The Greenbrier Company Form 8-K

On November 12, 2003, The Greenbrier Companies issued a press release reporting the Company’s results of operations for the year ended August 31, 2003. A copy of such release is attached as Exhibit 99.1

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Greenbrier reports profitable results for quarter and year, maintains strong backlog, grows management services business

•

Strong performance in both North America and Europe drove profitability for the fourth quarter and year.

•

Net earnings for the fourth quarter ended August 31, 2003 were $3.3 million, or $.23 per diluted share. This compares to a net loss of $2.3 million, or $.16 per diluted share, in the fourth quarter of fiscal 2002, and to net income of $3.0 million, or $.21 per diluted share, for the third quarter ended May 31, 2003.

•

Revenues for the fourth quarter of fiscal 2003 grew by 20% to $108 million, on a 50% increase in new railcar deliveries in North America of 1,800 units, compared to 1,200 units in the prior fourth quarter.

•

Net earnings for the second half of fiscal 2003 were $6.3 million, or $.44 per diluted share, compared to a net loss of $4.2 million, or $.30 per diluted share, for the second half of fiscal 2002.

•

Net earnings for the full fiscal year 2003 were $4.3 million, or $.30 per diluted share.

•

Revenues for fiscal 2003 grew by 42% to $435 million, on a 70% increase in new railcar deliveries in North America to 5,600 units, compared to 3,300 units in the prior year.

•

New railcar manufacturing backlog in North America and Europe was 10,700 units valued at $580 million at August 31, 2003, compared to 5,200 units valued at $280 million at August 31, 2002.

•

Maintenance management services continues to grow. An agreement was entered into with Burlington Northern and Santa Fe (BNSF) Railway, under which Greenbrier is managing freight car repair billing for BNSF. Greenbrier now owns 12,000 railcars and provides maintenance and other asset management services for 115,000 railcars.

•

Industry supply issues continue to be addressed through acquisition of a second railcar truck castings foundry in Alliance, Ohio, via a joint venture with ACF Industries and ASF – Keystone.

•

The Company continues to maintain strong liquidity. After debt reductions of $33 million during the year, August 31, 2003 cash balances grew to $76 million; unused lines of credit remained at $110 million in North America. EBITDA from continuing operations for fiscal 2003 was $39 million.

The Greenbrier Companies [NYSE:GBX] today reported profitable results for its fourth fiscal quarter and fiscal year ended August 31, 2003. Higher production rates and improved margins and operating efficiencies continue to drive results. Both North American and discontinued

European operations reported profits for the fourth quarter. North America was profitable for the year as well, with Europe operating near break-even.

Backlog remains strong in both North America and Europe, stretching into fiscal 2005. The August 31, 2003 backlog includes 9,000 units valued at $440 million from North American operations and 1,700 units valued at $140 million from European operations. The May 31, 2003 backlog included 10,500 units valued at $500 million in North America and 1,500 units valued at $130 million in Europe.

William A. Furman, president and chief executive officer, said, “The new railcar market in North America is clearly in the midst of a recovery. Industry orders of 35,186 for the first three quarters of 2003 exceed orders of 28,457 for all of 2002. Greenbrier’s new railcar marketshare in North America continues to exceed 30%, more than double our share of industry capacity. Our strong backlog provides good financial visibility. As we enter 2004 with a strong balance sheet and liquidity position, we intend to more aggressively pursue strategic initiatives and deploy capital in accretive investments in the North American railroad supply industry.”

Furman added, “Progress continues to be made on the recapitalization of the European operations. The Company has entered into a non-exclusive letter of intent with private investors, subject to financing, documentation, and final approval by Greenbrier’s Board of Directors. The Company remains committed to completing the recapitalization during its second fiscal quarter of 2004. In the meantime, Greenbrier Europe has returned to profitability and has produced substantially improved financial results.”

Mark Rittenbaum, senior vice president and treasurer, noted, “During the fourth fiscal quarter of 2003, the Company delivered 1,800 new railcars in North America. This compares to only 1,500 railcars in the third quarter of 2003 and 1,200 railcars in the fourth quarter of 2002. For the year as a whole, deliveries were 5,600 units, compared to 3,300 units in fiscal 2002. In 2004, the Company anticipates deliveries will approach 8,000 railcars.”

