CONFIRMS RECORD RESULTS FOR FISCAL YEAR
ENDED JUNE 30, 2022
RENTON,
Wash., Feb. 27, 2023 /PRNewswire/ -- Radiant
Logistics, Inc. (NYSE American: RLGT), a technology-enabled global
transportation and value-added logistics services company, today
announced the filing of the Company's comprehensive annual report
on Form 10-K for the fiscal year ended June
30, 2022 (the "Annual Report"), which includes the Company's
audited consolidated financial statements for the fiscal year ended
June 30, 2022, restated audited
consolidated financial statements for the fiscal year ended
June 30, 2021, as well as restated
unaudited consolidated financial statements covering the interim
quarterly reporting periods during fiscal 2021 consisting of the
quarters ended September 30, 2020,
December 31, 2020, and March 31, 2021; and restated unaudited
consolidated financial statements covering the quarterly reporting
periods during fiscal 2022 consisting of September 30, 2021, December 31, 2021, and March 31, 2022 (collectively, the "Restatement
Periods").
![Radiant Logistics, Inc. logo. (PRNewsFoto/Radiant Logistics, Inc.) Radiant Logistics, Inc. logo. (PRNewsFoto/Radiant Logistics, Inc.)](https://mma.prnewswire.com/media/73947/Radiant_Logo.jpg)
Financial Highlights – Twelve Months Ended
June 30, 2022
- Revenues increased to $1,459.4
million for the fiscal year ended June 30, 2022, up $559.6
million or 62.2%, compared to revenues (as restated) of
$899.8 million for the comparable
prior year period.
- Gross profit increased to $293.5
million for the fiscal year ended June 30, 2022, up $84.1
million or 40.2%, compared to Gross profit (as restated) of
$209.4 million for the comparable
prior year period.
- Adjusted gross profit, a non-GAAP financial measure, increased
to $306.3 million for the fiscal year
ended June 30, 2022, up $84.9 million or 38.3%, compared to adjusted
gross profit (as restated) of $221.4
million for the comparable prior year period.
- Net income attributable to Radiant Logistics, Inc. increased to
$44.5 million for the fiscal year
ended June 30, 2022, or $0.90 per basic and $0.88 per fully diluted share, up $21.4 million or 92.6% compared to $23.1 million of net income attributable to
Radiant Logistics, Inc. (as restated), or $0.46 per basic and $0.45 per fully diluted share for the comparable
prior year period.
- Adjusted net income, a non-GAAP financial measure, increased to
$58.2 million, or $1.18 per basic and $1.15 per fully diluted share for the fiscal year
ended June 30, 2022, up $23.7 million or 68.7%, compared to adjusted net
income (as restated) of $34.5
million, or $0.69 per basic
and $0.67 per fully diluted share for
the comparable prior year period. Adjusted net income is calculated
by applying a normalized tax rate of 24.5% and excluding other
items not considered part of regular operating activities.
- Adjusted EBITDA, a non-GAAP financial measure, increased to
$80.9 million for the fiscal year
ended June 30, 2022, up $31.9 million or 65.1%, compared to adjusted
EBITDA (as restated) of $49.0 million
for the comparable prior year period.
- Adjusted EBITDA margin (Adjusted EBITDA expressed as a
percentage of adjusted gross profit), a non-GAAP financial measure,
increased to 26.4% for the fiscal year ended June 30, 2022, up 437 basis points, compared to
Adjusted EBITDA margin (as restated) of 22.1% for the comparable
prior year period.
Impact of the Restatement
Filing the comprehensive annual report on Form 10-K for the
fiscal year ended June 30, 2022, inclusive of the
restated audited and unaudited financial statements covering the
Restatement Periods, brings to a close a process started at the end
of September 2022, when the Company's
Audit and Executive Oversight Committee, after consultation with
Moss Adams LLP ("Moss Adams"), its current registered independent
public accounting firm, and BDO USA, LLP ("BDO"), its predecessor registered
independent public accounting firm, concluded that the Company's
previously issued financial statements for the Restatement Periods
should be restated to correct historical errors related principally
to the timing of recognition of the Company's estimated accrual of
in-transit revenues and related costs.
