Attached files
file | filename |
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8-K - WABASH NATIONAL Corp | v210317_8k.htm |
Press
Contact: Allison Henk
Marketing
Communications Manager
(765)
771-5674
|
Investor
Relations:
(765)
771-5310
|
FOR
IMMEDIATE RELEASE
Wabash
National Corporation Announces
Fourth
Quarter and Full Year 2010 Results
Q4
2010 Income from Operations of $5.7 Million; Highest Since Q3 2007
Q4
2010 Operating EBITDA of $10.8 Million; Full Year Operating EBITDA of $4.9
Million
Q4
2010 Net Income of $4.9 Million, or $0.07 per Share
LAFAYETTE,
Ind. – February 8, 2011 – Wabash National Corporation (NYSE: WNC) reported
year-over-year and sequential improvement across most financial and operating
metrics. The Company reported operating income of $5.7 million for
the fourth quarter of 2010, compared to an operating loss of $11.9 million for
the fourth quarter of 2009. For the twelve months ended December 31,
the Company reported an operating loss of $15.4 million and $66.1 million for
2010 and 2009, respectively. The improvement in operating income of
$17.6 million and $50.7 million for the three and twelve month periods,
respectively, resulted from higher production and shipment volumes; as well as,
cost and manufacturing optimization enhancements implemented by the Company
throughout 2008 and 2009. In addition, the fourth quarter and full
year 2010 results benefited from the favorable experience on trailer warranties
which expired of $2.8 million and $3.2 million, respectively.
The
following is a summary of select operating and financial results for the past
five quarters:
Three Months Ended
|
||||||||||||||||||||
December
31,
|
March
31,
|
June
30,
|
September
30,
|
December
31,
|
||||||||||||||||
(Dollars
in thousands)
|
2009
|
2010
|
2010
|
2010
|
2010
|
|||||||||||||||
New
Trailer Units Sold
|
3,300 | 2,600 | 5,400 | 6,800 | 10,100 | |||||||||||||||
Net
Sales
|
$ | 85,373 | $ | 78,274 | $ | 149,699 | $ | 170,848 | $ | 241,550 | ||||||||||
Gross
Profit Margin
|
-2.2 | % | -1.2 | % | 3.5 | % | 3.8 | % | 7.2 | % | ||||||||||
Income
(Loss) from Operations
|
$ | (11,884 | ) | $ | (11,232 | ) | $ | (5,715 | ) | $ | (4,206 | ) | $ | 5,736 | ||||||
Net
Income (Loss)
|
$ | 10,858 | (1) | $ | (139,079 | )(1) | $ | (5,602 | )(1) | $ | (1,938 | )(1) | $ | 4,859 | ||||||
Operating EBITDA (Non-GAAP) | $ | (6,255 | ) | $ | (5,975 | ) | $ | (493 | ) | $ | 643 | $ | 10,752 |
Notes:
|
(1)
Quarterly Net Income (Loss) includes a non-cash benefit (charge) of
approximately $20.5 million, ($126.8) million, $1.9 million and $3.3
million related to the change in the fair value of the Company’s warrant
which was issued to a private investor in 2009 and fully exercised in 2010
for the fourth quarter of 2009 and the first, second, and third quarters
of 2010, respectively.
|
Dick
Giromini, President and Chief Executive Officer, stated, “Our operating results
improved sequentially each quarter during 2010, culminating in our operating
results for the fourth quarter which were our best since 2007. Of note, the
Company generated positive Operating EBITDA of $10.8 million in the fourth
quarter which drove our full year 2010 Operating EBITDA to a positive $4.9
million. Moreover, gross profit margin of 7.2%, represents a year-over-year
improvement of 940 basis points. These results were driven by our continued
efforts throughout 2010 to optimize our cost structure, improve operational
efficiency, enhance our capital structure, and position the business to meet
higher demand levels as the industry recovered during the second half of the
year.”
Mr.
