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Operator
Signing by and welcome to the TransDyn Second Quarter Earnings Conference Call. At this time all participants' lines are in a listen only mode. After this speaker's presentation there will be a question and answer session. To ask a question during the session you will need to press star 1 on your telephone keypad. Please be advised that today's comment has been recorded. If you require any further assistance please press star 0. I would now like to hear the comments of your speakers today. Please go ahead.
spk00
Good morning. Thank you and welcome to TransSign's fiscal 2020 earnings conference call. Presenting this morning are TransSign's Executive Chairman Nick Howley, President and Chief Executive Officer Kevin Stein, and Chief Financial Officer Mike Listman. Please visit our website at TransSign.com to obtain a supplemental slide deck and call replay information. Before we begin, we'd like to remind you that statements made during this call, which are not historical in fact, are forward-looking statements. For further information about important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, please refer to the company's latest filings with the SEC, available through the investor section of our website at sec.gov. We would also like to advise you that during the course of our call, we will be referring to EBITDA, specifically EBITDAs defined, adjusted net income, and adjusted earnings per share, all of which are non-GAAP financial measures. Please see the table and related footnotes in the earnings release for a presentation of the most directly comparable gap measures and applicable reconciliations. With that, I will now turn the call over to Nick.
Nick Howley
Good morning, and thanks to everyone for calling in. Today I'll start off with some comments, as usual, about our consistent strategy. Then quickly a little on the last quarter, an overview of our efforts with respect to the COVID-19 and the related market deterioration. and some short comments on capital allocation. Kevin and Mike will then expand on most of these. To reiterate, we believe we are unique in the industry in both the consistency of our strategy in good and bad times, as well as our ability to create and protect intrinsic shareholder value through all phases of the aerospace cycle. To summarize some of the reasons why we believe this, about 90% of our net sales are generated by proprietary products and over three-quarters of our net sales come from products for which we believe we are the sole source provider. Most of our EBITDA comes from aftermarket revenues, which typically have significantly higher margins and over any extended period of time provide relative stability in the downturn. In the commercial aftermarket, the largest and most profitable portion of our aftermarket is demand appears likely to drop very sharply. This has happened during other severe shocks. However, in this unique circumstance, it could likely take longer to recover. Simply stated, our commercial aftermarket won't start to recover much until people start to fly again. Our long-standing goal is to give our shareholders private equity-like returns with the liquidity of a public market. To do this, we have to stay focused on both the details of value creation as well as careful allocation of our capital. We follow a consistent long-term strategy. Specifically, we own and operate proprietary aerospace businesses with significant aftermarket content. We utilize a simple, well-proven, value-based operating methodology. In the current situation, we had to move fast to adjust our costs while maintaining the other aspects of our value creation methodology. We have a decentralized organization structure and a unique compensation system closely aligned with the shareholders. We acquire businesses that fit with our strategy and where we see a clear path to PE-like returns. And lastly, our capital structure and allocation are a key part of our value creation methodology. As you saw from our press release, We had a solid performance in both the second quarter and the first half of fiscal year 2020. Revenues and EBITDA as defined were up substantially. We continued to generate real intrinsic value for our investors. Unfortunately, this all happened in a different environment than that which has been thrust upon us in the last 60 days. Last quarter, we expressed concerns about both the durability of the commercial aerospace production cycle and the early signs of Pacific Rim air travel slowing. As a result, we began to adjust our cost structure down in January and February of this year. In March, it became clear that the COVID-19 situation and the related government actions around the world will substantially and negatively impact the worldwide commercial aerospace business. Exactly how badly, we just can't yet know for sure. However, we also can't wait for perfect information. We got moving fast, and we will adjust as the situation clarifies. In addition to safety, the two most important items we focused on immediately were, one, reduce our costs as quickly as possible, and two, assure substantial liquidity that things get worse than might be expected. To address these, first the cost reduction. We have significant experience in dealing with severe downturns. Our process is pretty consistent. We make the best estimate we can for a six-month run rate. We then try our best to get our costs down enough to hold the EBITDA as defined margin at that estimated run rate. This is perhaps more difficult than usual now in this situation. In order to size the organization and our cost structure, we made certain assumptions regarding our major market segments. These are not meant as revenue guidance. We just don't know enough, but only a means to size our cost-cutting efforts. The only thing I know for sure is that we won't be exactly right, and we'll have to adjust up or down. In aggregate, I am hopeful that we are appropriately conservative. Kevin will explain this in some more detail. We quickly reduced our cost structure in line with these assumptions. Most of these actions are in place already. To remind everyone, these costs are in addition to the cost cuts we made earlier in the second quarter. We believe we can get costs out ratably with our reduced revenue sizing estimates. We define cost as revenue minus EBITDA as defined. However, there will likely be a significant next headwind if the short drop in the highly profitable commercial aftermarket continues for the full six months. This will make holding the run rate EBITDA has defined margin in the mid-40s range tough. We think we can come reasonably close to this. It'll be hard to get all the way there. With respect to liquidity, the liquidity appears to be fine. Based on any of the market forecasts we've seen, we expect to run cash positive over any extended period, including covering all required principal and interest payments. However, given the substantial market uncertainty, we decided to raise additional money and borrowed $1.5 billion in April. This new debt has no maintenance covenants and no maturities until 2025. This new money is an insurance policy for these uncertain times. It's quite unlikely we need it. This is a great company with outstanding products and market positions. The only way you get in trouble here is if the situation becomes much worse than anyone expects and you run out of fuel or cash. We're filling our tanks as full as we can at a reasonable price. Pro forma for the new debt, our cash balance is $4.2 billion as of 3-28-20. Again, I doubt we will need this money, but better safe than sorry in this environment. We hope to come out of this with a lot of firepower. We continue to look at possible M&A opportunities and are always attentive to our capital allocation. Both the M&A world and the capital market world are always difficult to predict, especially today. As a general rule, we will tend to be fairly cautious until the smoke clears a little bit. We have withdrawn our 2020 guidance. There's just too much uncertainty. We'll reinstitute our guidance when we feel we have a clearer picture. Our fiscal year 2020 started off strong. The first half was good, but the second half will be pretty rocky. We believe we are about as well positioned as we can be for right now. We'll watch how the situation develops and react accordingly. Now let me hand this over to Kevin to review our recent performance. and expand on our assumptions and COVID related activities.
