BELLEVUE, Wash., Sept. 14, 2020 /PRNewswire/ -- Radiant
Logistics, Inc. (NYSE American: RLGT), a third-party logistics and
multimodal transportation services company, today announced select
preliminary unaudited financial results for the fourth quarter
ended June 30, 2020, and that it has filed a Form 12b-25
with the U.S. Securities and Exchange Commission, providing
the Company with a permissible 15-day extension for filing its
Annual Report on Form 10-K for the year ended June 30,
2020 (the "Form 10-K"). The Company currently expects that it
will timely file its Form 10-K on or before the expiration of the
extension period and will hold its quarterly earnings call
concurrent with that filing.
In its Form 12b-25 filing, the Company stated that the Form 10-K
could not be filed within the prescribed due date as the Company
was unable to timely finalize its financial results without
unreasonable expense or effort. In the filing, the Company
attributed the delays to, among others, circumstances related to
the COVID-19 pandemic and the associated work-from-home strategies
being deployed by the Company, as well as the Company's inability
to timely interface with its auditors and third-party tax and
valuation advisors critical to the audit process, principally
caused by difficulties inherent in the remote workforce protocols
adopted by the Company in response to the COVID-19 pandemic.
The financial results presented below for the quarterly period
ended June 30, 2020, reflect
preliminary estimates of the Company's results of operations as of
the date of this press release. The Company's independent
registered public accounting firm has not audited or reviewed, and
does not express an opinion with respect to, this preliminary
data. These estimates may be subject to change upon the
completion of the reporting process and audit of the Company's
financial statements, and actual results may vary from these
estimates. The preliminary unaudited results for the
Company's fiscal fourth quarter ended June 30, 2020 are
as follows:
Financial Highlights – Three Months Ended
June 30, 2020 (Preliminary and Unaudited)
- Revenues estimated at a record $275.5
million for the fourth fiscal quarter ended June 30, 2020, compared to revenues of
$204.6 million for the comparable
prior year period.
- Net revenue margin estimated at $50.1
million for the fourth fiscal quarter ended June 30, 2020, compared to net revenue margin of
$58.5 million for the comparable
prior year period.
- Net income attributable to common stockholders estimated at
$4.7 million, or $0.09 per basic and fully diluted share, compared
to net income attributable to common stockholders of $4.5 million, or $0.09 per basic and fully diluted share for the
comparable prior year period.
- Adjusted net income attributable to common stockholders, a
non-GAAP financial measure, estimated at a record $8.9 million, or $0.18 per basic and fully diluted share for the
fourth fiscal quarter ended June 30,
2020, compared to adjusted net income attributable to common
stockholders of $7.5 million, or
$0.15 per basic and fully diluted
share for the comparable prior year period. Adjusted net income
attributable to common stockholders is calculated by applying a
normalized tax rate of 24.5% and excluding other items not
considered part of regular operating activities.
- Adjusted EBITDA estimated at a record $13.1 million for the fourth fiscal quarter ended
June 30, 2020, compared to adjusted
EBITDA of $11.0 million for the
comparable prior year period. Adjusted EBITDA margin estimated at a
record 26.2% for the fourth fiscal quarter ended June 30, 2020, compared to adjusted EBITDA margin
of 18.8% for the comparable prior year period.
CEO Bohn Crain comments on
preliminary results, the impact of COVID-19 and the delayed filing
of the Company's 10-K
"I'm very proud of the Radiant Network and our collective
response to challenges presented by the COVID pandemic," said
Bohn Crain, Founder and CEO of
Radiant Logistics. "Since late March we have been focusing on
delivering against four key objectives: ensuring the health and
safety of our employees; providing supply chain continuity for our
customers, operating partners and carriers; protecting the economic
security of our people to the greatest extent possible; and taking
the steps necessary to mitigate the impacts of the slowing economy
on our own business. Although the pandemic had a substantial
negative impact on many of the industry verticals and customers
that we serve, we are proud to be playing an active role in the
fight against COVID-19: delivering personal protective equipment
("PPE"), food and beverage, consumer goods, technology and other
essential products for our customers across North America and around the world. Our work,
particularly in support of the movement of PPE, has helped us to
achieve record results with an estimated $13.1 million in Adjusted EBITDA on $275.5 million in revenues for the quarter ended
June 30, 2020."
