Viasystems Announces Third Quarter 2012 Results

  Viasystems Announces Third Quarter 2012 Results

Business Wire

ST. LOUIS -- November 07, 2012

Viasystems Group, Inc. (NASDAQ:VIAS), a leading provider of complex
multi-layer printed circuit boards and electro-mechanical solutions, today
announced results for the third quarter ended September30, 2012.

Highlights

  *Net sales were $327.4million in the quarter ended September30, 2012, a
    year-over-year increase of 17.4%, and a sequential increase over the
    immediately preceding quarter of 10.3%.
  *Giving pro forma effect to the May 2012 acquisition of DDi Corp., net
    sales declined 5.1% year-over-year and 4.0% sequentially.
  *Operating income in the quarter ended September30, 2012 was $4.4million,
    or 1.3% of net sales, and operating income includes special charges for
    i)approximately $5.9million of restructuring costs reported in
    connection with recently committed reductions of workforce in the
    company’s printed circuit board factories in China, ii)approximately
    $4.0million of costs related to manufacturing inefficiencies and the
    insurance deductible portion of inventories damaged in the
    previously-announced Guangzhou fire incident (“Guangzhou Fire”),
    iii)approximately $2.5million of restructuring costs in connection with
    the previously announced closures of two factories in China, and
    iv)$0.8million of costs incurred in connection with mergers,
    acquisitions and related integration activities. Excluding the effects of
    the special charges, operating income would have been $17.6million, or
    5.4% of net sales.
  *Adjusted EBITDA in the quarter ended September30, 2012 was $41.2million
    or 12.6% of net sales, compared with $40.3million or 14.5% of net sales
    in the quarter ended September30, 2011, and compared with $44.7million
    or 15.0% of net sales in the immediately preceding quarter ended June30,
    2012. Adjusted EBITDA for the quarter ended September30, 2012 has not
    been adjusted to exclude expenses of approximately $3million for
    inefficiencies related to the Guangzhou Fire.
  *U.S. GAAP loss per basic and diluted share was $(0.49) for the quarter
    ended September30, 2012, on approximately 20million average shares
    outstanding.
  *Adjusted EPS was $0.27 for the quarter, excluding certain non-cash and
    special income and expense items. Adjusted EPS for the quarters ended
    September30, 2011 and June30, 2012, was $0.50 and $0.75, respectively.
    Adjusted EPS for the quarter ended September30, 2012 has not been
    adjusted to exclude expenses of approximately $3million for
    inefficiencies related to the Guangzhou Fire.

“Our reported net sales of $327.4million for the quarter were within our
projected range of $325-335million,” noted Viasystems’ CEO David M. Sindelar.
“The previously-reported fire in our Guangzhou factory late in the quarter had
only an estimated $5-7million adverse impact on the quarter’s billings,
thanks in large part to the facts that, first, we hold finished-product
inventories for the benefit of many of our customers and, second, we were able
to utilize our other factories to meet customers’ demand. While we are not yet
back to full capacity as a result of lead times for certain replacement
equipment, we have worked diligently with customers to re-source affected
products from our other factories, or from customers’ other suppliers.”

“Our actions to integrate the operations of our most recent acquisition are
running at, or ahead of, our planned pace,” continued Mr. Sindelar. “While an
integration of this magnitude is always a continuing challenge, I am happy
with the progress our team has so far made to streamline the combined cost
environment and to achieve the anticipated economies of scale.”

“As I look forward,” commented Sindelar, “similar to reports by many of our
customers, suppliers and competitors, we are seeing signs of soft demand as we
enter the final quarter of 2012. Further, I believe the effects of reduced
demand for our company are being exaggerated by the required closure of our
Huizhou, China factory and the production interruption caused by the fire in
our Guangzhou, China factory. I expect a more significant fire-related impact
in our fourth quarter than we experienced in our third quarter. Taken together
with seasonally lower fourth quarter expectations, our book-to-bill ratio was
less than one-to-one for the third quarter.”

“While each of our end markets is feeling some effect of declining general
market conditions,” added Sindelar, “the most significant impacts were
experienced in our automotive business. In automotive, the overall slowing was
exaggerated by the fire in Guangzhou, by certain customers’ reactions to our
selling price increases last year, and by the re-introduction of a
competitor’s capacity in Thailand after last year’s flood.”

