Press Contact: Tom Rodak
Director of Corporate Marketing
(765) 771-5555 |  | Investor Relations: Jeff Taylor
Vice President, Acting CFO & Treasurer
(765) 771-5310 |
FOR IMMEDIATE RELEASE
Wabash National Corporation Announces Second Quarter 2013 Results
Q2 2013 GAAP EPS of $0.20 and Non-GAAP Adjusted EPS of $0.21 per Diluted Share; Operating Income and Operating EBITDA of $30.5 Million and $42.2 Million, respectively
LAFAYETTE, Ind. – July 30, 2013 – Wabash National Corporation (NYSE: WNC) reported second quarter 2013 net income of $14.1 million, or $0.20 per diluted share on net sales of $413 million compared to second quarter 2012 net income of $1.9 million, or $0.03 per diluted share on net sales of $362 million. The Company’s second quarter 2013 results include the impact of non-recurring acquisition expenses and the early extinguishment of debt related to a $20 million term loan prepayment made in May 2013. Excluding the impact of these items, non-GAAP adjusted earnings for the quarter ended June 30, 2013 were $14.7 million, or $0.21 per diluted share. The second quarter 2012 results also included non-recurring charges related to the Company’s acquisition of Walker Group Holdings LLC (“Walker”), totaling $13.6 million. Excluding the impact of these costs, non-GAAP adjusted earnings for the quarter ended June 30, 2012 were $15.5 million, or $0.23 per diluted share. If the prior period results were tax affected at 40.0 percent consistent with the current period, non-GAAP earnings per share would have been lower by $0.08 per diluted share. Net sales for the second quarter of 2013 also included a full quarter impact from the Walker acquisition completed in May 2012 as well as the acquisition of certain assets of Beall Corporation (“Beall”) completed in the first quarter of 2013.
The Company reported operating income totaling $30.5 million for the second quarter of 2013, compared to operating income of $8.6 million for the second quarter of 2012. Non-GAAP operating EBITDA, which excludes the effects of certain costs related to the acquisition of Walker and certain assets of Beall, as well as other recurring and non-recurring items, for the second quarter of 2013 was $42.2 million, an improvement of $12.6 million compared to the previous year period. On a trailing twelve months basis, the Company’s net sales increased to approximately $1.56 billion, generating operating EBITDA of $145.9 million, or 9.4 percent of net sales. The improvement in operating performance is attributed to the successful execution of the Company’s growth strategy and disciplined approach to improving profitability, including an improved mix of higher-margin trailer orders, diversification into higher margin opportunities through the acquisitions of Walker and certain assets of Beall, and operational improvements in our manufacturing facilities.
The following is a summary of select operating and financial results for the past five quarters:
| | | Three Months Ended | |
| | | June 30, | | | September 30, | | | December 31, | | | March 31, | | | June 30, | |
| (Dollars in thousands) | | 2012 | | | 2012 | | | 2012 | | | 2013 | | | 2013 | |
| | | | | | | | | | | | | | | | |
| Net Sales | | $ | 362,408 | | | $ | 405,917 | | | $ | 415,847 | | | $ | 324,229 | | | $ | 413,126 | |
| | | | | | | | | | | | | | | | | | | | | |
| Gross Profit Margin | | | 10.9 | % | | | 12.3 | % | | | 13.1 | % | | | 13.0 | % | | | 14.2 | % |
| | | | | | | | | | | | | | | | | | | | | |
| Income from Operations | | $ | 8,568 | (1) | | $ | 27,236 | (1) | | $ | 29,231 | (1) | | $ | 14,856 | (1) | | $ | 30,452 | (1) |
| | | | | | | | | | | | | | | | | | | | | |
| Net Income | | $ | 1,942 | (1) | | $ | 18,441 | (1) | | $ | 80,184 | (1) (2) | | $ | 5,735 | (1) | | $ | 14,135 | (1) |
| | | | | | | | | | | | | | | | | | | | | |
| Diluted EPS | | $ | 0.03 | | | $ | 0.27 | | | $ | 1.16 | | | $ | 0.08 | | | $ | 0.20 | |
| | | | | | | | | | | | | | | | | | | | | |
| Non-GAAP Measures(3): | | | | | | | | | | | | | | | | | | | | |
| Operating EBITDA | | $ | 29,685 | | | $ | 37,695 | | | $ | 38,834 | | | $ | 27,134 | | | $ | 42,246 | |
| | | | | | | | | | | | | | | | | | | | | |
| Operating EBITDA Margin | | | 8.2 | % | | | 9.3 | % | | | 9.3 | % | | | 8.4 | % | | | 10.2 | % |
| | | | | | | | | | | | | | | | | | | | | |
| Adjusted Earnings | | $ | 15,542 | | | $ | 20,887 | | | $ | 21,678 | | | $ | 6,106 | | | $ | 14,697 | |
| | | | | | | | | | | | | | | | | | | | | |
| Adjusted Diluted EPS | | $ | 0.23 | | | $ | 0.30 | | | $ | 0.32 | | | $ | 0.09 | | | $ | 0.21 | |
Notes:
| (1) | Quarterly Income from Operations and Net Income include charges of $13.6 million, $2.4 million, $0.5 million, $0.6 million and $0.2 million for the quarterly periods beginning with the second quarter of 2012 and ending with the second quarter of 2013, respectively, in connection with acquisition related charges associated with the Company’s acquisition of Walker as well as the purchase of certain assets of Beall. |
| (2) | Net income for the fourth quarter of 2012 includes an income tax benefit of $59.0 million primarily related to the reversal of a U.S. valuation allowance against its deferred tax assets. |
| (3) | See “Non-GAAP Measures” below for explanation of the non-GAAP results included above. |
Dick Giromini, president and chief executive officer, stated, “We are very pleased to report such a strong second quarter. Our results were driven by the broad-based execution of our long-term strategy to transform Wabash National into a diversified manufacturer, while implementing operational improvements throughout the business and enhancing our long-term margin and growth profile through the integration of strategic acquisitions. The benefits of our diversification initiatives are evident in our second quarter results including a more balanced contribution from each of our segments to both our top-line and bottom-line. In particular, our composite products exceeded our expectations and recorded the strongest quarter in its history.We maintained the momentum generated during 2012 and followed the first quarter with solid growth during the second quarter, and based on current order rates and industry indicators, we expect continued strong performance in the second half of the year.”
Mr. Giromini continued, “New trailer shipments for the second quarter were approximately 11,400, consistent with our previous guidance of 11,000 to 12,000 trailers. We anticipate a significant increase in customer pickups during the third quarter with trailer shipments expected to be between 12,500 to 13,500trailers. We now expect the full year trailer shipments to be between 45,500 and 47,500 units. Our backlog increased slightly during the quarter and continues to be at a healthy level of approximately $680 million as of June 30, 2013. Longer-term, we believe the demand environment for trailers remains strong as fleet age, customer profitability, used trailer values, regulatory compliance and improved access to financing all support continued demand for new trailers.”
Second Quarter Business Segment Highlights
The table below is a summary of select segment operating and financial results prior to the elimination of intersegment sales for the second quarter of 2013 and 2012, respectively. A complete disclosure of the results by individual segment is included in the tables following this release.
| | | Commercial | | | Diversified | | | | |
| | | Trailer Products | | | Products | | | Retail | |
| Three months ended June 30, | | | | | | | | | | | | |
| 2013 | | | | | | | | | | | | |
| New trailers shipped | | | 10,700 | | | | 800 | | | | 800 | |
| Net sales | | $ | 265,835 | | | $ | 135,467 | | | $ | 48,136 | |
| Gross profit | | $ | 21,123 | | | $ | 31,744 | | | $ | 5,519 | |
| Gross profit margin | | | 7.9 | % | | | 23.4 | % | | | 11.5 | % |
| Income from operations | | $ | 14,555 | | | $ | 19,262 | | | $ | 1,261 | |
| Income from operations margin | | | 5.5 | % | | | 14.2 | % | | | 2.6 | % |
| | | | | | | | | | | | | |
| 2012 | | | | | | | | | | | | |
| New trailers shipped | | | 11,700 | | | | 500 | | | | 600 | |
| Net sales | | $ | 280,730 | | | $ | 72,121 | | | $ | 38,171 | |
| Gross profit | | $ | 18,936 | | | $ | 16,550 | | | $ | 4,131 | |
| Gross profit margin | | | 6.7 | % | | | 22.9 | % | | | 10.8 | % |
| Income from operations | | $ | 13,735 | | | $ | 9,285 | | | $ | 1,027 | |
| Income from operations margin | | | 4.9 | % | | | 12.9 | % | | | 2.7 | % |
Commercial Trailer Products’ net sales decreased $14.9 million or 5.3 percent, on 10,700 trailers, or 1,000 fewer trailers than the prior year period. However, consistent with the Company’s efforts to improve pricing of our products, to recover material cost increases, and to improve the product mix, the Company’s average selling prices increased $500, or 2.3 percent compared to the prior year period. As a result, gross margin improved 120 basis points to 7.9 percent compared to the prior year period. Operating income increased to $14.6 million, or $0.8 million higher than the second quarter last year due to improved pricing and operational improvements.