The net effect of the Restatement for the fiscal year ended
June 30, 2021, is reflected in the
following tables. Information covering the net effect of the
Restatement on each of the interim quarterly reporting periods
during fiscal 2021 can be found within the Company's comprehensive
annual report on Form 10-K for the fiscal year ended
June 30, 2022.
(In
thousands)
|
June 30, 2021
As Previously Reported
|
|
Adjustment
|
|
June 30, 2021
As Restated
|
|
Contract
assets
|
$
|
27,753
|
|
$
|
17,287
|
|
$
|
45,040
|
|
Total current
assets
|
|
176,310
|
|
|
17,287
|
|
|
193,597
|
|
Total
assets
|
|
357,241
|
|
|
17,287
|
|
|
374,528
|
|
Accounts
payable
|
|
87,941
|
|
|
15,768
|
|
|
103,709
|
|
Operating partner
commissions payable
|
|
13,779
|
|
|
1,286
|
|
|
15,065
|
|
Accrued
expenses
|
|
6,801
|
|
|
11
|
|
|
6,812
|
|
Income tax
payable
|
|
2,713
|
|
|
55
|
|
|
2,768
|
|
Total current
liabilities
|
|
126,357
|
|
|
17,120
|
|
|
143,477
|
|
Total
liabilities
|
|
195,838
|
|
|
17,120
|
|
|
212,958
|
|
Retained
earnings
|
|
60,367
|
|
|
167
|
|
|
60,534
|
|
Total
equity
|
|
161,403
|
|
|
167
|
|
|
161,570
|
|
(In thousands, except
per share data)
|
Year Ended June 30,
2021
As Previously Reported
|
|
Adjustment
|
|
Year Ended
June 30, 2021
As Restated
|
|
Revenues
|
$
|
889,124
|
|
$
|
10,688
|
|
$
|
899,812
|
|
Cost of transportation
and other services
|
|
668,299
|
|
|
10,107
|
|
|
678,406
|
|
Operating partner
commissions
|
|
94,040
|
|
|
1,101
|
|
|
95,141
|
|
Personnel
costs
|
|
55,378
|
|
|
(26)
|
|
|
55,352
|
|
Selling, general and
administrative expenses
|
|
24,434
|
|
|
(716)
|
|
|
23,718
|
|
Income from
operations
|
|
25,981
|
|
|
222
|
|
|
26,203
|
|
Income tax
expense
|
|
(5,896)
|
|
|
(55)
|
|
|
(5,951)
|
|
Net income
|
|
23,462
|
|
|
167
|
|
|
23,629
|
|
Net income attributable
to Radiant Logistics, Inc.
|
|
22,943
|
|
|
167
|
|
|
23,110
|
|
|
|
|
|
|
|
|
Income per
share:
|
|
|
|
|
|
|
Basic
|
$
|
0.46
|
|
$
|
—
|
|
$
|
0.46
|
|
Diluted
|
$
|
0.45
|
|
$
|
—
|
|
$
|
0.45
|
|
While the adjustment changed contract assets, accounts payable,
and operating partner commissions payable line items in the
consolidated cash flow statement, net working capital (current
assets minus current liabilities) increased $0.2 million. The adjustment did not have an
impact on total net cash provided by operating activities, net cash
used in investing activities, or net cash provided by (used for)
financing activities.
