Attached files
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10-Q - RADIANT LOGISTICS, INC | v211133_10q.htm |
EX-32.1 - RADIANT LOGISTICS, INC | v211133_ex32-1.htm |
EX-31.1 - RADIANT LOGISTICS, INC | v211133_ex31-1.htm |
Exhibit
99.1
Contact:
|
Bohn
H. Crain
Chief
Executive Officer
Radiant
Logistics, Inc.
(425)
943-4599
|
RADIANT
POSTS 63% GROWTH WITH ADJUSTED EBITDA OF $1,672,000 FOR
THE
FISCAL SECOND QUARTER ENDED DECEMBER 31, 2010
Provides
Upward Guidance from $5,000,000 to $5,500,000 in Adjusted EBITDA
for
FYE
June 30, 2011
BELLEVUE,
WA, February 14, 2011 – Radiant Logistics, Inc. (OTC BB: RLGT), a domestic and
international freight forwarding and logistics services company, today
reported financial
results for the three and six months ended December 31,
2010.
For the
three months ended December 31, 2010,
Radiant reported net income of $716,000 on $44.5 million of revenues, or $0.02
per basic and fully diluted share, including a charge on litigation settlement
of $150,000. For the three months ended December 31, 2009,
Radiant reported net income of $549,000 on $39.1 million of revenues, or $0.02
per basic and fully diluted share, including a gain on litigation settlement of
$355,000.
For the
six months ended December 31, 2010,
Radiant reported net income of $1,499,000 on $90.9 million of revenues, or $0.05
per basic and fully diluted share, including a charge on litigation settlement
of $150,000. For the six months ended December 31, 2009,
Radiant reported net income of $665,000 on $73.1 million of revenues, or $0.02
per basic and fully diluted share, including a gain on litigation settlement of
$355,000.
In
December of 2010, the Company recorded a charge of $150,000 in connection with
the settlement of a dispute with one of its competitors related to the 2007
departure of our competitor’s then Chicago operation. By agreement among the
parties, without admission of any wrong doing on the part of the Company and
with affirmation of the parties’ right to freely compete in the marketplace, the
Company agreed to make a $150,000 donation to a mutually agreeable IRC 503(c)
charitable organization. Neither the Company nor our competitor
received any payment in connection with the settlement.
In
December 2009, the Company recorded a gain of $355,000 in connection with the
favorable settlement of a dispute with the former owner of Adcom Worldwide
related to the calculation and payment of working capital and certain related
post-closing items.
The
Company also reported adjusted EBITDA (earnings before interest, taxes,
depreciation amortization), excluding the non-recurring items, of $1,672,000 for
the three months ended December 31, 2010,
compared to adjusted EBITDA of $1,026,000 for the comparable prior year
period.
The
Company also reported adjusted EBITDA (earnings before interest, taxes,
depreciation amortization), excluding the non-recurring items, of $3,381,000 for
the six months ended
December 31, 2010 compared to adjusted EBITDA of
$1,750,000 for the comparable prior year period. A reconciliation of
our adjusted EBITDA to the most directly comparable GAAP measure appears at the
end of this release.
“We
remain very pleased with our overall operating results,” said Bohn Crain,
Chairman and CEO. “For the quarter ended December 31, 2010, our revenues
increased 13.8% to $44.5 million as compared to $39.1 million for the comparable
prior year period. Net transportation revenues also increased 23.3%
to $14.2 million as compared to $11.5 million for the comparable prior year
period. This improvement was a direct result of the improving economy
and resurgence of our domestic transportation services. We also
continue to focus on our personnel and general administrative costs as a
function of our net revenues and the continuing positive trend surrounding our
controllable costs. As a percentage of net revenues, our personnel costs
decreased from 13.3% to 11.0%. Our selling, general and administrative costs, as
a percentage of net revenues, decreased from 10.0% to 8.0%. We are very excited
about these trends, the leverage of our scalable non-asset based business model
and the anticipated margin expansion available to us as we continue to execute
our growth strategy.”
Crain
concluded, “As we look forward to the balance of our fiscal year ending June 30,
2011, we are cautiously optimistic as to the sustainability of the economic
recovery. For the fiscal year ending June 30, 2011, we are updating our prior
guidance and expect to generate approximately $5.5 million in adjusted EBITDA on
$175.0 million in annual revenues. This is before considering the
impact of any future acquisitions over the balance of the fiscal
year. Looking forward, our strategy remains unchanged. From our
current platform, we believe profitable growth can be best achieved by
continuing to bring value to the agent-based forwarder community and continuing
to execute our three-prong strategy of first, providing continuous improvement
to our existing network participants in terms of technology, buy rates and
enhanced service offerings; second, building upon the success of our organic
growth initiative by on-boarding additional agent stations; and third,
opportunistically pursuing acquisition opportunities, including strategic
opportunities within the community of agent-based forwarders. Through this
process we have identified and are in conversations with a select number of
potential partners that could materially accelerate our growth. I
look forward to updating you on our progress in the coming months as these
opportunities continue to develop.”