Diversified Products’ net sales increased $63.3 million, or 87.8 percent, with our recent acquisitions of Walker and certain Beall assets contributing $98 million during the second quarter of 2013 as compared to $40 million for the previous year quarter. Gross profit improved $15.2 million compared to the prior year period, while gross margin increased 50 basis points from 22.9 percent to 23.4 percent, primarily attributed to the mix effect of Walker being a larger portion of Diversified Products this year. Operating income increased 107 percent, or $10.0 million, as compared to the same period last year, primarily due to the full quarter impact of Walker in 2013 as compared to the partial quarter in 2012 and also due to a strong quarter from our composite products.
Retail’s net sales increased $10.0 million, or 26.1 percent, and gross profit improved $1.4 million, gross margins increased 70 basis points to 11.5 percent, and operating income improved $0.2 million during the second quarter of 2013 as compared to the previous year quarter. Results were favorably impacted by the contribution of the Walker parts and service business as well as an increase in new trailer shipments of approximately 200 units.
Non-GAAP Measures
In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), the financial information included in this release contain non-GAAP financial measures, including Operating EBITDA, Operating EBITDA margin, adjusted earnings and adjusted earnings per diluted share.
These non-GAAP measures should not be considered a substitute for, or superior to, financial measures and results calculated in accordance with GAAP, including net income, and reconciliations to GAAP financial statements should be carefully evaluated.
Operating EBITDA is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, and other non-operating income and expense, as well as certain charges in connection with the Company’s acquisitions of Walker and certain assets of Beall. Management believes Operating EBITDA provides useful information to investors regarding our results of operations. The Company provides this measure 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 understanding of the Company’s operating performance. A reconciliation of Operating EBITDA to net income is included in the tables following this release.
Adjusted earnings and adjusted earnings per diluted share reflect adjustments for non-recurring charges related to the Company’s acquisitions of Walker and certain assets of Beall, the impact of the release of the valuation allowances recorded against the Company’s net deferred tax assets as well asone-time costs related to losses incurred on the early extinguishment of debt for the term loan prepayment made in May 2013.Management believes providing this measure and excluding the impact of the non-recurring expenses attributable to the acquisitions of Walker and certain assets of Beall, the impact of the release of the valuation allowances and early extinguishment of debt costs facilitates comparisons to the Company’s prior year periods and, when combined with the primary GAAP presentation of net income and diluted net income per share, is beneficial to an investor’s understanding of the Company’s performance. A reconciliation of adjusted earnings and adjusted earnings per diluted share to net income and diluted net income per share is included in the tables following this release.
Second Quarter 2013 Conference Call
Wabash National will conduct a conference call to review and discuss its second quarter results on July 31, 2013, at 10:00 a.m. EDT. Access to the live webcast will be available on the Company’s website atwww.wabashnational.com. For those unable to participate in the live webcast, the call will be archived atwww.wabashnational.com within three hours of the conclusion of the live call and will remain available throughOctober 23, 2013. Meeting access also will be available via conference call at 888-771-4371, participant code 35282310.
About Wabash National Corporation
Headquartered in Lafayette, Indiana, Wabash National Corporation (NYSE: WNC) is a diversified manufacturer and North America’s leading producer of semi trailers and liquid transportation systems. Established in 1985, the Company specializes in the design and production of dry freight vans, refrigerated vans, platform trailers, intermodal equipment, liquid tank trailers, frac tanks, engineered products, and composite products. Wabash National operates three wholly-owned subsidiaries: Transcraft Corporation, Walker Group Holdings LLC, and Wabash National Trailer Centers, Inc. Its innovative products are sold under the following brand names: Wabash National®, Transcraft®, Benson®, DuraPlate®, ArcticLite®, Walker Transport, Walker Stainless Equipment, Walker Defense Group, Walker Barrier Systems, Walker Engineered Products, Brenner® Tank, Garsite, Progress Tank, TST, Bulk Tank International, Beall® and Extract Technology®. To learn more, visitwww.wabashnational.com.