The net effect of the Restatement for the nine-months ended
March 31, 2022, is reflected in the
following tables. Information covering the net effect of the
Restatement on each of the interim quarterly reporting periods
during the nine-months ended March 31,
2022, can be found within the Company's comprehensive annual
report on Form 10-K for the fiscal year ended
June 30, 2022.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In
thousands)
|
|
|
|
March 31, 2022
As Previously Reported
|
|
|
|
|
Adjustment
|
|
|
|
|
March 31, 2022
As Restated
|
|
Contract
assets
|
|
|
|
$
|
59,894
|
|
|
|
|
$
|
13,992
|
|
|
|
|
$
|
73,886
|
|
Total current
assets
|
|
|
|
|
342,536
|
|
|
|
|
|
13,992
|
|
|
|
|
|
356,528
|
|
Total
assets
|
|
|
|
|
554,934
|
|
|
|
|
|
13,992
|
|
|
|
|
|
568,926
|
|
Accounts
payable
|
|
|
|
|
164,932
|
|
|
|
|
|
14,489
|
|
|
|
|
|
179,421
|
|
Operating partner
commissions payable
|
|
|
|
|
16,038
|
|
|
|
|
|
178
|
|
|
|
|
|
16,216
|
|
Accrued
expenses
|
|
|
|
|
11,512
|
|
|
|
|
|
(34)
|
|
|
|
|
|
11,478
|
|
Income tax
payable
|
|
|
|
|
4,271
|
|
|
|
|
|
(157)
|
|
|
|
|
|
4,114
|
|
Total current
liabilities
|
|
|
|
|
212,193
|
|
|
|
|
|
14,476
|
|
|
|
|
|
226,669
|
|
Total
liabilities
|
|
|
|
|
369,749
|
|
|
|
|
|
14,476
|
|
|
|
|
|
384,225
|
|
Retained
earnings
|
|
|
|
|
88,733
|
|
|
|
|
|
(484)
|
|
|
|
|
|
88,249
|
|
Total
equity
|
|
|
|
|
185,185
|
|
|
|
|
|
(484)
|
|
|
|
|
|
184,701
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended
|
|
(In thousands, except
per share data)
|
|
|
|
March 31, 2022
As Previously Reported
|
|
|
|
|
Adjustment
|
|
|
|
|
March 31, 2022
As Restated
|
|
Revenues
|
|
|
|
$
|
1,079,783
|
|
|
|
|
$
|
(3,297)
|
|
|
|
|
$
|
1,076,486
|
|
Cost of transportation
and other services
|
|
|
|
|
858,447
|
|
|
|
|
|
(1,278)
|
|
|
|
|
|
857,169
|
|
Operating partner
commissions
|
|
|
|
|
90,825
|
|
|
|
|
|
(1,109)
|
|
|
|
|
|
89,716
|
|
Personnel
costs
|
|
|
|
|
52,211
|
|
|
|
|
|
(46)
|
|
|
|
|
|
52,165
|
|
Income from
operations
|
|
|
|
|
38,853
|
|
|
|
|
|
(861)
|
|
|
|
|
|
37,992
|
|
Income tax
expense
|
|
|
|
|
(9,402)
|
|
|
|
|
|
211
|
|
|
|
|
|
(9,191)
|
|
Net Income
|
|
|
|
|
29,284
|
|
|
|
|
|
(651)
|
|
|
|
|
|
28,633
|
|
Net income attributable
to Radiant Logistics, Inc.
|
|
|
|
|
28,366
|
|
|
|
|
|
(651)
|
|
|
|
|
|
27,715
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per
share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
$
|
0.57
|
|
|
|
|
$
|
(0.02)
|
|
|
|
|
$
|
0.55
|
|
Diluted
|
|
|
|
$
|
0.56
|
|
|
|
|
$
|
(0.01)
|
|
|
|
|
$
|
0.55
|
|
While the adjustment changed contract assets, accounts payable,
and operating partner commissions payable line items in the
consolidated cash flow statement, net working capital (current
assets minus current liabilities) decreased $0.5 million. The adjustment did not have an
impact on total net cash provided by operating activities, net cash
used in investing activities, or net cash provided by (used for)
financing activities.