Kevin
Thanks, Nick. Today, I will first provide my regular review of results by key market and profitability of the business for the quarter, and then cover outlook and some COVID-19 related topics. We are pleased with the solid Q2 results, particularly considering the increasingly difficult global economy and commercial aerospace industry. In Q2, we saw a modest unfavorable impact to our commercial aftermarket and OEM sales for the COVID-19 pandemic as approximately the last three weeks of the quarter were negatively impacted. Despite these headwinds, our second quarter operations, specifically revenue and EBITDA as defined, expanded compared to Q2 last year due in part to positive organic growth as well as continued acquisition integration and our announced preemptive cost reduction actions. Q2 gap revenues were up approximately 24% versus prior year Q2, and EBITDA as defined was up 19% versus the prior year, with margins approaching 47% of revenue. Mike will provide more details on the financials later. Now we will review our revenues by market category. For the remainder of the call, I will provide color commentary on a pro forma basis compared to the prior year period in 2019. That is, assuming we own the same mix of businesses in both periods. Please note that this market analysis discussion includes the results of the former Esterline businesses. We began to include Esterline in this market analysis discussion in the first quarter of fiscal 2020. In the commercial market, which makes up close to 65% of our revenue, we will split our discussion into OEM and aftermarket. Our total commercial OEM market revenue declined approximately 3% in Q2 when compared with Q2 of fiscal year 2019. The decline in the quarter did reflect a minimal headwind from the impact of the ongoing 737 MAX production halt and early OEM declines related to the pandemic. It is already clear that the COVID-19 pandemic will have a significant negative impact on the commercial OEM market. We are under the assumption that the demand for commercial OEM products will be significantly reduced during the second half of fiscal 2020 due to reductions in OEM production rates and airlines deferring or canceling new aircraft orders. Longer term, the impact of COVID-19 is fluid and continues to evolve, but we anticipate significant negative impacts on our commercial OEM market for some uncertain period of time. Now moving on to our commercial aftermarket business discussion. Total commercial aftermarket revenues grew by approximately 1% over the prior year quarter. In the quarter, flat commercial transport aftermarket was driven by stronger growth in passenger and interior submarkets, offset by a decline in the commercial transport freight market. Our quarterly commercial aftermarket bookings were down over 10% versus prior year quarter. Most of the decline came in March of this year, but likely does not paint the correct picture for the remainder of the fiscal year, as we expect a sharper decline in the second half. There was a rapid and dramatic decline in demand for air travel during our Q2, as global restrictions on business and shelter-in-place orders went into effect in response to COVID-19. This led to a significant reduction in global flight capacity and parked aircraft across the world. To hit a few of these points, global revenue passenger miles are at unprecedented lows as a result of the COVID-19 pandemic. IATA recently forecast a 48% decrease in revenue passenger miles in calendar year 2020 compared to 2019. For cargo demand, this was already weaker prior to the COVID-19 crisis as FTKs have declined from reaching an all-time high in 2017. However, a loss of passenger belly cargo due to COVID-19 flight restrictions could provide some unexpected opportunities. Business jet utilization data was already pointing to stagnant growth before this economic downturn. So now, during this pandemic and in the aftermath, the outlook for business jets is more unpredictable and certainly weaker. As the COVID-19 situation is ongoing, the duration and severity of the pandemic are still unclear, and long-term impacts for the commercial aftermarket are hard to predict. Now let me speak about our defense market, which is just over 35% of our total revenue. The defense market, which includes both OEM and aftermarket revenues, was about flat compared to the prior year Q2. As a reminder, we are lapping tougher prior year comparisons as our defense revenue accelerated in most of fiscal 2019. Year-to-date defense bookings have surpassed our expectations, driven primarily by very robust defense OEM booking growth. Total defense bookings have solidly outpaced year-to-date sales. Although bookings grew across most of the businesses, APKWS and parachute-related bookings were especially strong in the quarter. With continued good order flow in defense, we anticipate any favorable trends in the immediate future will come from this segment. Now moving to profitability, I'm going to talk primarily about our operating performance for EBITDA as defined. EBITDA as defined of about $675 million for Q2 was up 19% versus prior Q2. EBITDA as defined margin in the quarter was just under 47%. Our EBITDA as defined margin expanded both sequentially and over the prior year period as a result of our cost mitigation efforts and a consistent focus on our operating strategy. Excluding Esterline, margins in our legacy business improved both sequentially as well as over the prior year quarter. On Esterline, we are now over a year post-close. The integration continues to progress, and to date the acquisition is exceeding our expectations for growth in this largest of Transdynes acquisitions. As we have stated in the past, we will now no longer refer to any Esterline-specific metrics as these businesses have now become part of the fabric of Transdynes. Now moving to second half 2020. In light of the uncertainty around the ultimate impact of COVID-19 on global market and economic conditions and the highly fluid commercial aerospace industry, we still feel it is too early to provide forward-looking guidance at the current time. As Nick said, once we have a better picture, we'll reinstitute guidance. However, I wanted to provide a bit more detail on the end market conditions we assumed for the second half of our fiscal 2020. This is not guidance. We always have a bias to act quickly and right-size the cost structure when required. When completing the organizational right-sizing analysis that drove the reduction in force levels implemented to date, we assumed the following with regard to the organization sizing needs for the second half of fiscal 2020. Again, organization sizing. Commercial aftermarket declines of approximately 70% to 80%. commercial OE declines of 25% to 40%, and defense growth in the mid-single digits, which is in line with our prior guidance for the defense end market. Next, I would like to review our COVID-19 response and expectations in more detail. As mentioned, we currently expect COVID-19 to have a significant adverse impact on our