UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 5, 2019
THE GREENBRIER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Commission File No. 1-13146
Oregon | 001-13146 | 93-0816972 | ||
(State of Incorporation) | (Commission File Number) |
(I.R.S. Employer Identification No.) |
One Centerpointe Drive, Suite 200, Lake Oswego, OR 97035
(Address of principal executive offices) (Zip Code)
(503) 684-7000
(Registrants telephone number, including area code)
Former name or former address, if changed since last report: N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 | Results of Operations and Financial Condition |
On April 5, 2019, The Greenbrier Companies, Inc. (Greenbrier or the Company) issued a press release reporting the Companys results of operations for the three and six months ended February 28, 2019. A copy of such release is attached as Exhibit 99.1.
The information under this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the Securities Act) or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01 | Regulation FD Disclosure |
In the press release issued on April 5, 2019 and attached hereto as Exhibit 99.1, Greenbrier also updated its 2019 guidance.
The information under this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
99.1 | Press Release dated April 5, 2019 of The Greenbrier Companies, Inc. |
2
SIGNATURES
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 hereunto duly authorized.
THE GREENBRIER COMPANIES, INC. | ||||||
Date: April 5, 2019 | By: | /s/ Lorie L. Tekorius | ||||
Lorie L. Tekorius | ||||||
Executive Vice President and Chief Operating Officer (Principal Financial Officer) |
3
Exhibit 99.1
News Release |
| |
One Centerpointe Drive, Suite 200, Lake Oswego, Oregon 97035 503-684-7000 | www.gbrx.com |
For release: | April 5, 2019, 6:00 a.m. EDT |
Contact: | Lorie Tekorius, Investor Relations | |||
Justin Roberts, Investor Relations | ||||||
Ph: 503-684-7000 |
Greenbrier Reports Second Quarter Results
~ Announces orders of 3,800 railcars valued at nearly $450 million ~
~ New railcar backlog of 26,000 units valued at $2.7 billion ~
~ Updates FY19 Guidance ~
Lake Oswego, Oregon, April 5, 2019 The Greenbrier Companies, Inc. (NYSE: GBX) today reported financial results for its second fiscal quarter ended February 28, 2019.
Second Quarter Highlights
| Net earnings attributable to Greenbrier for the quarter were $2.8 million, or $0.08 per diluted share, on revenue of $658.7 million. Quarterly results included $4.7 million, or $0.14 per diluted share, related to loss accruals on certain railcar contracts and facility closure costs in the railcar repair operations. |
| Adjusted EBITDA for the quarter was $37.4 million, or 5.7% of revenue, and included $7.6 million related to railcar contract loss accruals and facility closure costs. |
| Orders for 3,800 diversified railcars were received during the quarter, valued at nearly $450 million. |
| New railcar backlog as of February 28, 2019 was 26,000 units with an estimated value of $2.7 billion. |
| New railcar deliveries totaled 5,100 units for the quarter. |
| Board declares quarterly dividend of $0.25 per share, payable on May 15, 2019 to shareholders as of April 24, 2019. |
William A. Furman, Chairman and CEO, said, Order activity, railcar deliveries and revenue generation highlighted Greenbriers fiscal second quarter. However, our earnings performance was underwhelming, reflecting what we believe will be a single disappointing quarter. Greenbriers fiscal second quarter was expected to be the least profitable of fiscal 2019. Planned production line changeovers temporarily reduced manufacturing efficiency in the quarter. These expected operating disruptions were compounded by the railcar contract loss accruals in Europe and Gunderson and the facility closure costs in our railcar repair network that we communicated on March 22. Greenbrier is actively addressing these performance issues. We expect to quickly resolve them.
Furman concluded, Over the balance of fiscal 2019, Greenbriers financial performance and profitability will significantly improve compared to the first half of fiscal 2019. As a result, revenue and delivery estimates for fiscal 2019 are unchanged and we have updated EPS guidance today to reflect the impact of the unique operating challenges in the fiscal second quarter. Greenbriers backlog of 26,000 units valued at $2.7 billion will produce sustained railcar deliveries through fiscal 2019 and provides good visibility into fiscal 2020. Our strong balance sheet, manufacturing flexibility and product innovation position us to successfully address a dynamic market environment and continue to grow at scale. We remain confident in Greenbriers long-term growth strategy and integrated business model.
