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Wabash National Corporation engages in designing, manufacturing, and marketing truck trailers and related transportation equipment. It operates through two segments, Manufacturing, and Retail and Distribution. The Manufacturing segment offers dry vans comprising trailers; platform trailers consisting of a trailer chassis with a flat or drop loading deck without permanent sides or a roof, as well as aluminum platform trailers; refrigerated trailers; an intermodal system that consists of a truck trailer and a detachable rail bogie that permits a trailer to run over highway and directly on railroad lines; and aluminum and steel dump equipment. The Retail and Distribution segment provides new and used trailers; specialty trailers; and replacement parts and accessories, and maintenance service for trailers and other related equipment. The company offers its products to truckload common carriers, leasing companies, private fleet carriers, less-than-truckload common carriers, and package carriers under the Wabash, DuraPlate, DuraPlateHD, FreightPro, ArcticLite, RoadRailer, Transcraft, Eagle, Eagle II, D-Eagle, and Benson names. Wabash National Corporation markets and distributes its products through factory direct accounts, company-owned distribution network, and independent dealerships. It also sells van trailers through a network of 30 independent dealers with approximately 65 locations, as well as platform trailers through 82 independent dealers with approximately 120 locations throughout North America. The company was founded in 1985 and is based in Lafayette, Indiana.
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Press Release $WNC Wabash National Corp.
LAFAYETTE, IN -- (Marketwire) -- 02/05/13 -- Wabash National Corporation (NYSE: WNC) reported year-over-year and sequential improvement across a number of financial and operating metrics. The Company reported net income of $80.2 million, or $1.16 per diluted share for the fourth quarter of 2012 on net sales of $416 million. The fourth quarter results included a $59.0 million, or $0.86 per diluted share, income tax benefit primarily related to the reversal of the Company's valuation allowance against its net deferred tax assets. Excluding the income tax benefit and other one-time charges of $0.5 million related to the acquisitions of Walker Group Holdings ("Walker") on May 8, 2012 and certain assets of Beall Corporation ("Beall") on February 4, 2013, non-GAAP adjusted earnings were $21.7 million, or $0.32 per diluted share for the quarter as compared to $7.5 million, or $0.11 per diluted share, on net sales of $342 million for the fourth quarter of 2011.
For the twelve months ended December 31, 2012 the Company reported net income of $105.6 million, or $1.53 per diluted share, on net sales of $1.46 billion, compared to net income of $15.0 million, or $0.22 per diluted share, on net sales of $1.19 billion for the twelve months ended December 31, 2011. Results for the twelve months ending December 31, 2012 included one-time charges of $18.2 million, or $0.27 per diluted share, related to the acquisitions of Walker and certain assets of Beall as well as the income tax benefit from the reversal of the Company's valuation allowance against its net deferred tax assets. Excluding the impact of these items, non-GAAP adjusted earnings for the twelve months ended December 31, 2012 were $64.8 million, or $0.95 per diluted share. Results for the twelve months ended December 31, 2011 included a one-time charge of $0.7 million, or $0.01 per diluted share, related to the early extinguishment of the Company's prior revolving credit facility.
For the second consecutive quarter, the Company reported a record level of income from operations totaling $29.2 million for the fourth quarter of 2012, compared to income from operations of $8.4 million for the fourth quarter of 2011. On a non-GAAP basis, the Company's Operating EBITDA, which excludes the effects of certain costs related to the Walker acquisition and Beall asset purchase, improved to $38.8 million in the fourth quarter of 2012 compared to $13.7 million in the prior year period. Full year 2012 Operating EBITDA of $118.5 million represents an increase of $79.7 million, or 206%, compared to 2011 while new trailer shipments decreased approximately 2,000 units. The year-over-year increase in Operating EBITDA is a result of the Company's efforts to improve pricing and margins in the Commercial Trailer Products segment and a result of the efforts to diversify the Company into more stable, higher margin product lines in our Diversified Products segment. A discussion of the Company's use of Operating EBITDA as a non-GAAP measure is included below. A reconciliation of Operating EBITDA to net income is provided in the supplemental schedules included in this release.
