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Mueller Water Products Reports Fiscal Second Quarter 2009 Results

May 05, 2009

ATLANTA, May 5, 2009 /PRNewswire-FirstCall via COMTEX/ -- Mueller Water Products, Inc. (NYSE: MWA) today reported net sales of $322.2 million and a net loss of $566.8 million in the quarter ended March 31, 2009, which included impairment charges of $570.9 million and restructuring charges of $42.2 million. Summarized consolidated 2009 second quarter results compared to 2008 second quarter results are as follows:

    --  Net sales for the 2009 second quarter were $322.2 million, down 23.6
        percent compared to $421.6 million for the 2008 second quarter.
    --  Loss from operations for the 2009 second quarter was $618.2 million
        compared to income of $28.0 million for the 2008 second quarter.
        Excluding impairment and restructuring charges, adjusted loss from
        operations for the 2009 second quarter was $5.1 million compared to
        adjusted income of $29.5 million for the 2008 second quarter.
    --  Net loss per share was $4.90 for the 2009 second quarter compared to net
        income per share of $0.05 for the 2008 second quarter. Adjusted net loss
        per share was $0.13 for the 2009 second quarter compared to adjusted net
        income per share of $0.06 for the 2008 second quarter.
    --  Adjusted EBITDA was $18.8 million in the 2009 second quarter compared to
        $52.4 million in the 2008 second quarter. Adjusted EBITDA margin in the
        2009 second quarter was 5.8 percent compared to 12.4 percent in the 2008
        second quarter.
    --  During the 2009 second quarter, the Company continued its analysis of
        impairment reported for the 2009 first quarter. Additionally, during the
        second quarter, the Company's common stock traded at consistently
        lower prices compared to prior quarters requiring further impairment
        testing.  As a result of this testing, the Company determined that its
        remaining goodwill was fully impaired and other indefinite lived
        intangible assets at Mueller Co. were partially impaired.  Impairment
        charges recorded during the 2009 second quarter totaled $570.9 million:
        $469.5 million for goodwill and $101.4 million for other indefinite
        lived intangible assets.
    --  During the 2009 second quarter, the Company restructured manufacturing
        operations at its U.S. Pipe North Birmingham facility to lower fixed
        costs and reduce capacity. These actions resulted in a non-cash charge
        of $38.5 million, primarily for property, plant and equipment. The
        Company also incurred $3.5 million of severance charges related to
        headcount reductions throughout the organization.
    --  Net debt, which is total debt less cash and cash equivalents, at March
        31, 2009 decreased to $934.6 million from $978.2 million at March 31,
        2008.

"Our primary focus remains generating positive cash flow in a challenging business environment. Despite that environment, we generated positive cash flow in the second quarter even with a significant decline in demand in our end markets," said Gregory E. Hyland, chairman, president and chief executive officer of Mueller Water Products. "We accomplished this by maintaining our focus on working capital management as we continued to lower production to reduce inventories. We also reduced costs during the quarter by restructuring certain manufacturing operations, lowering headcount and reducing selling, general and administrative expenses."

"While we believe that non-residential construction spending will continue to decline, a number of factors that have negatively impacted demand for our water infrastructure products, our largest end market, may be easing," said Hyland. "These factors include distributor de-stocking of inventory, uncertainty around the stimulus bill and the decline in housing starts. Looking ahead, we will continue to concentrate on generating free cash flow and appropriately sizing our business."

Second Quarter Consolidated Results

Net sales for the quarter decreased $99.4 million year-over-year due to lower shipment volumes of $124.4 million across all business segments and unfavorable changes in Canadian currency exchange rates, which were partially offset by price increases implemented in fiscal 2008.

Adjusted loss from operations for the quarter of $5.1 million decreased $34.6 million from the prior year period. 2009 second quarter adjusted loss from operations was negatively impacted by lower shipment volumes, higher per-unit overhead costs due to lower production and higher raw material costs, partially offset by higher sales pricing, manufacturing cost savings and reduced selling, general and administrative expenses.