Crain continued: "As a Board and a leadership team we take our
public reporting responsibilities very seriously and are very
disappointed with the delay in the filing of our 10-K. We all
continue to be impacted by COVID, and in sometimes not so obvious
ways. We are working hard and expect to complete our filing within
the time provided with the 12b-25
extension and will hold our quarterly earnings call concurrent with
the ultimate filing of our 10-K. In addition, we are also taking
steps to ensure that the work-from-home strategies being deployed
in response to COVID by Radiant and its advisors do to not impede
our ability to meet our reporting obligations in the future."
About Radiant Logistics (NYSE American: RLGT)
Radiant Logistics, Inc. (www.radiantdelivers.com) is a
third-party logistics and multimodal transportation services
company delivering advanced supply chain solutions through a
network of company-owned and strategic operating partner locations
across North America. Through its
comprehensive service offering, Radiant provides domestic and
international freight forwarding services, truck and rail brokerage
services and other value-added supply chain management services,
including customs brokerage, order fulfillment, inventory
management and warehousing to a diversified account base including
manufacturers, distributors and retailers using a network of
independent carriers and international agents positioned
strategically around the world.
This announcement contains "forward-looking statements"
within the meaning set forth in United
States securities laws and regulations – that is, statements
related to future, not past, events. In this context,
forward-looking statements often address our expected future
business, financial performance and financial condition, and often
contain words such as "anticipate," "believe," "estimates,"
"expect," "future," "intend," "may," "plan," "see," "seek,"
"strategy," or "will" or the negative thereof or any variation
thereon or similar terminology or expressions. These
forward-looking statements are not guarantees and are subject to
known and unknown risks, uncertainties and assumptions about us
that may cause our actual results, levels of activity, performance
or achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or
implied by such forward-looking statements. We have developed our
forward-looking statements based on management's beliefs and
assumptions, which in turn rely upon information available to them
at the time such statements were made. Such forward-looking
statements reflect our current perspectives on our business, future
performance, existing trends and information as of the date of this
announcement. These include, but are not limited to, our beliefs
about future revenue and expense levels, growth rates, prospects
related to our strategic initiatives and business strategies, along
with express or implied assumptions about, among other things: our
continued relationships with our strategic operating partners; the
performance of our historic business, as well as the businesses we
have recently acquired, at levels consistent with recent trends and
reflective of the synergies we believe will be available to us as a
result of such acquisitions; our ability to successfully integrate
our recently acquired businesses; our ability to locate suitable
acquisition opportunities and secure the financing necessary to
complete such acquisitions; transportation costs remaining in-line
with recent levels and expected trends; our ability to mitigate, to
the best extent possible, our dependence on current management and
certain of our larger strategic operating partners; our compliance
with financial and other covenants under our indebtedness; the
absence of any adverse laws or governmental regulations affecting
the transportation industry in general, and our operations in
particular; the impact of COVID-19 on our operations and financial
results; the timing for completion of the audit related to our Form
10-K and the filing date of our Form 10-K; the absence of any audit
adjustments that may materially affect the preliminary unaudited
financial results contained within this press release, and such
other factors that may be identified from time to time in our
Securities and Exchange Commission ("SEC") filings and other public
announcements, including those set forth under the caption "Risk
Factors" in our Form 10-K for the year ended June 30, 2019 and our Form 10-Q for the quarter
ended March 31, 2020. In addition,
the global economic climate and additional or unforeseen effects
from the COVID-19 pandemic amplify many of these risks. All
subsequent written and oral forward-looking statements attributable
to us, or persons acting on our behalf, are expressly qualified in
their entirety by the foregoing. Readers are cautioned not to place
undue reliance on our forward-looking statements, as they speak
only as of the date made. We disclaim any obligation to publicly
update any forward-looking statements, whether as a result of new
information, future events or otherwise.