sales. EBITDA is defined in net income for the second half of fiscal 2020. under the assumption that the COVID-19 outbreak will negatively impact our non-defense customers and their demand for our products and services during the second half of fiscal 2020, particularly in the commercial aftermarket. As Nick said earlier, we remain confident in our business model over the long term and are focused on mitigating the impact of COVID-19 to our business while supporting customers and employees. Since the early days of the outbreak, we have been following guidance from the World Health Organization and the U.S. Center for Disease Control to protect employees and prevent the spread of the virus within all of our facilities globally. Some of the actions implemented include flexible work from home scheduling, alternate shift schedules, pre-shift temperature screenings where allowed by law, social distancing, appropriate PPE, facility deep cleaning, and paid quarantine time for impacted employees. Most of our facilities remain in operation, even if some are operating at reduced levels, as they are deemed essential businesses by government entities, since we are the sole provider for many programs, including critical defense platforms. We are committed to preserving the health and safety of our employees while continuing to meet our customer commitments. In an effort to assist in the fight against COVID-19, certain of our businesses have begun producing medical equipment that is critically needed during the global pandemic. Our AnneSafe restraints business is producing respirators and surgical gowns, while Mason is producing face shields. We are grateful for this ability to contribute to the fight against COVID-19. Now, before we move to specific cost-cutting measures that Nick mentioned, it is important to understand that we view a very high percent of our costs as variable. Costs meaning revenue less EBITDA. Roughly half of our spending is related to materials, including production materials or subcontractor services that are production related, including plating, painting, machining. Those costs should largely flex with volumes. The next big bucket is people and benefits or direct items related to employment. and is more than one-third but less than 40% of our costs, and the remaining 10% to 15% of costs include all other. We monitor these costs closely, and as such, let me highlight some specific cost savings actions we have taken in response to the reduced demand and uncertainty resulting from the COVID-19 pandemic. These cost mitigation efforts were previously disclosed but worth reviewing. and additional reduction in force to align operations with customer demand. These actions are incremental to the cost mitigation efforts previously implemented in the second quarter of fiscal 2020, mainly in response to 737 MAX production rate changes, and brings our total workforce reduction since our last earnings call to approximately 22% to 25% versus planned headcount levels. Furloughs. We're implementing one- to eight-week furloughs at many businesses over the next six months in response to specific situations, and substantially reducing cash compensation for the senior management team for the balance of fiscal 2020, and the board of directors will forego their annual retainer fees. We will continue to vigilantly monitor our operations and external events and keep the market updated on developments as appropriate. Excuse me. So let me conclude by stating I am pleased with the speed at which TransLime has responded to the COVID-19 pandemic, taking immediate actions to protect employees from the spread of the virus while also dealing with the harsh reality confronting the broader commercial aerospace industry in the near term. While the actions that the current circumstances require ranging from broad cost reductions to furloughs and a right sizing of the employee base are difficult to implement, I have no doubt that we will continue better position the company to endure and emerge more strongly from the ongoing weakness in our primary commercial end markets. With that, I'll now turn it over to our Chief Financial Officer, Michael Lisman. Morning, everyone.
Nick Howley
I'm not going to elaborate on the results for the quarter any further, as you can see the details in the press release on sales, EBITDA as defined, and adjusted EPS growth. I just quickly want to highlight the updates on interest expense and then tax rates included in the call slides for today. Interest expense will tick up slightly due to the new debt issuance, but it's partially mitigated by the decline in expected average LIBOR for the balance of our fiscal year. On taxes, our fiscal 2020 gap, cash, and adjusted tax rates will be three to eight percentage points lower than the previous guidance due to benefits included in the CARES Act. Primarily, the expansion in the interest deduction limitation from 30% of EBITDA 50% of EBITDA. Moving over to the balance sheet and liquidity, as of second quarter end, our net debt to EBITDA ratio stood at 5.9 times. On the recent debt issuances, Nick mentioned our thinking here. The $1.5 billion of debt is basically an insurance policy, and while the interest rates were slightly higher than we would like, two quick points worth mentioning. The after-tax rates look better due to the interest deduction limit expansion included in the CARES Act. And then second, the terms on the debt are such that we can repay it or refinance it in two to three years without too much penalty, should we decide that that's the best use of capital at that point in time. While there's a substantial uncertainty in our commercial end markets right now, we do expect to run free cash flow positives for the back half of the fiscal year under the sizing assumptions that Kevin described in detail. From an overall cash, liquidity, and balance sheet standpoint, we think we're in good position here. We have a sizable $4.2 billion cash reserve, and we don't face any big debt maturities until July of 2024, so 50 months from now. We expect that the commercial aerospace industry will find its footing before then. With that, I'll turn it back to the operator to kick off the Q&A.
Operator
Thank you. And at this time, to ask an audio question, please press star 1 on your telephone keypad. Again, that's star 1 to ask a question. Your first question comes from Carter Copefield of Copeland of Milius Research.
Carter Copefield
I can go by Copefield, too. That's fine. Hey, guys. How's everybody?
Adam Kama
Is it Copefield, though?
Carter Copefield
It could be anything you want. I answered a lot of things. Just... A couple questions for you guys. One, the mix of products and platforms on the back end of this crisis, what do you foresee in terms of the impact on the business? I realize we're kind of unprecedented. We're going to take several platforms effectively out of service at this point. You know, is there some offset there from shutting particular product lines or not? Anything you can do to help us understand that would be appreciated.
