GenCorp Reports 2009 Second Quarter Results

SACRAMENTO, Calif., July 7 /PRNewswire-FirstCall/ -- GenCorp Inc. (NYSE: GY)
today reported results for the second quarter of 2009.

Sales for the second quarter of 2009 totaled $183.0 million compared to $194.7
million for the second quarter of 2008. The decrease in sales is primarily
the result of the sale of 400 acres of land for $10.0 million in the second
quarter of 2008.

Sales for the first half of 2009 totaled $353.9 million compared to $371.3
million for the first half of 2008. The Company reports its fiscal year sales
under a 52/53 week accounting convention. Fiscal 2008 was a 53 week year with
the extra week of sales totaling $19.1 million reported in the first quarter
of fiscal 2008.

Net income for the second quarter of 2009 was $11.0 million, or $0.18 diluted
earnings per share on 66.6 million weighted average shares outstanding,
compared to net income of $6.9 million, or $0.12 diluted earnings per share on
57.1 million weighted average shares outstanding, for the second quarter of
2008. Net income for the first half of 2009 was $32.2 million, or $0.52
diluted earnings per share on 66.5 million weighted average shares
outstanding, compared to net income of $9.9 million, or $0.17 diluted earnings
per share on 57.0 million weighted average shares outstanding, for the first
half of 2008. Net income for the first half of 2009 includes an income tax
benefit of $19.0 million, primarily as a result of new guidance clarifying
which costs qualify for ten-year carryback of tax net operating losses for
refund of prior years' taxes, and lower retirement benefit costs compared to
2008. Net income for the first half of 2008 included a $13.8 million charge
related to the second amended and restated shareholder agreement (Shareholder
Agreement) with Steel Partners II L.P. with respect to the election of
Directors at the 2008 Annual Meeting and other related matters. In addition,
during the second quarter of 2008, the Company recorded a gain of $6.8 million
on the sale of the 400 acres of land.

"The Company achieved strong growth in backlog and operating income," said
Scott Neish, GenCorp's interim chief executive officer. "During the quarter,
Aerojet strengthened its position in Standard Missile programs, and we
continue to work on our real estate re-zoning efforts in anticipation of a
market recovery," concluded Mr. Neish.

Operations Review

Aerospace and Defense Segment

Sales of $181.5 million for the second quarter of 2009 decreased from $183.1
million in the second quarter of 2008, reflecting lower sales volume on the
Orion program, partially offset by growth in the various Standard Missile
programs, including deliveries to qualify the Throttling Divert Attitude
Control Systems. Sales of $350.8 million for the first half of 2009 decreased
from $357.6 million in the first half of 2008, reflecting the additional week
of net sales totaling $19.1 million in 2008, as discussed above, and lower
sales volume on the Orion and automotive programs, partially offset by growth
in the various Standard Missile programs.

Segment performance was income of $23.3 million in the second quarter of 2009
compared to income of $17.8 million in the second quarter of 2008. Segment
performance was income of $37.9 million in the first half of 2009 compared to
income of $28.2 million in the first half of 2008. The increase in both
periods in segment performance was primarily due to lower retirement benefit
costs and estimated future environmental remediation obligations, partially
offset by lower net sales and margins, including unfavorable performance on
the Company's automotive programs.

Funded backlog was $0.9 billion and $0.7 billion at May 31, 2009 and November
30, 2008, respectively. As of May 31, 2009, our total contract backlog was
$1.1 billion compared with $1.0 billion as of November 30, 2008. Total backlog
includes both funded backlog (the amount for which money has been directly
appropriated by the U.S. Congress, or for which a purchase order has been
received from a commercial customer) and unfunded backlog (firm orders for
which funding has not been appropriated). Indefinite delivery and quantity
contracts and unexercised options are not reported in total backlog. Backlog
is subject to delivery delays or program cancellations which are beyond our
control.

