Actuant Reports Fourth Quarter Results, Provides Fiscal 2010 Outlook

MILWAUKEE--(BUSINESS WIRE)-- Actuant Corporation (NYSE: ATU) today announced sales and earnings for its fourth quarter and fiscal year ended August 31, 2009.

4th Quarter Highlights

    --  Strong cash flow from operations, totaling approximately $49 million in
        the quarter and $147 million for the full year.
    --  Continued solid execution on restructuring initiatives which will
        generate permanent reductions to Actuant's cost structure.
    --  Year-over-year core sales rate of change stabilization in three of the
        four segments.
    --  Sequential EBITDA margin improvement from the third quarter (excluding
        restructuring charges) in three of the four segments.
    --  Substantially improved net debt position during the fourth quarter,
        reflecting over $200 million of repayment with $125 million of net
        proceeds from the Company's June equity offering, $38 million of net
        proceeds from business divestitures and strong fourth quarter cash flow.

Robert C. Arzbaecher, Chairman and CEO of Actuant commented, "We are pleased to have finished out this challenging fiscal year with strong cash flow, stabilization in the majority of our businesses and continued solid execution on our restructuring actions. Our sales, earnings and earnings per share, adjusted for special items and the equity offering, were in line with our expectations as benefits from cost reduction and restructuring activities were realized.

In addition to cost structure improvements, I am encouraged by Actuant's continued strong working capital management and cash flow generation. Despite terrible economic conditions over the past year, Actuant generated $147 million in operating cash flow in fiscal 2009. We have used this economic crisis as a catalyst for driving our operations to new performance levels which resulted in significant operating and working capital improvements across our businesses globally. I want to thank our leadership team and all employees for capturing and institutionalizing these improvements."

Consolidated Results

During the fourth quarter, the Company divested Acme Aerospace and BH Electronics. The results of operations for these two businesses, as well as the aggregate net gain on disposition are reported in discontinued operations in the accompanying Condensed Consolidated Statement of Operations. Operating results for all prior periods have been reclassified for comparability.

Consolidated sales for the fourth quarter declined 26% to $290 million compared to $393 million in the fourth quarter of fiscal 2008. Excluding the impact of foreign currency rate changes (-4%) and acquisitions (+5%), core sales (sales excluding the impact of acquisitions, divestitures and currency rate changes) declined 27%. Net earnings and diluted earnings per share ("EPS") in the fiscal 2009 fourth quarter were $16.5 million and $0.24, respectively, compared to net earnings of $34.2 million and EPS of $0.54 in the comparable prior year quarter. Earnings and EPS from continuing operations were $4.5 million and $0.07, respectively, compared to $33.6 million and $0.53 for the comparable prior year period. Results from continuing operations for the fourth quarter of 2009 included a $2.1 million ($0.02 per diluted share) pre-tax non-cash debt extinguishment charge following the equity offering as well as pre-tax restructuring charges of $9.3 million, or $0.09 per diluted share. Excluding these items, EPS from continuing operations was $0.18 in the fourth quarter of fiscal 2009 compared to $0.53 in the prior year's quarter. (See attached reconciliation of earnings).

Sales for the year ended August 31, 2009 were $1,240 million, 23% lower than the $1,613 million in the prior year. Excluding the impact of the stronger US dollar (-4%) and sales from acquired businesses (+4%), year-to-date core sales decreased 23%. Net earnings for the year ended August 31, 2009 were $13.7 million, or $0.24 per diluted share, compared to fiscal 2008 net earnings of $122.5 million, or $1.93 per diluted share. Earnings and EPS from continuing operations were $23.9 million and $0.40, respectively compared to $119.2 million and $1.88 for the prior year. Fiscal 2009 results from continuing operations included $31.3 million ($0.29 per diluted share) of pre-tax non-cash asset impairment charges, $23.7 million ($0.24 per diluted share) of pre-tax restructuring charges and $1.7 million ($0.02 per diluted share) of pre-tax non-cash debt extinguishment charges. Results for the year ended August 31, 2008 included $10.5 million ($0.16 per diluted share) of pre-tax restructuring charges and a tax benefit of $2.6 million ($0.04 per diluted share). Excluding these items, fiscal 2009 EPS from continuing operations was $0.95, compared to $2.00 for the prior year. (See attached reconciliation of earnings).

