ALLEGHENY TECHNOLOGIES INC Item 1A Risk Factors There are inherent risks and uncertainties associated with our business that could adversely affect our operating performance and financial condition |
Set forth below are descriptions of those risks and uncertainties that we believe to be material, but the risks and uncertainties described are not the only risks and uncertainties that could affect our business |
See the discussion under “Forward Looking Statements” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this Annual Report on Form 10-K 8 _________________________________________________________________ [65]Table of Contents Cyclical Demand for Products |
The cyclical nature of the industries in which our customers operate causes demand for our products to be cyclical, creating uncertainty regarding future profitability |
Various changes in general economic conditions affect the industries in which our customers operate |
These changes include decreases in the rate of consumption or use of our customers’ products due to economic downturns |
Other factors causing fluctuation in our customers’ positions are changes in market demand, lower overall pricing due to domestic and international overcapacity, currency fluctuations, lower priced imports and increases in use or decreases in prices of substitute materials |
As a result of these factors, our profitability has been and may in the future be subject to significant fluctuation |
Product Pricing |
From time-to-time, intense competition and excess manufacturing capacity in the commodity stainless steel industry have resulted in reduced prices, excluding raw material surcharges, for many of our stainless steel products |
These factors have had and may have an adverse impact on our revenues, operating results and financial condition |
Although inflationary trends in recent years have been moderate, during the same period certain critical raw material costs, such as nickel and scrap containing iron and nickel, have been volatile |
While we are able to mitigate some of the adverse impact of rising raw material costs through surcharges to customers, rapid increases in raw material costs may adversely affect our results of operations |
We change prices on certain of our products from time-to-time |
The ability to implement price increases is dependent on market conditions, economic factors, raw material costs and availability, competitive factors, operating costs and other factors, some of which are beyond our control |
The benefits of any price increases may be delayed due to long manufacturing lead times and the terms of existing contracts |
Risks Associated with Commercial Aerospace |
A significant portion of the sales of our High Performance Metals segment represents products sold to customers in the commercial aerospace industry |
The commercial aerospace industry is historically cyclical due to factors both external and internal to the airline industry |
These factors include general economic conditions, airline profitability, consumer demand for air travel, varying fuel and labor costs, price competition, and international and domestic political conditions such as military conflict and the threat of terrorism |
The length and degree of cyclical fluctuation are influenced by these factors and therefore are difficult to predict with certainty |
For example, average prices per pound for our titanium mill products were below dlra12dtta00 for each of 2001, 2002 and 2003, and were dlra22dtta75 in 2005, and average prices per pound for our nickel-based and specialty alloys were below dlra7dtta00 for each of 2001, 2002 and 2003, and were dlra11dtta25 in 2005 |
A downturn in the commercial aerospace industry would adversely affect the prices at which we are able to sell these and other products, and our results of operations, business and financial condition could be materially adversely affected |
Dependence on Critical Raw Materials Subject to Price and Availability Fluctuations |
We rely to a substantial extent on third parties to supply certain raw materials that are critical to the manufacture of our products |
Purchase prices and availability of these critical raw materials are subject to volatility |
If suppliers increase the price of critical raw materials, we may not have alternative sources of supply |
In addition, to the extent that we have quoted prices to customers and accepted customer orders for products prior to purchasing necessary raw materials, or have existing contracts, we may be unable to raise the price of products to cover all or part of the increased cost of the raw materials |
The manufacture of some of our products is a complex process and requires long lead times |
As a result, we may experience delays or shortages in the supply of raw materials |
If unable to obtain adequate and timely deliveries of required raw materials, we may be unable to timely manufacture sufficient quantities of products |
This could cause us to lose sales, incur additional costs, delay new product introductions, or suffer harm to our reputation |
We acquire certain important raw materials that we use to produce specialty materials, including nickel, chromium, cobalt, titanium sponge and ammonium paratungstate (APT), from foreign sources |
Some of these sources operate in countries that may be subject to unstable political and economic conditions |
These conditions may disrupt supplies or affect the prices of these materials |
The prices for many of the raw materials we use have been extremely volatile |
Since we value most of our inventory utilizing the last-in, first-out (LIFO) inventory costing methodology, a rapid rise in raw material costs has a negative effect on our operating results |
Under the LIFO inventory valuation method, changes in the cost of raw materials and production activities are recognized in cost of sales in the current period even though these material and other costs may have been incurred at significantly different values due to the length of time of our production cycle |
For example, in 2005, the increase in raw material costs on the LIFO inventory valuation method resulted in cost of sales which was dlra45dtta8 million higher than would have been recognized if we utilized the first-in, first-out (FIFO) methodology to value our inventory |
In a period of rising raw material prices, cost of sales expense recognized under LIFO is generally higher than the cash costs incurred to acquire the inventory sold |
Conversely, in a period of declining raw material prices, cost of sales recognized under LIFO is generally lower than cash costs incurred to acquire the inventory sold |
We rely upon third parties for our supply of energy resources consumed in the manufacture of our products |
The prices for and availability of electricity, natural gas, oil and other energy resources are subject to volatile market conditions |
These market conditions often are affected by political and economic factors beyond our control |
Disruptions in the supply of energy resources could temporarily impair the ability to manufacture products for customers |