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 2 |
Fiscal 2019 Business Update
With approximately 95% of fiscal 2019 production in backlog, and based on current business trends, Greenbrier believes:
| Deliveries will be approximately 24,000 26,000 units including Greenbrier-Maxion (Brazil) (which will account for approximately 2,000 units). |
| Revenue will exceed $3.0 billion. |
| Diluted EPS will be $3.60 - $3.80 excluding the $0.14 per share related to railcar contract loss accruals and closure costs in the fiscal second quarter. |
As noted in the Safe Harbor statement, there are risks to achieving this guidance. Certain orders and backlog in this release are subject to customary documentation and completion of terms.
Financial Summary
Q2 FY19 | Q1 FY19 | Sequential Comparison Main Drivers | ||||||||
Revenue |
$ | 658.7M | $ | 604.5M | Up 9.0% primarily due to increased external syndication activity and higher wheel and component volumes | |||||
Gross margin | 8.2% | 12.0% | Decrease driven by lower manufacturing efficiencies, including multiple line change overs, railcar contract loss accruals and closure costs | |||||||
Selling and administrative expense |
$47.9M | $50.4M | Down 5.0% primarily due to lower employee related costs | |||||||
Gain on disposition of equipment |
$12.1M | $14.4M | Reflects continued rebalancing of lease portfolio | |||||||
Adjusted EBITDA | $37.4M | $57.6M | Lower operating earnings including the $7.6 million of closure costs and railcar contract loss accruals in Q2 | |||||||
Effective tax rate | 25.5% | 28.5% | ||||||||
Earnings (loss) from unconsolidated affiliates |
($0.8M) | $0.5M | Continued volatility in Brazilian operations | |||||||
Net earnings attributable to noncontrolling interest |
$3.0M | $5.4M | Change primarily impacted by partner share of European losses | |||||||
Net earnings attributable to Greenbrier | $2.8M | $18.0M | Change includes $4.7 million from railcar contract loss accruals and closure costs, lower operating earnings and higher foreign exchange losses | |||||||
Diluted EPS | $0.08 | $0.54 | Includes $0.14 per share from railcar contract loss accruals and closure costs |
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 3 |
Segment Summary
Q2 FY19 | Q1 FY19 | Sequential Comparison Main Drivers | ||||
Manufacturing | ||||||
Revenue | $476.0M | $471.8M | Change primarily driven by mix shift | |||
Gross margin | 6.9% | 11.4% | Decrease driven by lower manufacturing efficiencies, including multiple line change overs, and railcar contract loss accruals | |||
Operating margin (1) | 2.9% | 7.8% | Primarily reflects lower gross margin | |||
Deliveries (2) | 4,500 | 4,200 | ||||
Wheels, Repair & Parts | ||||||
Revenue | $125.3M | $108.5M | Up 15.5% primarily attributable to higher wheel and component volumes | |||
Gross margin | 5.4% | 7.0% | Down due to lower operating efficiencies and closure costs in Repair network | |||
Operating margin (1) | 2.3% | 3.0% | ||||
Leasing & Services | ||||||
Revenue | $57.4M | $24.2M | Increase driven by higher volume of externally sourced railcar syndications | |||
Gross margin | 24.4% | 45.4% | Decrease primarily reflects lower margins on externally sourced railcar syndications; excluding this activity, gross margin would be 51.3% | |||
Operating margin (1) (3) | 36.7% | 72.4% | Current quarter includes higher volume of externally sourced railcar syndications which have a lower gross margin | |||
Lease fleet utilization | 97.4% | 94.9% |
(1) | See supplemental segment information on page 10 for additional information. |
(2) | Excludes Brazil deliveries which are not consolidated into manufacturing revenue and margins. |
(3) | Includes Net gain on disposition of equipment, which is excluded from gross margin. |
Conference Call
Greenbrier will host a teleconference to discuss its second quarter 2019 results. In conjunction with this news release, Greenbrier has posted a supplemental earnings presentation to our website. Teleconference details are as follows:
| April 5, 2019 |
| 8:00 a.m. Pacific Daylight Time |
| Phone: 1-630-395-0143, Password: Greenbrier |
| Real-time Audio Access: (Newsroom at http://www.gbrx.com) |
Please access the site 10 minutes prior to the start time.
About Greenbrier
Greenbrier, headquartered in Lake Oswego, Oregon, is a leading international supplier of equipment and services to global freight transportation markets. Greenbrier designs, builds and markets freight railcars and marine barges in North America. Greenbrier Europe is an end-to-end freight railcar manufacturing, engineering and repair business with operations in Poland, Romania and Turkey that serves customers across Europe and in the nations of the Gulf Cooperation Council. Greenbrier builds freight railcars and rail castings in Brazil through two separate strategic partnerships. We are a leading provider of freight railcar wheel services, parts, repair, refurbishment and retrofitting services in North America through our wheels, repair & parts business unit. Greenbrier offers railcar management, regulatory compliance services and leasing services to railroads and related transportation industries in North America. Through unconsolidated joint ventures, we produce industrial and rail castings, tank heads and other components. Greenbrier owns a lease fleet of 10,600 railcars and performs management services for 372,000 railcars. Learn more about Greenbrier at www.gbrx.com.