The following is a summary of select operating and financial results for the past five quarters:
Three Months Ended --------------------------------------------------------------- December March September December (Dollars in 31, 31, June 30, 30, 31, thousands) 2011 2012 2012 2012 2012 -------- -------- -------- --------- -------- Net Sales $341,732 $277,682 $362,408 $405,917 $415,847 Gross Profit Margin 6.0% 7.1% 10.9% 12.3% 13.1% Income from Operations $ 8,394 $ 5,449 (1) $ 8,568 (1) $ 27,236 (1) $ 29,231 (1) Net Income $ 7,451 $ 5,064 (1) $ 1,942 (1) $ 18,441 (1) $ 80,184 (1)(2) Diluted EPS $ 0.11 $ 0.07 $ 0.03 $ 0.27 $ 1.16 Non-GAAP Measures (3): Operating EBITDA $ 13,682 $ 12,293 $ 29,685 $ 37,695 $ 38,834 Operating EBITDA Margin 4.0% 4.4% 8.2% 9.3% 9.3% Adjusted Earnings $ 7,451 $ 6,742 $ 15,542 $ 20,887 $ 21,678 Adjusted Diluted EPS $ 0.11 $ 0.10 $ 0.23 $ 0.30 $ 0.32 Notes: (1) Quarterly Income from Operations and Net Income include charges of $1.7 million, $13.6 million, $2.4 million and $0.5 million for the first, second, third and fourth quarters of 2012, respectively, in connection with acquisition related charges associated with the Company's acquisition of Walker as well as the purchase of certain assets of Beall. (2) Net income for the fourth quarter of 2012 includes an income tax benefit of $59.0 million primarily related to the reversal of a U.S. valuation allowance against its deferred tax assets. (3) See "Non-GAAP Measures" below for explanation of the non-GAAP results included above.Dick Giromini, president and chief executive officer, stated, "The execution of our long-term strategy, which is focused on profitable growth, margin improvement through operational excellence initiatives, reducing the volatility of our operating results through diversification initiatives as well as improved balance sheet strength, continues to result in considerable momentum throughout our business. It was a tremendous year of transformation for Wabash National which is highlighted in the year-over-year improvement in our financial results, including both top and bottom-line expansion, and the achievement of record or near-record highs in several key financial metrics. Specifically, 2012 net sales of $1.5 billion set a Company record, while gross margin of 11.2% represents the highest level since 2004 and a year-over-year improvement of 560 basis points or double last year's performance."
Mr. Giromini continued, "New Trailer shipments of 45,600 for the year were slightly below our prior guidance of 46,000 to 48,000 units which was partially mitigated by the continued strong demand for our non-trailer products during the quarter. As we look forward to 2013 with a healthy backlog of orders totaling $666 million, a trailer demand forecast above replacement levels for the second consecutive year driven by key drivers such as fleet age and size, customer profitability, used trailer values and regulatory compliance, a full year of Walker in the portfolio as well as our continued efforts to optimize our manufacturing processes while also remaining selective in our order acceptance, we believe 2013 has the potential to be another record year for Wabash National."
Fourth Quarter 2012 Business Segment Highlights
The table below is a summary of select segment operating and financial results prior to the elimination of intersegment sales for the fourth quarter of 2012 and 2011, respectively. A complete disclosure of the results by individual segment is included in the tables following this release. In the fourth quarter of 2012, six tank trailer parts and service retail locations, which had previously been reported as part of the Diversified Products segment, are being reported as part of the Retail segment in order to match how these locations are being managed internally which is focused on leveraging our combined market and operational synergies.
Commercial Trailer Diversified Products Products Retail ------------ ------------ ---------- Three months ended December 31, 2012 New trailers shipped 10,200 800 900 Net sales $ 258,048 $ 143,405 $ 46,722 Gross profit $ 18,742 $ 30,811 $ 4,891 Gross profit margin 7.3% 21.5% 10.5% Income from operations $ 12,755 $ 20,288 $ 570 Income from operations margin 4.9% 14.1% 1.2% 2011 New trailers shipped 13,600 - 800 Net sales $ 307,705 $ 32,310 $ 32,588 Gross profit $ 12,203 $ 5,923 $ 2,460 Gross profit margin 4.0% 18.3% 7.5% Income from operations $ 7,498 $ 4,995 $ (323) Income from operations margin 2.4% 15.5% -1.0%Commercial Trailer Products' net sales decreased $49.7 million or 16.1 percent compared to fourth quarter last year as new trailer sales decreased 3,400 units to 10,200. However, consistent with the Company's efforts to recover material cost increases through improved product pricing, average selling prices increased $2,300, or 10.7 percent, during the fourth quarter of 2012 as compared to the prior year period. As a result, gross margin improved 330 basis points to 7.3 percent year-over-year. Operating income increased to $12.8 million, which is $5.3 million higher than fourth quarter of 2011, and reinforces the success of the Company's strategy to improve margins and pursue operational efficiencies.