Kevin
So this is related to, you know, a market weighting. We believe we're market weighted across our business in the platforms that we support. So we're not overexposed to any one platform or other. Obviously, as planes get older, as platforms get older, They do become slightly more profitable over time as we've been able to work our value drivers on them. But since we think of ourselves as market weighted, we're not as concerned right now. We'll have to see how this plays out. Right now it's all speculation. Our plan in this, Carter, is to follow the revenue stream closely, look at the order book, and react accordingly as aggressively and quickly as possible. The speculation side of this is always hard for us to rationalize. But, again, we believe we are market-weighted. We're distributed across the platforms that are sold and used today and not overexposed to anyone. Certainly there's going to be some impact in the future, but we're just going to have to weigh that as it comes about.
Carter Copefield
Okay. That's great. And then just as a quick follow-up, the comment on – M&A and Nick, you alluded towards waiting until the dust settles, but I just find myself wondering in this scenario if there are small opportunities that pop up before the dust settles, how you'd be thinking about those, and if you compare this to the prior downturns we've gone through, what's the thought process? How does this normally go? Thanks.
Nick Howley
Yeah, I'll address that a couple ways. One, we're not out of the business. But I think we'd have to say that we're more cautious now than we would have been six months ago. You know, we're probably a little more skeptical of any valuation that someone would come up with. But we're not shut down. We aren't absolutely cautious here for a while. I would say in the past, Carter, you know, we buy, as you know, we buy good businesses and try to make them very good. We typically don't buy fixer-uppers in our bad businesses. We're looking for proprietary stuff with a fair amount of aftermarket. Generally, people don't sell that kind of stuff in depressed times. That's not to say if you stay alert every now and then you might be able to pick one off, but it's unusual because of the kind of things we buy. Okay.
Carter Copefield
Thanks, guys.
Operator
Your next question comes from Noah of Goldman Sachs.
Kevin
Hey. Hey, everybody. Good morning. Morning. Morning. Morning. Do you have the number on how much your commercial aerospace aftermarket revenues declined in April versus April of last year?
Kevin
We did look at that. And what I'll tell you is that I think it aligns with our sizing assumptions for that one-month period. Now, one month does not six months make, so we'll have to keep a close eye on it. But it aligns more or less with our sizing assumptions.
Nick Howley
And the only thing I'd add to that is I think it was clear, but in Kevin's sizing of 70% to 80% down in the commercial aftermarket, we're assuming that stays that way for six months, which we hope is a – Very conservative assumption. Right. But that's what we're using for sort of our sizing and cost planning for right now.
Kevin
That's helpful. Just kind of staying on Carter's question on, you know, the question we're hearing most frequently from investors is, you know, if the makeup of the fleet when the dust has settled here is going to decline in age significantly as older aircraft are retired, You know, what's the impact of trans time? And, Kevin, understanding that your answer there is you're market-weighted, I'm assuming you're kind of market-weighted on units, but I don't know if you'd be willing to quantify, even if a rough order of magnitude, what percentage of your aftermarket revenues come from, you know, 20-year or older airplanes, and then also if you'd even give us some direction on how much higher the margins are in that, you know, older bracket versus – your average aerospace aftermarket?
Kevin
The only thing I would say about older products is, you know, they're slightly more profitable. You know, it's not like it's a wild difference. I do believe we're market-weighted on this. I don't believe we're overexposed to any platform product. Certainly, you know, MD-80s we might expect will go away. You know, that is going to have a small impact to us, of course. but we think that it's weighted by the market. There's not that many of them out there. That's our answer today on this. We just need to keep watching. The best thing you can use to analyze the market is the order stream coming in, and that's what we need to follow closely and ensure we're getting ahead of the cost side as well as where there's opportunity for additional sales, where there's opportunity for both on the defense and in the commercial space, there are still opportunities that you need to capitalize on.
Kevin
That's helpful. I'm just going to sneak in one last one. Nick, on the effort to hold the EBITDA as defined margin, you know, somewhere in the zone of where you had it in the first half, understanding that, you know, it's a difficult task with how quickly things are moving, but you have tried to match the cost to the revenue. In hearing you talk about that, you know, proving harder than prior downturns, do you foresee a scenario where your EBITDA margin gets a three-handle on it in any of the next four quarters? Or are we talking more, you know, a couple hundred basis points of potential deterioration?
Nick Howley
I don't want to speculate on that. I would hope not. But I don't want to speculate. You know, the problem is the math is obvious. You know, if your revenue drops, you know, X percent and you take X out of the cost, everything works as long as your mix stays the same. Typically in a downturn, what has happened is you had a much sharper drop in the OEM than you did in the aftermarket so that it was, you know, it wasn't that tough a job because you got a little tailwind from the mix. Here you got a headwind, which makes it harder, I think. We look at the EBITDA margins as kind of running in the mid-40s. I would, as I say, I would hope we could come reasonably close to that, which I'm hopeful that means we could stay in the 40s, and I hope a little more than just over the edge. But that's going to be very dependent on the duration and the depth of the aftermarket drop. People need to start flying again. People got to start flying again.
Kevin
Until they start flying again, this is going to be tough. Sounds like you have a process to stay there, but just with a high degree of uncertainty relative to everything gone.
Nick Howley
That's right. That's right. And the problem is the math of a very sharp aftermarket drop.
Kevin
Yeah. Okay. I appreciate it. Thanks so much.
Operator
Your next question comes from Robert Spingarn of Credit Reef.
Robert Spingarn
Hey, good morning. Morning. I just wanted to ask you, Nick or Kevin, just sticking with this topic, but in terms of the kind of exposure that you have to use serviceable materials. So I know you do some consumables or expendables, but when you think of your commercial aftermarket portfolio, what portion of that is not exposed to USM versus what isn't?