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 4 |
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This press release may contain forward-looking statements, including any statements that are not purely statements of historical fact. Greenbrier uses words such as affirms, anticipates, believes, forecast, potential, goal, contemplates, expects, intends, plans, projects, hopes, seeks, estimates, strategy, could, would, should, likely, will, may, can, designed to, future, foreseeable future and similar expressions to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to certain risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements. Factors that might cause such a difference include, but are not limited to, reported backlog and awards that are not indicative of Greenbriers financial results; uncertainty or changes in the credit markets and financial services industry; high levels of indebtedness and compliance with the terms of Greenbriers indebtedness; write-downs of goodwill, intangibles and other assets in future periods; sufficient availability of borrowing capacity; fluctuations in demand for newly manufactured railcars or failure to obtain orders as anticipated in developing forecasts; loss of one or more significant customers; customer payment defaults or related issues; policies and priorities of the federal government regarding international trade, taxation and infrastructure; sovereign risk to contracts, exchange rates or property rights; actual future costs and the availability of materials and a trained workforce; failure to design or manufacture new products or technologies or to achieve certification or market acceptance of new products or technologies; steel or specialty component price fluctuations and availability and scrap surcharges; changes in product mix and the mix between segments; labor disputes, energy shortages or operating difficulties that might disrupt manufacturing operations or the flow of cargo; production difficulties and product delivery delays as a result of, among other matters, costs or inefficiencies associated with expansion, start-up, or changing of production lines or changes in production rates, changing technologies, transfer of production between facilities or non-performance of alliance partners, subcontractors or suppliers; ability to obtain suitable contracts for the sale of leased equipment and risks related to car hire and residual values; integration of current or future acquisitions and establishment of joint ventures; succession planning; discovery of defects in railcars or services resulting in increased warranty costs or litigation; physical damage or product or service liability claims that exceed Greenbriers insurance coverage; train derailments or other accidents or claims that could subject Greenbrier to legal claims; actions or inactions by various regulatory agencies including potential environmental remediation obligations or changing tank car or other railcar or railroad regulation; and issues arising from investigations of whistleblower complaints; all as may be discussed in more detail under the headings Risk Factors and Forward Looking Statements in Greenbriers Annual Report on Form 10-K for the fiscal year ended August 31, 2018, Greenbriers Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2018, and Greenbriers other reports on file with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect managements opinions only as of the date hereof. Except as otherwise required by law, Greenbrier does not assume any obligation to update any forward-looking statements.
Adjusted EBITDA, Adjusted net earnings attributable to Greenbrier, Adjusted diluted EPS and Diluted earnings per share range excluding railcar contract loss accruals and closure costs are not financial measures under generally accepted accounting principles (GAAP). These metrics are performance measurement tools commonly used by rail supply companies and Greenbrier. You should not consider these metrics in isolation or as a substitute for other financial statement data determined in accordance with GAAP. In addition, because these metrics are not a measure of financial performance under GAAP and are susceptible to varying calculations, the measures presented may differ from and may not be comparable to similarly titled measures used by other companies.
We define Adjusted EBITDA as Net earnings before Interest and foreign exchange, Income tax expense (benefit), Depreciation and amortization and excluding the impact associated with items we do not believe are indicative of our core business or which affect comparability. We believe the presentation of Adjusted EBITDA provides useful information as it excludes the impact of financing, foreign exchange, 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 companys core business. We believe this assists in comparing our performance across reporting periods.
Adjusted net earnings attributable to Greenbrier and Adjusted diluted EPS excludes the impact associated with items we do not believe are indicative of our core business or which affect comparability. Diluted earnings per share range excluding railcar contract loss accruals and closure costs exclude railcar contract loss accruals and closure costs. We believe these assist in comparing our performance across reporting periods.