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 trailer demand levels, improved profitability and earnings capacity, customer pickup expectations, opportunity to capture higher margin sales, and the benefits of the acquisitions of Walker and certain assets of Beall. 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, dependence on industry trends and timing, costs of indebtedness incurred in connection with the acquisition of Walker and the failure to achieve the benefit of the Walker acquisition and Beall asset purchase. 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.
# # #
| WABASH NATIONAL CORPORATION |
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
| (Dollars in thousands, except per share amounts) |
| (Unaudited) |
| | | Three Months Ended
June 30, | | | Six Months Ended
June 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | |
| Net sales | | $ | 413,126 | | | $ | 362,408 | | | $ | 737,355 | | | $ | 640,090 | |
| Cost of sales | | | 354,273 | | | | 322,727 | | | | 636,316 | | | | 580,680 | |
| Gross profit | | | 58,853 | | | | 39,681 | | | | 101,039 | | | | 59,410 | |
| | | | | | | | | | | | | | | | | |
| General and administrative expenses | | | 14,974 | | | | 9,953 | | | | 28,649 | | | | 18,321 | |
| Selling expenses | | | 7,734 | | | | 5,482 | | | | 15,401 | | | | 8,978 | |
| Amortization of intangibles | | | 5,454 | | | | 3,454 | | | | 10,824 | | | | 4,192 | |
| Acquisition expenses | | | 239 | | | | 12,224 | | | | 857 | | | | 13,902 | |
| Income from operations | | | 30,452 | | | | 8,568 | | | | 45,308 | | | | 14,017 | |
| | | | | | | | | | | | | | | | | |
| Other income (expense): | | | | | | | | | | | | | | | | |
| Interest expense | | | (6,577 | ) | | | (5,441 | ) | | | (14,112 | ) | | | (6,174 | ) |
| Other, net | | | (333 | ) | | | (56 | ) | | | 1,905 | | | | (60 | ) |
| Income before income taxes | | | 23,542 | | | | 3,071 | | | | 33,101 | | | | 7,783 | |
| Income tax expense | | | 9,407 | | | | 1,129 | | | | 13,231 | | | | 777 | |
| Net income | | $ | 14,135 | | | $ | 1,942 | | | $ | 19,870 | | | $ | 7,006 | |
| Basic and diluted net income per share | | $ | 0.20 | | | $ | 0.03 | | | $ | 0.29 | | | $ | 0.10 | |
| | | | | | | | | | | | | | | | | |
| Comprehensive income | | | | | | | | | | | | | | | | |
| Net income | | $ | 14,135 | | | $ | 1,942 | | | $ | 19,870 | | | $ | 7,006 | |
| Foreign currency translation adjustment | | | (88 | ) | | | 106 | | | | (343 | ) | | | 106 | |
| Net comprehensive income | | $ | 14,047 | | | $ | 2,048 | | | $ | 19,527 | | | $ | 7,112 | |
| | | | | | | | | | | | | | | | | |
| Basic net income per share: | | | | | | | | | | | | | | | | |
| Net income applicable to common stockholders | | $ | 14,135 | | | $ | 1,942 | | | $ | 19,870 | | | $ | 7,006 | |
| Undistributed earnings allocated to participating securities | | | (112 | ) | | | (16 | ) | | | (169 | ) | | | (60 | ) |
| Net income applicable to common stockholders excluding amounts applicable to participating securities | | $ | 14,023 | | | $ | 1,926 | | | $ | 19,701 | | | $ | 6,946 | |
| Weighted average common shares outstanding | | | 68,442 | | | | 68,323 | | | | 68,419 | | | | 68,284 | |
| Basic net income per share | | $ | 0.20 | | | $ | 0.03 | | | $ | 0.29 | | | $ | 0.10 | |
| | | | | | | | | | | | | | | | | |
| Diluted net income per share: | | | | | | | | | | | | | | | | |
| Net income applicable to common stockholders | | $ | 14,135 | | | $ | 1,942 | | | $ | 19,870 | | | $ | 7,006 | |