Diversified Products' net sales increased $111.1 million, or 344 percent, as the inclusion of Walker contributed $122.5 million in the current quarter. Gross margin improved from 18.3 percent to 21.5 percent driven by the addition of Walker, productivity improvements realized in our Wabash Wood Products business and continued contribution from Wabash Composites. As a result, operating income in the fourth quarter of 2012 increased $15.3 million as compared to the same period last year.
Retail net sales increased $14.1 million, or 43.4 percent, as the result of increased new trailer shipments as compared to the prior year period, as well as the inclusion of six tank trailer parts and service retail locations, which accounted for approximately $7.5 million of net sales for the fourth quarter of 2012. Gross margin of 10.5 percent increased 300 basis points from the prior year period due to the lower mix of new trailer sales. Operating income improved $0.9 million with the additional locations, as well as favorable parts and service volume during the current quarter.
Income Taxes
In accordance with accounting guidelines, the Company regularly reviews all deferred tax assets to estimate whether these assets will be realized. During the fourth quarter of 2012, the Company determined it was more likely than not that it will be able to utilize deferred tax assets consisting primarily of net operating loss ("NOL") carryforwards which had previously been offset by valuation allowances. As a result, the Company recognized an income tax benefit of $59.0 million primarily related to the reversal of valuation allowances against its U.S. Federal deferred tax assets and a portion of its state deferred tax assets.
In prior periods, the valuation allowances available on NOLs significantly reduced the Company's effective tax rate. As a result of reversing the tax valuation allowance, the Company anticipates an increase in future income tax expense and estimates that its effective tax rate will be approximately 40% for 2013. The Company's Federal NOL position as of December 31, 2012 is approximately $111 million, of which $92 million is available for utilization in 2013. As a result, the Company does not expect a material change to its cash taxes paid in 2013 as compared to 2012.
Beall Asset Purchase
On January 25, 2013, the Company announced that it agreed to acquire certain assets of the tank and trailer business of Beall for approximately $15 million as part of a Chapter 11 bankruptcy process, which the Bankruptcy Court subsequently approved. On February 4, 2013, the Company successfully closed the transaction and began the process of rebuilding and growing this business. The Beall purchased assets, including the Beall brand, are a strong fit within the Diversified Products segment and are expected to provide growth opportunities via new products, new markets and geographic expansion.
As of December 31, 2012, our liquidity position, defined as cash on hand and available borrowing capacity, totaled approximately $224 million reflecting an increase from the previous quarter of $42 million. Subsequent to closing on the acquisition of certain assets of Beall, the Company's liquidity was approximately $200 million.
Non-GAAP Measures
In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), the financial information included in this release contain non-GAAP financial measures, including Operating EBITDA, adjusted earnings and adjusted earnings per diluted share.
These non-GAAP measures should not be considered a substitute for, or superior to, financial measures and results calculated in accordance with GAAP, including net income, and reconciliations to GAAP financial statements should be carefully evaluated.
Operating EBITDA is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, and other non-operating income and expense, as well as certain charges in connection with the Company's acquisitions of Walker and Beall. Management believes Operating EBITDA provides useful information to investors regarding the results of operations. The Company provides this measure because it believes it is useful for investors to understand the performance period to period with the exclusion of the recurring and non-recurring items identified above. Management believes the presentation of Operating EBITDA, when combined with the primary GAAP presentation of operating income, is beneficial to an investor's understanding of the Company's operating performance. A reconciliation of Operating EBITDA to net income is included in the tables following this release.