Kevin
So we analyzed this a couple years ago, and we found it hard to see any areas where USM was a real concern, a drag on revenue or growth. Certainly there may be some spots, a part number here or there, but broadly speaking, we did not see USM as a real competitor to our aftermarket businesses. We've looked at USM since then regularly. We've looked at buying parts out of the used and serviceable market, and we've not seen that there's much available out there or much we can do to impact that market. So we've heard the same concern that as planes are retired, more of them will be put into the USM market, will be parted out, That's possible. We haven't seen that as a large drag on our revenue historically. It's something we've talked to all of our teams about to make sure that they're looking for these opportunities or looking for inventory of their parts out there, and we'll have to carefully watch that. Again, historically, USM not a big concern. I don't know if it will morph into that today. Generally speaking, the way we have analyzed this and what we've heard from the market, $5,000 to $10,000 needs to be the average sale price. Most of our parts, the lion's share of our parts, fall well below that. I believe we've communicated prior that about $1,000 average sale price at least a couple years ago, it just puts our parts not in the USM available market, generally speaking. So it's something we will watch closely, but right now I'm not as concerned about the parting out of planes impacting us. That may happen, and we will have to react to it.
Robert Spingarn
Just staying on this for a second, is there a way to think about your exposure or your parts with regard to A, B, C, D checks? Have you ever looked at that? You know, are you more heavy checks or are you the more routine, frequent checks that would?
Kevin
Yeah, we're really all over the place. Some of our parts, you know, get replaced by time on wing. Others, it's number of cycles. Others, it's like seatbelts are passenger-related, passenger volume-related, not takeoff and landings. So we've looked at this across the board and not really seen a, you know, that we need to exploit or there's an opportunity to. Okay. Thanks, Kevin.
Operator
Your next question comes from the line of Miles Walton of UBS.
Miles Walton
Thanks. Good morning. Maybe a clarification and then a bigger level question. The clarification is that the organic growth of 5% in the pro forma end markets kind of derived to something closer to flat. And so is that more just the esterline growth or sales dynamic may be a little bit lower than the legacy trans-dime activity. And then the bigger question is, as you're entering the downturn of the end markets, how is Estraline performing, adapting? How are those businesses performing and adapting relative to your legacy trans-dime businesses? And are they kind of fitting into the same mold, Nick or Kevin, as you kind of look to adapt to these new volume levels? Thanks.
Kevin
So Mike will handle the pro forma organic growth question, and then I can handle the second part.
Nick Howley
Hey, Miles, on the organic growth, it's obviously a little confusing how you could do the computation this quarter just because Esterline closed mid-quarter last year, so there are different approaches you could take. You could put Esterline completely in, you could take it completely out, or you could allocate it based on the number of weeks owned. The punchline is depending on however you do it, the organic growth comes out somewhere between 1% and 5%. We did it based on number of weeks owned, and what we'll do in the PENQ filing, you'll see the detail. We provided enough detail so that you guys can hopefully read through it, and then do the computation however you want. But at the end of the day, you get something between 1% and 5% depending on the approach you take. And it's just, it's a little muddy because of how the acquisition date fell on Esterline. And not going to be a mistake to say it isn't materially different. It's not materially different for either business.
Kevin
As far as Esterline performance goes, much like first quarter, Esterline performed very well across the board, really, but certainly on the aftermarket side, they've performed well. So I think they're fitting into the general performance window of our legacy businesses as they should. They're sort of products that fit the same mold as the rest of Transdime. So they're performing very well in the market.
Miles Walton
And they're adapting from a cost structure?
Kevin
Yes. Yes. Can you say that question again? Can you say that one more time?
Miles Walton
I just want to make sure they're able to adapt to the same kind of quickly moving cost structure that the legacy transactions use.
Kevin
They are. And we have gone to them and asked for headcount reductions and furloughs and cost containment, and they've been able to respond just like the rest of our businesses. So they – Yeah, they're very much in tune to what needs to be done. They're seeing the same market dynamics as our legacy business. Okay, great. Thanks.
Operator
Your next question comes in of Gautam Khanna of Cowan.
Gautam Khanna
Mr. Khanna, are you there? I think he is not.
Operator
Your next question is one of David Strass of Barclays.
David Strass
Thanks. Good morning, everyone. Morning. Good morning. I wanted to ask about working capital. I mean, you've talked about remaining free cash flow positive in the back half of the year, but how do you, Mike, I guess this is for you, how do you think working capital moves just thinking, you know, receivables, payables, and inventory levels?
Nick Howley
Yeah, well, over a longer period of time, we do expect some cash to come out of it, but we don't count on it. So when we do the downside financial modeling assumptions, we don't count on any immediate inflow, positive inflow from a downturn in working capital, whether it's accounts receivable or inventory or stretching out your payables. As this goes on for a longer period of time, maybe six months, nine months, we'd expect it to be more of a source of cash, but that's not what is driving the assumption of positive free cash flow in the back half of our fiscal year. I would just add, like our other assumptions, we think that's a conservative assumption, but we don't want to kid ourselves here.
Kevin
But I would say Mike got out really early in this whole process, and talking to the controllers and our businesses about watching AR and AP closely on these to ensure we didn't get overextended in debt or in basically extending credit to folks. And operationally, we're managing our inventory. We're looking at this very closely. As Mike was alluding to, it's going to take a little while for us to impact these and start bringing them down. You need production levels to bring inventory down, and it will happen. We're working on shutting off all the incoming taps and ensuring we're not extending too much credit to airline customers or distribution partners.
David Strass
Okay. A follow-up question. This, you know, 70%, 80% assumption that you use for planning purposes, I know it's not guidance. What How does that compare to what your underlying assumption is for, you know, the global capacity decline? Are you assuming that, you know, this 70% to 80% is in excess of the underlying global capacity decline? And then also how you're thinking about pricing for your aftermarket business in this environment?