Second Quarter Segment Results

Mueller Co. Segment

Net sales for the Mueller Co. segment of $114.8 million in the 2009 second quarter declined from 2008 second quarter net sales of $168.9 million. Lower shipment volumes of $62.2 million were partially offset by higher pricing of $9.6 million. Shipment volumes of iron gate valves, fire hydrants and brass service products in the quarter were below the prior year period.

Adjusted income from operations of $2.6 million and adjusted EBITDA of $15.8 million in the 2009 second quarter compare to income from operations and EBITDA of $27.4 million and $39.7 million, respectively, in the 2008 second quarter. Adjusted income from operations decreased primarily due to $23.2 million of lower shipment volumes, $15.4 million of higher per-unit overhead costs due to lower production and $4.1 million of higher raw material costs. This decrease was partially offset by $9.6 million of higher sales pricing, $5.6 million of manufacturing cost savings and $2.8 million of reduced selling, general and administrative expenses.

U.S. Pipe Segment

Net sales for the U.S. Pipe segment of $93.2 million in the 2009 second quarter declined from 2008 second quarter net sales of $114.2 million. The net sales decrease was attributable to $31.9 million of lower shipment volumes, partially offset by $10.9 million of higher pricing.

Adjusted loss from operations of $10.9 million and an adjusted EBITDA loss of $4.7 million in the 2009 second quarter compare to adjusted loss from operations of $1.3 million and adjusted EBITDA of $4.1 million in the 2008 second quarter. The 2009 second quarter results were negatively impacted by $7.9 million due to lower shipment volumes and $12.8 million of higher per-unit overhead costs due to lower production. These items were partially offset by $10.9 million of higher sales pricing, which more than offset higher raw material costs, manufacturing cost savings of $2.1 million and reduced selling, general and administrative expenses of $2.5 million.

Anvil Segment

Net sales for the Anvil segment of $114.2 million in the 2009 second quarter declined from 2008 second quarter net sales of $138.5 million. The net sales decline was due to $30.3 million of lower shipment volumes and $6.5 million of unfavorable changes in Canadian currency exchange rates. This decline was partially offset by higher sales pricing of $12.5 million.

Adjusted income from operations of $12.1 million and adjusted EBITDA of $16.5 million in the 2009 second quarter compare to income from operations and EBITDA of $12.9 million and $17.9 million, respectively, in the 2008 second quarter. Income from operations decreased principally due to lower shipment volumes of $8.2 million, $6.2 million of higher per-unit overhead costs due to lower production and higher raw material costs of $3.4 million, which were partially offset by higher sales pricing of $12.5 million, lower selling, general and administrative expenses of $3.4 million, and manufacturing cost savings of $1.1 million.

Impairment and Restructuring

The Company reported a goodwill impairment charge of $400 million in the 2009 first quarter subject to additional fair value analysis. Any additional impairment charge was not expected to exceed $200 million. During the 2009 second quarter, however, the Company's common stock began trading at prices significantly lower than prior quarters, especially in the second half of the quarter. This lower market capitalization for the Company as a whole prompted additional impairment testing. The Company's additional 2009 second quarter goodwill impairment testing led to the conclusion that all of its remaining goodwill was fully impaired and other indefinite lived intangible assets at Mueller Co. were partially impaired. Consequently, during the 2009 second quarter, the Company recorded additional goodwill impairment charges of $376.8 million for Mueller Co. and $92.7 million for Anvil. The impairment charge for the other indefinite lived intangible assets at Mueller Co. was $101.4 million, and the remaining carrying value for these assets at March 31, 2009 was $263.0 million.

These impairment charges are non-cash items and therefore will not result in any cash expenditures and will not affect the Company's cash position, tax payments, cash flows from operating activities, free cash flow, liquidity position or availability under its credit facilities. Furthermore, these charges are excluded from all of the Company's financial results in evaluating compliance with financial covenants under its debt agreements.