Segment Results

Industrial Segment

(US $ in millions)


                        Three Months Ended  Twelve Months Ended

                        August 31,          August 31,

                        2009   2008         2009    2008

Sales                   $61.8  $98.1        $286.9  $374.5

Operating Profit (1)    $13.7  $31.1        $71.4   $113.8

Operating Profit % (1)  22.2%  31.7%        24.9%   30.4%



(1) Results for the three and twelve months ended August 31, 2009 exclude restructuring charges of $2.4 million and $3.9 million, respectively.

Fourth quarter fiscal 2009 Industrial segment sales decreased 37% to $62 million. Excluding foreign currency rate changes (-2%), Industrial segment core sales were 35% lower than the comparable prior year period; however, they were approximately level with the third fiscal quarter. The year-over-year sales decline was broad based across the diverse end markets and geographic regions served by this segment. The segment's core sales rate of change stabilized since May 2009. Fourth quarter operating profit margin (excluding restructuring costs) was 22.2%, below the comparable prior year quarter due to lower sales and production as well as unfavorable sales mix.

Energy Segment

(US $ in millions)


                        Three Months Ended  Twelve Months Ended

                        August 31,          August 31,

                        2009   2008         2009    2008

Sales                   $63.7  $60.8        $259.5  $212.4

Operating Profit (2)    $11.8  $16.3        $45.1   $48.0

Operating Profit % (2)  18.5%  26.7%        17.4%   22.6%



(2) Results for the three and twelve months ended August 31, 2009 exclude restructuring charges of $0.7 million and $1.0 million, respectively.

Fiscal 2009 fourth quarter Energy segment sales grew 5% to $64 million. Acquisitions contributed 25% to sales while the stronger US dollar reduced sales by 9%. Core sales declined 11% due to lower capital project based revenue. While the Company saw certain of its customers defer or reduce maintenance at some oil & gas installations, this important source of Energy segment revenue held up better than exploration or new commissioning related business. Operating profit margin (excluding restructuring costs) declined year-over-year reflecting unfavorable acquisition mix and the lower volumes.

Electrical Segment

(US $ in millions)


                        Three Months Ended  Twelve Months Ended

                        August 31,          August 31,

                        2009   2008         2009    2008

Sales                   $87.8  $112.7       $364.2  $496.4

Operating Profit (3)    $4.2   $5.1         $15.6   $35.0

Operating Profit % (3)  4.8%   4.5%         4.3%    7.1%



(3) Results for the three months ended August 31, 2009 exclude restructuring charges of $3.0 million. Results for the twelve months ended August 31, 2009 exclude a $4.8 million pre-tax non-cash asset impairment charge and $9.8 million of restructuring charges. Results for the twelve months ended August 31, 2008 exclude restructuring charges of $10.5 million.

Electrical segment fiscal 2009 fourth quarter sales declined 22% to $88 million. The stronger US dollar contributed 3% to the sales decline. Core sales decreased 19% from the prior year reflecting continued weak demand. However, the core revenue year-over-year rate of change improved sequentially from -30% in the third quarter of fiscal 2009 to -19% in the fourth quarter. Sales trends to both the marine aftermarket and DIY channel improved sequentially during the fourth quarter. Fourth quarter operating profit margin (excluding restructuring costs) increased to 4.8%, a 30 basis point improvement from the prior year and 110 basis points sequentially. The increase primarily reflects cost reduction benefits and improved product sales mix.

Engineered Solutions Segment

(US $ in millions)


                        Three Months Ended  Twelve Months Ended

                        August 31,          August 31,

                        2009   2008         2009    2008

Sales                   $76.7  $121.8       $329.3  $529.8

Operating Profit (4)    $0.3   $11.3        $6.5    $50.6

Operating Profit % (4)  0.4%   9.3%         2.0%    9.6%



(4) Results for the three months ended August 31, 2009 exclude restructuring charges of $3.0 million. Results for the twelve months ended August 31, 2009 exclude a $26.6 million pre-tax non-cash RV asset impairment charge and $8.3 million of restructuring charges.

Fourth quarter fiscal 2009 Engineered Solutions segment sales declined 37% (-37% core, -3% currency translation and +3% acquisitions) reflecting significantly reduced demand from truck and specialty vehicle end markets. While automotive revenues increased sequentially due to new program launches, major global truck OEM's continued to reduce their inventory levels by producing fewer trucks than they sold. Fourth quarter operating margins (excluding restructuring) continue to be negatively impacted by the significant reduction in sales, unfavorable product line sales mix and lower manufacturing overhead absorption.

