UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) February 11, 2019

 

RADIANT LOGISTICS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

405 114^th Avenue, S.E., Third Floor, Bellevue, WA 98004

(Address of Principal Executive Offices) (Zip Code)

(425) 943-4599

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

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:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐

 

 

 

 

 

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Item 2.02 Results of Operations and Financial Condition.

On February 11, 2019, Radiant Logistics, Inc. (the “Company”) issued a press release announcing its financial results for the three months ended December 31, 2018. A copy of the press release, dated February 11, 2019, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The attached press release and transcript contain information that includes the following Non-GAAP financial measures as defined in Regulation G adopted by the Securities and Exchange Commission: Net Revenues, Adjusted Net Income, EBITDA and Adjusted EBITDA. The Company’s management believes that presenting such Non-GAAP financial measures provides useful information to investors regarding the underlying business trends and performance of the Company’s ongoing operations. These Non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. Management strongly encourages investors to review the Company’s consolidated financial statements in their entirety and to not rely on any single financial measure. A table providing a reconciliation of Non-GAAP financial measures to the most directly comparable GAAP financial measures is included within the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02 of this Current Report, including Exhibit 99.1 is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section. The information in this Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01 Financial Statements and Exhibits

 

 

 

 

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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.

 

 

Exhibit 99.1

 

RADIANT LOGISTICS ANNOUNCES RESULTS FOR THE SECOND fiscal quarter ENDED December 31, 2018

Reports record quarterly results with revenues of $260.9 million, up $54.2 million or 26.2%;

Net revenues of $64.0 million, up $16.6 million or 35.0%; and

Adjusted EBITDA of $12.5 million, up $5.4 million or 76.1%

BELLEVUE, WA February 11, 2019 – Radiant Logistics, Inc. (NYSE American: RLGT), a third-party logistics and multimodal transportation services company, today reported financial results for the three and six months ended December 31, 2018.

Second Fiscal Quarter Financial Highlights (Quarter Ended December 31, 2018)

Redemption of Preferred Stock

On December 21, 2018, the Company exercised its option to redeem all 839,200 outstanding shares of its 9.75 % Series A Cumulative Redeemable Perpetual Preferred Stock at a par value of $25.00 per share plus accrued and unpaid dividends. The Company paid $21.0 million in cash and recorded a charge of $1.7 million related to the redemption of the preferred stock. The redemption of the preferred stock was funded by a combination of cash on hand and the Company's $75.0 million senior credit facility and eliminates approximately $2.0 million in future annual dividends.

$100 Million Universal Shelf Registration Statement Declared Effective

On February 4, 2019, the Securities and Exchange Commission declared effective the Company’s $100 million universal shelf registration statement on Form S-3. The registration statement replaces the Company’s previous $100 million universal shelf registration that recently expired and provides the Company continued financial flexibility to access capital to support and accelerate the Company’s growth strategy should the opportunity present itself.

CEO Comments

“We are pleased to report record results and the continued broad-based improvement in our financial performance for the second fiscal quarter ended December 31, 2018,” said Bohn Crain, Founder and CEO, “We posted record revenues of $260.9 million, up $54.2 million or 26.2%; record net revenues of $64.0 million, up $16.6 million or 35.0%; net income allocable to common stockholders of $3.8 million, up $0.5 million; record adjusted net income allocable to common shareholders of $8.2 million, up $4.6 million or 127.8%; and record Adjusted EBITDA of $12.5 million, up $5.4 million or 76.1% over the comparable prior year period. Our net revenue margins also improved, up 160 basis points to 24.5% from 22.9% for the comparable prior year period. In addition, we also

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saw improvement in our Adjusted EBITDA margins, which increased 440 basis points to a record 19.5%, from 15.1% for the comparable prior year period.

Our positive trend of solid organic growth continued both in terms of geography and service offering. In the U.S. we reported revenues of $231.8 million, up $52.3 million and 29.1% and net revenues of $55.5 million, up $14.7 million or 36.0% over the comparable prior year period. Transportation net revenues of $54.4 million were up $14.2 million or 35.3% from the comparable prior year period. Value added services net revenues of $1.1 million were up $0.5 million or 83.3%. In Canada we reported revenues of $29.3 million, up $1.7 million and 6.2% and net revenues of $8.5 million, up $1.9 million or 28.8% over the comparable prior year period. Transportation net revenues of $5.1 million were up $1.0 million or 24.4% from the comparable prior year period. Value added services net revenues of $3.4 million were up $0.9 million or 36.0%.

These positive results are also delivering strong cash flows for the business. Through the six months ended December 31, 2018, we generated a record $16.4 million in cash from operations. With the benefit of these strong results, in December we were able to redeem our $21.0 million preferred stock through a combination of cash on hand and the Company's $75.0 million credit facility eliminating approximately $2.0 million in future annual dividend payments.

As of December 31, 2018 (and after funding the redemption of the preferred stock) we have approximately $36.0 million in availability under our existing facility, not including access to an additional $50.0 million accordion feature to support our future M&A activities under that same facility. In addition, we also recently took the opportunity to refresh our $100 million equity shelf registration, which provides us with continued financial flexibility to access capital to support and accelerate our growth strategy should the opportunity present itself.”

