and stronger foreign currencies.

Segment income (defined by the Company as gross profit less selling and administrative expense and provision for restructuring) grew 91.5% to $90 million in the fourth quarter, up $43 million over the $47 million in the 2003 fourth quarter. A reconciliation of segment income from gross profit is provided as a note to the attached unaudited Consolidated Statements of Operations. Segment income as a percentage of net sales expanded to 5.1% from 3.0% in the fourth quarter last year.

Commenting on the results, John W. Conway, Chairman and Chief Executive Officer, stated, "We are extremely pleased to report that 2004 was another year of continued improvement. Importantly, the results reflect progress in the metrics we consider key to increasing shareholder value: improved productivity, effective cost containment, closely managed working capital, increased cash flow and debt reduction. We also benefited from our geographic diversity with more than 70% of 2004 net sales generated outside the United States."

Interest expense in the fourth quarter was $91 million compared to $99 million in the fourth quarter of 2003. The decrease reflects the impact of lower average debt outstanding compared to the prior year fourth quarter partially offset by higher average interest rates.

Fourth Quarter Charges

The Company recorded a charge in the fourth quarter of $35 million, or $0.21 per diluted share, to increase its asbestos litigation reserve. The Company estimates that its asbestos liability for pending and future asbestos claims will range between $233 million and $351 million. The reported range at December 31, 2003 was $239 million to $406 million. After the $35 million charge, the Company's reserve at December 31, 2004 was $233 million compared to $239 million at December 31, 2003. Asbestos-related payments totaled $41 million in 2004, including $22 million under existing settlement agreements, compared to 2003 payments of $68 million, which included $41 million under existing settlement agreements.

During the fourth quarter, the Company recorded a charge of $6 million ($4 million, net of tax, or $0.02 per diluted share) for restructuring activities in European operations. For the year, restructuring charges totaled $7 million ($5 million, net of tax, or $0.03 per diluted share). The Company also recorded a non-cash charge of $47 million ($41 million, net of tax, or $0.25 per diluted share) in the fourth quarter primarily to recognize cumulative translation amounts relating to the Company's exit from certain minor markets.

As previously announced, the Company accepted for purchase and payment, pursuant to its offer to purchase, all of the $33 million aggregate principal amount of outstanding 7.00% Notes due December 15, 2006 validly tendered in the offer for a purchase price of $1,050 per $1,000 principal amount ($235 million remain outstanding). In connection with the acceptance, the Company recorded a charge of $2 million ($1 million, net of tax, or $0.01 per diluted share) in the fourth quarter. Additionally, in the fourth quarter the Company retired the entire $40 million remaining aggregate principal amount of outstanding 8.375% Notes due January 15, 2005. For the full year, the Company recorded a charge of $39 million ($34 million, net of tax, or $0.20 per diluted share) related to the early extinguishments of debt.

The Company recorded a gain of $91 million ($62 million, net of tax, or $0.37 per diluted share) in the fourth quarter of 2004 on the translation of net U.S. dollar denominated debt in Europe. For the year, the gain was $98 million ($67 million, net of tax, or $0.40 per diluted share).

In sum, for the fourth quarter, the Company reported a net loss of $27 million, or $0.16 per diluted share, after net charges of $0.49 per diluted share for the loss on early extinguishments of debt and provisions for asset impairments, asbestos and restructuring, partially offset by a net gain of $0.37 per diluted share for the remeasurement of foreign currency exposures in Europe. In the 2003 fourth quarter, the net loss was $54 million, or $0.33 per diluted share, which included a net loss of $0.50 per diluted share for early extinguishments of debt and provisions for asset impairments, asbestos and restructuring partially offset by a net gain of $0.37 per diluted share related to foreign currency exposures in Europe.

Full Year Results

For 2004, net sales rose to $7,199 million, an increase of 8.6% over the $6,630 million in 2003. The Americas Division's net sales were up 5.3% in 2004 over 2003, the European Division's net sales grew 11.3% and the Asian Division's net sales were up 6.5% compared to last year.

Gross profit for the year increased to $907 million, up 18.6% over the $765 million reported for 2003. Gross profit as a percentage of net sales expanded to 12.6% compared to 11.5% of net sales in 2003. The improvements reflect increased operating efficiencies, stronger foreign currencies and firm volumes.

Segment income in 2004 improved 31.3% to $537 million, or 7.5% of net sales, over the $409 million, or 6.2% of net sales in 2003.