Further, increases in energy costs, or changes in costs relative to energy costs paid by competitors, has and may continue to adversely affect our profitability |
To the extent that these uncertainties cause suppliers and customers to be more cost sensitive, increased energy prices may have an adverse effect on our results of operations and financial condition |
Risks Associated with Retirement Benefits |
Our US defined benefit pension plan was funded in accordance with ERISA as of December 31, 2005 |
Based upon current actuarial analyses and forecasts, we do not expect to be required to make contributions to the defined benefit pension plan for at least the next several years |
However, a significant decline in the value of plan investments in the future or unfavorable changes in laws or regulations that govern pension plan funding could materially change the timing and amount of required pension funding |
Depending on the timing and amount, a requirement that we fund our defined benefit pension plan could have a material adverse effect on our results of operations and financial condition |
Risks Associated with Accessing the Credit Markets |
Our ability to access the credit markets in the future to obtain additional financing, if needed, may be influenced by the Company’s credit rating |
However, changes in our credit rating do not impact our access to our existing credit facilities |
Credit Agreement Covenant |
The agreement governing our secured bank credit facility imposes a number of covenants on us |
For example, it contains covenants that create limitations on our ability to, among other things, effect acquisitions or dispositions or incur additional debt, and require us to, among other things, maintain a financial ratio when our available borrowing capacity measured under the credit agreement decreases below dlra75 million |
Our ability to comply with the financial covenant may be affected by events beyond our control and, as a result, we may be unable to comply with the covenant, which may adversely affect our ability to borrow under our secured credit facility if the availability level is below dlra75 million |
Risks Associated with Environmental Matters |
We are subject to various domestic and international environmental laws and regulations that govern the discharge of pollutants, and disposal of wastes, and which may require that we investigate and remediate the effects of the release or disposal of materials at sites associated with past and present operations |
We could incur substantial cleanup costs, fines and civil or criminal sanctions, third party property damage or personal injury claims as a result of violations or liabilities under these laws or non-compliance with environmental permits required at our facilities |
We are currently involved in the investigation and remediation of a number of our current and former sites as well as third party sites |
With respect to proceedings brought under the federal Superfund laws, or similar state statutes, we have been identified as a potentially responsible party (“PRP”) at approximately 28 of such sites, excluding those at which we believe we have no future liability |
Our involvement is limited or de minimis at approximately 21 of these sites, and the potential loss exposure with respect to any of the remaining 7 individual sites is not considered to be material |
The terms of the cost-sharing arrangements are subject to non-disclosure agreements as confidential information |
Nevertheless, the cost-sharing arrangements generally require all PRPs to post financial assurance of the performance of the obligations or to pre-pay into an escrow or trust account their share of anticipated site-related costs |
In addition, the Federal government, through various agencies, is a party to several such arrangements |
We believe that we operate our businesses in compliance in all material respects with applicable environmental laws and regulations |
However, from time-to-time, we are a party to lawsuits and other proceedings involving alleged violations of, or liabilities arising from environmental laws |
When our liability is probable and we can reasonably estimate our costs, we record environmental liabilities in our financial statements |
In many cases, we are not able to determine whether we are liable, or if liability is probable, to reasonably estimate the loss or range of loss |
Estimates of our liability remain subject to additional uncertainties, including the nature and extent of site contamination, available remediation alternatives, the extent of corrective actions that may be required, and the participation number and financial condition of other PRPs, as well as the extent of their responsibility for the remediation |
We intend to adjust our accruals to reflect new information as appropriate |
Future adjustments could have a material adverse effect on our results of operations in a given period, but we cannot reliably predict the amounts of such future adjustments |
At December 31, 2005, our reserves for environmental matters totaled approximately dlra29 million |
Based on currently available information, we do not believe that there is a reasonable possibility that a loss exceeding the amount already accrued for any of the sites with which we are currently associated (either individually or in the aggregate) will be an amount that would be material to a decision to buy or sell our securities |
Future developments, administrative actions or liabilities relating to environmental matters, however, could have a material adverse effect on our financial condition or results of operations |
10 _________________________________________________________________ [67]Table of Contents Risks Associated with Current or Future Litigation and Claims |
A number of lawsuits, claims and proceedings have been or may be asserted against us relating to the conduct of our currently and formerly owned businesses, including those pertaining to product liability, patent infringement, commercial, employment, employee benefits, taxes, environmental, health and safety and occupational disease, and stockholder matters |
Due to the uncertainties of litigation, we can give no assurance that we will prevail on all claims made against us in the lawsuits that we currently face or that additional claims will not be made against us in the future |
While the outcome of litigation cannot be predicted with certainty, and some of these lawsuits, claims or proceedings may be determined adversely to us, we do not believe that the disposition of any such pending matters is likely to have a material adverse effect on our financial condition or liquidity, although the resolution in any reporting period of one or more of these matters could have a material adverse effect on our results of operations for that period |
Also, we can give no assurance that any other matters brought in the future will not have a material effect on our financial condition, liquidity or results of operations |
Labor Matters |