Real Estate Segment

Sales and segment performance for the second quarter of 2009 was $1.5 million
and $1.0 million, respectively, compared to $11.6 million and $7.1 million for
the second quarter of 2008, respectively. Sales and segment performance for
the first half of 2009 was $3.1 million and $2.0 million, respectively,
compared to $13.7 million and $8.4 million for the first half of 2008,
respectively. The decrease in sales and segment performance is primarily due
to the sale of 400 acres of land for $10.0 million in the second quarter of
2008 resulting in a gain of $6.8 million.

Additional Information

Retirement benefit plan expense, which is mostly non-cash, includes income of
$3.5 million for the second quarter of 2009 and income of $4.9 million for the
first half of 2009 compared to expense of $2.0 million in the second quarter
of 2008 and expense of $3.9 million in the first half of 2008. The
improvement is primarily related to the freeze of the defined benefit pension
and benefit restoration plans as well as the increase in the discount rate
used to determine benefit obligations, partially offset by lower expected
investment returns.

Corporate and other expenses for the second quarter of 2009 were $4.9 million
compared to $1.7 million for the second quarter of 2008. Corporate and other
expenses for the first half of 2009 were $8.7 million compared to $5.2 million
for the first half of 2008. The increase in both periods is primarily due to
the reversal of previously recognized stock-based compensation due to the
lower fair value of the stock appreciation rights in 2008 and higher
professional and consulting costs in 2009.

Total debt decreased to $438.9 million at May 31, 2009 from $440.6 million at
November 30, 2008. Cash balances at May 31, 2009 increased to $126.9 million
compared to $92.7 million at November 30, 2008. Total debt less cash
decreased to $312.0 million at May 31, 2009 from $347.9 million at November
30, 2008. As of May 31, 2009, the Company had $85.9 million in outstanding
letters of credit issued under the $125.0 million letter of credit
subfacility, and the Company's $80.0 million revolving credit facility,
currently restricted to $60.0 million availability, was unused.

The Company's 4% Contingent Convertible Subordinated Notes (4% Notes) that
were issued in January 2004 provide the holders of the 4% Notes with the right
to require the Company to repurchase for cash all or a portion of the
outstanding $125.0 million 4% Notes on January 16, 2010 at a price equal to
100% of the principal amount, plus accrued and unpaid interest. The Company's
$280.0 million senior credit facility (Senior Credit Facility) contains
certain restrictions surrounding the ability of the Company to refinance its
4% Notes. Given the Company's current and forecasted liquidity through
January 2010, in the event the 4% Notes are put to the Company, the Company
may not have the liquidity to immediately repay the holders of the 4% Notes.
Accordingly, the Company is seeking an amendment to its Senior Credit Facility
in connection with the potential required repurchase of the 4% Notes. If the
Company is unable to amend the Senior Credit Facility and obtain financing to
repurchase the 4% Notes on terms favorable to the Company before January 2010,
the Company may need to consider other alternatives. The Company has engaged
Imperial Capital, LLC to facilitate its efforts to amend the Senior Credit
Facility and to refinance the subordinated debt. For additional discussion of
the Company's debt instruments, please see the discussion in the Company's
Quarterly Report to the SEC on Form 10-Q for the period ended February 28,
2009.

Forward-Looking Statements

This release may contain certain "forward-looking statements" within the
meaning of the United States Private Securities Litigation Reform Act of 1995.
Such statements in this release and in subsequent discussions with the
Company's management are based on management's current expectations and are
subject to risks, uncertainty and changes in circumstances, which may cause
actual results, performance or achievements to differ materially from
anticipated results, performance or achievements. All statements contained
herein and in subsequent discussions with the Company's management that are
not clearly historical in nature are forward-looking and the words
"anticipate," "believe," "expect," "estimate," "plan," and similar expressions
are generally intended to identify forward-looking statements. A variety of
factors could cause actual results or outcomes to differ materially from those
expected and expressed in the Company's forward-looking statements. Important
risk factors that could cause actual results or outcomes to differ from those
expressed in the forward-looking statements include the following:

-- the cost of servicing the Company's debt and the Company's
ability to comply with the financial and other covenants contained in
the Company's debt agreements;
-- economic conditions that could affect the Company's ability to
refinance its existing debt;
-- the ability of the Company to obtain consent of its lenders under the
Senior Credit Facility on terms favorable to the Company to refinance
its debt and to effect a rescission offer;
-- the Company's plans to effect a rescission offer relating to its
401(k) employee benefit plan;
-- the funded status of the Company's defined benefit pension plan and
the Company's obligation to make cash contributions to such pension
plan;
-- effects of changes in discount rates, actual returns on plan assets,
and
government regulations of defined benefit pension plans;
-- the possibility that environmental and other government regulations
that
impact the Company become more stringent or subject the Company to
material liability in excess of its established reserves;
-- requirements to provide guarantees and/or letters of credit to
financially assure the Company's environmental or other
obligations;
-- changes in the amount recoverable from environmental claims;
-- environmental claims related to the Company's current and former
businesses and operations;
-- the results of significant litigation;
-- cancellation or material modification of one or more significant
contracts;
-- future reductions or changes in U.S. government spending;
-- failure to comply with regulations applicable to contracts with the
U.S.
government;
-- significant competition and the Company's inability to adapt to
rapid technological changes;
-- product failures, schedule delays or other problems with existing or
new
products and systems or cost-overruns on the Company's fixed-price
contracts;
-- the release or explosion of dangerous materials used in the
Company's businesses;
-- reduction in airbag propellant sales volume;
-- disruptions in the supply of key raw materials and difficulties in the
supplier qualification process, as well as raw materials price
increases;
-- changes in economic and other conditions in the Sacramento, California
metropolitan area real estate market or changes in interest rates
affecting real estate values in that market;
-- the Company's limited experience in real estate activities and the
ability to execute its real estate business plan including the
Company's ability to obtain or caused to be obtained, the necessary
final governmental zoning, land use and environmental approvals and
building permits;
-- the Company's property being subject to federal, state and local
regulations and restrictions that may impose significant limitations
on
the Company's plans, with much of the Company's property being
raw land located in areas that include the natural habitats of various
endangered or protected wildlife species;
-- effects of changes in board membership and management on the
Company's operations and/or business strategy;
-- costs and time commitment related to potential acquisition activities;
-- additional costs related to the Company's divestitures;
-- a strike or other work stoppage or the Company's inability to renew
collective bargaining agreements on favorable terms;
-- the loss of key employees and shortage of available skilled employees
to
achieve anticipated growth;
-- fluctuations in sales levels causing the Company's quarterly
operating results to fluctuate;
-- occurrence of liabilities that are inadequately covered by indemnity
or
insurance;
-- changes in the Company's contract-related accounting estimates;
-- new accounting standards that could result in changes to the
Company's methods of quantifying and recording accounting
transactions;
-- failure to maintain effective internal controls in accordance with the
Sarbanes-Oxley Act; and

-- those risks detailed from time to time in the Company's reports
filed with the SEC.

About GenCorp

GenCorp is a leading technology-based manufacturer of aerospace and defense
products and systems with a real estate segment that includes activities
related to the entitlement, sale and leasing of the Company's excess real
estate assets. Additional information about the Company can be obtained by
visiting the Company's web site at http://www.GenCorp.com.

(Tables to follow)