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 5 |
THE GREENBRIER COMPANIES, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
February 28, 2019 |
November 30, 2018 |
August 31, 2018 |
May 31, 2018 |
February 28, 2018 |
||||||||||||||||
|
|
|||||||||||||||||||
Assets |
||||||||||||||||||||
Cash and cash equivalents |
$ | 341,500 | $ | 462,797 | $ | 530,655 | $ | 589,969 | $ | 586,008 | ||||||||||
Restricted cash |
21,584 | 8,872 | 8,819 | 9,204 | 8,875 | |||||||||||||||
Accounts receivable, net |
335,732 | 306,917 | 348,406 | 322,328 | 321,795 | |||||||||||||||
Inventories |
574,146 | 492,573 | 432,314 | 396,518 | 408,419 | |||||||||||||||
Leased railcars for syndication |
163,472 | 233,415 | 130,926 | 158,194 | 168,748 | |||||||||||||||
Equipment on operating leases, net |
381,336 | 317,282 | 322,855 | 302,074 | 258,417 | |||||||||||||||
Property, plant and equipment, net |
472,739 | 461,120 | 457,196 | 424,035 | 429,465 | |||||||||||||||
Investment in unconsolidated affiliates |
58,685 | 58,682 | 61,414 | 75,884 | 98,009 | |||||||||||||||
Intangibles and other assets, net |
101,284 | 95,958 | 94,668 | 82,030 | 83,308 | |||||||||||||||
Goodwill |
82,743 | 77,508 | 78,211 | 70,347 | 69,011 | |||||||||||||||
|
|
|||||||||||||||||||
$ | 2,533,221 | $ | 2,515,124 | $ | 2,465,464 | $ | 2,430,583 | $ | 2,432,055 | |||||||||||
|
|
|||||||||||||||||||
Liabilities and Equity |
||||||||||||||||||||
Revolving notes |
$ | 22,323 | $ | 22,189 | $ | 27,725 | $ | 20,337 | $ | 7,990 | ||||||||||
Accounts payable and accrued liabilities |
474,863 | 438,304 | 449,857 | 447,827 | 461,088 | |||||||||||||||
Deferred income taxes |
29,481 | 30,631 | 31,740 | 36,657 | 41,257 | |||||||||||||||
Deferred revenue |
91,533 | 108,566 | 105,954 | 102,919 | 85,886 | |||||||||||||||
Notes payable, net |
486,107 | 487,764 | 436,205 | 437,833 | 559,755 | |||||||||||||||
Contingently redeemable noncontrolling interest |
25,637 | 28,449 | 29,768 | 31,135 | 33,046 | |||||||||||||||
Total equity - Greenbrier |
1,257,818 | 1,257,631 | 1,250,101 | 1,225,512 | 1,095,447 | |||||||||||||||
Noncontrolling interest |
145,459 | 141,590 | 134,114 | 128,363 | 147,586 | |||||||||||||||
|
|
|||||||||||||||||||
Total equity |
1,403,277 | 1,399,221 | 1,384,215 | 1,353,875 | 1,243,033 | |||||||||||||||
|
|
|||||||||||||||||||
$ | 2,533,221 | $ | 2,515,124 | $ | 2,465,464 | $ | 2,430,583 | $ | 2,432,055 | |||||||||||
|
|
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 6 |
THE GREENBRIER COMPANIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts, unaudited)
Three Months Ended February 28, |
Six Months Ended February 28, |
|||||||||||||||
|
|
|||||||||||||||
2019 | 2018 | 2019 | 2018 | |||||||||||||
|
|
|||||||||||||||
Revenue |
||||||||||||||||
Manufacturing |
$ | 476,019 | $ | 511,827 | $ | 947,808 | $ | 963,312 | ||||||||
Wheels, Repair & Parts |
125,278 | 88,710 | 233,821 | 166,721 | ||||||||||||
Leasing & Services |
57,374 | 28,799 | 81,565 | 58,838 | ||||||||||||
|
|
|||||||||||||||
658,671 | 629,336 | 1,263,194 | 1,188,871 | |||||||||||||
Cost of revenue |
||||||||||||||||
Manufacturing |
442,996 | 429,165 | 860,801 | 810,015 | ||||||||||||
Wheels, Repair & Parts |
118,455 | 80,708 | 219,433 | 153,214 | ||||||||||||
Leasing & Services |
43,376 | 14,116 | 56,583 | 30,981 | ||||||||||||
|
|
|||||||||||||||
604,827 | 523,989 | 1,136,817 | 994,210 | |||||||||||||
Margin |
53,844 | 105,347 | 126,377 | 194,661 | ||||||||||||
Selling and administrative expense |
47,892 | 50,294 | 98,324 | 97,337 | ||||||||||||
Net gain on disposition of equipment |
(12,102 | ) | (5,817 | ) | (26,455 | ) | (24,988 | ) | ||||||||
|
|
|||||||||||||||
Earnings from operations |
18,054 | 60,870 | 54,508 | 122,312 | ||||||||||||
Other costs |
||||||||||||||||
Interest and foreign exchange |
9,237 | 7,029 | 13,641 | 14,049 | ||||||||||||