CEO Bohn Crain Comments on Fiscal 2022 Results and
Restatement
"We are pleased to have the restatement behind us so that
management and the Board can return our attention to continuing to
build upon the great platform we have created here at Radiant,"
said Bohn Crain, Founder and CEO of
Radiant Logistics. "Fiscal 2022 was, all things considered, an
extraordinary year of accomplishment. For the 12 month period we
posted record revenues of $1,459.4
million, up $559.6 million or
62.2%; record gross profit of $293.5;
record adjusted gross profit of $306.3
million, up $84.9 million or
38.3%; record net income attributable to Radiant Logistics, Inc. of
$44.5 million, or $0.90 per basic and $0.88 per fully diluted share, up $21.4 million or 92.6%; record adjusted net
income of $58.2 million, or
$1.18 per basic and $1.15 per fully diluted share, up $23.7 million or 68.7% and record adjusted EBITDA
of $80.9 million, up $31.9 million or 65.1%. In addition, we also saw
improvement in our adjusted EBITDA margin, which increased 429
basis points to a record 26.4%, up from 22.1% for the comparable
prior year period. Our business remained quite strong across our
various service offerings during fiscal 2022 and our efforts to
bundle value-added services with our core transportation service
offerings continued to deliver great results in both the U.S. and
Canada. These record results are a
direct reflection of the diversity of our service offerings, and
durability of our scalable non-asset based business model and the
dedication and hard work of our employees and operating partners
who continue to rise to the occasion.
This past year we also took the opportunity to refresh and
expand our $150 million senior credit
facility with a new $200 million
facility. This facility provides us with continued financial
flexibility to access capital to support and accelerate our growth
strategy, as well as the ability to repurchase the Company's common
stock, should we choose. As we have previously discussed, we
believe that our current share price does not accurately reflect
Radiant's intrinsic value or long-term growth prospects,
particularly given our unlevered balance sheet, and therefore
represents an excellent investment opportunity for both the Company
and our shareholders. For the eighteen-months ended December 31, 2022, we purchased approximately
$16.3 million of our stock at an
average price of $6.64 per share.
Moving forward, in addition to continuing our acquisition efforts,
we expect to continue to be active in the repurchase of our stock
to take advantage of the opportunity being presented to us in the
disconnect between the underlying value of our stock and our
current stock price."
Mr. Crain continued, "It is fair to say that we have been battle
tested over these last few years. Driven first by the pandemic and
associated lockdowns of 2020, we were all reminded of the essential
role of transportation and logistics in keeping our economy moving.
For us, this translated into the opportunity to play an active role
in the fight against COVID-19 by, among others: 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. As the economy worked to recover from those initial
lockdowns, we were presented with a different set of challenges
(and opportunities) as we were able to help our broader customer
base bring their supply-chains back online in the face of an
extreme shortage of transportation capacity, soaring fuel prices
and port congestion. In December of 2021, we experienced a
cyber-event that created its own set of challenges and ultimately,
we were put through our paces with the now completed rigorous
review and restatement process. After all was said and done, as a
result of the review and restatement of our results for the year
ended June 30, 2021 our previously
reported $0.45 per fully diluted
share remained unchanged at $0.45 per
fully diluted share. Our net working capital at June 30, 2021 increased to $50.1 million, up $0.1
million from the previously reported $50.0 million. Similarly, for the nine months
ended March 31, 2022, we restated our
results to report $0.55 per fully
diluted share, down $0.01 compared to
our previously reported $0.56 per
fully diluted earnings per share. Our net working capital at
March 31, 2022 decreased to $129.8
million, down $0.5 million
from the previously reported $130.3
million.
We look ahead to fiscal 2023 with optimism in the continued
strength of our diversified business model, yet tempered with the
uncertainties emanating from, among others, the possible impact of
future COVID variants, the current conflict in Ukraine, and the macroeconomic confluence of
inflation, broad-based labor shortages, and a possible
corresponding reduction in the pricing power of the asset-based
carriers. Given these current market dynamics, it is difficult to
project what the "new normal" will look like for our customers and
in turn our own business. Whatever comes next, we are ready with a
durable, diverse service offering and strong balance sheet to
support our customers.