Adjusted earnings and adjusted earnings per diluted share reflect adjustments for non-recurring charges related to expenses in connection with the Company's acquisitions of Walker and certain assets of Beall, as well as the impact of the release of the valuation allowances recorded against the Company's net deferred tax assets. Management believes providing these measures and excluding the impact of the non-recurring expenses and benefits attributable to the acquisitions of Walker and certain assets of Beall, as well as the impact of the release of valuation allowances, facilitates comparisons to the Company's prior year periods and provides a consistent basis for comparing results from one period to another. Also, when combined with the primary GAAP presentation of net income and diluted net income per share, these measures are beneficial to an investor's understanding of the Company's performance. A reconciliation of adjusted earnings and adjusted earnings per diluted share to net income and diluted net income per share is included in the tables following this release.
Fourth Quarter 2012 Conference Call
Wabash National will conduct a conference call to review and discuss its 2012 fourth quarter results on February 6, 2013 at 10:00 a.m. EST. Access to the live webcast will be available on the Company's website at www.wabashnational.com. For those unable to participate in the live webcast, the call will be archived at www.wabashnational.com within three hours of the conclusion of the live call and will remain available through May 1, 2013. Meeting access will also be available via conference call at 888-771-4371 and a participant code 34129820.
About Wabash National Corporation
Headquartered in Lafayette, Indiana, Wabash National Corporation (NYSE: WNC) is a diversified manufacturer and North America's leading producer of semi trailers and liquid transportation systems. Established in 1985, the Company specializes in the design and production of dry freight vans, refrigerated vans, platform trailers, intermodal equipment, liquid tank trailers, frac tanks, engineered products, and composite products. Wabash National operates three wholly-owned subsidiaries: Transcraft Corporation, Walker Group Holdings LLC, and Wabash National Trailer Centers, Inc. Its innovative products are sold under the following brand names: Wabash National®, Transcraft®, Benson®, DuraPlate®, ArcticLite®, Walker® Transport, Walker® Stainless Equipment, Walker® Defense Group, Walker® Barrier Systems, Walker® Engineered Products, Brenner® Tank, Garsite™, Progress Tank™, TST®, Bulk Tank International™, and Extract Technology®. To learn more, visit www.wabashnational.com.
Safe Harbor Statement
This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements convey the Company's current expectations or forecasts of future events. All statements contained in this press release other than statements of historical fact are forward-looking statements. These forward-looking statements include, among other things, statements regarding our outlook for new trailer shipments and Operating EBITDA, backlog, expectations regarding trailer demand levels, improved profitability and earnings capacity, quote and inquiry levels for 2013, our intent to further enhance the margin profile of our core trailer business and the benefits of the acquisitions of Walker and certain assets of Beall. These and the Company's other forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Without limitation, these risks and uncertainties include the uncertain economic conditions including the possibility that demand expectations may not result in order increases for us, increased competition, reliance on certain customers and corporate partnerships, risks of customer pick-up delays, shortages and costs of raw materials, risks in implementing and sustaining improvements in our manufacturing capacity and cost containment, dependence on industry trends and timing, costs of indebtedness incurred in connection with the acquisition of Walker and the failure to achieve the benefit of the Walker acquisition and Beall asset purchase. Readers should review and consider the various disclosures made by the Company in this press release and in the Company's reports to its stockholders and periodic reports on Forms 10-K and 10-Q.