|
|
|||||||||||||||
Earnings before income taxes and earnings (loss) from unconsolidated affiliates |
8,817 | 53,841 | 40,867 | 108,263 | ||||||||||||
Income tax benefit (expense) |
(2,248 | ) | 11,301 | (11,383 | ) | (6,834 | ) | |||||||||
|
|
|||||||||||||||
Earnings before earnings (loss) from unconsolidated affiliates |
6,569 | 65,142 | 29,484 | 101,429 | ||||||||||||
Earnings (loss) from unconsolidated affiliates |
(786 | ) | 147 | (319 | ) | (2,763 | ) | |||||||||
|
|
|||||||||||||||
Net earnings |
5,783 | 65,289 | 29,165 | 98,666 | ||||||||||||
Net earnings attributable to noncontrolling interest |
(3,018 | ) | (3,647 | ) | (8,444 | ) | (10,771 | ) | ||||||||
|
|
|||||||||||||||
Net earnings attributable to Greenbrier |
$ | 2,765 | $ | 61,642 | $ | 20,721 | $ | 87,895 | ||||||||
|
|
|||||||||||||||
Basic earnings per common share: |
$ | 0.08 | $ | 2.10 | $ | 0.63 | $ | 3.00 | ||||||||
Diluted earnings per common share: |
$ | 0.08 | $ | 1.91 | $ | 0.63 | $ | 2.74 | ||||||||
Weighted average common shares: |
||||||||||||||||
Basic |
32,628 | 29,355 | 32,634 | 29,343 | ||||||||||||
Diluted |
33,206 | 32,711 | 33,149 | 32,703 | ||||||||||||
Dividends declared per common share |
$ | 0.25 | $ | 0.23 | $ | 0.50 | $ | 0.46 |
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 7 |
THE GREENBRIER COMPANIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
Six Months Ended February 28, |
||||||||
2019 | 2018 | |||||||
|
|
|||||||
Cash flows from operating activities |
||||||||
Net earnings |
$ | 29,165 | $ | 98,666 | ||||
Adjustments to reconcile net earnings to net cash used in operating activities: |
||||||||
Deferred income taxes |
(3,405 | ) | (35,080 | ) | ||||
Depreciation and amortization |
40,815 | 36,454 | ||||||
Net gain on disposition of equipment |
(26,455 | ) | (24,988 | ) | ||||
Accretion of debt discount |
2,165 | 2,060 | ||||||
Stock based compensation expense |
7,311 | 12,574 | ||||||
Noncontrolling interest adjustments |
5,306 | (2,555 | ) | |||||
Other |
1,809 | 958 | ||||||
Decrease (increase) in assets: |
||||||||
Accounts receivable, net |
23,298 | (25,681 | ) | |||||
Inventories |
(154,388 | ) | (10,211 | ) | ||||
Leased railcars for syndication |
(76,386 | ) | (74,129 | ) | ||||
Other |
(11,274 | ) | 10,434 | |||||
Increase (decrease) in liabilities: |
||||||||
Accounts payable and accrued liabilities |
28,458 | 46,434 | ||||||
Deferred revenue |
(13,041 | ) | (42,589 | ) | ||||
|
|
|||||||
Net cash used in operating activities |
(146,622 | ) | (7,653 | ) | ||||
|
|
|||||||
Cash flows from investing activities |
||||||||
Proceeds from sales of assets |
63,879 | 105,142 | ||||||
Capital expenditures |
(98,176 | ) | (53,503 | ) | ||||
Investment in and advances to unconsolidated affiliates |
(11,393 | ) | (17,739 | ) | ||||
Other |
1,986 | 1,207 | ||||||
|
|
|||||||
Net cash provided by (used in) investing activities |
(43,704 | ) | 35,107 | |||||
|
|
|||||||
Cash flows from financing activities |
||||||||
Net changes in revolving notes with maturities of 90 days or less |
(6,007 | ) | 3,666 | |||||
Proceeds from issuance of notes payable |
225,000 | 13,929 | ||||||
Repayments of notes payable |
(176,641 | ) | (16,056 | ) | ||||
Investment by joint venture partner |
| 6,500 | ||||||
Debt issuance costs |
(2,770 | ) | | |||||
Dividends |
(16,651 | ) | (13,546 | ) | ||||
Cash distribution to joint venture partner |
(5,058 | ) | (41,758 | ) | ||||
Tax payments for net share settlement of restricted stock |
(4,762 | ) | (5,199 | ) | ||||
|
|
|||||||
Net cash provided by (used in) financing activities |
13,111 | (52,464 | ) | |||||
|
|
|||||||
Effect of exchange rate changes |
825 | (465 | ) | |||||
Decrease in cash, cash equivalents and restricted cash |
(176,390 | ) | (25,475 | ) | ||||
Cash, cash equivalents and restricted cash |