Financial Results

The company reported net sales of $327.4million for the three months ended
September30, 2012. Year-over-year and sequential increases of 17.4% and
10.3%, respectively, were primarily the result of the company’s acquisition of
DDi on May31, 2012. Giving pro forma effect to the May 2012 acquisition of
DDi Corp., net sales declined 5.1% year-over-year and 4.0% sequentially. The
pro forma decline was driven primarily by reduced demand for the company’s
automotive products, which the company attributes to the effects of
i)softening global economic conditions, ii)the company’s announced closure
of its Huizhou, China printed circuit board factory that served primarily
automotive customers, and iii)certain customers’ adverse reaction to the
company’s selling price increases implemented in the second half of 2011.

Cost of goods sold (excluding items shown separately in the income statement)
as a percent of net sales deteriorated to 80.0% for the quarter ended
September30, 2012, compared to 78.6% in the corresponding quarter a year ago,
and compared to 79.3% in the immediately preceding quarter ended June30,
2012. Included in cost of goods sold for the three months ended September30,
2012 were i)approximately $3million of costs for idle manufacturing
resources incurred following the Guangzhou Fire, and ii)approximately
$0.5million restructuring charges related to process inventories made
obsolete by the company’s closure of its Huizhou, China factory.

Operating income was $4.4million or 1.3% of net sales in the three months
ended September30, 2012, compared with $21.4million or 7.7% of net sales for
the third quarter of 2011, and compared with $8.7million or 2.9% of net sales
for the three months ended June30, 2012. Included in operating costs during
the three months ended September30, 2012 were i)approximately $10.0million
of restructuring costs related to a)the previously announced closures of two
factories in China, b)the integration of the business acquired from DDi
Corp., c)a reduction of workforce to streamline continuing operating costs in
China, and d)the insurance deductible for inventories damaged in the
Guangzhou Fire, ii)approximately $3million of manufacturing inefficiencies
related to the Guangzhou Fire, and iii)approximately $0.2million travel and
other expenses related to acquisitions. Excluding such costs, operating income
for the quarter ended September30, 2012 would have been approximately
$17.6million, or 5.4% of net sales.

Adjusted EBITDA, on a non-GAAP basis, was $41.2million or 12.6% of net sales
for the three months ended September30, 2012, compared with $40.3million or
14.5% of net sales for the third quarter of 2011, and compared with
$44.7million or 15.0% of net sales for the three months ended June30, 2012.
A reconciliation of operating income to Adjusted EBITDA is provided at the end
of this news release.

For the three months ended September30, 2012, net loss was $(9.5)million, of
which $(9.8)million was attributable to common stockholders, and resulted in
$(0.49) of loss per basic and diluted share. Adjusted EPS, on a non-GAAP
basis, for the three months ended September30, 2012 was $0.27. A
reconciliation of GAAP diluted earnings per share to Adjusted EPS is provided
at the end of this news release.

Segment Information

Net sales and operating income in the company’s Printed Circuit Boards segment
for the third quarter of 2012 were $269.5million and $3.0million,
respectively, compared with Printed Circuit Boards segment net sales and
operating income of $224.4million and $20.8million, respectively, for the
third quarter of 2011 and compared with Printed Circuit Boards segment net
sales and operating income of $240.4million and $15.1million, respectively,
for the quarter ended June30, 2012. Included in the reported expenses of the
Printed Circuit Boards segment in the quarter ended September30, 2012 are
i)approximately $6.1million restructuring costs for employment terminations
in China, ii)approximately $3million costs of goods sold related to idle
manufacturing resources incurred following the Guangzhou Fire,
iii)approximately $2.4million non-employment costs related to the closure of
the company’s Huizhou, China factory, iv)approximately $0.9million
restructuring costs for the insurance deductible portion of inventories
damaged in the Guangzhou Fire , and v)approximately $0.5million
restructuring costs for employment terminations and other activities related
to the integration of acquired companies. Excluding such costs, operating
income in the Printed Circuit Boards segment for the quarter ended
September30, 2012 would have been approximately $15.9million.

Net sales and operating income in the company’s Assembly segment for the third
quarter of 2012 were $57.9million and $1.6million, respectively, compared
with Assembly segment net sales and operating income of $54.4million and
$0.7million, respectively, for the third quarter of 2011 and compared with
Assembly segment net sales and operating income of $56.5million and
$1.6million, respectively, for the quarter ended June30, 2012. Compared to
the third quarter of 2011, Assembly segment net sales increased in the
industrial & instrumentation, automotive and telecommunications end markets,
but declined in the computer and datacommunications end market. Compared to
the immediately preceding three months ended June30, 2012, increased Assembly
segment net sales to customers in the telecommunications end market were
responsible for substantially all of the segment’s sequential growth.