Corporate

Corporate expenses for the fourth quarter of fiscal 2009, excluding restructuring charges of approximately $0.2 million, were $5.0 million compared to $8.5 million in the comparable prior year quarter primarily due to lower incentive compensation expense, salary and headcount reductions and reduced discretionary spending.

Financial Position

Net debt at August 31, 2009 was $394 million (total debt of $405 million less $11 million of cash). The Company completed a follow-on equity offering during the quarter, issuing 10.925 million shares for net proceeds of approximately $125 million which were used to reduce indebtedness. In addition, the aforementioned business divestitures generated net proceeds of $38 million, also used to reduce outstanding borrowings. The combination of these items, as well as robust fourth quarter operating cash flow, had a significant impact on the Company's capitalization with $200 million of net debt reduction since May 31, 2009. As of August 31, 2009, the Company had over $350 million of unused revolver capacity.

Outlook

Arzbaecher continued, "We begin the new fiscal year with both opportunities and challenges facing Actuant. While the rate of change in sales has stabilized in most of our end markets, we still have difficult year-over-year comparisons ahead of us, most pronounced in the first two fiscal quarters of 2010. Visibility in our later cycle Energy segment remains challenging as the number of capital projects industry-wide has declined steadily over the past six months. However, with customer inventory destocking moderating and the global economic slowdown approaching its anniversary, our sequential and year-over-year revenues are expected to improve in the second half of fiscal 2010. We also will be realizing additional benefits of restructuring activities in the second half of the fiscal year as most current projects reach completion by mid-year. As we experienced this past year, the biggest variable in our fiscal 2010 results will be the general economy and its impact on revenue. We have assumed an overall fiscal 2010 core sales decline of 3%-8%, driven by continued difficult comparisons in the first half of the fiscal year partially offset by improvements in the second half. Our revenue guidance for fiscal 2010 is $1.15-$1.25 billion. We anticipate diluted EPS for the full year, excluding restructuring costs, to be in the $0.70-$0.95 range. Full year free cash flow is expected to be in the $90-$100 million range, which would result in free cash flow conversion well in excess of 100%. We continue to pursue accretive acquisition opportunities which, when executed, will be incremental to this guidance. Our first quarter fiscal 2010 guidance reflects expected sequential stability with sales in the $280-$300 million range and EPS in the range of $0.12-$0.17 (excluding restructuring charges)."

Concluded Arzbaecher, "We are optimistic that over the next twelve months we will begin to see improved business and consumer confidence levels which will benefit Actuant and the broader economy. I continue to be very confident in Actuant's long-term organic and acquisition driven growth prospects. With our strong cash flow and borrowing capacity, we are well positioned to finance these growth opportunities. The fundamentals for our growth strategies are in place, and our people, at all levels, are dedicated and driven to realizing those opportunities."

Conference Call Information

An investor conference call is scheduled for 10am CT today, September 30, 2009. Webcast information and conference call materials will be made available on the Actuant company website (www.actuant.com) prior to the start of the call.

Safe Harbor Statement

Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Management cautions that these statements are based on current estimates of future performance and are highly dependent upon a variety of factors, which could cause actual results to differ from these estimates. Actuant's results are also subject to general economic conditions, variation in demand from customers, the impact of geopolitical activity on the economy, continued market acceptance of the Company's new product introductions, the successful integration of acquisitions, restructuring, operating margin risk due to competitive pricing and operating efficiencies, supply chain risk, material and labor cost increases, foreign currency fluctuations and interest rate risk. See the Company's Form 10-K filed with the Securities and Exchange Commission for further information regarding risk factors. Actuant disclaims any obligation to publicly update or revise any forward-looking statements as a result of new information, future events or any other reason.

About Actuant

Actuant, headquartered in Butler, Wisconsin, is a diversified industrial company with operations in more than 30 countries. The Actuant businesses are market leaders in branded hydraulic and electrical tools and supplies, umbilical, rope and cable solutions and highly engineered position and motion control systems. The Company employs a workforce of approximately 5,900 worldwide. Actuant trades on the NYSE under the symbol ATU. For further information on Actuant and its business units, visit the Company's website at www.actuant.com.