GenCorp Inc.
Condensed Consolidated Statements of Operations

Three months ended Six months ended
May 31, May 31,
(In millions, except 2009 2008 2009 2008
per-share amounts) ---- ---- ---- ----
(Unaudited)
Net Sales $183.0 $194.7 $353.9 $371.3
Operating costs and
expenses:
Cost of sales
(exclusive of items
shown separately below) 152.7 161.7 301.6 320.5
Selling, general and
administrative 2.8 (0.2) 4.9 0.9
Depreciation and
amortization 7.5 6.6 14.9 13.1
Other (income)
expense, net (0.3) 0.4 (0.7) 0.5
Unusual items:
Shareholder agreement
and related costs (0.1) 12.7 1.7 13.8
Loss on debt 0.2 - 0.2 -
Unrecoverable portion
of legal matters 0.3 1.1 0.7 1.1
--- --- --- ---
Total operating costs
and expenses 163.1 182.3 323.3 349.9
Operating income 19.9 12.4 30.6 21.4
Non-operating (income)
expense
Interest income (0.4) (0.9) (0.9) (2.3)
Interest expense 6.4 6.8 13.1 14.1
--- --- ---- ----
Total non-operating
(income) expense 6.0 5.9 12.2 11.8
Income from continuing
operations before
income taxes 13.9 6.5 18.4 9.6
Income tax provision
(benefit) 1.5 (0.4) (19.0) (0.6)
--- ---- ----- ----
Income from continuing
operations 12.4 6.9 37.4 10.2
Loss from discontinued
operations, net of
income taxes (1.4) - (5.2) (0.3)
---- --- ---- ----
Net income $11.0 $6.9 $32.2 $9.9
===== ==== ===== ====
Income (Loss) Per
Share of Common Stock
Basic
Income per share from
continuing operations $0.21 $0.12 $0.64 $0.18
Loss per share from
discontinued
operations, net of
income taxes (0.02) - (0.09) (0.01)
----- --- ----- -----
Net income per share $0.19 $0.12 $0.55 $0.17
===== ===== ===== =====
Diluted
Income per share from
continuing operations $0.20 $0.12 $0.60 $0.18
Loss per share from
discontinued
operations, net of
income taxes (0.02) - (0.08) (0.01)
----- --- ----- -----
Net income per share $0.18 $0.12 $0.52 $0.17
===== ===== ===== =====
Weighted average
shares of common
stock outstanding 58.5 57.1 58.4 56.9
==== ==== ==== ====
Weighted average
shares of common
stock outstanding,
assuming dilution 66.6 57.1 66.5 57.0
==== ==== ==== ====

GenCorp Inc.
Operating Segment Information

Three months ended Six months ended
May 31, May 31,
(In millions) 2009 2008 2009 2008
---- ---- ---- ----
(Unaudited)
Net Sales:
Aerospace and Defense $181.5 $183.1 $350.8 $357.6
Real Estate 1.5 11.6 3.1 13.7
--- ---- --- ----
Total Net Sales $183.0 $194.7 $353.9 $371.3
====== ====== ====== ======
Segment Performance:
Aerospace and Defense
Segment performance before
environmental remediation
provision adjustments,
retirement benefit plan
income (expense), and
unusual items $20.1 $23.5 $34.7 $38.4
Environmental remediation
provision adjustments 0.6 (0.7) 0.3 (1.4)
Retirement benefit
plan income (expense) 2.9 (3.9) 3.6 (7.7)
Unusual items (0.3) (1.1) (0.7) (1.1)
---- ---- ---- ----
Aerospace and Defense Total 23.3 17.8 37.9 28.2
Real Estate 1.0 7.1 2.0 8.4
--- --- --- ---
Total Segment
Performance $24.3 $24.9 $39.9 $36.6
===== ===== ===== =====
Reconciliation of segment
performance to income from
continuing operations
before income taxes:
Segment performance $24.3 $24.9 $39.9 $36.6
Interest expense (6.4) (6.8) (13.1) (14.1)
Interest income 0.4 0.9 0.9 2.3
Corporate and other (4.9) (1.7) (8.7) (5.2)
Corporate retirement
benefit plan income 0.6 1.9 1.3 3.8
Unusual items (0.1) (12.7) (1.9) (13.8)
---- ----- ---- -----
Income from continuing
operations before
income taxes $13.9 $6.5 $18.4 $9.6
===== ==== ===== ====

The Company evaluates its operating segments based on several factors, of
which the primary financial measure is segment performance. Segment
performance represents net sales from continuing operations less
applicable costs, expenses, and provisions for restructuring and unusual
items relating to operations. Segment performance excludes corporate
income and expenses, income or expenses related to divested businesses,
provisions for unusual items not related to the operations, interest
expense, interest income, cumulative effect of changes in accounting
principles, and income taxes. The Company believes that segment
performance provides information useful to investors in understanding
its underlying operational performance. Specifically, the Company
believes the exclusion of the items listed above permits an evaluation
and a comparison of results for on-going business operations. It is on
this basis that management internally assesses the financial performance
of its segments.