Pro Forma Information

The company’s net sales of $327.4million for the quarter ended September30,
2012 declined by approximately 5.1% compared to approximately $345.0million
pro forma combined net sales of Viasystems and DDi for the three months ended
September30, 2011, which included approximately $66.2million of net sales by
DDi. Similarly, net sales in the third quarter of 2012 declined by
approximately 4.0% sequentially compared to the $341.0million pro forma
combined net sales of Viasystems and DDi for the three months ended June30,
2012, which included approximately $44.1million net sales by DDi.
Year-over-year, decreased pro forma net sales into automotive,
telecommunications, and military and aerospace end markets were partly offset
by increased pro forma net sales into to customers in the industrial &
instrumentation, and the computer and datacommunications end markets.
Sequentially, pro forma net sales decreased into the automotive, industrial &
instrumentation and telecommunications end markets, which were partially
offset by increased pro forma net sales to customers in the computer and
datacommunications end market, while pro forma net sales in the military and
aerospace end market remained flat.

Cash and Working Capital

Cash and cash equivalents at September30, 2012 were $94.4million, compared
with $71.3million at December31, 2011. Cash provided by operating activities
during the nine months ended September30, 2012 was $70.7million, of which
$38.5million was provided during the third quarter. The company’s cash cycle
metric of 33.7 days at September30, 2012 was consistent with the pro forma
result for that metric during the preceding quarter.

During the nine months ended September30, 2012, the company used a net
$344.7million of cash for investing activities, of which $28.7million was
spent during the third quarter. In particular, capital expenditures during the
nine months ended September30, 2012 were $81.5million, of which
$29.0million was spent during the third quarter, including approximately
$4.1million spent at locations acquired from DDi. During the quarter ended
September30, 2012, approximately $17.9million of capital expenditures were
incurred in connection with capacity expansion, relocation of facilities,
replacement of fire-damaged equipment and other special projects.

During the first three quarters of 2012, financing activities provided a net
$297.1million cash proceeds for the company. Financing activities during the
quarter ended September30, 2012 used approximately $0.3million cash to make
scheduled mortgage payments and approximately $0.2million cash to fund costs
of the financing instruments entered in connection with the DDi acquisition in
the preceding quarter.

Year-to-date through September, the company has used a net of approximately
$24.1million cash for interest payments, of which $0.4million was paid
during the third quarter, and has used a net of approximately $11.3million
cash for payment of income taxes, of which $2.7million was paid during the
three months ended September30, 2012. After the end of the quarter, on the
November 1, 2012 scheduled payment date, the company paid approximately
$21.7million for interest on the 2019 Notes.

Use of Non-GAAP Financial Measures

In addition to the condensed consolidated financial statements presented in
accordance with U.S. GAAP, management uses certain non-GAAP financial
measures, including “Adjusted EBITDA” and “Adjusted EPS”.

Adjusted EBITDA is not a recognized financial measure under U.S. GAAP, and
does not purport to be an alternative to operating income or an indicator of
operating performance. Adjusted EBITDA is presented to enhance an
understanding of operating results and is not intended to represent cash flows
or results of operations. The Board of Directors, lenders and management use
Adjusted EBITDA primarily as an additional measure of operating performance
for matters including executive compensation and competitor comparisons. The
use of this non-GAAP measure provides an indication of the company’s ability
to service debt, and management considers it an appropriate measure to use
because of the company’s leveraged position.

Adjusted EBITDA has certain material limitations, primarily due to the
exclusion of certain amounts that are material to the company’s consolidated
results of operations, such as interest expense, income tax expense, and
depreciation and amortization. In addition, Adjusted EBITDA may differ from
the Adjusted EBITDA calculations reported by other companies in the industry,
limiting its usefulness as a comparative measure.

The company uses Adjusted EBITDA to provide meaningful supplemental
information regarding operating performance and profitability by excluding
from EBITDA certain items that the company believes are not indicative of its
ongoing operating results or will not impact future operating cash flows,
which include restructuring and impairment charges, loss on early
extinguishment of debt, stock compensation, costs associated with acquisitions
and equity registrations, and other, net.