Giromini continued, “New trailer shipments of 10,100 for the fourth quarter met
and slightly exceeded the high-end of our guidance, reflecting a healthier
demand environment and improved pick-up performance by our customers during the
quarter. Full year, new trailer shipments of 24,900, which were
nearly double the level from 2009, combined with a backlog of approximately $480
million as of December 31, 2010, reinforces our belief that the recovery in our
industry is well under way and that we are poised to capitalize on the
improvement in demand. In fact, both FTR and ACT have recently increased their
forecasts for 2011 industry trailer volumes to 174,000 units and 191,000 units,
respectively, representing an approximate increase of 30 to 60 percent over 2010
levels.”
Quarterly
Operating EBITDA during 2010 showed sequential improvement and reached levels
not experienced since 2007. On a non-GAAP basis, the Company’s
Operating EBITDA of $10.8 million was better than the third quarter of 2010 by
approximately $10.1 million on approximately 3,300 additional new trailer
shipments. A discussion of the Company’s use of Operating EBITDA as a non-GAAP
measure is included below, and a reconciliation of Operating EBITDA to net
income (loss) is provided in the supplemental schedules included in this
release.
Financial
Results
The
Company reported net income of $4.9 million and $0.07 per diluted share for the
fourth quarter of 2010 on net sales of $242 million. Results for the
three months ended December 31, 2010 include a benefit of $2.8 million related
to the favorable experience on trailer warranties which expired, or an impact of
$0.04 per diluted share. For the same quarter last year, the Company
reported net income of $10.9 million, or $0.15 per diluted share, on net sales
of $85 million. Results for the three months ended December 31, 2009
include a non-cash benefit of $20.5 million related to the decrease in the fair
value of the Company’s warrant which was issued in 2009 to a private investor
and fully exercised in the third quarter of 2010, or an impact of $0.68 per
diluted share.
Fourth
quarter new trailer sales totaled 10,100 units, an increase of 6,800 units, or
206% from the prior year period. New trailer production for the
period improved approximately 5% sequentially; however, shipments improved
approximately 49% from the third quarter as customer delivery rates on new
trailers improved significantly.
Fourth
Quarter 2010 Conference Call
Wabash
National Corporation will conduct a conference call to review and discuss its
fourth quarter results on February 9, 2011, at 10:00 a.m. EDT. The phone
number to access the conference call is 877-407-8035. The call can also be
accessed live on the Company’s website at www.wabashnational.com.
For those unable to participate in the live webcast, the call will be archived
at www.wabashnational.com
within three hours of the conclusion of the live call and will remain available
through April 30, 2011.
Non-GAAP
Measures
In
addition to disclosing financial results calculated in accordance with United
States generally accepted accounting principles (GAAP), the financial
information regarding the results of the three and twelve months ended December
31, 2010 contain the non-GAAP financial measure Operating EBITDA that excludes,
among other things, charges incurred as a result of the fair value accounting of
the Company’s warrant outstanding. The charge or benefit associated
with this warrant is presented separately within Other Income and Expense on
the Company’s Condensed Consolidated Statements of Operations for the twelve
month period ended December 31, 2010.
Operating
EBITDA should not be considered a substitute for, or superior to, financial
measures and results calculated in accordance with GAAP, including net loss, and
reconciliations to GAAP financial statements should be carefully
evaluated.
Operating
EBITDA is defined as earnings before interest, taxes, preferred stock dividends,
depreciation, amortization, stock-based compensation, and other non-operating
income and expense, as well as, other non-cash charges associated with the
Company’s warrant issued in 2009 and fully exercised in 2010. Management
believes Operating EBITDA provides useful information to investors regarding our
results of operations. We provide this because we believe it is
useful for investors to understand our performance period to period with the
exclusion of the recurring and non-recurring items identified
above. Management believes the presentation of Operating EBITDA, when
combined with the primary GAAP presentation of operating income, is beneficial
to an investor’s complete understanding of our operating
performance. A reconciliation of Operating EBITDA to net income
(loss) is included in the tables following this release.
