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8-K - FORM 8-K - American Railcar Industries, Inc.c20510e8vk.htm
Exhibit 99.1
         
 
  (ARI LOGO)   AMERICAN RAILCAR INDUSTRIES, INC.
100 Clark Street, St. Charles, Missouri 63301
www.americanrailcar.com
News Release
         
For Release: July 27, 2011
  Contact:   Dale C. Davies
 
      Michael Obertop
636.940.6000
AMERICAN RAILCAR INDUSTRIES, INC. REPORTS NET EARNINGS FOR THE SECOND
QUARTER OF 2011
St. Charles, MO, July 27, 2011 — American Railcar Industries, Inc. (ARI or the Company) (NASDAQ: ARII) today reported its second quarter 2011 financial results.
Second Quarter Highlights
   
Total revenues for the second quarter of 2011 were $111.9 million as compared to $61.2 million for the second quarter of 2010.
 
   
Railcar shipments for the second quarter of 2011 were approximately 1,040 railcars as compared to approximately 370 railcars for the same period in 2010.
 
   
Gross profit was $13.3 million for the second quarter of 2011 as compared to $2.6 million for the same period in 2010.
 
   
Net earnings for the second quarter of 2011 were $0.6 million or $0.03 per share as compared to a net loss of $5.9 million or a loss of $0.28 per share for the same period in 2010.
 
   
Adjusted EBITDA was $10.9 million for the second quarter of 2011 as compared to $0.8 million for the same period in 2010.
 
   
The Company’s backlog increased to approximately 5,290 railcars at June 30, 2011 from approximately 1,050 at December 31, 2010. The Company’s backlog at June 30, 2011 includes approximately 640 railcars for lease.
 
   
Subsequent to June 30, 2011, the Company has received additional orders for over 2,200 railcars, including 435 railcars for lease.
Message from our President and CEO
“Revenues, shipments and gross profit increased in the second quarter of 2011 as compared to the first quarter of 2011 and the second quarter of 2010. We continue to see strong quote and order activity along with improved pricing,” said James Cowan, President and CEO of ARI. “Our railcar services segment also reported strong results, with gross profit margins at 28% on revenues of $17.3 million for the second quarter of 2011.”
Discussion of Results
For the second quarter of 2011, total revenues were $111.9 million as compared to $84.8 million in the first quarter of 2011, and $61.2 million in the second quarter of 2010. Revenues increased primarily due to an increase in railcar shipments, partially offset by a decrease in railcar services revenues as a result of a reduction in railcar repair projects performed at the Company’s railcar manufacturing facilities. However, revenues at railcar repair facilities in the second quarter of 2011 increased by 7.0% over the comparable quarter of 2010.
EBITDA, adjusted to exclude investment activity and stock based compensation (Adjusted EBITDA), was $10.9 million in the second quarter of 2011, compared to $3.7 million in the first quarter of 2011, and $0.8 million in the comparable quarter of 2010. The increase from 2010 resulted primarily from increases in revenues and gross profit margin, and a decrease in selling, administrative and other costs, exclusive of stock based compensation. The Company’s gross profit margin increase is primarily attributable to increased shipments, improved pricing and efficiencies created by higher volumes. Selling, administrative and other costs decreased primarily due to a decrease in outside services. These improvements were partially offset by an increase in losses from our joint ventures. The increase in joint venture losses was primarily attributable to the restart of our castings joint venture. Losses at our axle joint venture were consistent with the prior year. A reconciliation of the Company’s net earnings to EBITDA and Adjusted EBITDA (both non-GAAP financial measures) is set forth in the supplemental disclosure attached to this press release.

 

 


 