Also, during the 2009 second quarter, the Company restructured manufacturing operations at its U.S. Pipe North Birmingham facility. These actions resulted in a non-cash charge of $38.5 million, primarily for property, plant and equipment. Additionally, the Company incurred $3.5 million of severance charges related to headcount reductions throughout the organization.

Interest Expense, Net

Interest expense, net of interest income, was $16.6 million in the 2009 second quarter compared to $18.1 million in the 2008 second quarter. Interest expense declined as a result of lower interest rates and lower average net debt outstanding.

Income Taxes

In the 2009 second quarter, primarily due to the very limited income tax benefit associated with the goodwill impairment, the effective tax rate was 10.7 percent. Excluding goodwill impairment, the effective tax rate for the second quarter would have been approximately 38 percent compared to the federal statutory rate of 35 percent. The effective tax rate for the second quarter of fiscal 2008 was approximately 42 percent.

Use of Non-GAAP Measures

The Company presents certain non-GAAP measures, including adjusted EBITDA, adjusted income (loss) from operations, adjusted net income (loss) and free cash flow. Adjusted EBITDA represents income (loss) before depreciation, amortization, interest expense, interest income, income taxes, impairment and restructuring charges. The Company presents adjusted EBITDA because it is an important supplemental measure of performance, and management believes it is frequently used by securities analysts, investors and interested parties in the evaluation of financial performance. Adjusted EBITDA has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for analysis of the Company's results as reported under accounting principles generally accepted in the United States ("GAAP"). Adjusted income (loss) from operations and adjusted net income (loss) exclude impairment and restructuring charges. These items are excluded because they are considered unusual and not indicative of recurring operations.

Free cash flow, which represents cash flows from operating activities less capital expenditures, is presented as a measurement of cash flow because it is commonly used by the investment community. Further, management uses it as a reflection of the cash that the Company has available for ongoing business operations and discretionary purposes.

A reconciliation of non-GAAP to GAAP results is included as an attachment to this press release and has been posted online at www.muellerwaterproducts.com.

Conference Call Webcast

Mueller Water Products' quarterly earnings conference call will take place Wednesday, May 6, 2009 at 9:00 a.m. EDT. Mueller Water Products' chairman, president and chief executive officer, Gregory E. Hyland, and members of the Company's leadership team will discuss the Company's recent financial performance and respond to questions from financial analysts. Mueller Water Products invites interested investors to listen to the call and view the accompanying slide presentation, which will be carried live on its Web site at www.muellerwaterproducts.com.

Investors interested in listening to the call should log on to the Web site several minutes before the start of the call. After selecting the presentation icon, investors should follow the instructions to ensure their systems are set up to hear the event and view the accompanying presentation slides.

Safe Harbor Statement

Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results in future periods of Mueller Water Products to differ materially from forecasted results. Those risks include, among others, changes in customer orders and demand for our products; the liquidity of the credit markets; changes in raw material, labor, equipment and transportation costs; pricing actions by the Company and its competitors; changes in law or the uncertainty of the application of law and regulation; the ability to attract and retain management and employees; the inability to successfully execute management strategies with respect to cost containment, production increases or decreases, inventory control, and the integration of acquired businesses; and general changes in economic and financial conditions, residential and non-residential construction, and municipal spending. Risks associated with forward-looking statements are more fully described in our filings with the Securities and Exchange Commission. Mueller Water Products assumes no duty to update its forward-looking statements as of any future date.

About Mueller Water Products

Mueller Water Products is a leading North American manufacturer and marketer of infrastructure and flow control products for use in water distribution networks and treatment facilities. Its broad product portfolio includes engineered valves, fire hydrants, ductile iron pipe and pipe fittings, which are used by municipalities, as well as the residential and non-residential construction, oil and gas, HVAC and fire protection industries. With latest 12 months net sales of $1.7 billion, the Company is comprised of three operating segments: Mueller Co., U.S. Pipe and Anvil. Based in Atlanta, Georgia, the Company employs approximately 5,400 people. Mueller Water Products Series A common stock trades on the New York Stock Exchange under the ticker symbol MWA. For more information about Mueller Water Products, please visit the Company's Web site at www.muellerwaterproducts.com.