About
Wabash National Corporation
Headquartered
in Lafayette, Indiana, Wabash National®
Corporation (NYSE: WNC) is one of the leading manufacturers of semi trailers in
North America. Established in 1985, the Company specializes in the design and
production of dry freight vans, refrigerated vans, flatbed trailers, drop deck
trailers, dump trailers, truck bodies and intermodal equipment. Its innovative
core products are sold under the DuraPlate®,
ArcticLite®,
FreightProTM,
Eagle® and
BensonTM brand
names. The Company operates two wholly owned subsidiaries: Transcraft®
Corporation, a manufacturer of flatbed, drop deck and dump trailers as well as
truck bodies; and Wabash National Trailer Centers, trailer service centers and
retail distributors of new and used trailers and aftermarket parts throughout
the U.S.
Safe
Harbor Statement
This
press release contains certain forward-looking statements as defined by the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
convey the Company’s current expectations or forecasts of future events. All
statements contained in this press release other than statements of historical
fact are forward-looking statements. These forward-looking statements include,
among other things, statements regarding our outlook for new trailer shipments
and Operating EBITDA, backlog, expectations regarding increases in trailer
demand levels, the sufficiency of the Company’s capital structure, the needs of
the Company in the future, whether profitability can be achieved and encouraging
signs in the macroeconomic landscape. These and the Company’s other
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those implied by the
forward-looking statements. Without limitation, these risks and uncertainties
include the uncertain economic conditions including the possibility that demand
expectations may not result in order increases for us, increased competition,
reliance on certain customers and corporate partnerships, risks of customer
pick-up delays, shortages and costs of raw materials, risks in implementing and
sustaining improvements in our manufacturing capacity and cost containment, and
dependence on industry trends. Readers should review and consider the various
disclosures made by the Company in this press release and in the Company’s
reports to its stockholders and periodic reports on Forms 10-K and
10-Q.
# #
#
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars
in thousands, except per share amounts)
Three Months Ended
December 31,
|
Twelve Months Ended
December 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
(Unaudited)
|
(Unaudited)
|
(Unaudited)
|
|
|||||||||||||
Net
sales
|
$ | 241,550 | $ | 85,373 | $ | 640,372 | $ | 337,840 | ||||||||
Cost
of sales
|
224,259 | 87,255 | 612,289 | 360,750 | ||||||||||||
Gross
profit
|
17,291 | (1,882 | ) | 28,083 | (22,910 | ) | ||||||||||
General
and administrative expenses
|
8,582 | 7,495 | 32,831 | 31,988 | ||||||||||||
Selling
expenses
|
2,973 | 2,507 | 10,669 | 11,176 | ||||||||||||
Income
(Loss) from operations
|
5,736 | (11,884 | ) | (15,417 | ) | (66,074 | ) | |||||||||
Other
income (expense):
|
||||||||||||||||
Decrease
(Increase) in fair value of warrant
|
- | 20,536 | (121,587 | ) | (33,447 | ) | ||||||||||
Interest
expense
|
(1,092 | ) | (920 | ) | (4,140 | ) | (4,379 | ) | ||||||||