WABASH NATIONAL CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Dollars in thousands, except per share amounts) (Unaudited) Three Months Ended Twelve Months Ended December 31, December 31, ---------------------- ------------------------ 2012 2011 2012 2011 ---------- ---------- ----------- ----------- Net sales $ 415,847 $ 341,732 $ 1,461,854 $ 1,187,244 Cost of sales 361,508 321,073 1,298,031 1,120,524 ---------- ---------- ----------- ----------- Gross profit 54,339 20,659 163,823 66,720 General and administrative expenses 13,881 7,844 44,751 30,994 Selling expenses 7,477 3,681 23,589 12,981 Amortization of intangibles 3,415 740 10,590 2,955 Acquisition expenses 335 - 14,409 - ---------- ---------- ----------- ----------- Income from operations 29,231 8,394 70,484 19,790 Other income (expense): Interest expense (7,790) (955) (21,724) (4,136) Other, net (248) 36 (97) (441) ---------- ---------- ----------- ----------- Income before income taxes 21,193 7,475 48,663 15,213 Income tax (benefit) expense (58,991) 24 (56,968) 171 ---------- ---------- ----------- ----------- Net income $ 80,184 $ 7,451 $ 105,631 $ 15,042 ========== ========== =========== =========== Basic and diluted net income per share $ 1.16 $ 0.11 $ 1.53 $ 0.22 ========== ========== =========== =========== Comprehensive income Net income $ 80,184 $ 7,451 $ 105,631 $ 15,042 Foreign currency translation adjustment (70) - 243 - ---------- ---------- ----------- ----------- Net comprehensive income $ 80,114 $ 7,451 $ 105,874 $ 15,042 ========== ========== =========== =========== Basic net income per share: Net income applicable to common stockholders $ 80,184 $ 7,451 $ 105,631 $ 15,042 Undistributed earnings allocated to participating securities (723) (43) (904) (84) ---------- ---------- ----------- ----------- Net income applicable to common stockholders excluding amounts applicable to participating securities $ 79,461 $ 7,408 $ 104,727 $ 14,958 ========== ========== =========== =========== Weighted average common shares outstanding 68,376 68,130 68,325 68,086 ========== ========== =========== =========== Basic net income per share $ 1.16 $ 0.11 $ 1.53 $ 0.22 ========== ========== =========== =========== Diluted net income per share: Net income applicable to common stockholders $ 80,184 $ 7,451 $ 105,631 $ 15,042 Undistributed earnings allocated to participating securities (723) (43) (904) (84) ---------- ---------- ----------- ----------- Net income applicable to common stockholders excluding amounts applicable to participating securities $ 79,461 $ 7,408 $ 104,727 $ 14,958 ========== ========== =========== =========== Weighted average common shares outstanding 68,376 68,130 68,325 68,086 Dilutive stock options and restricted stock 253 246 239 332 ---------- ---------- ----------- ----------- Diluted weighted average common shares outstanding 68,629 68,376 68,564 68,418 ========== ========== =========== =========== Diluted net income per share $ 1.16 $ 0.11 $ 1.53 $ 0.22 ========== ========== =========== =========== WABASH NATIONAL CORPORATION SEGMENTS AND RELATED INFORMATION (Dollars in thousands) (Unaudited) Three months Commercial Corporate ended December Trailer Diversified and 31, Products Products Retail Eliminations Consolidated ---------- ----------- -------- ------------ ------------ 2012 New trailers shipped 10,200 800 900 (800) 11,100 Used trailers shipped 900 - 400 - 1,300 New Trailers $ 248,148 $ 58,682 $ 23,195 $ (19,723) $ 310,302 Used Trailers 6,917 588 3,128 - 10,633 Components, parts and service 1,420 16,201 19,039 (4,361) 32,299 Equipment and other 1,563 67,934 1,360 (8,244) 62,613 ---------- ----------- -------- ------------ ------------ Total net external sales $ 258,048 $ 143,405 $ 46,722 $ (32,328) $ 415,847 Gross profit $ 18,742 $ 30,811 $ 4,891 $ (105) $ 54,339 Income (Loss) from operations $ 12,755 $ 20,288 $ 570 $ (4,382) $ 29,231 2011 New trailers shipped 13,600 - 800 (800) 13,600 Used trailers shipped 700 - 400 - 1,100 New Trailers $ 300,231 $ - $ 18,385 $ (17,043) $ 301,573 Used Trailers 3,726 - 3,410 - 7,136 Components, parts and service 