Supplemental Pro Forma
Information
We
believe that supplemental disclosure of our adjusted EBITDA, or earnings before
interest, taxes, depreciation and amortization adjusted for stock-based
compensation, goodwill impairment and other non-cash costs is a useful measure
for investors because it eliminates the effect of certain non-cash costs and
provides an important metric for our business. Adjusted EBITDA is a
non-GAAP measure of income. A reconciliation of adjusted EBITDA
amounts to Net income, the most directly comparable GAAP measure, for the three
and six months ended December 31, 2010 and 2009 is shown below:
(Amounts in 000’s)
|
THREE MONTHS ENDED
DECEMBER 31,
|
SIX MONTHS ENDED
DECEMBER 31,
|
||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Net
income
|
$ | 716 | $ | 549 | $ | 1,499 | $ | 665 | ||||||||
Net
interest expense
|
36 | 27 | 72 | 82 | ||||||||||||
Income
tax expense
|
414 | 337 | 920 | 408 | ||||||||||||
Depreciation
and amortization
|
327 | 386 | 652 | 796 | ||||||||||||
EBITDA
|
1,493 | 1,299 | 3,413 | 1,951 | ||||||||||||
Share-based
compensation and other non-cash charges
|
29 | 82 | 88 | 154 | ||||||||||||
(Gain)
or loss on litigation settlement
|
150 | (355 | ) | 150 | (355 | ) | ||||||||||
Adjusted
EBITDA
|
$ | 1,672 | $ | 1,026 | $ | 3,381 | $ | 1,750 |
This
supplemental pro forma financial information is presented for informational
purposes only and is not a substitute for the historical financial information
presented in accordance with accounting principles generally accepted in the
United States. A reconciliation of adjusted EBITDA amounts to Net income, the
most directly comparable GAAP measure, for the fiscal year ending June 30, 2011
is shown below:
Financial
Outlook
(Amounts
in 000’s)
|
||||||||
Outlook Fiscal Year
Ended
June30, 2011
|
Actual Fiscal
Year Ended
June 30, 2010
|
|||||||
Net
income
|
$ | 2,417 | $ | 1,959 | ||||
Net
interest expense
|
200 | 135 | ||||||
Income
tax expense
|
1,482 | 1,093 | ||||||
Depreciation
and amortization
|
1,119 | 1,598 | ||||||
EBITDA
|
5,218 | 4,785 | ||||||
Stock-based
compensation and other
|
||||||||
non-cash
charges
|
132 | 315 | ||||||
Gain
on extinguishment of debt
|
- | (135 | ) | |||||
Business
& Occupancy tax refund
|
- | (364 | ) | |||||
(Gain)
loss on litigation settlement
|
150 | (355 | ) | |||||
Adjusted
EBITDA
|
$ | 5,500 | $ | 4,246 |
Investor Conference
Call
Radiant
will host a conference call for shareholders and the investing community on
Tuesday, February 15, 2011 at 4:00 pm, ET to discuss the contents of the
release. The call can be accessed by dialing (877) 407-8031, or (201) 689-8031
for international participants, and is expected to last approximately 30
minutes. Callers are requested to dial in 5 minutes before the start of the
call. An audio replay will be available for one week after the teleconference by
dialing (877) 660-6853, or (201) 612-7415 for international callers, and using
account number 286 and conference ID number 366738.
About Radiant Logistics (OTC
BB: RLGT)
Radiant
Logistics (www.radiantdelivers.com) is a non-asset
based logistics company providing domestic and international freight forwarding
and related services through a network of approximately 70 company owned and
exclusive agent offices across North America. Operating under the Airgroup,
Adcom Worldwide and Radiant brands, the company services a diversified account
base including manufacturers, distributors and retailers using a network of
independent carriers and international agents positioned strategically around
the world. For more information about Radiant Logistics, please contact Bohn
Crain at (425) 943-4599.