Other,
net
|
65 | 166 | (667 | ) | (866 | ) | ||||||||||
Income
(Loss) before income taxes
|
4,709 | 7,898 | (141,811 | ) | (104,766 | ) | ||||||||||
Income
tax benefit
|
(150 | ) | (2,960 | ) | (51 | ) | (3,001 | ) | ||||||||
Net
income (loss)
|
4,859 | 10,858 | (141,760 | ) | (101,765 | ) | ||||||||||
Preferred
stock dividends and early extinguishment
|
- | 2,224 | 25,454 | 3,320 | ||||||||||||
Net
income (loss) applicable to common stockholders
|
$ | 4,859 | $ | 8,634 | $ | (167,214 | ) | $ | (105,085 | ) | ||||||
Basic
and diluted net income (loss) per share
|
$ | 0.07 | $ | 0.15 | $ | (3.36 | ) | $ | (3.48 | ) | ||||||
Comprehensive
income (loss)
|
||||||||||||||||
Net
income (loss)
|
$ | 4,859 | $ | 10,858 | $ | (141,760 | ) | $ | (101,765 | ) | ||||||
Reclassification
adjustment for interest rate
|
||||||||||||||||
swaps
included in net income (loss)
|
- | - | - | 1,398 | ||||||||||||
Changes
in fair value of derivatives, net of tax
|
- | - | - | 118 | ||||||||||||
Net
comprehensive income (loss)
|
$ | 4,859 | $ | 10,858 | $ | (141,760 | ) | $ | (100,249 | ) |
Retail
&
|
||||||||||||||||
|
Manufacturing
|
Distribution
|
Eliminations
|
Total
|
||||||||||||
Three months ended December
31,
|
||||||||||||||||
2010
|
||||||||||||||||
Net
sales
|
$ | 225,736 | $ | 25,519 | $ | (9,705 | ) | $ | 241,550 | |||||||
Income
(Loss) from operations
|
$ | 5,388 | $ | 428 | $ | (80 | ) | $ | 5,736 | |||||||
New
trailers shipped
|
10,100 | 400 | (400 | ) | 10,100 | |||||||||||
2009
|
||||||||||||||||
Net
sales
|
$ | 72,622 | $ | 17,007 | $ | (4,256 | ) | $ | 85,373 | |||||||
(Loss)
Income from operations
|
$ | (9,385 | ) | $ | (2,577 | ) | $ | 78 | $ | (11,884 | ) | |||||
New
trailers shipped
|
3,200 | 300 | (200 | ) | 3,300 | |||||||||||
Twelve months ended December
31,
|
||||||||||||||||
2010
|
||||||||||||||||
Net
sales
|
$ | 575,803 | $ | 98,356 | $ | (33,787 | ) | $ | 640,372 | |||||||
(Loss)
Income from operations
|
$ | (15,532 | ) | $ | 297 | $ | (182 | ) | $ | (15,417 | ) | |||||
New
trailers shipped
|
24,900 | 1,500 | (1,500 | ) | 24,900 | |||||||||||
2009
|
||||||||||||||||
Net
sales
|
$ | 279,518 | $ | 72,299 | $ | (13,977 | ) | $ | 337,840 | |||||||
(Loss)
Income from operations
|
$ | (57,459 | ) | $ | (8,827 | ) | $ | 212 | $ | (66,074 | ) | |||||
New
trailers shipped
|
12,600 | 800 | (600 | ) | 12,800 |
Three
Months Ended
December
31,
|
Twelve
Months Ended
December
31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Basic
net income (loss) per share:
|
||||||||||||||||
Net
income (loss) applicable to common stockholders
|
$ | 4,859 | $ | 8,634 | $ | (167,214 | ) | $ | (105,085 | ) | ||||||
Undistributed
earnings allocated to participating securities
|
(29 | ) | (3,929 | ) | - | - | ||||||||||
Net
income (loss) applicable to common stockholders excluding amounts
applicable to participating securities
|
$ | 4,830 | $ | 4,705 | $ | (167,214 | ) | $ | (105,085 | ) | ||||||
Weighted
average common shares outstanding
|
67,874 | 30,359 | 49,819 | 30,237 | ||||||||||||
Basic
net income (loss) per share
|
$ | 0.07 | $ | 0.15 | $ | (3.36 | ) | $ | (3.48 | ) | ||||||
Diluted
net income (loss) per share:
|
||||||||||||||||
Net
income (loss) applicable to common stockholders
|
$ | 4,859 | $ | 8,634 | $ | (167,214 | ) | $ | (105,085 | ) | ||||||