Adjusted EPS is not a recognized financial measure under U.S. GAAP, does not
purport to be an indicator of the company’s financial performance, and might
not be consistent with measures used by other companies. The company’s
management believes this supplemental measure is useful in understanding
underlying trends of the business and analyzing the effects of certain events
that are infrequent or unusual for the company.

Adjusted EPS has certain material limitations, primarily due to the exclusion
of certain amounts from earnings that are material to the company’s
consolidated results of operations, such as costs associated with acquisitions
and equity registrations, restructuring and impairment charges, certain
interest and other expenses, and certain adjustments to net income to arrive
at net income available to common stockholders. As a result, Adjusted EPS
differs materially from the earnings per share calculations reported by other
companies in the industry, limiting its usefulness as a comparative measure.

Investor Conference Call

Viasystems will broadcast live via internet an investor conference call at
11:00 a.m. Eastern Time today, November7, 2012. The live listen-only audio of
the conference call will be available at http://investor.viasystems.com. The
live conference call will be available by telephone for professional investors
and analysts by dialing 877-640-9867 (toll-free) or 914-495-8546.

A telephonic replay of the conference call will be available for one week at
855-859-2056 or 404-537-3406. Replay listeners should enter the conference ID
52106503. The webcast replay will be available at
http://investor.viasystems.com for an indefinite period.

Forward Looking Statements

Certain statements in this communication constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements are made on the basis of the current beliefs,
expectations and assumptions of the management of Viasystems regarding future
events and are subject to significant risks and uncertainty. Statements
regarding our expected performance in the future are forward-looking
statements. Investors are cautioned not to place undue reliance on any such
forward-looking statements, which speak only as of the date they are made.
Viasystems undertakes no obligation to update or revise these statements,
whether as a result of new information, future events or otherwise, except to
the extent required by law. Actual results may differ materially from those
expressed or implied. Such differences may result from a variety of factors,
including but not limited to: legal or regulatory proceedings; the ability of
Viasystems to successfully integrate DDi’s operations, product lines and
technology and to realize additional opportunities for growth; any actions
taken by the company, including but not limited to, restructuring or strategic
initiatives (including capital investments or asset acquisitions or
dispositions); or developments beyond the company’s control, including but not
limited to, changes in domestic or global economic conditions, competitive
conditions and consumer preferences, adverse weather conditions or natural
disasters, health concerns, international, political or military developments
and technological developments. Additional factors that may cause results to
differ materially from those described in the forward-looking statements are
set forth under the heading “Item 1A. Risk Factors,” in the Annual Report on
Form 10-K filed by Viasystems with the SEC on February15, 2012, Item 1A. Risk
Factors,” in the Quarterly Report on Form 10-Q filed by Viasystems with the
SEC on May 9, 2012 and in Viasystems’ other filings made from time to time
with the SEC and available at the SEC’s website, www.sec.gov.

About Viasystems

Viasystems Group, Inc. is a technology leader and a worldwide provider of
complex multi-layer printed circuit boards (PCBs) and electro-mechanical
solutions (E-M Solutions). Its PCBs serve as the “electronic backbone” of
almost all electronic equipment, and its E-M Solutions products and services
include integration of PCBs and other components into finished or
semi-finished electronic equipment, for which it also provides custom and
standard metal enclosures, cabinets, racks and sub-racks, backplanes and
busbars. Viasystems’ approximately 14,400 employees around the world serve
over 1,000 customers in the automotive, telecommunications, industrial &
instrumentation, computer and datacommunications, and military and aerospace
end markets. For additional information about Viasystems, please visit the
company’s website at www.viasystems.com.


VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(dollars in thousands, except per share amounts)

(Unaudited)

                    Three Months Ended
                      September 30,           June 30,            September
                      2012                  2012              30,
                                                                  2011
                                                                  
Net sales             $  327,352              $  296,861          $ 278,818
Operating
expenses:
Cost of goods
sold, exclusive          261,953                 235,556            219,233
of items shown
separately
Selling,
general and              27,635                  31,228             21,216
administrative
Depreciation             22,246                  18,579             16,508
Amortization             1,679                   802                428
Restructuring           9,480                 1,958            –
and impairment
Operating                4,359                   8,738              21,433
income
Other expense
(income):
Interest                 11,257                  12,144             7,235
expense, net
Amortization of
deferred                 730                     766                503
financing costs
Loss on early
extinguishment           –                       24,234             –
of debt
Other, net              (272        )          (710       )      439
(Loss) income
before income            (7,356      )           (27,696    )       13,256
taxes
Income taxes            2,189                 5,342            5,871
Net (loss)            $  (9,545      )        $  (33,038    )     $ 7,385
income
                                                                  