416 17,650 10,769 (3,489) 25,346 Equipment and other 3,332 14,660 24 (10,339) 7,677 ---------- ----------- -------- ------------ ------------ Total net external sales $ 307,705 $ 32,310 $ 32,588 $ (30,871) $ 341,732 Gross profit $ 12,203 $ 5,923 $ 2,460 $ 73 $ 20,659 Income (Loss) from operations $ 7,498 $ 4,995 $ (323) $ (3,776) $ 8,394 Twelve months ended December 31, 2012 New trailers shipped 43,700 2,000 2,800 (2,900) 45,600 Used trailers shipped 3,100 100 1,600 - 4,800 New Trailers $1,026,759 $ 131,236 $ 73,524 $ (67,665) $ 1,163,854 Used Trailers 23,534 1,887 14,762 - 40,183 Components, parts and service 4,085 75,746 65,914 (13,998) 131,747 Equipment and other 8,911 147,124 3,445 (33,410) 126,070 ---------- ----------- -------- ------------ ------------ Total net external sales $1,063,289 $ 355,993 $157,645 $ (115,073) $ 1,461,854 Gross profit $ 69,662 $ 78,007 $ 16,756 $ (602) $ 163,823 Income (Loss) from operations $ 47,314 $ 49,824 $ 2,922 $ (29,576) $ 70,484 2011 New trailers shipped 47,700 - 2,800 (2,900) 47,600 Used trailers shipped 2,100 - 1,600 - 3,700 New Trailers $1,044,968 $ - $ 66,578 $ (61,072) $ 1,050,474 Used Trailers 13,387 - 13,102 - 26,489 Components, parts and service 2,938 56,463 45,289 (12,440) 92,250 Equipment and other 10,001 50,017 96 (42,083) 18,031 ---------- ----------- -------- ------------ ------------ Total net external sales $1,071,294 $ 106,480 $125,065 $ (115,595) $ 1,187,244 Gross profit $ 38,463 $ 18,141 $ 9,903 $ 213 $ 66,720 Income (Loss) from operations $ 18,536 $ 14,630 $ (275) $ (13,101) $ 19,790 WABASH NATIONAL CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands) December 31, December 31, 2012 2011 ------------- ------------- (Unaudited) ASSETS Current assets Cash $ 81,449 $ 19,976 Accounts receivable 96,590 52,219 Inventories 189,487 189,533 Deferred income taxes 42,330 - Prepaid expenses and other 8,239 2,317 ------------- ------------- Total current assets $ 418,095 $ 264,045 Property, plant and equipment 132,146 96,591 Deferred income taxes 21,894 - Goodwill 146,444 - Intangible assets 171,990 19,821 Other assets 12,057 7,593 ------------- ------------- $ 902,626 $ 388,050 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current portion of long-term debt $ 3,381 $ - Current portion of capital lease obligations 1,140 1,507 Accounts payable 87,299 107,985 Other accrued liabilities 104,873 59,024 ------------- ------------- Total current liabilities $ 196,693 $ 168,516 Long-term debt 416,849 65,000 Capital lease obligations 3,781 3,314 Other noncurrent liabilities 15,511 4,874 Deferred income taxes 1,065 - Commitments and contingencies Stockholders' equity 268,727 146,346 ------------- ------------- $ 902,626 $ 388,050 ============= ============= WABASH NATIONAL CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands) (Unaudited) Twelve Months Ended December 31, -------------------------- 2012 2011 ------------ ------------ Cash flows from operating activities Net income $ 105,631 $ 15,042 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation 14,975 12,636 Amortization of intangibles 10,590 2,955 Net loss on sale of assets 203 (9) Loss on debt extinguishment - 668 Deferred taxes (55,292) - Stock-based compensation 5,149 3,398 Accretion of debt discount 2,972 - Changes in operating assets and liabilities Accounts receivable 1,180 (14,366) Inventories 41,696 (78,683) Prepaid expenses and other 736 (162) Accounts payable and accrued liabilities (48,777) 56,968 Other, net (3,046) 386 ------------ ------------ Net cash provided by (used in) operating activities $ 76,017 $ (1,167) Cash flows from investing activities Capital expenditures (14,916) (7,264) Acquisition, net of cash acquired (364,012) - Proceeds from the sale of property, plant and equipment 607 17 Other (2,500) - ------------ ------------ Net cash used in investing activities $ (380,821) $ (7,247) Cash flows from financing activities Proceeds from exercise of stock options 354 538 Borrowings under revolving credit facilities 206,015 848,705 Payments under revolving credit facilities (271,015) (838,705) Principal