| Undistributed earnings allocated to participating securities | | | (112 | ) | | | (16 | ) | | | (169 | ) | | | (60 | ) |
| Net income applicable to common stockholders excluding amounts applicable to participating securities | | $ | 14,023 | | | $ | 1,926 | | | $ | 19,701 | | | $ | 6,946 | |
| | | | | | | | | | | | | | | | | |
| Weighted average common shares outstanding | | | 68,442 | | | | 68,323 | | | | 68,419 | | | | 68,284 | |
| Dilutive stock options and restricted stock | | | 416 | | | | 202 | | | | 425 | | | | 287 | |
| Diluted weighted average common shares outstanding | | | 68,858 | | | | 68,525 | | | | 68,844 | | | | 68,571 | |
| Diluted net income per share | | $ | 0.20 | | | $ | 0.03 | | | $ | 0.29 | | | $ | 0.10 | |
| WABASH NATIONAL CORPORATION |
| SEGMENTS AND RELATED INFORMATION |
| (Dollars in thousands) |
| (Unaudited) |
| | | Commercial | | | Diversified | | | | | | Corporate and | | | | |
| Three Months Ended June 30, | | Trailer Products | | | Products | | | Retail | | | Eliminations | | | Consolidated | |
| 2013 | | | | | | | | | | | | | | | | | | | | |
| New trailers shipped | | | 10,700 | | | | 800 | | | | 800 | | | | (900 | ) | | | 11,400 | |
| Used trailers shipped | | | 700 | | | | - | | | | 400 | | | | - | | | | 1,100 | |
| | | | | | | | | | | | | | | | | | | | | |
| New Trailers | | $ | 254,674 | | | $ | 51,232 | | | $ | 22,864 | | | $ | (21,826 | ) | | $ | 306,944 | |
| Used Trailers | | | 6,265 | | | | 671 | | | | 3,657 | | | | - | | | | 10,593 | |
| Components, parts and service | | | 2,598 | | | | 33,761 | | | | 20,225 | | | | (3,682 | ) | | | 52,902 | |
| Equipment and other | | | 2,298 | | | | 49,803 | | | | 1,390 | | | | (10,804 | ) | | | 42,687 | |
| Total net external sales | | $ | 265,835 | | | $ | 135,467 | | | $ | 48,136 | | | $ | (36,312 | ) | | $ | 413,126 | |
| | | | | | | | | | | | | | | | | | | | | |
| Gross profit | | $ | 21,123 | | | $ | 31,744 | | | $ | 5,519 | | | $ | 467 | | | $ | 58,853 | |
| Income (Loss) from operations | | $ | 14,555 | | | $ | 19,262 | | | $ | 1,261 | | | $ | (4,626 | ) | | $ | 30,452 | |
| | | | | | | | | | | | | | | | | | | | | |
| 2012 | | | | | | | | | | | | | | | | | | | | |
| New trailers shipped | | | 11,700 | | | | 500 | | | | 600 | | | | (700 | ) | | | 12,100 | |
| Used trailers shipped | | | 700 | | | | - | | | | 400 | | | | - | | | | 1,100 | |
| | | | | | | | | | | | | | | | | | | | | |
| New Trailers | | $ | 272,651 | | | $ | 21,007 | | | $ | 16,513 | | | $ | (17,108 | ) | | $ | 293,063 | |
| Used Trailers | | | 4,825 | | | | 293 | | | | 4,294 | | | | - | | | | 9,412 | |
| Components, parts and service | | | 1,086 | | | | 23,196 | | | | 16,370 | | | | (3,202 | ) | | | 37,450 | |
| Equipment and other | | | 2,168 | | | | 27,625 | | | | 994 | | | | (8,304 | ) | | | 22,483 | |
| Total net external sales | | $ | 280,730 | | | $ | 72,121 | | | $ | 38,171 | | | $ | (28,614 | ) | | $ | 362,408 | |
| | | | | | | | | | | | | | | | | | | | | |
| Gross profit | | $ | 18,936 | | | $ | 16,550 | | | $ | 4,131 | | | $ | 64 | | | $ | 39,681 | |
| Income (Loss) from operations | | $ | 13,735 | | | $ | 9,285 | | | $ | 1,027 | | | $ | (15,479 | ) | | $ | 8,568 | |
| | | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, | | | | | | | | | | | | | | | | | | | | |
| 2013 | | | | | | | | | | | | | | | | | | | | |
| New trailers shipped | | | 18,700 | | | | 1,400 | | | | 1,500 | | | | (1,600 | ) | | | 20,000 | |