Reconciliation of Non-GAAP
Measures
RADIANT LOGISTICS, INC.
Reconciliation of Total Revenues to Net
Revenue Margin, Net Income Attributable to Common Stockholders
to Adjusted Net Income Attributable to Common Stock, EBITDA,
Adjusted EBITDA, and Adjusted EBITDA
Margin
(unaudited)
As used in this report, Net Revenue Margin, Adjusted Net Income
Attributable to Common Stockholders, EBITDA, Adjusted EBITDA, and
Adjusted EBITDA Margin are not measures of financial performance or
liquidity under United States Generally Accepted Accounting
Principles ("GAAP"). Net Revenue Margin, Adjusted Net Income
Attributable to Common Stockholders, EBITDA, Adjusted EBITDA, and
Adjusted EBITDA Margin are presented herein because they are
important metrics used by management to evaluate and understand the
performance of the ongoing operations of Radiant's business. For
Adjusted Net Income Attributable to Common Stockholders, management
uses a 24.5% tax rate to calculate the provision for income taxes
before preferred dividend requirement to normalize Radiant's tax
rate to that of its competitors and to compare Radiant's reporting
periods with different effective tax rates. In addition, in
arriving at Adjusted Net Income Attributable to Common
Stockholders, the Company adjusts for certain non-cash charges and
significant items that are not part of regular operating
activities. These adjustments include income taxes, depreciation
and amortization, change in fair value of contingent consideration,
transition costs, lease termination costs, acquisition related
costs, litigation costs, amortization of debt issuance costs, and
issuance costs for preferred stock redemption.
We commonly refer to the term "net revenue margin" when
commenting about our Company and the results of operations. Net
revenue margin is a Non-GAAP measure calculated as revenues less
directly related operations and expenses attributed to the
Company's services. We believe net revenue margin are a better
measurement than are total revenues when analyzing and discussing
the effectiveness of our business and is used as a portion of a key
metric the Company uses to discuss its progress.
EBITDA is a non-GAAP measure of income and does not include the
effects of preferred stock dividends, redemption of preferred
stock, interest and taxes, and excludes the "non-cash" effects of
depreciation and amortization on long-term assets. Companies have
some discretion as to which elements of depreciation and
amortization are excluded in the EBITDA calculation. We exclude all
depreciation charges related to technology and equipment, and all
amortization charges (including amortization of leasehold
improvements). We then further adjust EBITDA to exclude changes in
fair value of contingent consideration, expenses specifically
attributable to acquisitions, transition and lease termination
costs, foreign currency transaction gains and losses, extraordinary
items, share-based compensation expense, litigation expenses
unrelated to our core operations, MM&D start-up costs and other
non-cash charges. While management considers EBITDA, and adjusted
EBITDA useful in analyzing our results, it is not intended to
replace any presentation included in our consolidated financial
statements.
We believe that these non-GAAP financial measures, as presented,
represent a useful method of assessing the performance of our
operating activities, as they reflect our earnings trends without
the impact of certain non-cash charges and other non-recurring
charges. These non-GAAP financial measures are intended to
supplement the GAAP financial information by providing additional
insight regarding results of operations to allow a comparison to
other companies, many of whom use similar non-GAAP financial
measures to supplement their GAAP results. However, these non-GAAP
financial measures will not be defined in the same manner by all
companies and may not be comparable to other companies. Net Revenue
Margin, Adjusted Net Income Attributable to Common Stockholders,
EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin should not be
considered in isolation or as a substitute for any of the
consolidated statements of operations prepared in accordance with
GAAP, or as an indication of Radiant's operating performance or
liquidity.