This
press release includes forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, regarding future operating performance,
events, trends and plans. All statements other than statements of historical
fact contained herein, including, without limitation, statements regarding our
future financial position, business strategy, budgets, projected revenues and
costs, and plans and objectives of management for future operations, are
forward-looking statements. Forward-looking statements generally can
be identified by the use of forward-looking terminology such as “may,” “will,”
“expects,” “intends,” “plans,” “projects,” “estimates,” “anticipates,” or
“believes” or the negative thereof or any variation thereon or similar
terminology or expressions. We have based these forward-looking statements on
our current expectations and projections about future events. These
forward-looking statements are not guarantees and are subject to known and
unknown risks, uncertainties and assumptions about us that may cause our actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by such forward-looking statements. Important
factors that could cause our actual results to differ from our expectations,
include but are not limited to, our ability to: use our current infrastructure
as a “platform” upon which we can build a profitable global transportation and
supply chain management company; retain and build upon the relationships we have
with our exclusive agency offices; continue the development of our back office
infrastructure and transportation and accounting systems in a manner sufficient
to service our expanding revenues and base of exclusive agency locations;
continue growing our business and maintain historical or increased gross profit
margins; locate suitable acquisition opportunities; secure the financing
necessary to complete any acquisition opportunities we locate; assess and
respond to competitive practices in the industries in which we compete,
mitigate, to the best extent possible, our dependence on current management and
certain of our larger exclusive agency locations; assess and respond to the
impact of current and future laws and governmental regulations affecting the
transportation industry in general and our operations in particular; as well as
those risk factors disclosed in Item 1A of our Report on Form 10 K for the year
ended June 30, 2010 other filings with the Securities and Exchange Commission
and other public documents and press releases which can be found on our web-site
(www.radiantdelivers.com). Readers are cautioned not to place undue reliance on
our forward-looking statements, as they speak only as of the date made. Such
statements are not guarantees of future performance or events and we undertake
no obligation to disclose any revision to these forward-looking statements to
reflect events or circumstances occurring after the date
hereof.
RADIANT
LOGISTICS, INC.
Consolidated
Balance Sheets
December 31,
|
June 30,
|
|||||||
2010
|
2010
|
|||||||
ASSETS
|
||||||||
Current
assets -
|
||||||||
Cash
and cash equivalents
|
$ | 98,042 | $ | 682,108 | ||||
Accounts
receivable, net of allowance
|
||||||||
of
$474,258 and $626,401 respectively
|
23,783,074 | 21,442,023 | ||||||
Current
portion of employee loan receivable
|
18,001 | 13,100 | ||||||
Current
portion of station and other receivables
|
110,822 | 195,289 | ||||||
Prepaid
expenses and other current assets
|
1,779,261 | 1,104,211 | ||||||
Deferred
tax asset
|
316,740 | 402,428 | ||||||
Total
current assets
|
26,105,940 | 23,839,159 | ||||||
Furniture
and equipment, net
|
880,678 | 881,416 | ||||||
Acquired
intangibles, net
|
1,526,182 | 2,019,757 | ||||||
Goodwill
|
1,011,310 | 982,788 | ||||||
Employee
loan receivable, net of current portion
|
29,526 | 38,000 | ||||||
Station
and other receivables, net of current portion
|
136,051 | 151,160 | ||||||
Investment
in real estate
|
40,000 | 40,000 | ||||||
Deposits
and other assets
|
177,785 | 153,116 | ||||||
Deferred
tax asset – long term
|
190,718 | 106,023 | ||||||
Total
long term assets
|
3,111,572 | 3,490,844 | ||||||
Total
assets
|
$ | 30,098,190 | $ | 28,211,419 | ||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
Current
liabilities -
|
||||||||
Accounts
payable and accrued transportation costs
|
18,023,253 | 16,004,814 | ||||||
Commissions
payable
|
1,965,506 | 2,119,503 | ||||||
Other
accrued costs
|
684,796 | 538,854 | ||||||
Income
taxes payable
|
212,410 | 76,309 | ||||||
Due
to former Adcom shareholder
|
36,708 | 603,205 | ||||||
Other
current liabilities
|
75,000 | - | ||||||
Total
current liabilities
|
20,997,673 | 19,342,685 | ||||||
Long
term debt
|
6,319,629 | 7,641,021 | ||||||
Deferred
tax liability
|
611,024 | 439,905 | ||||||
Total
long term liabilities
|
6,930,653 | 8,080,926 | ||||||
Total
liabilities
|
27,928,326 | 27,423,611 | ||||||
Stockholders'
equity:
|
||||||||
Preferred
stock, $0.001 par value, 5,000,000 shares authorized; no shares issued or
outstanding
|
- | - | ||||||
Common
stock, $0.001 par value, 50,000,000 shares authorized. Issued
and outstanding: December 31, 2010 – 29,782,721; June 30, 2010
– 31,273,461
|
16,157 | 16,157 | ||||||
Common
stock issuable, $0.001 par value,732,038 and 0 shares,
respectively
|
732 | - | ||||||
Additional
paid-in capital
|
8,446,788 | 8,108,239 | ||||||
Treasury
stock, at cost, 4,919,239 and 3,428,499 shares,
respectively
|
(1,407,455 | ) | (936,190 | ) | ||||
Retained
deficit
|
(4,967,738 | ) | (6,466,946 | ) | ||||
Total
Radiant Logistics, Inc. stockholders’ equity
|
2,088,484 | 721,260 | ||||||
Non-controlling
interest
|
81,380 | 66,548 | ||||||
Total
stockholders’ equity
|
2,169,864 | 787,808 | ||||||
Total
liabilities and stockholders’ equity
|
$ | 30,098,190 | $ | 28,211,419 |
1
RADIANT
LOGISTICS, INC.