(tables follow)


Actuant Corporation

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

                                                August 31,     August 31,

                                                2009           2008

ASSETS

Current assets

 Cash and cash equivalents                      $ 11,385       $ 122,549

 Accounts receivable, net                       155,520        226,564

 Inventories, net                               160,656        215,391

 Deferred income taxes                          20,855         11,870

 Other current assets                           15,246         16,092

  Total current assets                          363,662        592,466

Property, plant and equipment, net              129,118        134,550

Goodwill                                        711,522        639,862

Other intangible assets, net                    350,249        292,359

Other long-term assets                          13,880         9,145

  Total assets                                  $ 1,568,431    $ 1,668,382

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities

 Short-term borrowings                          $ 4,964        $ 339

 Trade accounts payable                         108,333        166,863

 Accrued compensation and benefits              30,079         59,023

 Income taxes payable                           20,578         24,867

 Other current liabilities                      71,140         60,033

  Total current liabilities                     235,094        311,125

Long-term debt, less current maturities         400,135        573,818

Deferred income taxes                           117,335        99,634

Pension and postretirement benefit accruals     37,662         27,641

Other long-term liabilities                     30,835         26,658

Shareholders' equity

 Capital stock                                  13,543         11,200

 Additional paid-in capital                     (188,644    )  (324,898    )

 Accumulated other comprehensive (loss) income  (24,599     )  7,149

 Stock held in trust                            (1,766      )  (2,081      )

 Deferred compensation liability                1,766          2,081

 Retained earnings                              947,070        936,055

  Total shareholders' equity                    747,370        629,506

Total liabilities and shareholders' equity      $ 1,568,431    $ 1,668,382




Actuant Corporation

Condensed Consolidated Statements of Operations

(Dollars in thousands except per share amounts)

(Unaudited)

                         Three Months Ended         Twelve Months Ended

                         August 31,   August 31,    August 31,     August 31,

                         2009         2008          2009           2008

Net sales                $ 290,056    $ 393,470     $ 1,239,798    $ 1,613,190

Cost of products sold    195,476      251,219       825,124        1,052,141

 Gross profit            94,580       142,251       414,674        561,049

Selling, administrative
and engineering          65,233       83,144        275,751        330,609
expenses

Restructuring charges    8,240        -             22,426         10,473

Impairment charges       -            -             31,321         -

Amortization of          5,378        3,870         19,724         13,933
intangible assets

 Operating profit        15,729       55,237        65,452         206,034

Financing costs, net     10,685       8,887         41,849         36,409

Other (income) expense,  (4        )  (1,412    )   209            (2,991      )
net

 Earnings from
 continuing operations
 before income

 tax expense and         5,048        47,762        23,394         172,616
 minority interest

Income tax expense       540          14,182        (474        )  53,416
(benefit)

Minority interest, net   (4        )  (2        )   17             22
of income taxes

Earnings from            4,512        33,582        23,851         119,178
continuing operations

Earnings (loss) from
discontinued
operations,

net of income taxes      12,003       661           (10,128     )  3,366

Net earnings             $ 16,515     $ 34,243      $ 13,723       $ 122,544

Earnings from
continuing operations
per share

 Basic                   $ 0.07       $ 0.60        $ 0.41         $ 2.14

 Diluted                 0.07         0.53          0.40           1.88

Earnings per share

 Basic                   $ 0.26       $ 0.61        $ 0.24         $ 2.20

 Diluted                 0.24         0.54          0.24           1.93

Weighted average common
shares outstanding

 Basic                   63,742       55,953        58,047         55,813

 Diluted                 71,554       65,011        66,064         64,833




Actuant Corporation

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

                               Three Months Ended        Twelve Months Ended

                               August 31,  August 31,    August 31,  August 31,

                               2009        2008          2009        2008

Operating Activities

Net earnings                   $ 16,515    $ 34,243      13,723      $ 122,544

Adjustments to reconcile net
earnings to net cash provided
by

operating activities:

Depreciation and amortization  13,480      11,783        51,978      44,709

Stock-based compensation       2,208       1,957         8,609       6,847
expense

Provision (benefit) for        2,269       (1,078    )   (17,847  )  5,912
deferred income taxes

Impairment charges             -           -             58,274      -

Net gain on disposal of        (15,831  )  -             (15,831  )  -
businesses

Amortization of debt discount  2,870       367           4,531       1,372
and debt issuance costs