Net interest expense was $4.4 million for the second quarter of 2011, which was consistent with the same quarter of the prior year.
The Company reported net earnings of $0.6 million or $0.03 per share for the second quarter of 2011 as compared to a net loss of $5.9 million or $0.28 per share for the same period in 2010. The Company’s net earnings increased due to the factors mentioned above.
For the six months ended June 30, 2011, total revenues were $196.8 million as compared to $113.5 million for the comparable period in 2010. Revenues increased primarily due to an increase in railcar shipments, partially offset by a decrease in railcar services revenues as a result of a reduction in railcar repair projects performed at the Company’s railcar manufacturing facilities. However, revenues for the railcar repair facilities in the six months ended June 30, 3011 increased by 4.0% over the comparable period in 2010.
Adjusted EBITDA was $14.6 million for the six months ended June 30, 2011 compared to $0.5 million for the same period in 2010. The increase resulted primarily from increases in revenues and gross profit margin, and a decrease in selling, administrative and other costs, exclusive of stock based compensation. The Company’s gross profit margin increase is primarily attributable to increased shipments, improved pricing and efficiencies created by higher volumes. Selling, administrative and other costs decreased primarily due to a lower bonus accrual and a decrease in outside services. These improvements were partially offset by an increase in losses from our joint ventures, which were primarily attributable to the restart of our castings joint venture and losses at our Indian joint venture. Our axle joint venture losses were consistent with the prior year.
Net interest expense was $8.8 million for the six months ended June 30, 2011, which was consistent with the same period of 2010.
The Company reported a net loss of $4.8 million or $0.22 per share for the six months ended June 30, 2011 as compared to a net loss of $12.9 million or $0.61 per share for the same period in 2010. The Company’s net loss decreased due to the factors mentioned above.
ARI will host a webcast and conference call on Thursday, July 28, 2011 at 10:00 am (Eastern Time) to discuss the Company’s second quarter 2011 financial results. To participate in the webcast, please log-on to ARI’s investor relations page through the ARI website at www.americanrailcar.com. To participate in the conference call, please dial 877.745.9389. Participants are asked to log-on to the ARI website or dial in to the conference call approximately 10 to 15 minutes prior to the start time. An audio replay of the call will also be available on the Company’s website promptly following the earnings call.
About American Railcar Industries, Inc.
American Railcar Industries, Inc. is a leading North American designer and manufacturer of hopper and tank railcars. ARI also leases, repairs and refurbishes railcars, provides fleet management services and designs and manufactures certain railcar and industrial components. ARI provides its railcar customers with integrated solutions through a comprehensive set of high quality products and related services.

 

 


 

Forward Looking Statement Disclaimer
This press release contains statements relating to our expected financial performance and/or future business prospects, events and plans that are forward-looking statements. Forward-looking statements represent the Company’s estimates and assumptions only as of the date of this press release. Such statements include, without limitation, statements regarding potential improvements in our business and the overall railcar industry, the potential for increased order activity, improved pricing, anticipated future production rates, the Company’s backlog and any implication that the Company’s backlog may be indicative of future sales. These forward-looking statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from the results described in or anticipated by our forward-looking statements. Other potential risks and uncertainties include, among other things: the impact of the recent economic downturn, adverse market conditions and restricted credit markets, and the impact of the continuation of these conditions; our reliance upon a small number of customers that represent a large percentage of our revenues and backlog; the health of and prospects for the overall railcar industry; our prospects in light of the cyclical nature of the railcar manufacturing business and the current economic environment; anticipated trends relating to our shipments, leasing, railcar services, revenues, financial condition or results of operations; our ability to manage overhead and variations in production rates; the highly competitive nature of the railcar manufacturing industry; fluctuating costs of raw materials, including steel and railcar components and delays in the delivery of such raw materials and components; fluctuations in the supply of components and raw materials ARI uses in railcar manufacturing; anticipated production schedules for our products and the anticipated financing needs, construction and production schedules of our joint ventures; the risks associated with potential joint ventures, potential acquisitions or new business endeavors; the international economic and political risks related to our joint ventures’ current and potential international operations; the risk of the lack of acceptance of new railcar offerings by our customers and the risk of initial production costs for our new railcar offerings being significantly higher than expected; the sufficiency of our liquidity and capital resources; the conversion of our railcar backlog into revenues; compliance with covenants contained in our unsecured senior notes; the impact and anticipated benefits of any acquisitions we may complete; the impact and costs and expenses of any litigation we may be subject to now or in the future; the ongoing benefits and risks related to our relationship with Mr. Carl Icahn (the chairman of our board of directors and, through his holdings of Icahn Enterprises LP, our principal beneficial stockholder) and certain of his affiliates; and the additional risk factors described in our filings with the Securities and Exchange Commission. We expressly disclaim any duty to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future events or otherwise.

 

 


 

CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
                 
    As of  
    June 30,     December 31,  
    2011     2010  
    (unaudited)        
Assets
               
Current assets:
               
Cash and cash equivalents
  $ 301,051     $ 318,758  
Accounts receivable, net
    40,762       21,002  
Accounts receivable, due from related parties
    2,640       4,981  
Income taxes receivable
    14,878       14,939  
Inventories, net
    70,161       50,033  
Deferred tax assets
    2,655       3,029  
Prepaid expenses and other current assets
    3,436       2,654  
 
           
Total current assets
    435,583       415,396  
 
               
Property, plant and equipment, net
    171,478       181,255  
Deferred debt issuance costs
    1,643       1,951  
Interest receivable, due from related parties
    274       187  
Goodwill
    7,169       7,169  
Investments in and loans to joint ventures
    45,353       48,169  
Other assets
    862       240  
 
           
Total assets
  $ 662,362     $ 654,367  
 
           
 
               
Liabilities and Stockholders’ Equity
               
Current liabilities:
               