| Used trailers shipped | | | 1,400 | | | | 100 | | | | 600 | | | | - | | | | 2,100 | |
| | | | | | | | | | | | | | | | | | | | | |
| New Trailers | | $ | 443,652 | | | $ | 94,753 | | | $ | 39,807 | | | $ | (35,802 | ) | | $ | 542,410 | |
| Used Trailers | | | 11,315 | | | | 1,620 | | | | 6,310 | | | | (5 | ) | | | 19,240 | |
| Components, parts and service | | | 5,417 | | | | 54,823 | | | | 40,188 | | | | (6,239 | ) | | | 94,189 | |
| Equipment and other | | | 3,526 | | | | 96,287 | | | | 2,674 | | | | (20,971 | ) | | | 81,516 | |
| Total net external sales | | $ | 463,910 | | | $ | 247,483 | | | $ | 88,979 | | | $ | (63,017 | ) | | $ | 737,355 | |
| | | | | | | | | | | | | | | | | | | | | |
| Gross profit | | $ | 32,757 | | | $ | 57,672 | | | $ | 10,399 | | | $ | 211 | | | $ | 101,039 | |
| Income (Loss) from operations | | $ | 19,873 | | | $ | 32,782 | | | $ | 2,134 | | | $ | (9,481 | ) | | $ | 45,308 | |
| | | | | | | | | | | | | | | | | | | | | |
| 2012 | | | | | | | | | | | | | | | | | | | | |
| New trailers shipped | | | 22,100 | | | | 500 | | | | 1,000 | | | | (1,200 | ) | | | 22,400 | |
| Used trailers shipped | | | 1,300 | | | | - | | | | 800 | | | | - | | | | 2,100 | |
| | | | | | | | | | | | | | | | | | | | | |
| New Trailers | | $ | 507,740 | | | $ | 21,007 | | | $ | 26,404 | | | $ | (26,898 | ) | | $ | 528,253 | |
| Used Trailers | | | 8,973 | | | | 293 | | | | 7,731 | | | | - | | | | 16,997 | |
| Components, parts and service | | | 1,675 | | | | 39,849 | | | | 28,139 | | | | (5,635 | ) | | | 64,028 | |
| Equipment and other | | | 5,722 | | | | 42,562 | | | | 1,017 | | | | (18,489 | ) | | | 30,812 | |
| Total net external sales | | $ | 524,110 | | | $ | 103,711 | | | $ | 63,291 | | | $ | (51,022 | ) | | $ | 640,090 | |
| | | | | | | | | | | | | | | | | | | | | |
| Gross profit | | $ | 30,577 | | | $ | 23,008 | | | $ | 6,610 | | | $ | (785 | ) | | $ | 59,410 | |
| Income (Loss) from operations | | $ | 19,922 | | | $ | 14,669 | | | $ | 952 | | | $ | (21,526 | ) | | $ | 14,017 | |
| WABASH NATIONAL CORPORATION |
| CONDENSED CONSOLIDATED BALANCE SHEETS |
| (Dollars in thousands) |
| | | June 30, | | | December 31, | |
| | | 2013 | | | 2012 | |
| | | (Unaudited) | | | | |
| ASSETS |
| Current assets | | | | | | | | |
| Cash | | $ | 45,415 | | | $ | 81,449 | |
| Accounts receivable | | | 124,600 | | | | 96,590 | |
| Inventories | | | 243,688 | | | | 189,487 | |
| Deferred income taxes | | | 41,840 | | | | 42,330 | |
| Prepaid expenses and other | | | 5,579 | | | | 8,239 | |
| Total current assets | | $ | 461,122 | | | $ | 418,095 | |
| | | | | | | | | |
| Property, plant and equipment | | | 138,474 | | | | 132,146 | |
| | | | | | | | | |
| Deferred income taxes | | | 9,255 | | | | 21,894 | |
| | | | | | | | | |
| Goodwill | | | 150,282 | | | | 146,444 | |
| | | | | | | | | |
| Intangible assets | | | 170,012 | | | | 171,990 | |
| | | | | | | | | |
| Other assets | | | 10,299 | | | | 12,057 | |
| | | $ | 939,444 | | | $ | 902,626 | |
| | | | | | | | | |
| LIABILITIES AND STOCKHOLDERS' EQUITY |
| Current liabilities | | | | | | | | |
| Current portion of long-term debt | | $ | 3,923 | | | $ | 3,381 | |
| Current portion of capital lease obligations | | | 1,658 | | | | 1,140 | |
| Accounts payable | | | 126,027 | | | | 87,299 | |
| Other accrued liabilities | | | 93,992 | | | | 104,873 | |
| Total current liabilities | | $ | 225,600 | | | $ | 196,693 | |
| | | | | | | | | |
| Long-term debt | | | 397,171 | | | | 416,849 | |