(Gain)/Loss on disposal of     1,176       (30       )   1,585       (1,576    )
assets

Changes in operating assets
and liabilities, excluding
the effects of the business
acquisitions

Accounts receivable            5,230       20,922        87,052      (13,929   )

Accounts receivable            (2,355   )  (8,621    )   (15,837  )  (3,576    )
securitization program

Inventories                    21,231      2,369         57,963      (5,697    )

Prepaid expenses and other     252         (1,315    )   1,075       429
assets

Trade accounts payable         6,091       (7,127    )   (61,932  )  7,586

Income taxes payable           (1,987   )  702           (9,180   )  (576      )

Other accrued liabilities      (2,115   )  (9,267    )   (17,448  )  6,052

Net cash provided by           49,034      44,905        146,715     170,097
operating activities

Investing Activities

Proceeds from sale of          1,255       389           1,862       14,065
property, plant and equipment

Capital expenditures           (6,436   )  (11,905   )   (21,454  )  (44,407   )

Proceeds from sale of
businesses, net of             38,455      -             38,455      -
transaction costs

Business acquisitions, net of  (3,500   )  -             (239,422 )  (110,109  )
cash acquired

Net cash provided by (used     29,774      (11,516   )   (220,559 )  (140,451  )
in) investing activities

Financing Activities

Net (repayments) borrowings
on revolving credit            (88,642  )  (1,909    )   7,557       246
facilities and other debt

Proceeds from term loan        -           -             115,000     -

Principal repayments on term   (113,562 )  (7        )   (270,000 )  (1,015    )
loans

Debt issuance and amendment    (3,825   )  -             (9,158   )  (265      )
costs

Proceeds from equity
offering, net of transaction   124,781     -             124,781     -
costs

Cash dividend                  -           -             (2,251   )  (2,221    )

Stock option exercises,
related tax benefits, and      550         3,819         4,024       8,294
other

Net cash (used in) provided    (80,698  )  1,903         (30,047  )  5,039
by financing activities

Effect of exchange rate        (17      )  (3,822    )   (7,273   )  1,184
changes on cash

Net increase (decrease) in     (1,907   )  31,470        (111,164 )  35,869
cash and cash equivalents

Cash and cash equivalents -    13,292      91,079        122,549     86,680
beginning of period

Cash and cash equivalents -    $ 11,385    $ 122,549     $ 11,385    $ 122,549
end of period





ACTUANT CORPORATION

SUPPLEMENTAL UNAUDITED DATA FROM CONTINUING OPERATIONS

(Dollars in thousands)

                  FISCAL 2008                                               FISCAL 2009

                  Q1         Q2         Q3         Q4         TOTAL         Q1         Q2         Q3         Q4         TOTAL

SALES

  INDUSTRIAL      $          $          $          $          $ 374,498     $          $          $          $          $ 286,851
  SEGMENT         87,412     87,344     101,593    98,149                   90,524     71,682     62,843     61,802

  ENERGY SEGMENT  49,677     43,458     58,442     60,823     212,400       73,982     59,526     62,251     63,731     259,490

  ELECTRICAL      130,130    126,705    126,865    112,745    496,445       102,898    89,719     83,752     87,792     364,161
  SEGMENT

  ENGINEERED
  SOLUTIONS       133,780    129,403    144,911    121,753    529,847       103,385    72,872     76,308     76,731     329,296
  SEGMENT

   TOTAL          $          $          $          $          $             $          $          $          $          $
                  400,999    386,910    431,811    393,470    1,613,190     370,789    293,799    285,154    290,056    1,239,798

% SALES GROWTH

  INDUSTRIAL      37      %  33      %  38      %  30      %  34        %   4       %  -18     %  -38     %  -37     %  -23       %
  SEGMENT

  ENERGY SEGMENT  24      %  41      %  38      %  29      %  32        %   49      %  37      %  7       %  5       %  22        %

  ELECTRICAL      2       %  -1      %  -5      %  -15     %  -5        %   -21     %  -29     %  -34     %  -22     %  -27       %
  SEGMENT

  ENGINEERED
  SOLUTIONS       23      %  16      %  10      %  -1      %  11        %   -23     %  -44     %  -47     %  -37     %  -38       %
  SEGMENT

   TOTAL          18      %  15      %  13      %  4       %  12        %   -8      %  -24     %  -34     %  -26     %  -23       %