Accounts payable
  $ 40,032     $ 29,334  
Accounts payable, due to related parties
    92       275  
Accrued expenses and taxes
    9,535       5,095  
Accrued compensation
    12,761       11,054  
Accrued interest expense
    6,875       6,875  
 
           
Total current liabilities
    69,295       52,633  
 
               
Senior unsecured notes
    275,000       275,000  
Deferred tax liability
    4,735       7,938  
Pension and post-retirement liabilities
    6,263       6,707  
Other liabilities
    3,206       4,313  
 
           
Total liabilities
    358,499       346,591  
 
               
Commitments and contingencies
               
 
               
Stockholders’ equity:
               
 
               
Common stock, $.01 par value, 50,000,000 shares authorized, 21,352,297 shares issued and outstanding at June 30, 2011 and 21,316,296 shares issued and outstanding at December 31, 2010
    214       213  
Additional paid-in capital
    239,608       238,947  
Retained earnings
    62,449       67,209  
Accumulated other comprehensive income
    1,592       1,407  
 
           
Total stockholders’ equity
    303,863       307,776  
 
           
Total liabilities and stockholders’ equity
  $ 662,362     $ 654,367  
 
           

 

 


 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts, unaudited)
                 
    For the Three Months Ended  
    June 30,  
    2011     2010  
 
               
Revenues:
               
Manufacturing operations (including no revenues from affiliates of for the three months ended June 30, 2011 and $33,552 for the three months ended June 30, 2010)
  $ 94,597     $ 43,223  
 
               
Railcar services (including revenues from affiliates of $6,596 and $3,179 for the three months ended June 30, 2011 and 2010, respectively)
    17,316       17,942  
 
           
Total revenues
    111,913       61,165  
 
               
Cost of revenue:
               
Manufacturing operations
    (86,100 )     (44,890 )
Railcar services
    (12,557 )     (13,705 )
 
           
Total cost of revenue
    (98,657 )     (58,595 )
Gross profit
    13,256       2,570  
 
               
Selling, administrative and other (including costs to a related party of $145 and $154 for the three months ended June 30, 2011 and 2010, respectively)
    (5,062 )     (5,606 )
 
           
Earnings (loss) from operations
    8,194       (3,036 )
 
               
Interest income (including income from related parties of $705 and $614 for the three months ended June 30, 2011 and 2010, respectively)
    944       769  
Interest expense
    (5,330 )     (5,319 )
Other income (including income from a related party of $3 and $4 for the three months ended June 30, 2011 and 2010, respectively)
    15       292  
Loss from joint ventures
    (2,829 )     (2,271 )
 
           
Earnings (loss) before income taxes
    994       (9,565 )
Income tax (expense) benefit
    (425 )     3,683  
 
           
Net earnings (loss)
  $ 569     $ (5,882 )
 
           
 
               
Net earnings (loss) per common share — basic and diluted
  $ 0.03     $ (0.28 )
Weighted average common shares outstanding — basic and diluted
    21,352       21,302  
 
               
Dividends declared per common share
  $     $  

 

 


 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts, unaudited)
                 
    For the Six Months Ended  
    June 30,  
    2011     2010  
 
               
Revenues:
               
Manufacturing operations (including revenues from affiliates of $1,221 and $46,127 for the six months ended June 30, 2011 and 2010, respectively)
  $ 163,293     $ 78,858  
 
               
Railcar services (including revenues from affiliates of $12,133 and $6,020 for the six months ended June 30, 2011 and 2010, respectively)
    33,463       34,618  
 
           
Total revenues
    196,756       113,476  
 
               
Cost of revenue:
               
Manufacturing operations
    (152,681 )     (82,277 )
Railcar services
    (25,875 )     (27,673 )
 
           
Total cost of revenue
    (178,556 )     (109,950 )
Gross profit
    18,200       3,526  
 
               
Selling, administrative and other (including costs to a related party of $291 and $308 for the six months ended June 30, 2011 and 2010, respectively)
    (11,944 )     (11,693 )
 
           
Earnings (loss) from operations
    6,256       (8,167 )
 
               
Interest income (including income from related parties of $1,384 and $1,221 for the six months ended June 30, 2011 and 2010, respectively)
    1,860       1,499  
Interest expense
    (10,665 )     (10,640 )
Other income (including income from a related party of $7 and $8 for the six months ended June 30, 2011 and 2010, respectively)
    19       377  
Loss from joint ventures
    (5,071 )     (4,053 )
 
           
Loss before income taxes
    (7,601 )     (20,984 )
Income tax benefit
    2,841       8,079  
 
           
Net loss
  $ (4,760 )   $ (12,905 )
 
           
 
               
Net loss per common share — basic and diluted
  $ (0.22 )   $ (0.61 )
Weighted average common shares outstanding — basic and diluted
    21,351       21,302  
 
               
Dividends declared per common share
  $     $  

 

