Form 8-K - Current report

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): August 30, 2023

REX AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-09097	31-1095548
(State or other jurisdiction	(Commission File No.)	(IRS Employer Identification No.)
of incorporation)

7720 Paragon Road Dayton, Ohio		45459
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (937) 276-3931

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:

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered
Commons stock, $0.01 par value	REX	New York Stock Exchange

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 August 30, 2023, REX American Resources Corporation issued a press release announcing financial results for the three-month period ended July 31, 2023. The press release is furnished as Exhibit 99 to this report.

Item 9.01.

Financial Statements and Exhibits

(c)

Exhibits. The following exhibits are furnished with this report:

99 Press Release dated August 30, 2023

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	REX AMERICAN RESOURCES CORPORATION

Date: August 30, 2023	By:	/s/ DOUGLAS L. BRUGGEMAN

		Name:	Douglas L. Bruggeman
		Title:	Vice President - Finance, Chief Financial Officer and Treasurer

Exhibit 99

NEWS ANNOUNCEMENT

FOR IMMEDIATE RELEASE

REX AMERICAN RESOURCES REPORTS FISCAL 2023
SECOND QUARTER NET INCOME PER SHARE
ATTRIBUTABLE TO REX COMMON SHAREHOLDERS OF $0.52

Dayton, Ohio, (August 30, 2023) -- REX American Resources Corporation (NYSE: REX) (“REX” or “the Company”) today reported financial results for its fiscal 2023 second quarter (“Q2 ‘23”) ended July 31, 2023. REX management will host a conference call and webcast today at 11:00 a.m. ET.

Conference Call:	212/231-2932

Webcast / Replay URL:	www.rexamerican.com

	The webcast will be available for replay for 30 days.

REX American Resources’ Q2 ‘23 results principally reflect its interests in six ethanol production facilities. The One Earth Energy, LLC (“One Earth”) and NuGen Energy, LLC (“NuGen”) ethanol production facilities are consolidated, while the four other ethanol plants are reported as equity in income of unconsolidated ethanol affiliates.

REX’s Q2 ‘23 net sales and revenue were $212.0 million compared with $240.3 million in Q2 ‘22. The year-over-year net sales and revenue decline primarily reflects a reduction in the quantities sold of ethanol, as well as lower prices for ethanol, dried and modified distillers grains, and corn oil. Q2 ‘23 gross profit increased 30.1% to $18.4 million, from $14.1 million in Q2 ‘22, primarily reflecting lower corn and natural gas pricing. Income before income taxes and non-controlling interests was $16.1 million, compared with $19.2 million in the comparable year-ago period; however, excluding the benefit of COVID-19 relief grants received in Q2 ‘22 income before income taxes and noncontrolling interest increased 64.3% to $16.1 million in Q2 ‘23 from $9.8 million in Q2 ‘22. Q2 ‘22 benefited as the Company’s two consolidated plants received COVID-19 relief grants from the U.S.D.A. totaling approximately $7.8 million recorded as other income, and approximately $1.6 million recorded as equity income in unconsolidated affiliates.

Net income attributable to REX shareholders was $9.1 million in Q2 ‘23 compared with $11.2 million in Q2 ‘22. Q2 ‘23 basic and diluted net income per share attributable to REX common shareholders was $0.52, compared to $0.63 per share in Q2 ‘22. Per share results for the Q2 ‘23 and Q2 ‘22 periods are based on 17,460,000 and 17,772,000 diluted weighted average shares outstanding, respectively, reflecting the Company’s 3-for-1 common stock split effected August 5, 2022.

REX American Resources Q2 ‘23 Results, 8/30/23

page 2

REX American Resources’ Chief Executive Officer, Zafar Rizvi, commented, “Our focus on operational efficiency resulted in REX delivering its twelfth consecutive quarter of profitability. During the quarter we continued our efforts on the One Earth Energy carbon capture project. We believe the One Earth project has the potential to deliver compelling financial returns and will position REX to play an important role in reducing greenhouse gas emissions. Earlier this year, our NuGen Energy facility reached an agreement to be part of Summit Carbon Solutions’ carbon capture and storage pipeline, which we believe will also advance our sustainability goals. In addition, Big River Resources previously entered into an agreement with Navigator CO2 whereby Navigator is to provide Big River with turnkey carbon capture, utilization and storage services.

“Our solid financial position and balance sheet flexibility, combined with our company-wide focus on operational excellence, allows us to continue to make return-focused investments to further strengthen our plants and their operational efficiency while also moving our carbon capture and sequestration initiatives forward.”