Nick Howley
Yeah, let me try that. I would say the 70% to 80% decline – And just because I'm sure I'll keep forgetting 78, I'll talk about 75 because I can remember that because it's one number. It's not 75. I'm not sure I followed your question, but it's not 75% less than the capacity decline. I mean, we're just, if you took the run rate was 100, we think the run rate is going to drop down to 25. That's what we're using for our sizing assumption. And we're assuming that's going to stay there for six months. which I think is, I'm hopeful, is conservative. It wouldn't surprise me that it could be a little sharper for the first month or so, but hopefully it wouldn't last six months. But we'll see. I think the market dynamics for the sort of supply and demand and switching costs and the like, I don't think they change a lot, the way I addressed your second part of your question.
Kevin
Yeah, I was going to say on the price side, we will still manage our value drivers. And what we need to look at are where are the green shoots in the business? You know, is Asia coming back? Are they flying? Yeah, they're starting to recover a little bit. It's still slow. As Nick said, the next few months, sharp decrease. And, you know, maybe it comes back a little bit in the following months. that's the way our profile might look like. But yeah, 75%, 70% to 80% downturn in the aftermarket side is what we want.
David Strass
I was just asking if you were thinking that your aftermarket business was going to be down in excess of the decline in global capacity.
Nick Howley
I'd have to say we're using the numbers we gave you. I don't quite know how to calibrate that against You know, there's assumptions all over the place on capacity that people make. You know, we had to set our number of size, too, and that's what we used.
David Strass
Okay. Fair enough. Thanks.
Operator
Your next question comes from Robert Steller of Vertical Research.
Robert Steller
Thanks so much. Good morning. Good morning. I'm going to try and ask David's question slightly differently. Nick or Kevin, what's the sort of risk? of inventory in the chain, be it at MRO shops or distribution channels or wherever it might be, that that could end up dragging down the aftermarket more than whatever airline traffic or capacity is doing.
Kevin
I'll take a shot at it and Nick can follow up. I think there's clearly inventory in the supply chain. We do not know how much. We know distribution, but we do not know MRO shops, airlines, and the like, or for that matter, really what OEMs have. Clearly, the inventory overhang concerns us and it's something we'll have to watch. This is the problem with a downturn like this is you get a little bit of a double hit. I think given the aftermarket, I think people manage our inventory pretty closely, but I'm sure there's inventory out in the field that will need to be accounted for and will be a bit of a double hit as we manage through that initially.
Nick Howley
The only thing I'd add is just, I think this is right, Kevin, distribution, where we know the inventory pretty well, is about 25% of our aircraft. Yeah, that's right now. The other 75% is not distribution, which is a little harder to get your arms around.
Robert Steller
Yeah, and then as a follow-up, as you said, the declines we're talking about here are pretty much unprecedented. You have been through some previous airline downturns. Can you give us some sort of color on the pricing situation? All the airlines are facing bankruptcy and other things here. How is your pricing held up in previous experience?
Nick Howley
Reasonably well. Reasonably well. No significant change.
Robert Steller
All right. That's great. Thank you very much.
Operator
Your next question comes from the line of Sheila Kiaglu of Jefferies.
Sheila Kiaglu
Hi. Good morning, and thank you, everyone, for the time. Nick, I want to maybe talk about EBITDA margins. You said, you know, holding that mid-40s level is pretty tough, but you're aligning 80% of your cost structure for its variable, whether it's materials and labor. Understanding you guys have very high incrementals, how do we think about that mix impact given commercial is generating 70% of your EBITDA? And I know you just commented on price, but it's, you know, you're hoping to get it positive, and you've had it positive in past downturns. So I guess it's all a mix impact that you're soon to see from commercial aftermarket?
Nick Howley
Yes. Yes. Very simply, you know, that segment, that piece of our business is the highest margin business. Yeah. All things being equal, if that one drops off more sharply than the rest of the business, which is likely the situation here, at least for a little while, you know, that's a headwind on your margin. I think on the cost reduction, all things being equal, in other words, if you kept a constant mix, and you took the revenue minus the EBITDA, or EBITDA as defined, you took that slug of cost, I think we can get that down pretty well, rather than with the volume assumptions, at least within the kind of ranges we're talking about now. Right. So all things being equal, that would hold your margin. But I think you've got some headwind from this aftermarket being a sharper downturn. and that will just make it tougher. I think we can get close, but I don't know that we can get all the way there. Right. We think a steady state with this mix of business is somewhere in the mid-40s.
Sheila Kiaglu
Okay, that makes sense. So that's why you're not getting 35% margins because of the mixed headwind. All that cost cutting is getting you somewhere in the low 40s during the downturn in terms of EBITDA margins.
Nick Howley
I don't know what the 35 means, but I think the – I'm not quite sure I follow that, but – Anyway, I think you got the slide.
Sheila Kiaglu
Yep, that makes sense. And then just to follow up on Miles' question a little bit with Esterline, is the cost structure there any different, or you guys have aligned it so it's in line with the trans-time average?
Kevin
I think it's in line with the average. I'm sure there's still opportunities for productivity there across the board, but I think it's in line directionally. And I think those numbers you gave are the overall company numbers.
Nick Howley
Yes. Yep, yep, yep.
Sheila Kiaglu
Okay, thanks, guys.
Operator
Your next question comes from Hunter Key of Wolf Research.
Schneller
Thank you. Good morning. Good morning. So think about the commercial aftermarket business. Is there a way you can help us understand sort of a breakdown of what you view as more discretionary versus directly tied to flight hours or RPMs?