Most of all, we wish to thank all of our loyal shareholders for
being patient through this arduous and often-trying restatement
process. While the process was a challenge, now that we have
it behind us, we look at it as a positive bi-product of our
significant growth in the last several years, and a testament to
the strong work of our talented accounting and finance teams, and
as an ultimate proof of the overall integrity of our financial
systems and our need to always strive for continuous improvement in
all that we do."
First and Second Fiscal Quarter 2023 Form 10-Qs
As disclosed in its November 9,
2022 and February 9, 2023
announcements, in light of the restatement process the Company was
unable to file its Quarterly Reports on Form 10-Q (the "Form 10-Q")
for the first fiscal quarter ended September
30, 2022 and the second fiscal quarter ended December 31, 2022 on a timely basis without
unreasonable effort or expense. With the restatement process behind
us, the Company will now be working on completing its Form 10-Q for
each of these reporting periods and expects to bring these filings
current during the month of March at which time it will hold its
next earnings call.
About Radiant Logistics (NYSE American: RLGT)
Radiant Logistics, Inc. (www.radiantdelivers.com) operates as a
third party logistics company, providing technology-enabled global
transportation and value-added logistics services primarily to
customers in the United States and
Canada. Through its comprehensive
service officering, Radiant provides domestic and international
freight forwarding along with truck and rail brokerage services to
a diversified account base including manufactures, distributors and
retailers, which it supports from an extensive network of Radiant
and agent-owned offices throughout North
America and other key markets around the world. Radiant's
value-added logistics services include warehouse and distribution,
customs brokerage, order fulfillment, inventory management and
technology services.
This report 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 report. 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 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; continued disruptions in the global supply chain; higher
inflationary pressures particularly surrounding the costs of fuel;
potential adverse legal, reputational and financial effects on the
Company resulting from the ransomware incident or future cyber
incidents and the effectiveness of the Company's business
continuity plans in response to cyber incidents, like the
ransomware incident; the commercial, reputational and regulatory
risks to our business that may arise as a consequence of our need
to restate our financial statements; our longer-term relationship
with our senior lenders as a consequence of our need to restate our
financial statements; our temporary loss of the use of a
Registration Statement on Form S-3 to register securities in the
future; any disruption to our business that may occur on a
longer-term basis should we be unable to remediate during fiscal
2023 certain material weaknesses in our internal controls over
financial reporting, 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 Part 1 Item 1A of this report.
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.
RADIANT
LOGISTICS, INC.
Condensed
Consolidated Balance Sheets
|
|
|
|
June 30,
|
|
(In thousands, except
share and per share data)
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
(as
restated)
|
|
ASSETS
|
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
24,442
|
|
|
$
|
13,696
|
|
Accounts receivable,
net of allowance of $2,983 and $1,489, respectively
|
|
|
186,492
|
|
|
|
117,349
|
|
Contract
assets
|
|
|
61,154
|
|
|
|
45,040
|
|
Prepaid expenses and
other current assets
|
|
|
17,256
|
|
|
|
17,512
|
|
Total current
assets
|
|
|
289,344
|
|
|
|
193,597
|
|
|
|
|
|
|
|
|
Property, technology,
and equipment, net
|
|
|
24,823
|
|
|
|
24,151