payments under capital lease obligations (1,629) (671) Proceeds from issuance of convertible senior notes 145,500 - Proceeds from issuance of term loan credit facility, net of issuance costs 292,500 - Principal payments under term loan credit facility (2,250) - Debt issuance costs paid (5,134) (1,989) Proceeds from issuance of industrial revenue bond 2,500 - Stock repurchase (564) (533) Proceeds from issuance of common stock, net of expenses - (155) ------------ ------------ Net cash provided by financing activities $ 366,277 $ 7,190 ------------ ------------ Net increase (decrease) in cash $ 61,473 $ (1,224) Cash at beginning of period 19,976 21,200 ------------ ------------ Cash at end of period $ 81,449 $ 19,976 ============ ============ WABASH NATIONAL CORPORATION RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES (Dollars in thousands, except per share amounts) (Unaudited) Operating EBITDA: Three Months Ended Twelve Months Ended December 31, December 31, ---------------------- ----------------------- 2012 2011 2012 2011 ---------- ---------- ---------- ----------- Net income $ 80,184 $ 7,451 $ 105,631 $ 15,042 Income tax (benefit) expense (58,991) 24 (56,968) 171 Interest expense 7,790 955 21,724 4,136 Depreciation and amortization 7,730 3,837 25,565 15,591 Stock-based compensation 1,538 1,451 5,149 3,398 Acquisition expenses and related charges 335 - 17,309 - Other non-operating expense (income) 248 (36) 97 441 ---------- ---------- ---------- ----------- Operating EBITDA $ 38,834 $ 13,682 $ 118,507 $ 38,779 ========== ========== ========== =========== Three Months Ended ---------------------------------- March 31, June 30, September 2012 2012 30, 2012 ---------- ---------- ---------- Net income $ 5,064 $ 1,942 $ 18,441 Income tax expense (benefit) (352) 1,129 1,246 Interest expense 733 5,441 7,760 Depreciation and amortization 3,769 7,063 7,003 Stock-based compensation 1,397 754 1,460 Acquisition expenses and related charges 1,678 13,300 1,996 Other non-operating (income) expense 4 56 (211) ---------- ---------- ---------- Operating EBITDA $ 12,293 $ 29,685 $ 37,695 ========== ========== ========== Adjusted Earnings: Three Months Ended December 31, ------------------------------------------- 2012 2011 -------------------- --------------------- $ Per Share $ Per Share --------- --------- ---------- ---------- Net Income $ 80,184 $ 1.17 $ 7,451 $ 0.11 Adjustments: Income tax benefit, net (58,991) (0.86) - - Acquisition expenses 335 - - - Impact of acquired profit in inventories and short term intangible amortization 150 - - - Loss on debt extinguishment - - - - --------- --------- ---------- ---------- Adjusted earnings $ 21,678 $ 0.32 $ 7,451 $ 0.11 ========= ========= ========== ========== Adjusted Earnings: Twelve Months Ended December 31, ------------------------------------------- 2012 2011 -------------------- --------------------- $ Per Share $ Per Share --------- --------- ---------- ---------- Net Income $ 105,631 $ 1.54 $ 15,042 $ 0.22 Adjustments: Income tax benefit, net (58,991) (0.86) - - Acquisition expenses 14,409 0.21 - - Impact of acquired profit in inventories and short term intangible amortization 3,800 0.06 - - Loss on debt extinguishment - - 668 0.01 --------- --------- ---------- ---------- Adjusted earnings $ 64,849 $ 0.95 $ 15,710 $ 0.23 ========= ========= ========== ========== Three Months Ended ----------------------------------------------------- September 30, March 31, 2012 June 30, 2012 2012 ----------------- ----------------- ----------------- Per Per Per $ Share $ Share $ Share -------- -------- -------- -------- -------- -------- Net Income $ 5,064 $ 0.07 $ 1,942 $ 0.03 $ 18,441 $ 0.27 Adjustments: Income tax benefit, net - - - - - - Acquisition expenses 1,678 0.02 12,224 0.18 172 - Impact of acquired profit in inventories and short term intangible amortization - - 1,376 0.02 2,274 0.03 -------- -------- -------- -------- -------- -------- Adjusted earnings $ 6,742 $ 0.10 $ 15,542 $ 0.23 $ 20,887 $ 0.30 ======== ======== ======== ======== ======== ========Source: Wabash National Corporation