For 2004, interest expense was $361 million, down from the $379 million for 2003. The decrease was the result of lower average debt outstanding compared to the prior year partially offset by higher average interest rates. Free cash flow (net cash provided by operating activities less capital expenditures) amounted to $266 million in 2004.

Debt and cash amounts were:

                                  December 31,   September 30,  December 31,
                                      2004            2004          2003
    Total debt                       $3,872          $3,959        $3,939
    Cash                                471             295           401
                                     $3,401          $3,664        $3,538
    Receivables securitization         $120            $160           $90

Net income for 2004 grew to $51 million, or $0.30 per diluted share, after net charges totaling $0.68 per diluted share for the loss on early extinguishments of debt and provisions for asset impairments, asbestos and restructuring, partially offset by a net gain of $0.40 per diluted share for the remeasurement of foreign currency exposures in Europe. This compares to a net loss of $32 million, or $0.19 per diluted share, for 2003, which included a net gain of $0.86 per diluted share related to foreign currency exposures in Europe and a net loss of $0.99 per diluted share related to provisions for asset impairments, asbestos and restructuring, the writedown of an equity investment and losses on early extinguishments of debt.

Non-GAAP Measures

Segment income and free cash flow are not defined terms under U.S. generally accepted accounting principles (non-GAAP measures). Non-GAAP measures should not be considered in isolation or as a substitute for net income or cash flow data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies.

The Company views segment income and free cash flow as the principal measures of performance of its operations, for planning and evaluating investment opportunities and of its ability to incur and service debt. Segment income and free cash flow are derived from the Company's income and cash flow statements, respectively, and reconciliations to segment income and free cash flow can be found on the accompanying unaudited Consolidated Statements of Operations and condensed and unaudited Consolidated Statements of Cash Flows.

Conference Call

The Company will hold a conference call tomorrow, February 2, 2005 at 9:30 a.m. (EST) to discuss this news release and other matters. Forward-looking and other material information may be discussed on the conference call. The dial-in numbers for the conference call are (517) 308-9010 or toll-free (888) 790-1803 and the access password is "packaging." A replay of the conference call will be available for a one-week period ending at midnight on February 9. The telephone numbers for the replay are (402) 220-3767 or toll-free (800) 294-9493 and the access passcode is 1483. A live web cast of the call will be made available to the public on the Internet at the Company's Web site, https://www.crowncork.com.

Cautionary Note Regarding Forward-Looking Statements

Except for historical information, all other information in this press release consists of forward-looking statements. These forward-looking statements involve a number of risks, uncertainties and other factors that may cause actual results to be materially different from those expressed or implied in the forward-looking statements. Important factors that could cause the statements made in this press release or the actual results of operations or financial condition of the Company to differ are discussed under the caption "Forward-Looking Statements" in the Company's Form 10-K Annual Report for the year ended December 31, 2003 and in subsequent filings made prior to or after the date hereof. The Company does not intend to review or revise any particular forward-looking statement in light of future events.

Crown Holdings, Inc., through its affiliated companies, is a leading supplier of packaging products to consumer marketing companies around the world. World headquarters are located in Philadelphia, Pennsylvania.

Unaudited Consolidated Statements of Operations, Balance Sheets and Cash Flows and Segment Information follow this page.

Consolidated Statements of Operations (Unaudited)

    (in millions, except share and per share data)

                                     Three Months Ended  Twelve Months Ended
                                        December 31,        December 31,
                                       2004       2003      2004      2003
    Net sales                        $1,748     $1,591    $7,199    $6,630
    Cost of products sold             1,454      1,327     5,884     5,442
    Depreciation and amortization        78         79       308       326
    Pension expense                      26         27       100        97
    Gross profit (1)                    190        158       907       765
    Selling and administrative expense   94         95       363       337
    Provision for restructuring           6         16         7        19
    Provision for asbestos               35         44        35        44
    Provision for asset impairments
     and loss/(gain) on sale of assets   47         30        47        73
    Loss from early extinguishments
     of debt                              2          3        39        12
    Interest expense                     91         99       361       379
    Interest income                      (3)        (4)       (8)      (11)
    Translation and foreign exchange
     adjustments                        (91)       (90)      (98)     (207)
      Income/(loss) before income
       taxes, minority interests
       and equity earnings                9        (35)      161       119
    Provision for income taxes           26         11        82        95
    Minority interests and equity
     earnings                           (10)        (8)      (28)      (56)
      Net (loss)/income                ($27)      ($54)      $51      ($32)