OPERATING PROFIT
(LOSS)

  INDUSTRIAL      $          $          $          $          $ 113,809     $          $          $          $          $ 71,368
  SEGMENT         25,662     25,990     31,054     31,103                   26,107     15,972     15,597     13,692

  ENERGY SEGMENT  12,314     6,767      12,638     16,266     47,985        15,647     5,895      11,772     11,801     45,115

  ELECTRICAL      10,299     11,044     8,546      5,121      35,010        5,896      2,404      3,119      4,213      15,632
  SEGMENT

  ENGINEERED
  SOLUTIONS       12,707     10,485     16,125     11,296     50,613        7,865      (2,735  )  991        342        6,463
  SEGMENT

  CORPORATE /     (6,415  )  (7,743  )  (8,203  )  (8,549  )  (30,910   )   (3,197  )  (5,013  )  (4,815  )  (5,042  )  (18,066   )
  GENERAL

   TOTAL -
   EXCLUDING      $          $          $          $                        $          $          $          $
   IMPAIRMENT /   54,567     46,543     60,160     55,237     $ 216,507     52,318     16,523     26,664     25,006     $ 120,512
   RESTRUCTURING
   CHARGES

  IMPAIRMENT      -          -          -          -          -             (26,553 )  -          (4,768  )  -          (31,321   )
  CHARGES

  RESTRUCTURING   (5,521  )  (4,952  )  -          -          (10,473   )   (674    )  (3,039  )  (10,749 )  (9,277  )  (23,739   )
  CHARGES (1)

   TOTAL          $          $          $          $          $ 206,034     $          $          $          $          $ 65,452
                  49,046     41,591     60,160     55,237                   25,091     13,484     11,147     15,729

OPERATING PROFIT
%

  INDUSTRIAL      29.4    %  29.8    %  30.6    %  31.7    %  30.4      %   28.8    %  22.3    %  24.8    %  22.2    %  24.9      %
  SEGMENT

  ENERGY SEGMENT  24.8    %  15.6    %  21.6    %  26.7    %  22.6      %   21.1    %  9.9     %  18.9    %  18.5    %  17.4      %

  ELECTRICAL      7.9     %  8.7     %  6.7     %  4.5     %  7.1       %   5.7     %  2.7     %  3.7     %  4.8     %  4.3       %
  SEGMENT

  ENGINEERED
  SOLUTIONS       9.5     %  8.1     %  11.1    %  9.3     %  9.6       %   7.6     %  -3.8    %  1.3     %  0.4     %  2.0       %
  SEGMENT

   TOTAL
   (INCLUDING
   CORPORATE) -
   EXCLUDING      13.6    %  12.0    %  13.9    %  14.0    %  13.4      %   14.1    %  5.6     %  9.4     %  8.6     %  9.7       %
   IMPAIRMENT /
   RESTRUCTURING
   CHARGES

EBITDA

  INDUSTRIAL      $          $          $          $          $ 121,073     $          $          $          $          $ 77,727
  SEGMENT         28,017     27,840     32,617     32,599                   27,139     17,058     18,208     15,322

  ENERGY SEGMENT  14,553     9,546      15,771     20,399     60,269        21,671     11,492     15,080     16,235     64,478

  ELECTRICAL      12,929     13,293     10,863     7,163      44,248        7,103      3,440      5,307      6,388      22,238
  SEGMENT

  ENGINEERED
  SOLUTIONS       16,894     14,707     19,756     16,051     67,408        12,412     1,264      3,915      4,949      22,541
  SEGMENT

  CORPORATE /     (6,632  )  (7,522  )  (7,991  )  (8,163  )  (30,308   )   (3,110  )  (4,058  )  (4,237  )  (4,196  )  (15,601   )
  GENERAL

   TOTAL -
   EXCLUDING      $          $          $          $                        $          $          $          $
   IMPAIRMENT /   65,761     57,864     71,016     68,049     $ 262,690     65,215     29,196     38,273     38,698     $ 171,383
   RESTRUCTURING
   CHARGES

  IMPAIRMENT      -          -          -          -          -             (26,553 )  -          (4,768  )  -          (31,321   )
  CHARGES

  RESTRUCTURING   (5,521  )  (4,952  )  -          -          (10,473   )   (674    )  (3,039  )  (10,749 )  (9,277  )  (23,739   )
  CHARGES (1)