Less:
Net income
attributable to         243                   271              524
noncontrolling
interest
Net (loss)
income
attributable to       $  (9,788      )        $  (33,309    )     $ 6,861
common
stockholders
                                                                  
Basic (loss)
earnings per          $  (0.49       )        $  (1.67      )     $ 0.34
share
Diluted (loss)
earnings per          $  (0.49       )        $  (1.67      )     $ 0.34
share
Basic weighted
average shares          19,994,820            19,990,628       19,980,792
outstanding
Diluted
weighted                19,994,820            19,990,628       20,131,738
average shares
outstanding

This information is intended to be reviewed in conjunction with the company’s
filings with the Securities and Exchange Commission.



VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands)

                                September 30,             December 31,
                                  2012                        2011
ASSETS                            (unaudited)
Current assets:
Cash and cash                     $    94,387                 $     71,281
equivalents
Restricted cash                        6,830                        –
Accounts receivable,                   214,430                      196,065
net
Inventories                            118,780                      116,457
Prepaid expenses and                  35,724                      34,280
other
Total current assets                   470,151                      418,083
Property, plant and                    421,909                      307,290
equipment, net
Goodwill and other                    276,065                     113,876
noncurrent assets
Total assets                      $    1,168,125              $     839,249
                                                              
LIABILITIES AND
STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of             $    12,225                 $     10,054
long-term debt
Accounts payable                       192,154                      195,908
Accrued and other                     107,777                     75,388
liabilities
Total current                          312,156                      281,350
liabilities
Long-term debt, less                   563,906                      216,716
current maturities
Other non-current                     50,107                      48,111
liabilities
Total liabilities                     926,169                     546,177
                                                              
Total stockholders’                   241,956                     293,072
equity
Total liabilities and             $    1,168,125              $     839,249
stockholders’ equity

This information is intended to be reviewed in conjunctions with the company’s
filings with the Securities and Exchange Commission.



VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollars in thousands)

(unaudited)

                                Nine Months              Nine Months
                                  Ended                      Ended
                                  September 30,              September 30,
                                  2012                       2011
                                                             
Net cash provided by              $   70,687                $   39,978    
operating activities
                                                             
Cash flows from
investing activities:
Acquisition of DDi, net               (253,464   )               –
of cash acquired
Capital expenditures                  (81,497    )               (75,134   )
Acquisition of remaining
interest in joint                     (10,106    )               –
venture
Proceeds from disposals              390                      516       
of property
Net cash used in                     (344,677   )              (74,618   )
investing activities
                                                             
Cash flows from
financing activities:
Proceeds from 7.875%                  550,000                    –
Senior Secured Notes
Repayment of 12.0%                    (236,295   )               –
Senior Secured Notes
Financing and other fees              (16,213    )               –
Repayments of mortgages
and credit facilities,                (396       )               –
net of borrowings
Proceeds from exercise                –                          18
of stock options
Repayments of capital                 –                          (208      )
lease obligations
Distributions to                     –                        (229      )
noncontrolling interest
Net cash provided by
(used in) financing                  297,096                  (419      )
activities
                                                             
Net change in cash and                23,106                     (35,059   )
cash equivalents
                                                             
Beginning cash                       71,281                   103,599   
Ending cash                       $   94,387                $   68,540    

This information is intended to be reviewed in conjunction with the company’s
filings with the Securities and Exchange Commission.



VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

NET SALES AND BALANCE SHEET STATISTICS

(dollars in millions)

(Unaudited)

              Three Months Ended
                September 30, 2012   June 30, 2012 (a)   September 30,
                                                             2011(a)
Net sales
by                                                                
segment
Printed
Circuit         $  269.5     82  %     $ 240.4     81  %     $ 224.4     80  %
Boards
(a)
Assembly          57.9    18  %      56.5    19  %      54.4    20  %
                $  327.4   100 %     $ 296.9   100 %     $ 278.8   100 %

(a)Excludes $44.1 and $66.2 net sales by DDi Corp. during the three months
ended June30, 2012 and September30, 2011, respectively.