Rittenbaum added, “Greenbrier continues to maintain strong liquidity. Cash balances have grown by $17 million in 2003 to $76 million. Unused lines of credit are nearly $110 million. Over the past two years, the Company paid down over $90 million of debt and participation, of which $40 million was paid in fiscal 2003. EBITDA from continuing operations was $39 million for fiscal 2003, compared to $28 million for fiscal 2002.”

The Greenbrier Companies (www.gbrx.com), headquartered in Lake Oswego, Oregon, is a leading supplier of transportation equipment and services to the railroad industry in North America. Greenbrier builds new railroad freight cars in the U.S., Canada and Mexico, and repairs and refurbishes freight cars and wheels at thirteen locations across North America. The Company also builds new railroad freight cars and refurbishes freight cars for the European market through its manufacturing operations in Poland and various sub-contractor facilities throughout Europe. At Greenbrier’s Portland, Oregon manufacturing facility, it builds ocean-going barges for the maritime industry. Greenbrier owns approximately 12,000 railcars and performs management services for approximately 115,000 railcars.

Except for historical information contained herein, this press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements as to expectations, beliefs, and future financial performance. These forward-looking statements are dependent on a number of factors, business risks and issues, a change in which could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Such factors, risks and issues are set forth from time to time under “Forward-Looking Statements,” in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Greenbrier’s SEC filings and reports. Any forward-looking statement speaks only as of the date on which such statement is made. Greenbrier undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.

The Greenbrier Companies will host a teleconference to discuss fourth quarter and fiscal year end results. Teleconference details are as follows:

Wednesday, November 12, 2003
8:00 am Pacific Standard Time
Real-time Audio Access: (“Newsroom” at http://www.gbrx.com)

Please access the site 10 minutes prior to the start time. Following the call, a replay will be available on the same site.


		2003		2002

Assets
	Cash and cash equivalents	$	75,700	$	58,777
	Accounts and notes receivable		59,669		45,135
	Inventories		91,310		56,868
	Investment in direct finance leases		41,821		69,536
	Equipment on operating leases		139,047		151,580
	Property, plant and equipment		56,684		58,292
	Other		23,483		21,507
	Discontinued operations		51,234		65,751

		$	538,948	$	527,446

Liabilities and Stockholders’ Equity
	Revolving notes	$	5,267	$	3,571
	Accounts payable and accrued liabilities		114,459		96,237
	Participation		55,901		60,995
	Deferred revenue		39,776		3,949
	Deferred income taxes		16,127		13,823
	Notes payable		110,715		136,577
	Discontinued operations		59,742		77,188
	Subordinated debt		20,921		27,069
	Minority interest		4,898		4,898
	Stockholders’ equity		111,142		103,139

		$	538,948	$	527,446


		2003			2002			2001

Revenue
	Manufacturing	$	364,548		$	233,379		$	427,841
	Leasing & services		70,443			72,250			80,986

			434,991			305,629			508,827
Cost of revenue
	Manufacturing		337,205			217,238			393,422
	Leasing & services		43,609			44,694			43,295

			380,814			261,932			436,717
Margin			54,177			43,697			72,110
Other costs
	Selling and administrative expense		31,354			29,221			37,692
	Interest expense		11,859			15,456			18,478
	Special charges		—			1,896			—

			43,213			46,573			56,170
Earnings (loss) before income tax and equity in unconsolidated subsidiaries			10,964			(2,876	)		15,940
Income tax benefit (expense)			(4,700	)		1,743			(7,167	)

Earnings (loss) before equity in unconsolidated subsidiaries			6,264			(1,133	)		8,773
Equity in loss of unconsolidated subsidiaries			(1,898	)		(2,578	)		(641	)

Earnings (loss) from continuing operations			4,366			(3,711	)		8,132
Loss from discontinued operations (net of tax)			(49	)		(22,383	)		(7,013	)

Net earnings (loss)		$	4,317		$	(26,094	)	$	1,119

Basic earnings (loss) per common share:
Continuing operations		$	0.31		$	(0.26	)	$	0.57
Discontinued operations			0.00			(1.59	)		(0.49	)