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
88,199
|
|
|
|
72,582
|
|
Intangible assets,
net
|
|
|
48,545
|
|
|
|
41,404
|
|
Operating lease
right-of-use assets
|
|
|
41,111
|
|
|
|
39,022
|
|
Deposits and other
assets
|
|
|
4,704
|
|
|
|
3,124
|
|
Long-term restricted
cash
|
|
|
625
|
|
|
|
648
|
|
Total other long-term
assets
|
|
|
183,184
|
|
|
|
156,780
|
|
Total
assets
|
|
$
|
497,351
|
|
|
$
|
374,528
|
|
|
|
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
137,853
|
|
|
$
|
103,709
|
|
Operating partner
commissions payable
|
|
|
18,731
|
|
|
|
15,065
|
|
Accrued
expenses
|
|
|
11,349
|
|
|
|
6,812
|
|
Income tax
payable
|
|
|
4,035
|
|
|
|
2,768
|
|
Current portion of
notes payable
|
|
|
4,575
|
|
|
|
4,446
|
|
Current portion of
operating lease liability
|
|
|
7,641
|
|
|
|
6,989
|
|
Current portion of
finance lease liability
|
|
|
577
|
|
|
|
743
|
|
Current portion of
contingent consideration
|
|
|
2,600
|
|
|
|
2,600
|
|
Other current
liabilities
|
|
|
303
|
|
|
|
345
|
|
Total current
liabilities
|
|
|
187,664
|
|
|
|
143,477
|
|
|
|
|
|
|
|
|
Notes payable, net of
current portion
|
|
|
66,719
|
|
|
|
24,000
|
|
Operating lease
liability, net of current portion
|
|
|
37,776
|
|
|
|
34,899
|
|
Finance lease
liability, net of current portion
|
|
|
1,223
|
|
|
|
1,809
|
|
Contingent
consideration, net of current portion
|
|
|
2,930
|
|
|
|
4,663
|
|
Deferred income
taxes
|
|
|
6,482
|
|
|
|
4,021
|
|
Other long-term
liabilities
|
|
|
—
|
|
|
|
89
|
|
Total long-term
liabilities
|
|
|
115,130
|
|
|
|
69,481
|
|
Total
liabilities
|
|
|
302,794
|
|
|
|
212,958
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
Common stock, $0.001
par value, 100,000,000 shares authorized; 51,265,543 and
50,832,205
shares issued, and 48,740,935 and 49,930,389
shares outstanding, respectively
|
|
|
33
|
|
|
|
32
|
|
Additional paid-in
capital
|
|
|
106,146
|
|
|
|
104,228
|
|
Treasury stock, at
cost, 2,524,608 and 901,816 shares, respectively
|
|
|
(16,004)
|
|
|
|
(4,658)
|
|
Retained
earnings
|
|
|
104,998
|
|
|
|
60,534
|
|
Accumulated other
comprehensive (loss) income
|
|
|
(796)
|
|
|
|
1,141
|
|
Total Radiant
Logistics, Inc. stockholders' equity
|
|
|
194,377
|
|
|
|
161,277
|
|
Non-controlling
interest
|
|
|
180
|
|
|
|
293
|
|
Total
equity
|
|
|
194,557
|
|
|
|
161,570
|
|
Total liabilities and
equity
|
|
$
|
497,351
|
|
|
$
|
374,528
|
|
RADIANT LOGISTICS,
INC.
Condensed
Consolidated Statements of Comprehensive Income
|
|
|
Year Ended
June 30,
|
|
(In thousands, except
share and per share data)
|
2022
|
|
|
2021
|
|
|
|
|
|
(as
restated)
|
|
Revenues
|
$
|
1,459,419
|
|
|
$
|
899,812
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
Cost of transportation
and other services
|
|
1,153,134
|
|
|
|
678,406
|
|
Operating partner
commissions
|
|
121,937
|
|
|
|
95,141
|
|
Personnel
costs
|
|
72,242
|
|
|
|
55,352
|
|
Selling, general and
administrative expenses
|
|
34,000
|
|
|
|
23,718
|
|
Depreciation and
amortization
|
|
18,716
|
|
|
|
16,642
|
|
Change in fair value
of contingent consideration
|
|
767
|
|
|
|
4,350
|
|
Total operating
expenses
|
|
1,400,796
|
|
|
|
873,609
|
|
|
|
|
|
|
|
Income from
operations
|
|
58,623
|
|
|
|
26,203
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
Interest
income
|
|
23
|
|
|
|
18
|
|
Interest
expense
|
|
(3,214)
|
|
|
|
(2,549)
|
|
Foreign currency
transaction gain (loss)
|
|
718
|
|
|
|
(189)
|
|
Change in fair value
of interest rate swap contracts
|
|
1,840
|
|
|
|
(594)
|
|
Gain on forgiveness of
debt
|
|
—
|
|
|
|
5,987
|
|
Other
|
|
193
|
|
|
|
704
|
|
Total other (expense)
income
|
|
(440)
|
|
|
|
3,377
|
|
|
|
|
|
|
|
Income before income
taxes
|
|
58,183
|
|
|
|
29,580
|
|
|
|
|
|
|
|
Income tax
expense
|
|
(12,692)
|
|
|
|
(5,951)
|
|
|
|
|
|
|
|
Net income
|
|
45,491
|
|
|
|
23,629
|
|
Less: net income
attributable to non-controlling interest
|
|
(1,027)
|
|
|
|
(519)
|
|
|
|
|
|
|
|
Net income attributable
to Radiant Logistics, Inc.