Balance Sheet

As of July 31, 2023, REX had cash and cash equivalents and short-term investments of $284.4 million, $31.2 million of which was at the parent company and $253.2 million of which was at its consolidated production facilities. This compares with cash, cash equivalents and short-term investments at January 31, 2023, of $280.9 million, $42.1 million of which was at the parent company and $238.8 million of which was at its consolidated production facilities.

The following table summarizes select data related to REX’s
consolidated alternative energy interests:

	Three Months Ended July 31,				Six Months Ended July 31,
		2023		2022		2023		2022
Average selling price per gallon of ethanol	$	2.42	$	2.65	$	2.32	$	2.47
Average selling price per ton of dried distillers grains	$	226.48	$	249.62	$	236.30	$	233.80
Average selling price per pound of distillers corn oil	$	0.55	$	0.72	$	0.59	$	0.68
Average selling price per ton of modified distillers grains	$	103.01	$	128.50	$	116.20	$	121.65

Ethanol gallons sold (in millions)		69.1		71.4		140.6		135.9

REX American Resources Q2 ‘23 Results, 8/30/23

page 3

Change in Accounting Principles

For the quarter ended July 31, 2023 the Company made a change in the method of accounting to begin classifying shipping and handling costs as cost of sales, instead of within selling, general and administrative expenses (SG&A), as historically presented, in order to improve the comparability of gross profit and SG&A reported. The Company has applied a retrospective application of the new accounting policy.

The following table summarizes the impact of the Company’s
retrospective change in accounting principle:

	Three Months Ended April 30, 2023
	As Previously Reported			Effect of Change			As Currently Reported

Cost of sales	$	197,685		$	4,863		$	202,548

Gross profit	$	15,029		$	(4,863	)	$	10,166

Selling, general and administrative expenses	$	(10,632	)	$	4,863		$	(5,769	)

	Three Months Ended July 31, 2022									Six Months Ended July 31, 2022
	As Previously Reported			Effect of Change			As Currently Reported			As Previously Reported			Effect of Change			As Currently Reported

Cost of sales	$	223,744		$	2,481		$	226,225		$	406,060		$	2,485		$	408,545

Gross profit	$	16,584		$	(2,481	)	$	14,103		$	28,496		$	(2,485	)	$	26,011

Selling, general and administrative expenses	$	(9,148	)	$	2,481		$	(6,667	)	$	(14,351	)	$	2,485		$	(11,866	)

Second Quarter Conference Call

REX will host a conference call at 11:00 a.m. ET today to discuss the quarterly results and will host a question and answer session. The dial in number for the audio conference call is 212/231-2932 (domestic and international callers). Participants can also listen to a live webcast of the call on the Company’s website at, www.rexamerican.com. A webcast replay will be available for 30 days following the live event.

About REX American Resources Corporation

REX American Resources has interests in six ethanol production facilities, which in aggregate shipped approximately 695 million gallons of ethanol over the twelve-month period ended July 31, 2023. REX’s effective ownership of the trailing twelve-month gallons shipped (for the twelve months ended July 31, 2023) by the ethanol production facilities in which it has ownership interests was approximately 275 million gallons. Further information about REX is available at www.rexamerican.com.

REX American Resources Q2 ‘23 Results, 8/30/23

page 4

This news announcement contains or may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the effect of pandemics such as COVID-19 on the Company’s business operations, including impacts on supplies, demand, personnel and other factors, the impact of legislative and regulatory changes, the price volatility and availability of corn, distillers grains, ethanol, distillers corn oil, commodity market risk, gasoline and natural gas, ethanol plants operating efficiently and according to forecasts and projections, logistical interruptions, changes in the international, national or regional economies, the impact of inflation, the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S. foreign trade policy, changes in foreign currency exchange rates and the effects of terrorism or acts of war. The Company does not intend to update publicly any forward-looking statements except as required by law.

Contact:
Douglas Bruggeman		Joseph Jaffoni, Norberto Aja
Chief Financial Officer		JCIR
(937) 276-3931		(212) 835-8500 / rex@jcir.com

REX American Resources Q2 ‘23 Results, 8/30/23

page 5

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share amounts)
Unaudited

	Three Months Ended July 31,						Six Months Ended July 31,
	2023			2022			2023			2022
Net sales and revenue	$	211,977		$	240,328		$	424,691		$	434,556
Cost of sales		193,625			226,225			396,173			408,545
Gross profit		18,352			14,103			28,518			26,011
Selling, general and administrative expenses		(8,618	)		(6,667	)		(14,387	)		(11,866	)
Equity in income of unconsolidated ethanol affiliates		3,047			3,598			4,537			5,549
Interest and other income, net		3,271			8,181			6,072			8,355
Income before income taxes and noncontrolling interests		16,052			19,215			24,740			28,049
Provision for income taxes		(3,768	)		(4,330	)		(5,756	)		(6,178	)
Net income		12,284			14,885			18,984			21,871
Net income attributable to noncontrolling interests		(3,229	)		(3,715	)		(4,693	)		(5,519	)
Net income attributable to REX common shareholders	$	9,055		$	11,170		$	14,291		$	16,352