| | | | | | | | | |
| Capital lease obligations | | | 7,275 | | | | 3,781 | |
| | | | | | | | | |
| Deferred income taxes | | | 1,009 | | | | 1,065 | |
| | | | | | | | | |
| Other noncurrent liabilities | | | 16,729 | | | | 15,511 | |
| | | | | | | | | |
| Commitments and contingencies | | | | | | | | |
| | | | | | | | | |
| Stockholders' equity | | | 291,660 | | | | 268,727 | |
| | | $ | 939,444 | | | $ | 902,626 | |
| WABASH NATIONAL CORPORATION |
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
| (Dollars in thousands) |
| (Unaudited) |
| | | Six Months Ended June 30, | |
| | | 2013 | | | 2012 | |
| | | | | | | |
| Cash flows from operating activities | | | | | | | | |
| Net income | | $ | 19,870 | | | $ | 7,006 | |
| Adjustments to reconcile net income to net cash provided by (used in) operating activities | | | | | | | | |
| Depreciation | | | 8,483 | | | | 6,640 | |
| Amortization of intangibles | | | 10,824 | | | | 4,192 | |
| Loss on debt extinguishment | | | 698 | | | | - | |
| Deferred income taxes | | | 13,073 | | | | 673 | |
| Stock-based compensation | | | 3,908 | | | | 2,151 | |
| Accretion of debt discount | | | 2,268 | | | | 777 | |
| Changes in operating assets and liabilities | | | | | | | | |
| Accounts receivable | | | (27,933 | ) | | | (4,822 | ) |
| Inventories | | | (53,255 | ) | | | (20,285 | ) |
| Prepaid expenses and other | | | 160 | | | | (1,450 | ) |
| Accounts payable and accrued liabilities | | | 26,592 | | | | (4,835 | ) |
| Other, net | | | 1,952 | | | | (1,524 | ) |
| Net cash provided by (used in) operating activities | | $ | 6,640 | | | $ | (11,477 | ) |
| | | | | | | | | |
| Cash flows from investing activities | | | | | | | | |
| Capital expenditures | | | (6,579 | ) | | | (3,589 | ) |
| Acquisition, net of cash acquired | | | (15,985 | ) | | | (364,012 | ) |
| Other | | | 2,500 | | | | - | |
| Net cash used in investing activities | | $ | (20,064 | ) | | $ | (367,601 | ) |
| | | | | | | | | |
| Cash flows from financing activities | | | | | | | | |
| Proceeds from exercise of stock options | | | 191 | | | | 186 | |
| Borrowings under revolving credit facilities | | | 651 | | | | 194,179 | |
| Payments under revolving credit facilities | | | (651 | ) | | | (234,180 | ) |
| Principal payments under capital lease obligations | | | (884 | ) | | | (1,142 | ) |
| Proceeds from issuance of convertible senior notes | | | - | | | | 145,500 | |
| Proceeds from issuance of term loan credit facility, net of issuance costs | | | - | | | | 292,500 | |
| Principal payments under term loan credit facility | | | (20,750 | ) | | | (750 | ) |
| Principal payments under industrial revenue bond | | | (151 | ) | | | - | |
| Debt issuance costs paid | | | (981 | ) | | | (5,026 | ) |
| Stock repurchase | | | (35 | ) | | | (564 | ) |
| Net cash (used in) provided by financing activities | | $ | (22,610 | ) | | $ | 390,703 | |
| | | | | | | | | |
| Net (decrease) increase in cash | | $ | (36,034 | ) | | $ | 11,625 | |
| Cash at beginning of period | | | 81,449 | | | | 19,976 | |
| Cash at end of period | | $ | 45,415 | | | $ | 31,601 | |
| WABASH NATIONAL CORPORATION |
| RECONCILIATION OF GAAP FINANCIAL MEASURES TO |
| NON-GAAP FINANCIAL MEASURES |
| (Dollars in thousands, except per share amounts) |
| (Unaudited) |
Operating EBITDA:
| | | Three Months Ended
June 30, | | | Six Months Ended
June 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| Net income | | $ | 14,135 | | | $ | 1,942 | | | $ | 19,870 | | | $ | 7,006 | |