    Investor Contact: Martie Edmunds Zakas
    Sr. Vice President - Strategic Planning & Investor Relations
    770-206-4237
    mzakas@muellerwp.com
    Media Contact: John Pensec
    Director - Corporate Communications & Public Affairs
    770-206-4240
    jpensec@muellerwp.com

                                MUELLER WATER PRODUCTS, INC.
                                CONSOLIDATED BALANCE SHEETS
                                       (UNAUDITED)
                                      (in millions)

                                 March 31,       September 30,
                                   2009              2008
                                   ----              ----
    Assets:
      Cash and cash
       equivalents               $153.1            $183.9
      Receivables, net            198.5             298.2
      Inventories                 457.9             459.4
      Deferred income
       taxes                       41.8              48.2
      Other current
       assets                      75.8              60.6
                                   ----              ----
        Total current
         assets                   927.1           1,050.3

      Property, plant
       and equipment,
       net                        305.2             356.8
      Goodwill                        -             871.5
      Identifiable
       intangible
       assets, net                681.9             789.8
      Other noncurrent
       assets                      24.6              21.8
                                   ----              ----

        Total assets           $1,938.8          $3,090.2
                               ========          ========

    Liabilities and stockholders' equity:
      Current portion
       of long-term
       debt                       $16.7              $9.7
      Accounts payable             89.3             156.0
      Other current
       liabilities                 89.6             129.0
                                   ----             -----
        Total current
         liabilities              195.6             294.7

      Long-term debt            1,071.0           1,085.8
      Deferred income
       taxes                      226.5             295.8
      Other noncurrent
       liabilities                103.0              85.0
                                  -----              ----
        Total
         liabilities            1,596.1           1,761.3
                                -------           -------

      Commitments and contingencies

      Series A common stock:
       600,000,000 shares
       authorized and
       115,621,811 shares
       outstanding at
       March 31, 2009;
       400,000,000
       shares authorized
       and 29,528,763
       shares outstanding
       at September
       30, 2008                     1.2               0.3
      Series B common stock:
       200,000,000 shares
       authorized; 85,844,920
       shares outstanding
       at September 30,
       2008                           -               0.9
      Additional paid-
       in capital               1,432.5           1,428.9
      Accumulated
       deficit                 (1,048.4)            (81.6)
      Accumulated
       other
       comprehensive
       loss                       (42.6)            (19.6)
                                  -----             -----
        Total
         stockholders'
         equity                   342.7           1,328.9
                                  -----           -------

        Total
         liabilities
         and
         stockholders'
         equity                $1,938.8          $3,090.2
                               ========          ========



                       MUELLER WATER PRODUCTS, INC.
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                                (UNAUDITED)
                  (in millions, except per share amounts)


                                   Three months ended  Six months ended
                                       March 31,          March 31,
                                       ---------          ---------
                                       2009     2008     2009     2008
                                       ----     ----     ----     ----

    Net sales                        $322.2   $421.6   $689.9   $833.9
    Cost of sales                     267.3    322.8    560.0    640.7
                                      -----    -----    -----    -----

      Gross profit                     54.9     98.8    129.9    193.2
                                       ----     ----    -----    -----

    Operating expenses:
      Selling, general and
       administrative                  60.0     69.3    122.3    131.1
      Impairment                      570.9        -    970.9        -
      Restructuring                    42.2      1.5     42.0     17.7
                                       ----      ---     ----     ----
        Total operating expenses      673.1     70.8  1,135.2    148.8
                                      -----     ----  -------    -----