A portion of our workforce is covered by various collective bargaining agreements, principally with the USW, including: approximately 2cmam900 Allegheny Ludlum production, office and maintenance employees covered by collective bargaining agreements, which are effective through June 2007; approximately 240 Allvac Albany, Oregon (Oremet) employees covered by a collective bargaining agreement, which is effective through June 2007; approximately 590 Wah Chang employees covered by a collective bargaining agreement, which continues through March 2008, approximately 270 employees at the Casting Service facility in LaPorte, Indiana, covered by a collective bargaining agreement, which is effective through December 2007, and approximately 200 employees at our Portland Forge facility in Portland, Indiana, covered by collective bargaining agreements with three unions that are effective through April 2008 |
Generally, agreements that expire may be terminated after notice by the union |
After termination, the union may authorize a strike |
A strike by the employees covered by one or more of the collective bargaining agreements could have a materially adverse affect on our operating results |
There can be no assurance that we will succeed in concluding collective bargaining agreements with the unions to replace those that expire |
Risks Associated with Strategic Capital Projects |
From time-to-time, we undertake strategic capital projects in order to expand and upgrade our facilities and operational capabilities |
For instance, in 2005 we announced major expansions of our titanium and premium-melt nickel-based alloy, superalloy and specialty alloy production capabilities |
We intend to invest approximately dlra130 million in the aggregate through the end of 2006 to complete these strategic capital projects, and we expect to achieve an aggregate of more than dlra270 million of potential annual revenue growth from these projects when they are fully implemented |
Our ability to achieve the anticipated increased revenues or otherwise realize acceptable returns on these investments or other strategic capital projects that we may undertake is subject to a number of risks, many of which are beyond our control, including a variety of market, operational, permitting, and labor related factors |
In addition, the cost to implement any given strategic capital project ultimately may prove to be greater than originally anticipated |
If we are not able to achieve the anticipated results from the implementation of any of our strategic capital projects, or if we incur unanticipated implementation costs, our results of operations and financial position may be materially adversely effected |
Risks Associated with Acquisition and Disposition Strategies |
We intend to continue to strategically position our businesses in order to improve our ability to compete |
We plan to do this by seeking specialty niches, expanding our global presence, acquiring businesses complementary to existing strengths and continually evaluating the performance and strategic fit of existing business units |
We consider acquisition, joint ventures, and other business combination opportunities as well as possible business unit dispositions |
From time-to-time, management holds discussions with management of other companies to explore such opportunities |
As a result, the relative makeup of the businesses comprising our Company is subject to change |
Acquisitions, joint ventures, and other business combinations involve various inherent risks, such as: assessing accurately the value, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition or other transaction candidates; the potential loss of key personnel of an acquired business; our ability to achieve identified financial and operating synergies anticipated to result from an acquisition or other transaction; and unanticipated changes in business and economic conditions affecting an acquisition or other transaction |
International acquisitions and other transactions could be affected by export controls, exchange rate fluctuations, domestic and foreign political conditions and a deterioration in domestic and foreign economic conditions |
Internal Controls Over Financial Reporting |
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements |
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate |
We have maintained various forms of insurance, including insurance covering claims related to our properties and risks associated with our operations |
Our existing property and liability insurance coverages contain exclusions and limitations on coverage |
From time-to-time, in connection with renewals of insurance, we have experienced additional exclusions and limitations on coverage, larger self-insured retentions and deductibles and significantly higher premiums |
As a result, in the future our insurance coverage may not cover claims to the extent that it has in the past and the costs that we incur to procure insurance may increase significantly, either of which could have an adverse effect on our results of operations |
Political and Social Turmoil |
The war on terrorism and recent political and social turmoil, including terrorist and military actions and the implications of the military actions in Iraq, could put pressure on economic conditions in the United States and worldwide |
These political, social and economic conditions could make it difficult for us, our suppliers and our customers to forecast accurately and plan future business activities, and could adversely affect the financial condition of our suppliers and customers and affect customer decisions as to the amount and timing of purchases from us |
As a result, our business, financial condition and results of operations could be materially adversely affected |
Export Sales |
We believe that export sales will continue to account for a significant percentage of our future revenues |
Risks associated with export sales include: political and economic instability, including weak conditions in the world’s economies; accounts receivable collection; export controls; changes in legal and regulatory requirements; policy changes affecting the markets for our products; changes in tax laws and tariffs; and exchange rate fluctuations (which may affect sales to international customers and the value of profits earned on export sales when converted into dollars) |
Any of these factors could materially adversely effect our results for the period in which they occur |
Risks Associated with Government Contracts |
Some of our operating companies directly perform contractual work for the US Government |
Various claims (whether based on US Government or Company audits and investigations or otherwise) could be asserted against us related to our US Government contract work |
Depending on the circumstances and the outcome, such proceedings could result in fines, penalties, compensatory and treble damages or the cancellation or suspension of payments under one or more US Government contracts |
Under government regulations, a company, or one or more of its operating divisions or units, can also be suspended or debarred from government contracts based on the results of investigations |