Consolidated
Statements of Income (Operations)
THREE MONTHS ENDED
DECEMBER 31,
|
SIX MONTHS ENDED
DECEMBER 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Revenue
|
$ | 44,496,820 | $ | 39,115,845 | $ | 90,857,877 | $ | 73,144,179 | ||||||||
Cost
of transportation
|
30,314,763 | 27,611,567 | 62,557,124 | 51,091,017 | ||||||||||||
Net
revenues
|
14,182,057 | 11,504,278 | 28,300,753 | 22,053,162 | ||||||||||||
Agent
commissions
|
9,850,191 | 7,838,360 | 19,682,651 | 15,293,565 | ||||||||||||
Personnel
costs
|
1,561,268 | 1,531,465 | 3,118,428 | 2,953,862 | ||||||||||||
Selling,
general and administrative expenses
|
1,140,135 | 1,153,161 | 2,203,417 | 2,249,433 | ||||||||||||
Depreciation
and amortization
|
326,808 | 385,937 | 652,066 | 795,717 | ||||||||||||
Total
operating expenses
|
12,878,402 | 10,908,923 | 25,656,562 | 21,292,577 | ||||||||||||
Income
from operations
|
1,303,655 | 595,355 | 2,644,191 | 760,585 | ||||||||||||
Other
income (expense):
|
||||||||||||||||
Interest
income
|
5,630 | 9,563 | 11,439 | 3,273 | ||||||||||||
Interest
expense
|
(42,179 | ) | (36,756 | ) | (84,421 | ) | (85,791 | ) | ||||||||
Other
|
63,407 | 454 | 89,693 | 98,765 | ||||||||||||
Gain
(loss) on litigation settlement
|
(150,000 | ) | 354,670 | (150,000 | ) | 354,670 | ||||||||||
Total
other income (expense)
|
(123,142 | ) | 327,931 | (133,289 | ) | 370,917 | ||||||||||
Income
before income tax expense
|
1,180,513 | 923,286 | 2,510,902 | 1,131,502 | ||||||||||||
Income
tax expense
|
(413,319 | ) | (336,539 | ) | (918,862 | ) | (407,665 | ) | ||||||||
Net
income
|
767,194 | 586,747 | 1,592,040 | 723,837 | ||||||||||||
Less:
Net income attributable to non-controlling interest
|
(50,929 | ) | (37,638 | ) | (92,832 | ) | (58,678 | ) | ||||||||
Net
income attributable to Radiant Logistics, Inc.
|
$ | 716,265 | $ | 549,109 | $ | 1,499,208 | $ | 665,159 | ||||||||
Net
income per common share – basic
|
$ | .02 | $ | .02 | $ | .05 | $ | .02 | ||||||||
Net
income per common share – diluted
|
$ | .02 | $ | .02 | $ | .05 | $ | .02 | ||||||||
Weighted
average shares outstanding:
|
||||||||||||||||
Basic
shares
|
30,122,700 | 32,533,680 | 30,296,880 | 32,950,810 | ||||||||||||
Diluted
shares
|
31,212,861 | 32,723,181 | 30,968,361 | 33,135,684 |
2
RADIANT
LOGISTICS, INC.