Undistributed
earnings allocated to participating securities
|
(29 | ) | (3,929 | ) | - | - | ||||||||||
Net
income (loss) applicable to common stockholders excluding amounts
applicable to participating securities
|
$ | 4,830 | $ | 4,705 | $ | (167,214 | ) | $ | (105,085 | ) | ||||||
Weighted
average common shares outstanding
|
67,874 | 30,359 | 49,819 | 30,237 | ||||||||||||
Dilutive
stock options and restricted stock
|
455 | - | - | - | ||||||||||||
Diluted
weighted average common shares outstanding
|
68,329 | 30,359 | 49,819 | 30,237 | ||||||||||||
Diluted
net income (loss) per share
|
$ | 0.07 | $ | 0.15 | $ | (3.36 | ) | $ | (3.48 | ) |
WABASH
NATIONAL CORPORATION
CONDENSED
CONSOLIDATED BALANCE SHEETS
(Dollars
in thousands)
December
31,
|
December
31,
|
|||||||
2010
|
2009
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
Current
assets
|
||||||||
Cash
|
$ | 21,200 | $ | 1,108 | ||||
Accounts
receivable, net
|
37,853 | 17,081 | ||||||
Inventories
|
110,850 | 51,801 | ||||||
Prepaid
expenses and other
|
2,155 | 6,877 | ||||||
Total
current assets
|
$ | 172,058 | $ | 76,867 | ||||
Property,
plant and equipment, net
|
98,834 | 108,802 | ||||||
Intangible
assets
|
22,863 | 25,952 | ||||||
Other
assets
|
9,079 | 12,156 | ||||||
$ | 302,834 | $ | 223,777 | |||||
LIABILITIES AND STOCKHOLDERS'
EQUITY
|
||||||||
Current
liabilities
|
||||||||
Current
portion of capital lease obligations
|
$ | 590 | $ | 337 | ||||
Accounts
payable
|
71,145 | 30,201 | ||||||
Other
accrued liabilities
|
38,896 | 34,583 | ||||||
Warrant
|
- | 46,673 | ||||||
Total
current liabilities
|
$ | 110,631 | $ | 111,794 | ||||
Long-term
debt
|
55,000 | 28,437 | ||||||
Capital
lease obligations
|
3,964 | 4,469 | ||||||
Other
noncurrent liabilities and contingencies
|
4,214 | 3,258 | ||||||
Preferred
stock, net of discount, 25,000,000 shares authorized, $0.01 par
value,
|
||||||||
0
and 35,000 shares issued and outstanding, respectively
|
- | 22,334 | ||||||
Stockholders'
equity
|
129,025 | 53,485 | ||||||
$ | 302,834 | $ | 223,777 |
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars
in thousands)
Twelve Months Ended December
31,
|
||||||||
2010
|
2009
|
|||||||
(Unaudited)
|
||||||||
Cash
flows from operating activities
|
||||||||
Net
loss
|
$ | (141,760 | ) | $ | (101,765 | ) | ||
Adjustments
to reconcile net loss to net cash used in operating
activities
|
||||||||
Depreciation
and amortization
|
16,855 | 19,585 | ||||||
Loss
on early debt extinguishment
|
- | 303 | ||||||
Increase
in fair value of warrant
|
121,587 | 33,447 | ||||||
Stock-based
compensation
|
3,489 | 3,382 | ||||||
Changes
in operating assets and liabilities
|
||||||||
Accounts
receivable
|
(20,772 | ) | 20,845 | |||||
Inventories
|
(59,062 | ) | 41,095 | |||||
Prepaid
expenses and other
|
3,024 | (1,570 | ) | |||||
Accounts
payable and accrued liabilities
|
45,251 | (22,666 | ) | |||||
Other,
net
|
697 | 330 | ||||||
Net
cash used in operating activities
|
$ | (30,691 | ) | $ | (7,014 | ) | ||
Cash
flows from investing activities
|
||||||||
Capital
expenditures
|
(1,782 | ) | (981 | ) | ||||
Proceeds
from the sale of property, plant and equipment
|
1,813 | 300 | ||||||
Net
cash provided by (used in) investing activities
|
$ | 31 | $ | (681 | ) | |||
Cash
flows from financing activities
|
||||||||