(In
thousands)
|
Three Months Ended
June 30,
|
|
Net Revenue Margin
(Non-GAAP measure)
|
Estimated
2020
|
|
|
Actual
2019
|
|
Total
revenues
|
$
|
275,506
|
|
|
$
|
204,648
|
|
Cost of
transportation and other services
|
|
225,405
|
|
|
|
146,123
|
|
|
|
|
|
|
|
|
|
Net revenue
margin
|
$
|
50,101
|
|
|
$
|
58,525
|
|
Net revenue
percentage
|
|
18.2
|
%
|
|
|
28.6
|
%
|
|
|
(In
thousands)
|
Three Months Ended
June 30,
|
|
Reconciliation of
GAAP net income to adjusted EBITDA
|
Estimated
2020
|
|
|
Actual
2019
|
|
Net income
attributable to common stockholders and Radiant Logistics,
Inc.
|
$
|
4,665
|
|
|
$
|
4,461
|
|
Income tax
expense
|
|
1,307
|
|
|
|
1,007
|
|
Depreciation and
amortization
|
|
4,157
|
|
|
|
3,914
|
|
Net interest
expense
|
|
806
|
|
|
|
665
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
10,935
|
|
|
|
10,047
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
358
|
|
|
|
408
|
|
Change in fair value
of contingent consideration
|
|
1,700
|
|
|
|
(25)
|
|
Acquisition related
costs
|
|
82
|
|
|
|
223
|
|
Litigation
costs
|
|
229
|
|
|
|
221
|
|
Transition, lease
termination, and other costs
|
|
199
|
|
|
|
128
|
|
Change in fair value
of interest rate swap contracts
|
|
(600)
|
|
|
|
—
|
|
Foreign currency
transaction loss (gain)
|
|
245
|
|
|
|
9
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
$
|
13,148
|
|
|
$
|
11,011
|
|
Adjusted EBITDA margin
(Adjusted EBITDA as a % of Net Revenue Margin)
|
|
26.2
|
%
|
|
|
18.8
|
%
|
|
|
(In thousands,
except share and per share data)
|
Three Months Ended
June 30,
|
|
Reconciliation of
GAAP net income to adjusted net income attributable to common
stockholders:
|
Estimated
2020
|
|
|
Actual
2019
|
|
GAAP net income
attributable to common stockholders
|
$
|
4,665
|
|
|
$
|
4,461
|
|
Adjustments to net
income:
|
|
|
|
|
|
|
|
Income tax
expense
|
|
1,307
|
|
|
|
1,007
|
|
Depreciation and
amortization
|
|
4,157
|
|
|
|
3,914
|
|
Change in fair value
of contingent consideration
|
|
1,700
|
|
|
|
(25)
|
|
Acquisition related
costs
|
|
82
|
|
|
|
223
|
|
Litigation
costs
|
|
229
|
|
|
|
221
|
|
Transition, lease
termination, and other costs
|
|
199
|
|
|
|
128
|
|
Change in fair value
of interest rate swap contracts
|
|
(600)
|
|
|
|
—
|
|
Amortization of debt
issuance costs
|
|
15
|
|
|
|
55
|
|
|
|
|
|
|
|
|
|
Adjusted net income
attributable to common stockholders
before income taxes
|
|
11,754
|
|
|
|
9,984
|
|
|
|
|
|
|
|
|
|
Provision for income
taxes at 24.5% before preferred
dividend requirement
|
|
(2,880)
|
|
|
|
(2,446)
|
|
|
|
|
|
|
|
|
|
Adjusted net income
attributable to common stockholders
|
$
|
8,874
|
|
|
$
|
7,538
|
|
|
|
|
|
|
|
|
|
Adjusted net income
per common share - basic and diluted
|
$
|
0.18
|
|
|
$
|
0.15
|
|
|
|
|
|
|
|
|
|
Weighted average
common shares outstanding:
|
|
|
|
|
|
|
|
Basic
|
|
49,398,826
|
|
|
|
49,572,399
|
|
Diluted
|
|
50,566,683
|
|
|
|
51,391,691
|
|
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SOURCE Radiant Logistics, Inc.