Net earnings (loss)		$	0.31		$	(1.85	)	$	0.08

Diluted earnings (loss) per common share:
Continuing operations		$	0.30		$	(0.26	)	$	0.57
Discontinued operations			0.00			(1.59	)		(0.49	)

Net earnings (loss)		$	0.30		$	(1.85	)	$	0.08

Weighted average common shares:
Basic			14,138			14,121			14,151
Diluted			14,325			14,121			14,170


		2003			2002			2001

Cash flows from operating activities:
Net earnings (loss)		$	4,317		$	(26,094	)	$	1,119
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
	Loss from discontinued operations		49			22,383			7,013
	Other changes in discontinued operations		(2,978	)		22,061			1,236
	Deferred income taxes		2,304			(13,097	)		1,682
	Depreciation and amortization		18,066			17,960			17,796
	Gain on sales of equipment		(454	)		(910	)		(1,390	)
	Other		1,429			(3,419	)		(1,177	)
	Decrease (increase) in assets:
	Accounts and notes receivable		(14,534	)		(9,186	)		20,300
	Inventories		(37,554	)		(3,600	)		42,141
	Other		863			3,843			2,716
	Increase (decrease) in liabilities:
	Accounts payable and accrued liabilities		18,119			17,974			(31,119	)
	Participation		(5,094	)		22			3,763
	Deferred revenue		36,583			(664	)		1,939

Net cash provided by operating activities			21,116			27,273			66,019

Cash flows from investing activities:
	Acquisitions, net of cash acquired		(3,126	)		—			(282	)
	Principal payments received under direct finance leases		14,294			18,828			20,761
	Proceeds from sales of equipment		23,954			24,042			47,772
	Investment in joint venture		—			—			(4,000	)
	Investment in discontinued operations		—			(16,843	)		(4,660	)
	Capital expenditures		(10,094	)		(21,402	)		(70,136	)

Net cash provided by (used in) investing activities			25,028			4,625			(10,545	)

Cash flows from financing activities:
	Changes in revolving notes		1,696			(4,285	)		(227	)
	Proceeds from notes payable		6,348			4,285			50,000
	Repayments of notes payable		(32,914	)		(36,399	)		(31,604	)
	Repayment of subordinated debt		(6,148	)		(10,422	)		(257	)
	Dividends		—			(847	)		(5,086	)
	Exercise of stock options		1,797			—			—
	Purchase of common stock		—			—			(959	)

Net cash provided by (used in) financing activities			(29,221	)		(47,668	)		11,867

Increase (decrease) in cash and cash equivalents			16,923			(15,770	)		67,341
Cash and cash equivalents
Beginning of period			58,777			74,547			7,206

End of period		$	75,700		$	58,777		$	74,547

Supplemental Disclosure
Reconciliation of Net Cash Provided by Operating Activities to EBITDA
(In thousands, unaudited)


	August 31,

	2003			2002			2001

Net cash provided by operating activities	$	21,116		$	27,273		$	66,019
Changes in working capital		1,617			(8,389	)		(39,740	)
Changes in discontinued operations		2,978			(22,061	)		(1,236	)
Deferred income taxes		(2,304	)		13,097			(1,682	)
Gain on sales of equipment		454			910			1,390
Other		(1,429	)		3,419			1,177
Income tax expense (benefit)		4,700			(1,743	)		7,167
Interest expense		11,859			15,456			18,478

EBITDA from continuing operations	$	38,991		$	27,962		$	51,573


		First			Second			Third			Fourth			Total

2003
Revenue
Manufacturing		$	79,211		$	86,539		$	108,099		$	90,699		$	364,548
Leasing & services			17,678			18,190			16,853			17,722			70,443

			96,889			104,729			124,952			108,421			434,991
Cost of revenue
Manufacturing			74,335			83,173			98,494			81,203			337,205
Leasing & services			11,566			10,961			10,265			10,817			43,609