||||||||
Beginning of period |
539,474 | 620,358 | ||||||
|
|
|||||||
End of period |
$ | 363,084 | $ | 594,883 | ||||
|
|
|||||||
Balance Sheet Reconciliation |
||||||||
Cash and cash equivalents |
$ | 341,500 | $ | 586,008 | ||||
Restricted cash |
21,584 | 8,875 | ||||||
|
|
|
|
|||||
Total cash, cash equivalents and restricted cash as presented above |
$ | 363,084 | $ | 594,883 | ||||
|
|
|
|
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 8 |
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In thousands, except per share amounts, unaudited)
Operating Results by Quarter for 2019 are as follows:
First | Second | Total | ||||||||||
|
|
|||||||||||
Revenue |
||||||||||||
Manufacturing |
$ | 471,789 | $ | 476,019 | $ | 947,808 | ||||||
Wheels, Repair & Parts |
108,543 | 125,278 | 233,821 | |||||||||
Leasing & Services |
24,191 | 57,374 | 81,565 | |||||||||
|
|
|||||||||||
604,523 | 658,671 | 1,263,194 | ||||||||||
Cost of revenue |
||||||||||||
Manufacturing |
417,805 | 442,996 | 860,801 | |||||||||
Wheels, Repair & Parts |
100,978 | 118,455 | 219,433 | |||||||||
Leasing & Services |
13,207 | 43,376 | 56,583 | |||||||||
|
|
|||||||||||
531,990 | 604,827 | 1,136,817 | ||||||||||
Margin |
72,533 | 53,844 | 126,377 | |||||||||
Selling and administrative expense |
50,432 | 47,892 | 98,324 | |||||||||
Net gain on disposition of equipment |
(14,353 | ) | (12,102 | ) | (26,455 | ) | ||||||
|
|
|||||||||||
Earnings from operations |
36,454 | 18,054 | 54,508 | |||||||||
Other costs |
||||||||||||
Interest and foreign exchange |
4,404 | 9,237 | 13,641 | |||||||||
|
|
|||||||||||
Earnings before income taxes and earnings (loss) from unconsolidated affiliates |
32,050 | 8,817 | 40,867 | |||||||||
Income tax expense |
(9,135 | ) | (2,248 | ) | (11,383 | ) | ||||||
|
|
|||||||||||
Earnings before earnings (loss) from unconsolidated affiliates |
22,915 | 6,569 | 29,484 | |||||||||
Earnings (loss) from unconsolidated affiliates |
467 | (786 | ) | (319 | ) | |||||||
|
|
|||||||||||
Net earnings |
23,382 | 5,783 | 29,165 | |||||||||
Net earnings attributable to noncontrolling interest |
(5,426 | ) | (3,018 | ) | (8,444 | ) | ||||||
|
|
|||||||||||
Net earnings attributable to Greenbrier |
$ | 17,956 | $ | 2,765 | $ | 20,721 | ||||||
|
|
|||||||||||
Basic earnings per common share (1) |
$ | 0.55 | $ | 0.08 | $ | 0.63 | ||||||
Diluted earnings per common share (1) |
$ | 0.54 | $ | 0.08 | $ | 0.63 |
(1) | Quarterly amounts may not total to the year to date amount as each period is calculated discretely. Diluted earnings per common share excludes the dilutive effect of the 2024 Convertible Notes, since the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive, but includes restricted stock units that are not considered participating securities and restricted stock units that are subject to performance criteria, for which actual levels of performance above target have been achieved, when dilutive. |
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 9 |
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In thousands, except per share amounts, unaudited)
Operating Results by Quarter for 2018 are as follows:
First | Second | Third | Fourth | Total | ||||||||||||||||
|
|
|||||||||||||||||||
Revenue |
||||||||||||||||||||
Manufacturing |
$ | 451,485 | $ | 511,827 | $ | 510,099 | $ | 571,175 | $ | 2,044,586 | ||||||||||
Wheels, Repair & Parts |
78,011 | 88,710 | 94,515 | 85,787 | 347,023 | |||||||||||||||
Leasing & Services |
30,039 | 28,799 | 36,773 | 32,244 | 127,855 | |||||||||||||||
|
|
|||||||||||||||||||
559,535 | 629,336 | 641,387 | 689,206 | 2,519,464 | ||||||||||||||||
Cost of revenue |
||||||||||||||||||||
Manufacturing |
380,850 | 429,165 | 427,875 | 489,517 | 1,727,407 | |||||||||||||||
Wheels, Repair & Parts |
72,506 | 80,708 | 85,850 | 79,266 | 318,330 | |||||||||||||||