    Income (loss) from operations    (618.2)    28.0 (1,005.3)    44.4

    Interest expense, net              16.6     18.1     33.9     37.3
    Gain on repurchase of debt            -        -     (1.5)       -
                                      -----     ----  -------    -----

    Income (loss) before income
     taxes                           (634.8)     9.9 (1,037.7)     7.1
    Income tax expense (benefit)      (68.0)     4.2    (70.9)     3.0
                                      -----      ---    -----      ---

      Net income (loss)             $(566.8)    $5.7  $(966.8)    $4.1
                                    =======     ====  =======     ====

    Net income (loss) per basic
     share                           $(4.90)   $0.05   $(8.37)   $0.04
                                     ======    =====   ======    =====

    Weighted average basic shares
     outstanding                      115.6    115.1    115.5    115.0
                                      =====    =====    =====    =====

    Dividends declared per share    $0.0175  $0.0175  $0.0350  $0.0350
                                    =======  =======  =======  =======



                          MUELLER WATER PRODUCTS, INC.
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                        SIX MONTHS ENDED MARCH 31, 2009
                                  (UNAUDITED)
                                 (in millions)

                                                    Accumulated
                          Additional                   other
                   Common   paid-in   Accumulated  comprehensive
                    stock   capital     deficit         loss        Total
                    -----   -------     -------         ----        -----

    Balance at
     September 30,
     2008            $1.2   $1,428.9       $(81.6)        $(19.6) $1,328.9

    Net loss            -          -       (966.8)             -    (966.8)
    Dividends
     declared           -       (4.0)           -              -      (4.0)
    Stock-based
     compensation       -        7.1            -              -       7.1
    Stock issued
     under stock
     compensation
     plans              -        0.5            -              -       0.5
    Net
     unrealized
     loss on
     derivative
     instruments        -          -            -          (10.3)    (10.3)
    Foreign
     currency
     translation        -          -            -          (12.5)    (12.5)
    Minimum
     pension
     liability          -          -            -           (0.2)     (0.2)
                      ----       ----         ----          ----      ----
    Balance at
     March 31,
     2009            $1.2   $1,432.5    $(1,048.4)        $(42.6)   $342.7
                     ====   ========    =========         ======    ======



                         MUELLER WATER PRODUCTS, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
                                (in millions)

                                                         Six months ended
                                                            March 31,
                                                            ---------
                                                            2009    2008
                                                            ----    ----
    Operating activities:
      Net income (loss)                                  $(966.8)   $4.1
      Adjustments to reconcile net loss to net cash
       provided by (used in) operating activities:
          Depreciation                                      31.5    31.8
          Amortization                                      15.2    14.7
          Stock-based compensation                           7.1     6.4
          Gain on repurchase of debt                        (1.5)      -
          Deferred income tax benefit                      (60.2)   (0.9)
          Gain on sales of property, plant and equipment    (3.4)      -
          Impairment and non-cash restructuring          1,009.4    14.8
          Other, net                                         9.6     1.8
      Changes in assets and liabilities:
        Receivables                                         95.2    30.5
        Inventories                                        (10.2)  (28.9)
        Other current assets and other noncurrent
         assets                                            (17.5)    3.8
        Accounts payable and other liabilities            (110.6)  (17.4)
                                                          ------   -----

            Net cash provided by (used in) operating
             activities                                     (2.2)   60.7
                                                            ----    ----

    Investing activities:
      Capital expenditures                                 (17.6)  (37.3)
      Acquisition of technology                             (8.7)      -
      Proceeds from sales of property, plant and
       equipment                                             4.2     7.2
                                                           -----   -----

            Net cash used in investing activities          (22.1)  (30.1)
                                                           -----   -----

    Financing activities:
      Increase (decrease) in outstanding checks              4.7    (4.1)
      Debt paid and repurchased                             (6.2)   (2.6)
      Common stock issued                                    0.5     1.0
      Dividends paid                                        (4.0)   (4.0)
                                                            ----    ----