			85,901			94,134			108,759			92,020			380,814
Margin			10,988			10,595			16,193			16,401			54,177
Other costs
Selling and administrative expense			6,670			7,534			8,040			9,110			31,354
Interest expense			3,282			2,992			2,340			3,245			11,859

Earnings before income tax, minority interest, and equity in unconsolidated subsidiaries			1,036			69			5,813			4,046			10,964
Income tax expense			(396	)		(51	)		(2,539	)		(1,714	)		(4,700	)
Minority interest			(18	)		18			—			—			—
Equity in loss of unconsolidated subsidiaries			(517	)		(437	)		(461	)		(483	)		(1,898	)

Earnings (loss) from continuing operations			105			(401	)		2,813			1,849			4,366
Earnings (loss) from discontinued operations			(848	)		(836	)		193			1,442			(49	)

Net earnings (loss)		$	(743	)	$	(1,237	)	$	3,006		$	3,291		$	4,317

Basic earnings (loss) per common share:
	Continuing operations	$	.01		$	(.03	)	$	.20		$	.13		$	.31
	Net earnings (loss)	$	(.05	)	$	(.09	)	$	.21		$	.23		$	.31
Diluted earnings (loss) per common share:
	Continuing operations	$	.01		$	(.03	)	$	.20		$	.13		$	.30
	Net earnings (loss)	$	(.05	)	$	(.09	)	$	.21		$	.23		$	.30


		First			Second			Third			Fourth			Total

2002
Revenue
Manufacturing		$	53,217		$	53,552		$	54,175		$	72,435		$	233,379
Leasing & services			18,239			18,270			18,048			17,693			72,250

			71,456			71,822			72,223			90,128			305,629
Cost of revenue
Manufacturing			49,692			52,899			51,619			63,028			217,238
Leasing & services			10,231			10,632			12,142			11,689			44,694

			59,923			63,531			63,761			74,717			261,932
Margin			11,533			8,291			8,462			15,411			43,697
Other costs
Selling and administrative expense			7,364			6,940			7,025			7,892			29,221
Interest expense			4,249			3,915			3,667			3,626			15,456
Special charges			—			2,083			—			(187	)		1,896

Earnings (loss) before income tax, minority interest, and equity in unconsolidated subsidiary			(80	)		(4,647	)		(2,230	)		4,081			(2,876	)
Income tax benefit (expense)			32			1,830			576			(695	)		1,743
Minority interest			(171	)		171			—			—			—
Equity in loss of unconsolidated subsidiary			(508	)		(416	)		(327	)		(1,327	)		(2,578	)

Earning (loss) from Continuing operations			(727	)		(3,062	)		(1,981	)		2,059			(3,711	)
Earnings (loss) from discontinued operations			(4,316	)		(13,764	)		10			(4,313	)		(22,383	)

Net loss		$	(5,043	)	$	(16,826	)	$	(1,971	)	$	(2,254	)	$	(26,094	)

Basic earnings (loss) per common share:
	Continuing operations	$	(.05	)	$	(.22	)	$	(.14	)	$	.15		$	(.26	)
	Net earnings (loss)	$	(.36	)	$	(1.19	)	$	(.14	)	$	(.16	)	$	(1.85	)
Diluted earnings (loss) per common share:
	Continuing operations	$	(.05	)	$	(.22	)	$	(.14	)	$	.15		$	(.26	)
	Net earnings (loss)	$	(.36	)	$	(1.19	)	$	(.14	)	$	(.16	)	$	(1.85	)


Delaware		93-0816972
(State of Incorporation)		(I.R.S. Employer Identification No.)


One Centerpointe Drive, Suite 200, Lake Oswego, OR		97035
(Address of principal executive offices)		(Zip Code)


	Item 7. Financial Statements and Exhibits
	Item 9. Regulation FD Disclosure
SIGNATURES
EXHIBIT 99.1


		THE GREENBRIER COMPANIES, INC.


Date:	November 12, 2003		By:	/s/ Larry G. Brady

				Larry G. Brady
				Senior Vice President and Chief Financial Officer

				(Principal Financial and Accounting Officer)

Table of Contents

Table of Contents

Table of Contents


For release: November 12, 2003, 6:00 am EST	Contact: Mark Rittenbaum