 


 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
                 
    For the Six Months Ended  
    June 30,  
    2011     2010  
       
Operating activities:
               
Net loss
  $ (4,760 )   $ (12,905 )
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities:
               
Depreciation
    11,454       11,901  
Amortization of deferred costs
    349       349  
Loss on disposal of property, plant and equipment
    66       28  
Stock based compensation
    1,959       821  
Change in interest receivable, due from related parties
    (87 )     (1,221 )
Change in investments in joint ventures as a result of loss
    5,071       4,053  
Realized gain on short-term investments — available-for-sale securities
          (379 )
Deferred income tax benefit
    (2,831 )     (8,243 )
(Provision) recovery for doubtful accounts receivable
    (22 )     6  
Changes in operating assets and liabilities:
               
Accounts receivable, net
    (19,722 )     (2,711 )
Accounts receivable, due from related parties
    2,348       (13,232 )
Income taxes receivable
    (12 )     1,661  
Inventories, net
    (20,098 )     (1,598 )
Prepaid expenses and other current assets
    (781 )     440  
Accounts payable
    10,690       4,458  
Accounts payable, due to related parties
    (183 )     (229 )
Accrued expenses and taxes
    3,073       729  
Other
    (1,249 )     (782 )
 
           
Net cash used in operating activities
    (14,735 )     (16,854 )
Investing activities:
               
Purchases of property, plant and equipment
    (1,561 )     (3,727 )
Proceeds from the sale of property, plant and equipment
    117       104  
Proceeds from the sale of short-term investments — available-for-sale securities
          4,180  
Investments in and loans to joint ventures
    (2,296 )     (10,680 )
 
           
Net cash used in investing activities
    (3,740 )     (10,123 )
Financing activities:
               
Proceeds from stock option exercises
    756        
 
           
Net cash provided by financing activities
    756        
 
           
Effect of exchange rate changes on cash and cash equivalents
    12       (6 )
 
           
Decrease in cash and cash equivalents
    (17,707 )     (26,983 )
Cash and cash equivalents at beginning of period
    318,758       347,290  
 
           
Cash and cash equivalents at end of period
  $ 301,051     $ 320,307  
 
           

 

 


 

RECONCILIATION OF NET EARNINGS (LOSS) TO EBITDA AND ADJUSTED EBITDA
(In thousands, unaudited)
                                 
    Three months ended     Six months ended  
    June 30,     June 30,  
    2011     2010     2011     2010  
 
                               
Net earnings (loss)
  $ 569     $ (5,882 )   $ (4,760 )   $ (12,905 )
Income tax expense (benefit)
    425       (3,683 )     (2,841 )     (8,079 )
Interest expense
    5,330       5,319       10,665       10,640  
Interest income
    (944 )     (769 )     (1,860 )     (1,499 )
Depreciation
    5,688       5,986       11,454       11,901  
 
                       
EBITDA
  $ 11,068     $ 971     $ 12,658     $ 58  
 
                       
(Income) expense related to stock appreciation rights compensation 1
    (189 )     121       1,959       821  
Other income on short-term investment activity
          (298 )           (379 )
 
                       
Adjusted EBITDA
  $ 10,879     $ 794     $ 14,617     $ 500  
 
                       
     
1  
SARs are cash settled at time of exercise
EBITDA represents net earnings (loss) before income tax expense (benefit), interest expense (income) and depreciation of property, plant and equipment. The Company believes EBITDA is useful to investors in evaluating ARI’s operating performance compared to that of other companies in the same industry. In addition, ARI’s management uses EBITDA to evaluate operating performance. The calculation of EBITDA eliminates the effects of financing, income taxes and the accounting effects of capital spending. These items may vary for different companies for reasons unrelated to the overall operating performance of a company’s business. EBITDA is not a financial measure presented in accordance with U.S. generally accepted accounting principles (U.S. GAAP). Accordingly, when analyzing the Company’s operating performance, investors should not consider EBITDA in isolation or as a substitute for net loss, cash flows used in operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of EBITDA is not necessarily comparable to that of other similarly titled measures reported by other companies.
Adjusted EBITDA represents EBITDA before stock based compensation related to stock appreciation rights (SARs), and before income on investments. We believe that Adjusted EBITDA is useful to investors evaluating our operating performance, and management also uses Adjusted EBITDA for that purpose. Our SARs (which settle in cash) are revalued each quarter based primarily upon changes in our stock price. Management believes that eliminating the expense or income associated with our stock based compensation and investments allows us and our investors to understand better our operating results independent of financial changes caused by the fluctuating price and value of our common stock and investments. Adjusted EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider Adjusted EBITDA in isolation or as a substitute for net loss, cash flows used in operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of Adjusted EBITDA is not necessarily comparable to that of other similarly titled measures reported by other companies.