Leasing & Services |
16,865 | 14,116 | 19,155 | 14,536 | 64,672 | |||||||||||||||
|
|
|||||||||||||||||||
470,221 | 523,989 | 532,880 | 583,319 | 2,110,409 | ||||||||||||||||
Margin |
89,314 | 105,347 | 108,507 | 105,887 | 409,055 | |||||||||||||||
Selling and administrative expense |
47,043 | 50,294 | 51,793 | 51,309 | 200,439 | |||||||||||||||
Net gain on disposition of equipment |
(19,171 | ) | (5,817 | ) | (14,825 | ) | (4,556 | ) | (44,369 | ) | ||||||||||
|
|
|||||||||||||||||||
Earnings from operations |
61,442 | 60,870 | 71,539 | 59,134 | 252,985 | |||||||||||||||
Other costs |
||||||||||||||||||||
Interest and foreign exchange |
7,020 | 7,029 | 6,533 | 8,786 | 29,368 | |||||||||||||||
|
|
|||||||||||||||||||
Earnings before income tax and earnings (loss) from unconsolidated affiliates |
54,422 | 53,841 | 65,006 | 50,348 | 223,617 | |||||||||||||||
Income tax benefit (expense) |
(18,135 | ) | 11,301 | (15,944 | ) | (10,115 | ) | (32,893 | ) | |||||||||||
|
|
|||||||||||||||||||
Earnings before earnings (loss) from unconsolidated affiliates |
36,287 | 65,142 | 49,062 | 40,233 | 190,724 | |||||||||||||||
Earnings (loss) from unconsolidated affiliates |
(2,910 | ) | 147 | (12,823 | ) | (3,075 | ) | (18,661 | ) | |||||||||||
|
|
|||||||||||||||||||
Net earnings |
33,377 | 65,289 | 36,239 | 37,158 | 172,063 | |||||||||||||||
Net earnings attributable to noncontrolling interest |
(7,124 | ) | (3,647 | ) | (3,288 | ) | (6,223 | ) | (20,282 | ) | ||||||||||
|
|
|||||||||||||||||||
Net earnings attributable to Greenbrier |
$ | 26,253 | $ | 61,642 | $ | 32,951 | $ | 30,935 | $ | 151,781 | ||||||||||
|
|
|||||||||||||||||||
Basic earnings per common share (1) |
$ | 0.90 | $ | 2.10 | $ | 1.03 | $ | 0.95 | $ | 4.92 | ||||||||||
Diluted earnings per common share (1) |
$ | 0.83 | $ | 1.91 | $ | 1.01 | $ | 0.94 | $ | 4.68 |
(1) | Quarterly amounts do not total to the year to date amount as each period is calculated discretely. Diluted earnings per common share excludes the dilutive effect of the 2024 Convertible Notes, since the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive, but includes restricted stock units that are not considered participating securities and restricted stock units that are subject to performance criteria, for which actual levels of performance above target have been achieved, when dilutive and the dilutive effect of shares underlying the 2018 Convertible Notes using the if converted method in which debt issuance and interest costs, net of tax, were added back to net earnings. The 2018 Convertible Notes matured on April 1, 2018. |
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 10 |
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In thousands, unaudited)
Segment Information
Three months ended February 28, 2019:
Revenue | Earnings (loss) from operations | |||||||||||||||||||||||
External | Intersegment | Total | External | Intersegment | Total | |||||||||||||||||||
Manufacturing |
$ | 476,019 | $ | 46,855 | $ | 522,874 | $ | 13,990 | $ | 2,358 | $ | 16,348 | ||||||||||||
Wheels, Repair & Parts |
125,278 | 8,858 | 134,136 | 2,823 | (858 | ) | 1,965 | |||||||||||||||||
Leasing & Services |
57,374 | 2,911 | 60,285 | 21,030 | 2,101 | 23,131 | ||||||||||||||||||
Eliminations |
| (58,624 | ) | (58,624 | ) | | (3,601 | ) | (3,601 | ) | ||||||||||||||
Corporate |
| | | (19,789 | ) | | (19,789 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
$ | 658,671 | $ | | $ | 658,671 | $ | 18,054 | $ | | $ | 18,054 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended November 30, 2018:
Revenue | Earnings (loss) from operations | |||||||||||||||||||||||
External | Intersegment | Total | External | Intersegment | Total | |||||||||||||||||||
Manufacturing |
$ | 471,789 | $ | 6,201 | $ | 477,990 | $ | 36,855 | $ | 433 | $ | 37,288 | ||||||||||||