GenCorp Inc.
Condensed Consolidated Balance Sheets

May 31, November 30,
(In millions) 2009 2008
(Unaudited)
Current Assets
Cash and cash equivalents $126.9 $92.7
Accounts receivable 96.8 97.3
Inventories 59.5 70.4
Recoverable from U.S. government and other
third parties for environmental remediation
costs and other 36.6 43.7
Grantor trust 3.1 1.6
Prepaid expenses and other 23.0 17.6
Income tax receivable 25.2 10.6
Assets of discontinued operations - 0.1
--- ---
Total Current Assets 371.1 334.0

Noncurrent Assets
Property, plant and equipment, net 131.1 137.9
Real estate held for entitlement and leasing 52.4 49.3
Recoverable from U.S. government and other
third parties for environmental remediation
costs and other 160.8 169.8
Prepaid pension asset 80.1 76.5
Grantor trust 19.5 29.3
Goodwill 94.9 94.9
Intangible assets 19.3 20.1
Other noncurrent assets, net 86.5 93.9
---- ----
Total Noncurrent Assets 644.6 671.7
----- -----
Total Assets $1,015.7 $1,005.7
======== ========

Liabilities and Shareholders' Deficit
Short-term borrowings and current portion of
long-term debt $126.4 $2.0
Accounts payable 21.2 32.7
Reserves for environmental remediation costs 52.9 65.2
Postretirement medical and life insurance benefits 7.1 7.1
Advance payments on contracts 61.7 46.7
Other current liabilities 110.6 93.7
Liabilities of discontinued operations - 1.0
--- ---
Total Current Liabilities 379.9 248.4

Noncurrent Liabilities
Senior debt 67.9 68.3
Senior subordinated notes 97.5 97.5
Convertible subordinated notes 146.4 271.4
Other debt 0.7 1.4
Deferred income taxes 8.8 8.3
Reserves for environmental remediation costs 184.0 193.0
Postretirement medical and life insurance benefits 64.8 66.8
Other noncurrent liabilities 63.9 78.1
---- ----
Total Noncurrent Liabilities 634.0 784.8
----- -----
Total Liabilities 1,013.9 1,033.2
Redeemable Common Stock 7.0 7.6
Total Shareholders' Deficit (5.2) (35.1)
---- -----
Total Liabilities and Shareholders' Deficit $1,015.7 $1,005.7
======== ========

GenCorp Inc.
Condensed Consolidated Statements of Cash Flows

Six Months Ended
May 31, May 31,
(In millions) 2009 2008
(Unaudited)
Operating Activities
Net income $32.2 $9.9
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Loss from discontinued operations 5.2 0.3
Depreciation and amortization 14.9 13.1
Stock-based compensation and savings plan
expense, net 1.6 5.3
Changes in assets and liabilities other than
grantor trust activity (20.9) (13.0)
Grantor trust activity 8.3 (35.2)
--- -----
Net cash provided by (used in)
continuing operations 41.3 (19.6)
Net cash used in discontinued
operations (0.5) (0.3)
---- ----
Net Cash Provided by (Used in)
Operating Activities 40.8 (19.9)
Investing Activities
Capital expenditures (4.5) (7.6)
---- ----
Net Cash Used in Investing Activities (4.5) (7.6)
Financing Activities
Debt issuance costs (0.4) -
Debt activity, net (1.7) (6.0)
---- ----
Net Cash Used in Financing Activities (2.1) (6.0)
---- ----
Net Increase (Decrease) in Cash and Cash Equivalents 34.2 (33.5)
Cash and Cash Equivalents at Beginning of Period 92.7 92.3
---- ----
Cash and Cash Equivalents at End of Period $126.9 $58.8
====== =====

SOURCE GenCorp Inc.

Investors, Kathy Redd, chief financial officer, +1-916-355-2361, or Media,
Linda Cutler, vice president, corporate communications, +1-916-351-8650, both
of GenCorp Inc.