Weighted average shares outstanding - basic and diluted		17,460			17,772			17,427			17,777

Basic and diluted net income per share attributable to REX common shareholders	$	0.52		$	0.63		$	0.82		$	0.92

- balance sheets follow -

REX American Resources Q2 ‘23 Results, 8/30/23

page 6

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
Unaudited

ASSETS:	July 31, 2023			January 31, 2023
CURRENT ASSETS:
Cash and cash equivalents	$	102,166		$	69,612
Short-term investments		182,209			211,331
Restricted cash		2,009			1,735
Accounts receivable		31,998			25,162
Inventory		45,960			48,744
Refundable income taxes		5,654			2,962
Prepaid expenses and other		17,947			13,098
Total current assets		387,943			372,644
Property and equipment, net		135,144			135,497
Operating lease right-of-use assets		12,713			15,214
Other assets		19,554			23,179
Equity method investment		37,582			33,045
TOTAL ASSETS	$	592,936		$	579,579
LIABILITIES AND EQUITY:
CURRENT LIABILITIES:
Accounts payable - trade	$	22,100		$	34,091
Current operating lease liabilities		5,095			5,180
Accrued expenses and other current liabilities		20,346			15,328
Total current liabilities		47,541			54,599
LONG-TERM LIABILITIES:
Deferred taxes		1,097			1,097
Long-term operating lease liabilities		7,605			9,855
Other long-term liabilities		3,144			3,034
Total long-term liabilities		11,846			13,986
EQUITY:
REX shareholders' equity:
Common stock		299			299
Paid-in capital		3,181			578
Retained earnings		655,117			640,826
Treasury stock		(192,037	)		(193,721	)
Total REX shareholders' equity		466,560			447,982
Noncontrolling interests		66,989			63,012
Total equity		533,549			510,994
TOTAL LIABILITIES AND EQUITY	$	592,936		$	579,579

- statements of cash flows follow -

REX American Resources Q2 ‘23 Results, 8/30/23

page 7

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
Unaudited

	Six Months Ended July 31,
	2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income including noncontrolling interests	$	18,984		$	21,871
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		8,915			8,984
Amortization of operating lease right-of-use assets		2,671			2,835
Income from equity method investments		(4,537	)		(5,549	)
Interest income from investments		(3,967	)		(488	)
Deferred income taxes		3,947			4,153
Stock based compensation expense		3,892			856
Loss on sale of property and equipment - net		205			5
Changes in assets and liabilities:
Accounts receivable		(6,836	)		(12,738	)
Inventories		2,784			(7,703	)
Refundable income taxes		(2,692	)		779
Other assets		(5,153	)		(2,153	)
Accounts payable - trade		(12,595	)		(11,254	)
Other liabilities		3,019			1,173
Net cash provided by operating activities		8,637			771
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital Expenditures		(8,173	)		(2,936	)
Purchase of short-term investments		(194,400	)		(189,988	)
Sale of short-term investments		227,490			25,882
Deposits		(20	)		-
Proceeds from sale of real estate and property and equipment		10			-
Net cash provided by (used in) investing activities		24,907			(167,042	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Treasury stock acquired		-			(6,193	)
Payments to noncontrolling interests holders		(716	)		(1,633	)
Net cash used in financing activities		(716	)		(7,826	)

NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		32,828			(174,097	)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - Beginning of period		71,347			232,068
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - End of period	$	104,175		$	57,971

Non-cash financing activities - Stock awards accrued	$	570		$	563
Non-cash financing activities - Stock awards issued	$	965		$	1,539
Non-cash investing activities - Accrued capital expenditures	$	1,029		$	260
Right-of-use assets acquired and liabilities incurred upon lease execution	$	312		$	4,507

# # #

Document And Entity Information	Aug. 30, 2023
Document Information Line Items
Entity Registrant Name	REX AMERICAN RESOURCES CORPORATION
Trading Symbol	REX
Document Type	8-K
Amendment Flag	false
Entity Central Index Key	0000744187
Document Period End Date	Aug. 30, 2023
Entity Emerging Growth Company	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-09097
Entity Tax Identification Number	31-1095548
Entity Address, Address Line One	7720 Paragon Road
Entity Address, City or Town	Dayton
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45459
City Area Code	937
Local Phone Number	276-3931
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Commons stock, $0.01 par value
Security Exchange Name	NYSE