Affinia Group Inc. reported consolidated earnings results for the first quarter ended March 31, 2013. For the quarter, the company reported net sales of USD 373 million compared to USD 364 million a year ago. Operating profit was USD 34 million compared to USD 31 million a year ago. Income from continuing operations, before income tax provision, equity in income, net of tax and non-controlling interest was USD 18 million compared to USD 15 million a year ago. Net income from continuing operations was USD 10 million compared to USD 11 million a year ago. Net income was USD 6 million compared to USD 6 million a year ago. Net income attributable to the company was USD 6 million compared to USD 6 million a year ago. Cash provided from operations was USD 13 million in the first quarter of 2013, compared to a source of cash of USD 57 million in the same period in 2012. The USD 44 million decrease in period-over-period operating cash flow was largely attributable to a higher increase in accounts receivable in the first quarter of 2013, compared with the movement in accounts receivable in the first quarter of 2012. Adjusted EBITDA was USD 39 million or 10.5% to sales compared to USD 38 million and 10.4% last year. After adjusting for the currency effect and the onetime favorable legal settlement last year, adjusted EBITDA in the current year would be USD 40 million or 10.3% to sales versus USD 34 million in the prior year or 9.3% to sales.

Affinia Group Inc. completed an offering of $250 million aggregate principal amount of its 7.750% senior notes due May 2021 at a price equal to 100% of their face value. The notes will be governed by an Indenture, dated as of the closing date among the company, Affinia Group Intermediate Holdings Inc. certain of the Company’s U.S. subsidiaries, as guarantors, and Wilmington Trust, National Association, as trustee. The company’s obligations under the indenture and notes are guaranteed by the Guarantors. On the closing date, the company also entered into a new term loan facility among parent, the company, the lenders party thereto, JPMorgan Chase Bank, N.A., as the administrative agent, and other agents party thereto. The Term Loan Facility provides for a $200 million term loan and a $470 million term loan. The company’s obligations under the Term Loan Facility are guaranteed by parent and certain current and future U.S. subsidiaries of parent and are secured, subject to permitted liens and other exceptions and exclusions, by a first-priority lien on substantially all tangible and intangible assets of the borrower and each guarantor, except for certain excluded assets and the collateral securing the New ABL Revolver on a first priority basis, and a second-priority lien on the collateral securing the New ABL Revolver on a first-priority basis. On the closing date, the company also replaced its existing ABL Revolver with a new ABL Revolver among the parent, company, certain subsidiaries of the parent, the lenders party thereto, Bank of America, N.A., as the administrative agent, and the other agents party thereto. The New ABL Revolver matures on April 25, 2018. The New ABL Revolver provides for a revolving credit line of up to $175 million of borrowings solely to the U.S. domestic borrowers, including a $30 million sub-limit for letters of credit and a $15 million swingline facility. The company’s obligations under the New ABL Revolver are guaranteed by parent and certain current and future U.S. subsidiaries of parent and are secured, subject to permitted liens and other exceptions and exclusions, by a first-priority lien on accounts receivable, inventory, cash, deposit accounts, securities accounts and proceeds of the foregoing and certain assets related thereto and a second-priority lien on the collateral that secures the term loans on a first-priority basis. The company used the proceeds from the offering of the notes along with borrowings under the Term Loans and cash on hand to fund the redemption on May 24, 2013 of its 9% senior subordinated notes due 2014 and its 10.75% senior secured notes due 2016, redeem the preferred shares of Affinia Group Holdings Inc., its parent company, partially repay the seller note issued by Affinia Group Holdings Inc. to Dana Corporation in connection with the acquisition of substantially all of the aftermarket business operations of Dana in 2004, make a distribution to Affinia Group Holdings Inc.’s stockholders and pay fees and expenses.

Affinia Group Inc., Q1 2013 Earnings Call, May 10, 2013