Kevin
I would say most of our business is tied to flight hours or RPMs, takeoff and landing cycles, I think very little of our business is truly discretionary. I, you know, you can argue that, you know, seatbelts maybe slightly because they can maybe live with them a little longer than they would want to. Worn floor tiles and marked walls, you know, those are aesthetics, and those are part of our Schneller and Pexco businesses. Lighting. at some of our businesses, bathroom fixtures. Some of those may be slightly more discretionary. That's what we've always said about our aftermarket, but we believe the lion's share of it is dependent on cycles or time or hours in the air. That's what we believe the bulk of our products are. So that's why if not much of your aftermarket is discretionary, With even small amounts of flight travel, you're still going to get some aftermarket. That's what we count on.
Schneller
Got it. And then, Nick, obviously every quarter you come out, you talk about the beauty of the model, sole source, proprietary, the two biggest moats, and realize the beauty is how they complement each other. But is one of those two maybe a little bit of a deeper moat? through down cycles and over the long term, if you were to sort of lean towards one or the other as having a little bit more sort of durability or moat depth, which one would you lean towards?
Nick Howley
I don't think, you mean proprietary and sole source? I don't think you can separate them. I think they're interlocked.
Robert Steller
Okay. Thank you.
Operator
Your next question comes from Seth Teichman of J.P. Morgan.
Seth Teichman
Thanks very much. Good morning, guys. Good morning. So I just wanted to ask about the, so the mix shift here, you know, the defense part of the business still holding up and probably, you know, in line with what you expected. You know, you talk about over 75% of the EBITDA coming from the aftermarket, but that includes the defense aftermarket, which is, you know, decent size. I've always thought of the defense aftermarket margins being, you know, not quite at the level of, of commercial but still solidly healthy and, you know, solidly above the company average and maybe the defense OEM margins being, I don't know, in line or slightly below the company average but better than commercial OEM. Is that a fair way to think about it?
Kevin
Yeah, I think that's a fair way to think about it. In total, we make less money on our defense business than we make on our commercial business. And the mix between OEM and aftermarket, a little different in defense, but directionally what you're saying is correct. But not miles less.
Nick Howley
Yeah, it's not a big difference.
Seth Teichman
Okay. And then just a real quick follow-up. In terms of just looking at the adjustments, were there, in terms of the workforce actions you took in the quarter, were there severance costs in the quarter? And if so, were those in the EBITDA as defined, or were they adjusted out?
Nick Howley
It was The minimum is this quarter in Q2. In Q3, it'll be a larger charge, something on the order of $40 to $70 million of one-time costs, we think. And what we'll do is we'll show it in the ADVAC table next quarter, but it will be in ADVAC since it's one-time non-recurring costs. And the EBITDA, Mike, complies with our credit agreement. That's the EBITDA adjustment. That's defined in our credit agreements. That's right. That's what we use.
Mike
Gotcha. Thanks very much.
Operator
Your next question comes from the line of Peter Arment of Baird.
Mike
Thanks, Nick, Kevin, Mike. Just a question, or maybe a clarification on the sizing that you mentioned. On the OE, Kevin, you said 25 to 40 for the second half, but we've got Boeing and Airbus both kind of talking about rates being down through 2022. How are you thinking about just the the OEPs of sizing for the longer term?
Kevin
Well, obviously, when this crystallizes, we will be able to issue guidance around what will happen in 2021 and 2022. Right now, we're trying to size the business for the next six-month period so that we can attack it and be ready when volumes and capacity and the like return, which Nick said we think 18, 24 months, I think that's a fair way to look at it. So we'll see. But that's the way we're looking at it right now.
Mike
And just, this is a quick follow-up, just is your, thanks for the details on the market weight of the products, is it also similar in terms of your narrow body versus wide body mix?
Kevin
In terms of what?
Mike
In terms of your overall installed base when you think about the aftermarket, is it similar to 70% more narrow body than wide body, or just how should we think about that?
Kevin
You know, we – yeah, I don't think we've ever disclosed that. So I don't know how to think about that. We – you know, wide bodies are important to us. They tend to have slightly higher dollar ship set contents, but the volume isn't there. So, again, I come back to where market weighted in those – in the aftermarket and in the OEM side. So for us, you know, to follow the business, look at the order book and react, that's what we continue to try and do. I'm not sure I'm answering your question.
Nick Howley
I think, guys, as you rack it up and do the math, I think your question you're trying to get at is there's some kind of overexposure to wide-body production on the OE side. And if we do the math, there's not. There's not. That's right.
Mike
No, I appreciate that. Thank you.
Nick Howley
I think the best way to look at how this business starts to recover is, frankly, watch the number of flights. You know, until the flights around the world start to pick up, it's going to be tough to predict anything. You're just guessing anything until it starts to happen.
Mike
Thanks very much.
Operator
Your next question comes from Adam Kama of Cowan.
Adam Kama
Hey, can you guys hear me? Yeah, we can hear you now. Okay, sorry about that, technical problems. Thanks for all the color. A lot of the questions I have have already been asked. The one, I guess, just to follow up on the OEM discussion, Arrow OEM, do you have much of a sense for the level of destocking or inventory in the channel? I mean, maybe is there a way to size how many different subcontract manufacturers you guys sell to? in the Boeing and Airbus supply chain? Is it fairly concentrated or is it very diffuse in terms of the number?
Kevin
It depends on business. In some businesses it's very concentrated. In others it's very diffuse and we sell to, you know, tier twos and the like. So it's very diffuse and I can't give you any more clarity around that.
Adam Kama
Okay. Okay. And then, you know, the other thing, just I want to make sure we understand, is the commercial aero OE business profitable? It contributes to the 25% of company EBITDA, or is it widely skewed to the defense side, that 25%?
Nick Howley
Are you asking – you're talking about the headcount reduction?
Adam Kama
No, no, sorry. The commercial OE business, commercial aero OE business, I'm just curious if you can give us a rough sense for how much of the 25% of company EBITDA we should attribute.