|
$
|
44,464
|
|
|
$
|
23,110
|
|
|
|
|
|
|
|
Other comprehensive
(loss) income
|
|
|
|
|
|
Foreign currency
translation (loss) gain
|
|
(1,937)
|
|
|
|
696
|
|
Comprehensive
income
|
$
|
43,554
|
|
|
$
|
24,325
|
|
|
|
|
|
|
|
Income per
share:
|
|
|
|
|
|
Basic
|
$
|
0.90
|
|
|
$
|
0.46
|
|
Diluted
|
$
|
0.88
|
|
|
$
|
0.45
|
|
|
|
|
|
|
|
Weighted average common
shares outstanding:
|
|
|
|
|
|
Basic
|
|
49,570,594
|
|
|
|
49,890,945
|
|
Diluted
|
|
50,736,582
|
|
|
|
51,208,295
|
|
Reconciliation of Non-GAAP
Measures
RADIANT LOGISTICS, INC.
Reconciliation of Gross Profit to Adjusted
Gross Profit, Net Income Attributable to Radiant Logistics,
Inc. to Adjusted Net Income, EBITDA, Adjusted EBITDA, and
Adjusted EBITDA Margin
(Unaudited)
As used in this report Adjusted Gross Profit, Adjusted Net
Income, EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin are not
measures of financial performance or liquidity under United States
Generally Accepted Accounting Principles ("GAAP"). Adjusted Gross
Profit, Adjusted Net Income, 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, management uses a 24.5% tax rate to calculate
the provision for income taxes 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, 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, change in fair value of interest rate swap
contracts, and gain on forgiveness of debt.
We commonly refer to the term "adjusted gross profit" when
commenting about our Company and the results of operations.
Adjusted gross profit is a Non-GAAP measure calculated as revenues
less directly related operations and expenses attributed to the
Company's services. Adjusted gross profit is calculated as GAAP
gross profit exclusive of depreciation and amortization, which are
reported separately. We believe adjusted gross profit is 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 interest, taxes, and 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 property, 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, gain on forgiveness of debt, 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. Adjusted
Gross Profit, Adjusted Net Income, EBITDA, Adjusted EBITDA, and
Adjusted EBITDA Margin should not be considered in isolation or as
a substitute for any of the consolidated statements of
comprehensive income prepared in accordance with GAAP, or as an
indication of Radiant's operating performance or liquidity.
(In
thousands)
|
Year Ended
June 30,
|
|
Reconciliation of
adjusted gross profit to GAAP gross profit
|
2022
|
|
|
2021
|
|
|
|
|
|
(as
restated)
|
|
Revenues
|
$
|
1,459,419
|
|
|
$
|
899,812
|
|
Cost of transportation
and other services (exclusive of depreciation and
amortization, shown separately below)
|
|
(1,153,134)
|
|
|
|
(678,406)
|
|
Depreciation and
amortization
|
|
(12,775)
|
|
|
|
(11,986)
|
|
GAAP gross
profit
|
$
|
293,510
|
|
|
$
|
209,420
|
|
Depreciation and
amortization
|
|
12,775
|
|
|
|
11,986
|
|
Adjusted gross
profit
|
$
|
306,285
|
|
|
$
|
221,406
|
|
|
|
|
|
|
|
GAAP gross margin (GAAP
gross profit as a percentage of revenues)
|
|
20.1
|
%
|
|
|
23.3
|
%
|
Adjusted gross profit
percentage (adjusted gross profit as a percentage of
revenues)
|
|
21.0
|
%
|
|
|
24.6
|
%
|
(In
thousands)
|
Year Ended
June 30,
|
|
Reconciliation of
GAAP net income to adjusted EBITDA
|
2022
|
|
|
2021
|
|
|
|
|
|
(as
restated)
|
|
Net income attributable
to Radiant Logistics, Inc.