                     Percentage of Pro           PF^(b) Net Sales Increase
                       Forma^(b) Net Sales
                       Three Months Ended            Sequential:   Year/Year:
                       Sep.    Jun.    Sep.      3Q12 vs         3Q12 vs
                       30,       30,       30,
                       2012      2012      2011      2Q12            3Q11
Pro forma^(b) net
sales by end
market
Automotive             28  %     30  %     33  %     (10    %)       (19   %)
Industrial &           29  %     29  %     25  %     (4     %)       9     %
Instrumentation
Computer and           18  %     17  %     16  %     3      %        7     %
Datacommunications
Telecommunications     15  %     15  %     16  %     (1     %)       (10   %)
Military and           10  %     9   %     10  %     0      %        (6    %)
Aerospace
                       100 %     100 %     100 %     (4     %)       (5    %)

(b)Includes the effects of $44.1 and $66.2 net sales by DDi Corp. during the
three months ended June30, 2012 and September30, 2011, respectively.


                                                            
                               3Q12     2Q12^(c)     1Q12     4Q11     3Q11
Working capital metrics
Days’ sales outstanding        59.0     58.8         63.4     65.6     63.9
Inventory turns                8.8      8.0          7.5      7.1      7.9
Days’ payables outstanding     66.1     70.0         79.7     85.8     80.0
Cash cycle (days)              33.7     33.8         32.0     30.8     29.4

(c)Adjusted for the effects of working capital acquired from DDi Corp.



VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF OPERATING INCOME

TO ADJUSTED EBITDA

(dollars in millions)

(Unaudited)

                                Three Months Ended
                                  September 30,   June 30,   September 30,
                                  2012              2012         2011
                                                                 
Operating income                  $     4.4         $  8.7       $     21.4
Add-back:
Depreciation and amortization           23.9           19.4            16.9
Restructuring and impairment            10.0           2.0             –
Non-cash stock compensation             2.7            2.7             1.9
expense
Costs relating to
acquisitions and equity                0.2           11.9           0.1
registrations
Adjusted EBITDA                   $     41.2        $  44.7      $     40.3
                                                                       


VIASYSTEMS GROUP, INC. AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF DILUTED EARNINGS PER SHARE

TO ADJUSTED EARNINGS PER SHARE

(dollars in thousands, except per share amounts)

(Unaudited)

                 Three Months Ended
                   September 30,      June 30,             September 30,
                   2012                   2012                   2011
                                                                 
Net (loss)
income
attributable       $ (9,788     )         $ (33,309    )         $ 6,861
to common
stockholders
(GAAP)
                                                                 
Adjustments:
Non-cash stock
compensation         2,700                  2,669                  1,850
expense
Amortization         2,409                  1,568                  931
Restructuring        9,970                  1,958                  –
and impairment
Costs related
to
acquisitions         225                    11,925       (a)       95
and equity
registrations
Loss on early
extinguishment       –                      24,234                 –
of debt
Transition
period               –                      4,169        (b)       –
interest
Special income       –                      1,716                  (11        )
tax items
Non-cash             –                      266                    399
interest
Income tax
effects of          43                   (44        )          –          
adjustments
                                                                 
Adjusted net
income
attributable       $ 5,559               $ 15,152              $ 10,125     
to common
stockholders
                                                                 
Diluted
weighted            20,233,612           20,252,446           20,131,738 
average shares
outstanding
                                                                 
Diluted (loss)
earnings per       $ (0.49      )         $ (1.67      )         $ 0.34       
share (GAAP)
Adjusted EPS       $ 0.27                $ 0.75                $ 0.50       
                                                                              

      Includes i) approximately $7,978 fees and expenses related to the
(a)  acquisition of DDi, plus ii) $3,947 representing the fair value write-up
      of inventories purchased in connection with the DDi acquisition.
      
      Represents i) approximately $2,200 cash interest expense on the 12.0%
      2015 Notes incurred during the “call period” between the April 30, 2012
      issuance date of the 7.875% 2019 Notes and the May 30, 2012 final
(b)   termination date of the 12.0% 2015 Notes, plus ii) approximately $1,969
      cash interest expense on the 7.875% 2019 Notes between the April 30,
      2012 issuance of the 2019 Notes and the May 31, 2012 acquisition date of
      DDi.

Contact:

Viasystems Group, Inc.
Kelly Wetzler, 314-746-2217
 
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