Nick Howley
I don't think we have specific percentages on profitability by end market, but we can say the commercial OE business, as we look at it, to the best of our ability, is a profitable business. A little less profitable than the aftermarket. Yeah, sure.
Adam Kama
Okay. And then the last one, you mentioned the defense business. You talked a little bit about the parachutes and what have you. Are there any other kind of lumpy orders or drivers this year that we should be thinking about as we model out next fiscal year as perhaps non-recurring?
Kevin
No, I don't know of anything that's non-recurring. You know, the issue with defense is that it often can be non-recurring, but right now I don't know of any pieces. Our parachute business looks like it's well aligned. International military sales continue strong. We haven't really seen any downturn out of any countries around that yet. So we think of the military as reasonably robust for the next six months to a year. And then we'll see. You know, the problem with defense is it's lumpy. And this quarter we commented on APKWS, the system turning – you know, dumb bombs into smart bombs. We sell a lot of product to APKWS, the Advanced Precision Kill Weapon System from BAE, and that comes in very lumpy orders. Something lumpy comes all the time.
Nick Howley
Something lumpy comes all the time.
Kevin
We had lumpy orders last year just in different quarters than we're getting them this year. So it makes the year-over-year comparisons bounce all over the place.
Nick Howley
But it's much more applicable to bookings than shipments.
Gautam Khanna
Yes.
Nick Howley
The orders tend to be the shipments don't.
Gautam Khanna
The shipments are not loved, generally speaking.
Adam Kama
That makes sense. Thank you very much, guys. I appreciate it.
Operator
Thank you. Next question goes to Michael Saramoli of SunTrust.
Michael Saramoli
Hey, good morning, guys. Thanks for sticking around to take the question. Nick or Kevin, maybe just back on the OE, the down 25 to 40, does that contemplate, obviously, for the next six months, I mean, presumably it contemplates the rate reduction, some of the facility shutdowns. Does it also contemplate inventory destocking and a realignment of the supply chain? You know, did you guys kind of put your best assumptions in there?
Kevin
There's, I don't have a lot of, I know that there's going to be an inventory overhang, and we tried to give you a range to hit that. So we do have some in there. The amount, it's hard to speculate on because we don't know how much inventory is held at Boeing or Airbus, for instance. We're not on min-max bin schedules, so I don't know what amount they have, generally speaking, in their different product buckets that they buy from us. So we, you know, again, looking at this 25% to 40% OEM reduction in the next six months, we'll include some of the inventory overhang, but we don't know how much is really there. I got it.
Nick Howley
I think just to restate, I think it would be obvious, we can't We can't wait for perfect information here in these situations. What we have to do is read everything we can read, look at what we got on our incoming data, and at some point just stick a stake in the ground and cut our costs down to that and then watch it. As I said in the beginning, the only thing I know for sure is we'll be wrong, and we'll have to adjust one way or the other over the next six months, hopefully up a little. But, you know, I don't know, maybe up a little, maybe down a little. We'll just have to see.
Michael Saramoli
And maybe just one follow-up on that, Nick. You know, the cost out there and thinking about the aftermarket and, you know, presumably a year from now we'll have more flying. Do you envision that the cost actions you've taken, I mean, you know, do you view these as permanent reductions, you know, as, you know, the afternoon? I would think it's going to be a couple of years for aftermarket revenues to get back.
Nick Howley
I would say, I mean, I don't think our costs are going to stay down by this magnitude as the cost. In other words, we'll all be. incremental fall through the profit or something. But as has happened in previous founders, we tend to come out of these things with a better cost structure than we went in because we tend to not put the cost back in at the same rate the revenue recovers.
Miles Walton
Okay. That's what I was getting at. Thanks, guys.
Operator
Your next question is from Ken Herbert of Canaccord.
Ken Herbert
Hi, Kevin, Nick, and Mike. Thanks for the time. Morning. Morning. Yeah. I just wanted to ask, when traffic starts to stabilize for your commercial aftermarket, if I think of that business broadly in sort of three buckets, repair, spare part sales, and provisioning, where do you expect to see the recovery first, and how would you expect that to potentially play out? Yeah, I would –
Kevin
My guess is it would be in the repair area is where we would see the first, you know, the first reloading as they're, you know, bringing, you know, planes that need to be serviced now to the service line. That's what my assumption is, but we'll have to see. Provisioning, as we've said in the past, isn't a huge driver for us for volume. There's certainly some here and there. on some programs, but I think it's repair of spare parts that we would see, and I think it's probably going to be the repair. Nick, do you have a thought on that? I mean, repair and spare parts are hard to separate.
Ken Herbert
Okay, and as you look at your aftermarket business, obviously with crises like this, as we start to come through it, I'm sure you'll find some opportunities. Are you starting to think differently about the business in terms of maybe the distribution versus direct mix? Are you maybe finding opportunities with other partners? I'd imagine, you know, an opportunity like this, you will, as things stabilize, there'll be some ways to maybe shift some areas to your advantage. But are you thinking about that, or is it too early to be thinking about those discussions?
Nick Howley
I think it's too early to draw any conclusions.
Ken Herbert
I agree completely. Okay, fair enough. And then just finally for Mike, any risk moving forward at all in terms of impairments on the intangibles just with some of the dislocation in prices in the marketplace?
Nick Howley
No, no. I think you guys probably saw the SEC requires some quarterly tests for companies like us, and we've done the analysis with our auditors at EY, and we've got pretty good cushion across the board here.
David Strass
Great. Thank you.
Operator
And there are no further questions at this time.
spk00
I think that's it. I think there's no one else in the queue, so we'd just like to thank you all for calling in this morning, and that concludes our call. Thank you. Thank you.
spk10
Thank you. That does conclude today's conference call.
Operator
You may now disconnect.
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