Crain continued: “We are encouraged by our continued strong financial performance with trailing twelve month adjusted EBITDA through December 31, 2018 of $36.9 million and remain committed to our long-standing strategy to deliver profitable growth through a combination of organic and acquisition growth initiatives. Our now more than 10-year first market advantage in executing our multi-brand strategy in consolidating agent-based forwarding networks, ongoing investment in technology and low leverage on our balance sheet puts us in a unique position to support further consolidation in the marketplace. We are patiently persistent in the pursuit of this long-term vision which we believe, over time, will deliver meaningful value for shareholders, our operating partners and the end customers that we serve.”

Second Fiscal Quarter Ended December 31, 2018 – Financial Results

For the three months ended December 31, 2018, Radiant reported net income allocable to common stockholders of $3.8 million (including a charge of $1.7 million related to the redemption of the Company’s preferred stock) on $260.9 million of revenues, or $0.08 per basic and $0.07 per fully diluted share. For the three months ended December 31, 2017, Radiant reported net income allocable to common stockholders of $3.3 million on $206.7 million of revenues, or $0.07 per basic and fully diluted share.

For the three months ended December 31, 2018, Radiant reported adjusted net income allocable to common stockholders of $8.2 million, or $0.16 per basic and fully diluted share. For the three months ended December 31, 2017, Radiant reported adjusted net income allocable to common stockholders of $3.6 million, or $0.07 per basic and fully diluted share.

For the three months ended December 31, 2018, Radiant reported Adjusted EBITDA of $12.5 million, compared to $7.1 million for the comparable prior year period.

Six Months Ended December 31, 2018 – Financial Results

For the six months ended December 31, 2018, Radiant reporting net income attributable to common stockholders of $6.3 million (including a charge of $1.7 million related to the redemption of the Company’s preferred stock) on $479.8 million of revenues, or $0.13 per basic and $0.12 per fully diluted share. For the six months ended December 31, 2017, Radiant reported net income attributable to common stockholders of $3.6 million on $404.7 million of revenues, or $0.07 per basic and fully diluted share.

For the six months ended December 31, 2018, Radiant reported adjusted net income allocable to common stockholders of $13.5 million, or $0.27 per basic and fully diluted share. For the six months ended December 31, 2017, Radiant reported adjusted net income attributable to common stockholders of $6.5 million or $0.13 per basic and fully diluted share. 

For the six months ended December 31, 2018, Radiant reported Adjusted EBITDA of $21.3 million, compared to $13.6 million for the comparable prior year period.

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Earnings Call and Webcast Access Information

Radiant Logistics, Inc. will host a conference call on Monday, February 11, 2019 at 4:30 PM Eastern to discuss the contents of this release. The conference call is open to all interested parties, including individual investors and press. Bohn Crain, Founder and CEO will host the call.

Conference Call Details

Webcast Details

This call is also being webcast and may be accessed via Radiant’s web site at www.radiantdelivers.com or at https://www.investornetwork.com/event/presentation/43037.

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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 of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management's expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to: trends in the domestic and global economy; our ability to attract new and retain existing agency relationships; acquisitions and integration of acquired entities; availability of capital to support our acquisition strategy; our ability to maintain and improve back office infrastructure and transportation and accounting information systems in a manner sufficient to service our revenues and network of operating locations; the ability of the Wheels operation to maintain and grow its revenues and operating margins in a manner consistent with recent operating results and trends; our ability to maintain positive relationships with our third-party transportation providers, suppliers and customers; outcomes of legal proceedings; competition; management of growth; potential fluctuations in operating results; and government regulation. More information about factors that potentially could affect our financial results is included Radiant Logistics, Inc.'s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.

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RADIANT LOGISTICS, INC.

Condensed Consolidated Balance Sheets

 

 

 

 

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RADIANT LOGISTICS, INC.

Condensed Consolidated Statements of Comprehensive Income

(unaudited)

 

 

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Reconciliation of Non-GAAP Measures

RADIANT LOGISTICS, INC.

Reconciliation of Total Revenues to Net Revenues, Net Income Allocable to Common Stockholders
to Adjusted Net Income, EBITDA and Adjusted EBITDA

(unaudited)

As used in this report, Net Revenues, Adjusted Net Income, EBITDA, and Adjusted EBITDA are not measures of financial performance or liquidity under United States Generally Accepted Accounting Principles (“GAAP”). Adjusted Net Income, EBITDA, and Adjusted EBITDA 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 for the three and six months ended December 31, 2018 and a 31% tax rate for the three and six months ended December 31, 2017 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, the Company adjusts for certain non-cash charges and significant items that are not part of regular operating activities. These adjustments include depreciation and amortization, income taxes, change in contingent consideration, amortization of loan fees, write-off of loan fees, impairment of acquired intangible assets, acquisition related costs, transition costs, lease termination costs, litigation costs and non-recurring costs.

We commonly refer to the term “net revenues” when commenting about our Company and the results of operations. Net revenues are a Non-GAAP measure calculated as revenues less directly related operations and expenses attributed to the Company’s services. We believe net revenues 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, 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 Revenues, Adjusted Net Income, EBITDA, and Adjusted EBITDA 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.

Net Revenues (Non-GAAP measure)

 

 

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SEC Filings