   TOTAL          $          $          $          $          $ 252,217     $          $          $          $          $ 116,323
                  60,240     52,912     71,016     68,049                   37,988     26,157     22,756     29,421

EBITDA %

  INDUSTRIAL      32.1    %  31.9    %  32.1    %  33.2    %  32.3      %   30.0    %  23.8    %  29.0    %  24.8    %  27.1      %
  SEGMENT

  ENERGY SEGMENT  29.3    %  22.0    %  27.0    %  33.5    %  28.4      %   29.3    %  19.3    %  24.2    %  25.5    %  24.8      %

  ELECTRICAL      9.9     %  10.5    %  8.6     %  6.4     %  8.9       %   6.9     %  3.8     %  6.3     %  7.3     %  6.1       %
  SEGMENT

  ENGINEERED
  SOLUTIONS       12.6    %  11.4    %  13.6    %  13.2    %  12.7      %   12.0    %  1.7     %  5.1     %  6.4     %  6.8       %
  SEGMENT

   TOTAL
   (INCLUDING
   CORPORATE) -
   EXCLUDING      16.4    %  15.0    %  16.4    %  17.3    %  16.3      %   17.6    %  9.9     %  13.4    %  13.3    %  13.8      %
   IMPAIRMENT /
   RESTRUCTURING
   CHARGES

   Note: The total of the individual quarters may not equal the annual total due to rounding.

   (1) The restructuring charges for the third and fourth quarters of fiscal 2009 and total fiscal 2009 includes $276, $1,037 and
   $1,313 of charges included in cost of products sold on the Condensed Consolidated Statements of Operations.





ACTUANT CORPORATION

Reconciliation of GAAP measures to non-GAAP measures

 (Dollars in thousands, except for per share amounts)

                    FISCAL 2008                                         FISCAL 2009

                    Q1        Q2        Q3        Q4        TOTAL       Q1        Q2        Q3         Q4         TOTAL

NET EARNINGS
(LOSS), EXCLUDING
RESTRUCTURING
CHARGES,

IMPAIRMENT
CHARGES, INCOME
TAX ADJUSTMENTS /
CREDITS,

DEBT
EXTINGUISHMENT
CHARGES, AND
DISCONTINUED
OPERATIONS (1)

 NET EARNINGS       $         $         $         $         $           $         $         $          $          $
 (LOSS) (GAAP       27,427    22,239    38,635    34,243    122,544     11,598    3,244     (17,635 )  16,515     13,723
 MEASURE)

    RESTRUCTURING
    CHARGES, NET    5,521     4,729     -         -         10,250      481       2,028     7,173      6,223      15,905
    OF TAX BENEFIT

    IMPAIRMENT
    CHARGES, NET    -         -         -         -         -           16,463    -         2,981      -          19,444
    OF TAX BENEFIT

    TAX
    ADJUSTMENTS /   -         -         (2,625 )  -         (2,625  )   -         -         -          -          -
    CREDITS

    DEBT
    EXTINGUISHMENT  -         -         -         -         -           (236   )  -         -          1,303      1,067
    CHARGES, NET
    OF TAX BENEFIT

    DISCONTINUED
    OPERATIONS,     (1,102 )  (741   )  (862   )  (661   )  (3,366  )   300       985       20,846     (12,003 )  10,128
    NET OF TAX
    BENEFIT

 TOTAL (NON-GAAP    $         $         $         $         $           $         $         $          $          $
 MEASURE)           31,846    26,227    35,148    33,582    126,803     28,606    6,257     13,365     12,038     60,267

DILUTED EARNINGS
(LOSS) PER SHARE,
EXCLUDING
RESTRUCTURING
CHARGES,

IMPAIRMENT
CHARGES, INCOME
TAX ADJUSTMENTS /
CREDITS,

DEBT
EXTINGUISHMENT
CHARGES, AND
DISCONTINUED
OPERATIONS (1)

 NET EARNINGS
 (LOSS) (GAAP       $ 0.43    $ 0.35    $ 0.60    $ 0.54    $ 1.93      $ 0.19    $ 0.06    $ (0.27 )  $ 0.24     $ 0.24
 MEASURE)

    RESTRUCTURING
    CHARGES, NET    0.09      0.07      -         -         0.16        0.01      0.03      0.11       0.09       0.24
    OF TAX BENEFIT