|
$
|
44,464
|
|
|
$
|
23,110
|
|
Income tax
expense
|
|
12,692
|
|
|
|
5,951
|
|
Depreciation and
amortization
|
|
18,716
|
|
|
|
16,642
|
|
Net interest
expense
|
|
3,191
|
|
|
|
2,531
|
|
|
|
|
|
|
|
EBITDA
|
|
79,063
|
|
|
|
48,234
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
1,798
|
|
|
|
1,071
|
|
Change in fair value
of contingent consideration
|
|
767
|
|
|
|
4,350
|
|
Acquisition related
costs
|
|
596
|
|
|
|
42
|
|
Ransomware incident
related costs, net
|
|
684
|
|
|
|
—
|
|
Litigation
costs
|
|
568
|
|
|
|
535
|
|
Gain on litigation
settlement, net
|
|
—
|
|
|
|
(25)
|
|
Change in fair value
of interest rate swap contracts
|
|
(1,840)
|
|
|
|
594
|
|
Gain on forgiveness of
debt
|
|
—
|
|
|
|
(5,987)
|
|
Foreign currency
transaction (loss) gain
|
|
(718)
|
|
|
|
189
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
$
|
80,918
|
|
|
$
|
49,003
|
|
Adjusted EBITDA margin
(Adjusted EBITDA as a % of Adjusted Gross Profit)
|
|
26.4
|
%
|
|
|
22.1
|
%
|
(In thousands, except
share and per share data)
|
Year Ended
June 30,
|
|
Reconciliation of
GAAP net income to adjusted net income
|
2022
|
|
|
2021
|
|
|
|
|
|
(as
restated)
|
|
GAAP net income
attributable to Radiant Logistics, Inc.
|
$
|
44,464
|
|
|
$
|
23,110
|
|
Adjustments to net
income:
|
|
|
|
|
|
Income tax
expense
|
|
12,692
|
|
|
|
5,951
|
|
Depreciation and
amortization
|
|
18,716
|
|
|
|
16,642
|
|
Change in fair value
of contingent consideration
|
|
767
|
|
|
|
4,350
|
|
Acquisition related
costs
|
|
596
|
|
|
|
42
|
|
Ransomware incident
related costs, net
|
|
684
|
|
|
|
—
|
|
Litigation
costs
|
|
568
|
|
|
|
535
|
|
Change in fair value
of interest rate swap contracts
|
|
(1,840)
|
|
|
|
594
|
|
Gain on forgiveness of
debt
|
|
—
|
|
|
|
(5,987)
|
|
Amortization of debt
issuance costs
|
|
500
|
|
|
|
522
|
|
|
|
|
|
|
|
Adjusted net income
before income taxes
|
|
77,147
|
|
|
|
45,759
|
|
|
|
|
|
|
|
Provision for income
taxes at 24.5%
|
|
(18,901)
|
|
|
|
(11,211)
|
|
|
|
|
|
|
|
Adjusted net
income
|
$
|
58,246
|
|
|
$
|
34,548
|
|
|
|
|
|
|
|
Adjusted net income per
common share:
|
|
|
|
|
|
Basic
|
$
|
1.18
|
|
|
$
|
0.69
|
|
Diluted
|
$
|
1.15
|
|
|
$
|
0.67
|
|
|
|
|
|
|
|
Weighted average common
shares outstanding:
|
|
|
|
|
|
Basic
|
|
49,570,594
|
|
|
|
49,890,945
|
|
Diluted
|
|
50,736,582
|
|
|
|
51,208,295
|
|
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SOURCE Radiant Logistics, Inc.