Reconciliation
of EBITDA to Net Income and Net Cash Provided By Operating
Activities
(UNAUDITED)
As used
in this report, adjusted EBITDA means earnings before interest, income taxes,
depreciation and amortization adjusted for stock-based compensation and other
non-cash charges. We believe that adjusted EBITDA, as presented,
represents a useful method of assessing the performance of our operating
activities, as it reflects our earnings trends without the impact of certain
non-cash charges. Adjusted EBITDA is also used by our creditors in
assessing debt covenant compliance. We understand that although
securities analysts frequently use EBITDA in their evaluation of companies, it
is not necessarily comparable to other similarly titled captions of other
companies due to potential inconsistencies in the method of
calculation. EBITDA is not intended as an alternative to cash flow
provided by operating activities as a measure of liquidity, as an alternative to
net income as an indicator of our operating performance, nor as an alternative
to any other measure of performance in conformity with accounting principles
generally accepted in the United States of America.
The
following is a reconciliation of adjusted EBITDA to both net income and cash
flow provided by operating activities:
THREE MONTHS ENDED
DECEMBER 31,
|
SIX MONTHS ENDED
DECEMBER 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Adjusted
EBITDA
|
$ | 1,671,798 | $ | 1,026,166 | $ | 3,380,778 | $ | 1,750,106 | ||||||||
Stock-based
compensation and other non-cash charges
|
(28,857 | ) | (82,058 | ) | (87,660 | ) | (153,717 | ) | ||||||||
Gain
(loss) on litigation settlement
|
(150,000 | ) | 354,670 | (150,000 | ) | 354,670 | ||||||||||
EBITDA
|
1,492,941 | 1,298,778 | 3,143,118 | 1,951,059 | ||||||||||||
Depreciation
and amortization
|
(326,808 | ) | (385,937 | ) | (652,066 | ) | (795,717 | ) | ||||||||
Interest
expense, net
|
(36,549 | ) | (27,193 | ) | (72,982 | ) | (82,518 | ) | ||||||||
Income
tax expense
|
(413,319 | ) | (336,539 | ) | (918,862 | ) | (407,665 | ) | ||||||||
Net
income
|
716,265 | 549,109 | 1,499,208 | 665,159 | ||||||||||||
ADJUSTMENTS
TO RECONCILE NET INCOME TO NET CASH
|
||||||||||||||||
PROVIDED
BY (USED FOR) OPERATING ACTIVITIES:
|
||||||||||||||||
Non-cash
compensation expense (stock options)
|
25,832 | 54,697 | 80,771 | 108,904 | ||||||||||||
Amortization
of intangibles
|
248,192 | 283,654 | 493,575 | 591,978 | ||||||||||||
Deferred
income tax expense (benefit)
|
119,432 | (201,469 | ) | 993 | (261,532 | ) | ||||||||||
Depreciation
and leasehold amortization
|
78,616 | 102,282 | 158,491 | 203,739 | ||||||||||||
Loss
(gain) on litigation settlement
|
150,000 | (354,670 | ) | 150,000 | (354,670 | ) | ||||||||||
Change
in non-controlling interest
of subsidiaries
|
50,929 | 37,638 | 92,832 | 58,678 | ||||||||||||
Loss
on disposal of assets
|
11,931 | - | 11,931 | - | ||||||||||||
Provision
for (recovery of) doubtful accounts
|
(125,860 | ) | 38,195 | (152,143 | ) | 143,608 | ||||||||||
CHANGE
IN OPERATING ASSETS AND LIABILITIES:
|
||||||||||||||||
Accounts
receivable
|
112,949 | (2,270,906 | ) | (2,188,908 | ) | (4,436,656 | ) | |||||||||
Employee
receivables
|
4,073 | 31,266 | 3,573 | 33,266 | ||||||||||||
Station
and other receivables
|
21,688 | 12,528 | 99,576 | 185,475 | ||||||||||||
Prepaid
expenses and other assets
|
(679,054 | ) | 54,913 | (699,719 | ) | (80,091 | ) | |||||||||
Accounts
payable & accrued transportation costs
|
1,072,032 | 1,561,598 | 2,018,439 | 2,383,214 | ||||||||||||
Commissions
payable
|
(715,507 | ) | (621,658 | ) | (153,997 | ) | (179,945 | ) | ||||||||
Other
accrued costs
|
23,461 | 36,781 | 145,942 | (172,669 | ) | |||||||||||
Other
long term liabilities
|
48,059 | - | 96,119 | - | ||||||||||||
Income
taxes payable
|
(95,680 | ) | - | 136,101 | - | |||||||||||
Income
tax deposit
|
- | 374,348 | - | 503,556 | ||||||||||||
Total
adjustments
|
351,093 | (860,803 | ) | 293,576 | (1,273,145 | ) | ||||||||||
Net
cash provided by (used) for
operating activities
|
$ | 1,067,358 | $ | (311,694 | ) | $ | 1,792,784 | $ | (607,986 | ) |
3