    IMPAIRMENT
    CHARGES, NET    -         -         -         -         -           0.26      -         0.05       -          0.29
    OF TAX BENEFIT

    TAX
    ADJUSTMENTS /   -         -         (0.04  )  -         (0.04   )   -         -         -          -          -
    CREDITS

    DEBT
    EXTINGUISHMENT  -         -         -         -         -           (0.00  )  -         -          0.02       0.02
    CHARGES, NET
    OF TAX BENEFIT

    DISCONTINUED
    OPERATIONS,     (0.01  )  (0.01  )  (0.01  )  (0.01  )  (0.04   )   -         0.02      0.33       (0.17   )  0.15
    NET OF TAX
    BENEFIT

 TOTAL (NON-GAAP    $ 0.51    $ 0.41    $ 0.55    $ 0.53    $ 2.00      $ 0.45    $ 0.11    $ 0.22     $ 0.18     $ 0.95
 MEASURE)

EBITDA (2)

 NET EARNINGS       $         $         $         $         $           $         $         $          $          $
 (LOSS) (GAAP       27,427    22,239    38,635    34,243    122,544     11,598    3,244     (17,635 )  16,515     13,723
 MEASURE)

    FINANCING       9,300     9,032     9,190     8,887     36,409      12,235    9,904     9,025      10,685     41,849
    COSTS, NET

    INCOME TAX      14,537    11,738    12,959    14,182    53,416      1,497     (604   )  (1,907  )  540        (474    )
    EXPENSE

    DEPRECIATION &  10,084    10,651    11,057    11,400    43,192      12,363    12,638    12,391     13,688     51,080
    AMORTIZATION

    MINORITY
    INTEREST, NET   (6     )  (7     )  37        (2     )  22          (5     )  (10    )  36         (4      )  17
    OF INCOME TAX

    DISCONTINUED
    OPERATIONS,     (1,102 )  (741   )  (862   )  (661   )  (3,366  )   300       985       20,846     (12,003 )  10,128
    NET OF TAX
    BENEFIT

    EBITDA          $         $         $         $         $           $         $         $          $          $
    (NON-GAAP       60,240    52,912    71,016    68,049    252,217     37,988    26,157    22,756     29,421     116,323
    MEASURE)

    IMPAIRMENT      -         -         -         -         -           26,553    -         4,768      -          31,321
    CHARGES

    RESTRUCTURING   5,521     4,952     -         -         10,473      674       3,039     10,749     9,277      23,739
    CHARGES

    EBITDA
    (NON-GAAP
    MEASURE) -
    EXCLUDING
    DISCONTINUED
    OPERATIONS,

    IMPAIRMENT,
    AND             $         $         $         $         $           $         $         $          $          $
    RESTRUCTURING   65,761    57,864    71,016    68,049    262,690     65,215    29,196    38,273     38,698     171,383
    CHARGES

    Net earnings and diluted earnings per share excluding restructuring charges, impairment charges, income tax adjustments
    / credits, debt extinguishment charges and discontinued operations represent net earnings and diluted earnings per
    share per the Condensed Consolidated Statements of Operations net of charges or credits for items to be highlighted for
(1) comparability purposes. These measures should not be considered as an alternative to net earnings or diluted earnings
    per share as an indicator of the company's operating performance. However, this presentation is important to investors
    for understanding the operating results of the current portfolio of Actuant companies. The total of the individual
    components may not equal due to rounding.

    EBITDA represents net earnings before financing costs, net, income tax expense, depreciation & amortization, minority
    interest and discontinued operations. EBITDA is not a calculation based upon generally accepted accounting principles
    (GAAP). The amounts included in the EBITDA calculation, however, are derived from amounts included in the Condensed
    Consolidated Statements of Operations data. EBITDA should not be considered as an alternative to net earnings or
(2) operating profit as an indicator of the company's operating performance, or as an alternative to operating cash flows
    as a measure of liquidity. Actuant has presented EBITDA because it regularly reviews this as a measure of the company's
    ability to incur and service debt. In addition, EBITDA is used by many of our investors and lenders, and is presented
    as a convenience to them. However, the EBITDA measure presented may not always be comparable to similarly titled
    measures reported by other companies due to differences in the components of the calculation. The total of the
    individual quarters may not equal the annual total due to rounding.




    Source: Actuant Corporation