            Net cash used in financing activities           (5.0)   (9.7)
                                                            ----    ----

    Effect of currency exchange rate changes on cash        (1.5)   (0.2)
                                                            ----    ----
    Net change in cash and cash equivalents                (30.8)   20.7
    Cash and cash equivalents at beginning of period       183.9    98.9
                                                           -----    ----

    Cash and cash equivalents at end of period            $153.1  $119.6
                                                          ======  ======



                              MUELLER WATER PRODUCTS, INC.
         SEGMENT RESULTS AND RECONCILIATION OF GAAP TO NON-GAAP PERFORMANCE
                                       MEASURES
                                     (UNAUDITED)
                        (in millions, except per share amounts)

                                     Three months ended March 31, 2009
                                     ---------------------------------
                              Mueller Co.  U.S. Pipe Anvil  Corporate  Total
                             -----------   --------- ----- ---------  -----
    GAAP results:
      Net sales                $114.8      $93.2    $114.2     $-    $322.2
                               ======      =====    ======     ==    ======

      Loss from operations    $(476.3)    $(51.0)   $(81.8) $(9.1)  $(618.2)
                              =======     ======    ======  =====
      Interest expense, net                                            16.6
      Income tax benefit                                              (68.0)
                                                                      -----
      Net loss                                                      $(566.8)
                                                                    =======
      Net loss per basic
       share                                                         $(4.90)
                                                                     ======

      Capital expenditures       $2.8       $2.1      $2.5   $0.2      $7.6
                                 ====       ====      ====   ====      ====

    Non-GAAP results:
      Adjusted loss from
       operations and EBITDA:
        Loss from
         operations           $(476.3)    $(51.0)   $(81.8) $(9.1)  $(618.2)
        Impairment              478.2          -      92.7      -     570.9
        Restructuring             0.7       40.1       1.2    0.2      42.2
                                  ---       ----       ---    ---      ----
          Adjusted income (loss)
           from operations        2.6      (10.9)     12.1   (8.9)     (5.1)
        Depreciation and
         amortization            13.2        6.2       4.4    0.1      23.9
                                 ----        ---       ---    ---      ----
          Adjusted EBITDA       $15.8      $(4.7)    $16.5  $(8.8)    $18.8
                                =====      =====     =====  =====     =====

      Adjusted net income,
       excluding impairment
       and restructuring:
        Net loss                                                    $(566.8)
        Impairment, net of
         tax                                                          525.9
        Restructuring,
         net of tax                                                    25.5
                                                                       ----
          Adjusted net loss,
           excluding impairment
           and restructuring                                         $(15.4)
                                                                     ======
          Adjusted net loss per
           basic share,
           excluding impairment
            and restructuring                                        $(0.13)
                                                                     ======

      Free cash flow:
        Net cash
         provided by
         operating
         activities                                                   $15.7
        Capital
         expenditures                                                  (7.6)
                                                                       ----
          Free cash flow                                               $8.1
                                                                       ====

      Net debt (end of
       period):
        Current
         portion of
         long-term debt                                               $16.7
        Long-term debt                                              1,071.0
                                                                    -------
          Total debt                                                1,087.7
        Less cash and
         cash
         equivalents                                                 (153.1)
                                                                     ------
          Net debt                                                   $934.6
                                                                     ======



                                   Three months ended March 31, 2008
                                   ---------------------------------
                              Mueller Co.  U.S. Pipe Anvil  Corporate  Total
                             -----------   --------- -----  ---------  -----
    GAAP
     results:
      Net sales                  $168.9   $114.2    $138.5     $-    $421.6
                                 ======   ======    ======     ==    ======

      Income (loss) from
       operations                 $27.4    $(2.8)    $12.9  $(9.5)    $28.0
                                  =====    =====     =====  =====
      Interest expense, net                                            18.1
      Income tax expense                                                4.2
                                                                        ---
          Net income                                                   $5.7
                                                                       ====
          Net income per dilute