    (Loss)/income per average
     common share:
      Basic                           ($.16)     ($.33)     $.31     ($.19)
      Diluted                         ($.16)     ($.33)     $.30     ($.19)

    Weighted average common shares outstanding:
      Basic               165,448,481  164,992,990  165,251,267  164,676,110
      Diluted             170,465,839  166,663,913  168,809,775  165,972,972
      Actual common shares
       outstanding        165,559,558  165,024,153  165,559,558  165,024,153

     Diluted earnings per share for the three months ended December 31, 2004
     and 2003 and for the twelve months ended December 31, 2003 were the same
     as basic because common shares contingently issuable upon the exercise of
     stock options were anti-dilutive.

    (1) Segment income is defined by the Company as gross profit less selling
        and administrative expense and provision for restructuring.  A
        reconciliation from gross profit to segment income for the three and
        twelve months ended December 31 follows:

                               Three Months Ended        Twelve Months Ended
                                  December 31,              December 31,
                               2004        2003         2004         2003
    Gross profit               $190        $158         $907         $765
    Selling and administrative
     expense                     94          95          363          337
    Provision for restructuring   6          16            7           19
    Segment income              $90         $47         $537         $409



               Consolidated Balance Sheets (Condensed & Unaudited)
                                  (in millions)
    December 31,                                 2004                2003
    Assets
    Current assets
      Cash and cash equivalents                  $471                $401
      Receivables, net                            900                 794
      Inventories                                 894                 815
      Prepaid expenses and other current assets    78                 112
        Total current assets                    2,343               2,122

    Goodwill                                    2,592               2,442
    Property, plant and equipment, net          2,002               2,112
    Other non-current assets                    1,188               1,097
        Total                                  $8,125              $7,773

    Liabilities and shareholders' equity
    Current liabilities
      Short-term debt                             $51                 $69
      Current maturities of long-term debt         25                 161
      Other current liabilities                 2,004               1,806
        Total current liabilities               2,080               2,036

    Long-term debt, excluding current
     maturities                                 3,796               3,709
    Other non-current liabilities
     and minority interests                     1,972               1,888
    Shareholders' equity                          277                 140

        Total                                  $8,125              $7,773


             Consolidated Supplemental Financial Data (Unaudited)
                                (in millions)

                               Three Months Ended       Twelve Months Ended
                                  December 31,               December 31,

      Net Sales                 2004         2003           2004      2003

      Americas                  $699         $654         $2,858    $2,715
      Europe                     948          843          3,962     3,559
      Asia                       101           94            379       356
                              $1,748       $1,591         $7,199    $6,630

      Segment Income

      Americas                   $35          $28           $188      $135
      Europe                      63           31            386       310
      Asia                        17           15             62        53
      Corporate                  (25)         (27)           (99)      (89)
                                 $90          $47           $537      $409



        Consolidated Statements of Cash Flows (Condensed & Unaudited)
                                  (in millions)

    Twelve months ended December 31,                    2004          2003

    Cash flows from operating activities
      Net income/(loss)                                  $51          ($32)
      Depreciation and amortization                      308           326
      Other, net                                          45           140

        Net cash provided by operating activities (A)    404           434

    Cash flows from investing activities
      Capital expenditures                              (138)         (120)
      Proceeds from sales of property,
       plant and equipment                                39            35
      Other, net                                          (8)          (15)

        Net cash used for investing activities          (107)         (100)

    Cash flows from financing activities
      Net change in debt                                (177)         (157)
      Debt issue costs                                   (31)         (141)
      Other, net                                         (38)          (30)

        Net cash used for financing activities          (246)         (328)

    Effect of exchange rate changes on cash
     and cash equivalents                                 19            32

    Net change in cash and cash equivalents               70            38
    Cash and cash equivalents at January 1               401           363

    Cash and cash equivalents at December 31            $471          $401

    (A) Free cash flow is defined by the Company as net cash provided by
        operating activities less capital expenditures.  A reconciliation from
        net cash provided by operating activities to free cash flow for the
        twelve months ended December 31 follows:

        Twelve months ended December 31,               2004        2003
        Net cash provided by operating activities      $404        $434
        Capital expenditures                            138         120
        Free cash flow                                 $266        $314

SOURCE Crown Holdings, Inc.

Timothy J. Donahue, Senior Vice President - Finance, Crown Holdings, +1-215-698-5088
or Edward Bisno, Bisno Communications, +1-917-881-5441, for Crown Holdings
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