| Income tax expense | | | 9,407 | | | | 1,129 | | | | 13,231 | | | | 777 | |
| Interest expense | | | 6,577 | | | | 5,441 | | | | 14,112 | | | | 6,174 | |
| Depreciation and amortization | | | 9,531 | | | | 7,063 | | | | 19,307 | | | | 10,832 | |
| Stock-based compensation | | | 2,024 | | | | 754 | | | | 3,908 | | | | 2,151 | |
| Acquisition expenses and related charges | | | 239 | | | | 13,300 | | | | 857 | | | | 14,978 | |
| Other non-operating expense (income) | | | 333 | | | | 56 | | | | (1,905 | ) | | | 60 | |
| Operating EBITDA | | $ | 42,246 | | | $ | 29,685 | | | $ | 69,380 | | | $ | 41,978 | |
| | | Three Months Ended | |
| | | September 30,
2012 | | | December 31,
2012 | | | March 31,
2013 | |
| Net income | | $ | 18,441 | | | $ | 80,184 | | | $ | 5,735 | |
| Income tax expense (benefit) | | | 1,246 | | | | (58,991 | ) | | | 3,824 | |
| Interest expense | | | 7,760 | | | | 7,790 | | | | 7,535 | |
| Depreciation and amortization | | | 7,003 | | | | 7,730 | | | | 9,776 | |
| Stock-based compensation | | | 1,460 | | | | 1,538 | | | | 1,884 | |
| Acquisition expenses and related charges | | | 1,996 | | | | 335 | | | | 618 | |
| Other non-operating (income) expense | | | (211 | ) | | | 248 | | | | (2,238 | ) |
| Operating EBITDA | | $ | 37,695 | | | $ | 38,834 | | | $ | 27,134 | |
Adjusted Earnings:
| | | Three Months Ended June 30, | | | Six Months Ended June 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | $ | | | Per Share | | | $ | | | Per Share | | | $ | | | Per Share | | | $ | | | Per Share | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Net Income | | $ | 14,135 | | | $ | 0.21 | | | $ | 1,942 | | | $ | 0.03 | | | $ | 19,870 | | | $ | 0.29 | | | $ | 7,006 | | | $ | 0.10 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjustments: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Loss on debt extinguishment, net of taxes | | | 419 | | | | 0.01 | | | | - | | | | - | | | | 419 | | | | 0.01 | | | | - | | | | - | |
| Acquisition expenses, net of taxes | | | 143 | | | | - | | | | 12,224 | | | | 0.18 | | | | 514 | | | | 0.01 | | | | 13,902 | | | | 0.20 | |
| Impact of acquired profit in inventories and short term intangible amortization | | | - | | | | - | | | | 1,376 | | | | 0.02 | | | | - | | | | - | | | | 1,376 | | | | 0.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted earnings | | $ | 14,697 | | | $ | 0.21 | | | $ | 15,542 | | | $ | 0.23 | | | $ | 20,803 | | | $ | 0.30 | | | $ | 22,284 | | | $ | 0.32 | |
| | | Three Months Ended | |
| | | September 30, 2012 | | | December 31, 2012 | | | March 31, 2013 | |
| | | $ | | | Per Share | | | $ | | | Per Share | | | $ | | | Per Share | |
| | | | | | | | | | | | | | | | | | | |
| Net Income | | $ | 18,441 | | | $ | 0.27 | | | $ | 80,184 | | | $ | 1.17 | | | $ | 5,735 | | | $ | 0.08 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjustments: | | | | | | | | | | | | | | | | | | | | | | | | |
| Income tax benefit | | | - | | | | - | | | | (58,991 | ) | | | (0.86 | ) | | | - | | | | - | |
| Acquisition expenses, net of taxes | | | 172 | | | | - | | | | 335 | | | | - | | | | 371 | | | | 0.01 | |
| Impact of acquired profit in inventories and short term intangible amortization | | | 2,274 | | | | 0.03 | | | | 150 | | | | - | | | | - | | | | - | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted earnings | | $ | 20,887 | | | $ | 0.30 | | | $ | 21,678 | | | $ | 0.32 | | | $ | 6,106 | | | $ | 0.09 | |