Wheels, Repair & Parts |
108,543 | 15,981 | 124,524 | 3,247 | 312 | 3,559 | ||||||||||||||||||
Leasing & Services |
24,191 | 5,999 | 30,190 | 17,513 | 5,452 | 22,965 | ||||||||||||||||||
Eliminations |
| (28,181 | ) | (28,181 | ) | | (6,197 | ) | (6,197 | ) | ||||||||||||||
Corporate |
| | | (21,161 | ) | | (21,161 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
$ | 604,523 | $ | | $ | 604,523 | $ | 36,454 | $ | | $ | 36,454 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Total assets | ||||||||
February 28, 2019 |
November 30, 2018 |
|||||||
Manufacturing |
$ | 1,093,593 | $ | 998,820 | ||||
Wheels, Repair & Parts |
341,317 | 322,525 | ||||||
Leasing & Services |
704,016 | 691,389 | ||||||
Unallocated |
394,295 | 502,390 | ||||||
|
|
|
|
|||||
$ | 2,533,221 | $ | 2,515,124 | |||||
|
|
|
|
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 11 |
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In thousands, excluding backlog and delivery units, unaudited)
Reconciliation of Net earnings to Adjusted EBITDA
Three Months Ended | ||||||||
February 28, 2019 |
November 30, 2018 |
|||||||
Net earnings |
$ | 5,783 | $ | 23,382 | ||||
Interest and foreign exchange |
9,237 | 4,404 | ||||||
Income tax expense |
2,248 | 9,135 | ||||||
Depreciation and amortization |
20,115 | 20,700 | ||||||
|
|
|
|
|||||
Adjusted EBITDA |
$ | 37,383 | $ | 57,621 | ||||
|
|
|
|
Three Months Ended |
||||
February 28, 2019 |
||||
Backlog Activity (units) (1) |
||||
Beginning backlog |
27,500 | |||
Orders received |
3,800 | |||
Production held as Leased railcars for syndication |
(1,400 | ) | ||
Production sold directly to third parties |
(3,900 | ) | ||
|
|
|||
Ending backlog |
26,000 | |||
|
|
|||
Delivery Information (units) (1) |
||||
Production sold directly to third parties |
3,900 | |||
Sales of Leased railcars for syndication |
1,200 | |||
|
|
|||
Total deliveries |
5,100 | |||
|
|
(1) | Includes Greenbrier-Maxion, our Brazilian railcar manufacturer, which is accounted for under the equity method |
- More -
Greenbrier Reports Second Quarter Results. . . (Cont.) | Page 12 |
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In thousands, except per share amounts, unaudited)
Reconciliation of common shares outstanding
The shares used in the computation of the Companys basic and diluted earnings per common share are reconciled as follows:
Three Months Ended | ||||||||
February 28, 2019 |
November 30, 2018 |
|||||||
|
|
|||||||
Weighted average basic common shares outstanding (1) |
32,628 | 32,640 | ||||||
Dilutive effect of convertible notes (2) |
| | ||||||
Dilutive effect of performance awards (3) |
578 | 453 | ||||||
|
|
|||||||
Weighted average diluted common shares outstanding |
33,206 | 33,093 | ||||||
|
|
(1) | Restricted stock grants and restricted stock units that are considered participating securities, including some grants subject to certain performance criteria, are included in weighted average basic common shares outstanding when the Company is in a net earnings position. |
(2) | The dilutive effect of the 2024 Convertible notes was excluded for the three months ended February 28, 2019 and November 30, 2018 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive. |
(3) | Restricted stock units that are not considered participating securities and restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved, are included in Weighted average diluted shares outstanding when the Company is in a net earnings position. |
Reconciliation of diluted earnings per share range
Year Ended August 31, 2019 | ||
Diluted earnings per share range |
$3.46 - $3.66 | |
Railcar contract loss accruals and closure costs |
0.14 | |
| ||
Diluted earnings per share range excluding railcar contract loss accruals and closure costs |
$3.60 - $3.80 | |
|
# # #