Proceeds
from issuance of common stock, net of expenses
|
71,948 | - | ||||||
Proceeds
from exercise of stock options
|
504 | - | ||||||
Borrowings
under revolving credit facilities
|
712,491 | 276,853 | ||||||
Payments
under revolving credit facilities
|
(685,928 | ) | (328,424 | ) | ||||
Principal
payments under capital lease obligations
|
(352 | ) | (334 | ) | ||||
Proceeds
from issuance of preferred stock and warrant
|
- | 35,000 | ||||||
Payments
under redemption of preferred stock
|
(47,791 | ) | - | |||||
Debt
issuance costs paid
|
- | (1,420 | ) | |||||
Preferred
stock issuance costs paid
|
(120 | ) | (2,638 | ) | ||||
Net
cash provided by (used in) financing activities
|
$ | 50,752 | $ | (20,963 | ) | |||
Net
increase (decrease) in cash
|
$ | 20,092 | $ | (28,658 | ) | |||
Cash
at beginning of year
|
1,108 | 29,766 | ||||||
Cash
at end of year
|
$ | 21,200 | $ | 1,108 |
WABASH
NATIONAL CORPORATION
RECONCILIATION
OF GAAP FINANCIAL MEASURES TO
NON-GAAP
FINANCIAL MEASURES
(Dollars
in thousands)
(Unaudited)
Three Months Ended
December 31,
|
Twelve Months Ended
December 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Net
income (loss)
|
$ | 4,859 | $ | 10,858 | $ | (141,760 | ) | $ | (101,765 | ) | ||||||
Income
tax benefit
|
(150 | ) | (2,960 | ) | (51 | ) | (3,001 | ) | ||||||||
(Decrease)
Increase in fair value of warrant
|
- | (20,536 | ) | 121,587 | 33,447 | |||||||||||
Interest
expense
|
1,092 | 920 | 4,140 | 4,379 | ||||||||||||
Depreciation
and amortization
|
3,993 | 5,153 | 16,855 | 19,585 | ||||||||||||
Stock-based
compensation
|
1,023 | 476 | 3,489 | 3,382 | ||||||||||||
Other
non-operating (income) expense
|
(65 | ) | (166 | ) | 667 | 866 | ||||||||||
Operating
EBITDA
|
$ | 10,752 | $ | (6,255 | ) | $ | 4,927 | $ | (43,107 | ) | ||||||
Three Months Ended
|
||||||||||||||||
March 31,
2010
|
June 30,
2010
|
September 30,
2010
|
December 31,
2010
|
|||||||||||||
Net
(loss) income
|
$ | (139,079 | ) | $ | (5,602 | ) | $ | (1,938 | ) | $ | 4,859 | |||||
Income
tax expense (benefit)
|
87 | - | 12 | (150 | ) | |||||||||||
Increase
(Decrease) in fair value of warrant
|
126,765 | (1,913 | ) | (3,265 | ) | - | ||||||||||
Interest
expense
|
1,027 | 998 | 1,023 | 1,092 | ||||||||||||
Depreciation
and amortization
|
4,428 | 4,295 | 4,139 | 3,993 | ||||||||||||
Stock-based
compensation
|
829 | 927 | 710 | 1,023 | ||||||||||||
Other
non-operating (income) expense
|
(32 | ) | 802 | (38 | ) | (65 | ) | |||||||||
Operating
EBITDA
|
$ | (5,975 | ) | $ | (493 | ) | $ | 643 | $ | 10,752 | ||||||
Three Months Ended
|
||||||||||||||||
March 31,
2009
|
June 30,
2009
|
September 30,
2009
|
December 31,
2009
|
|||||||||||||
Net
(loss) income
|
$ | (28,284 | ) | $ | (17,935 | ) | $ | (66,404 | ) | $ | 10,858 | |||||
Income
tax expense (benefit)
|
15 | (1 | ) | (55 | ) | (2,960 | ) | |||||||||
Increase
(Decrease) in fair value of warrant
|
- | - | 53,983 | (20,536 | ) | |||||||||||
Interest
expense
|
1,005 | 1,306 | 1,148 | 920 | ||||||||||||
Depreciation
and amortization
|
4,796 | 4,804 | 4,832 | 5,153 | ||||||||||||
Stock-based
compensation
|
965 | 1,173 | 768 | 476 | ||||||||||||
Other
non-operating (income) expense
|
(55 | ) | (34 | ) | 1,121 | (166 | ) | |||||||||
Operating
EBITDA
|
$ | (21,558 | ) | $ | (10,687 | ) | $ | (4,607 | ) | $ | (6,255 | ) |