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8-K - 8-K - Titan Machinery Inc.a12-14069_18k.htm

Exhibit 99.1

 

Titan Machinery Inc. Announces Fiscal First Quarter Ended April 30, 2012 Results

 

-First Quarter Revenue Increased 33% to $422 Million-

 

-Company Continued to Execute on Acquisition Strategy in Upper Midwest and Internationally-

 

- Company Reiterates Fiscal 2013 Revenue and Earnings Per Diluted Share Guidance -

 

West Fargo, ND – June 7, 2012 – Titan Machinery Inc. (Nasdaq: TITN), a leading network of full-service agricultural and construction equipment stores, today reported financial results for the fiscal first quarter ended April 30, 2012.

 

Fiscal 2013 First Quarter Results

 

For the first quarter of fiscal 2013, revenue increased 32.5% to $421.7 million from revenue of $318.2 million in the first quarter last year.  All four of the Company’s revenue sources—equipment, parts, service, and rental and other—contributed to this period-over-period revenue growth.  Equipment sales were $322.5 million for the first quarter of fiscal 2013, compared to $249.2 million in the first quarter last year.  Parts sales were $58.8 million for the first quarter of fiscal 2013, compared to $41.9 million in the first quarter last year.  Revenue generated from service was $29.8 million for the first quarter of fiscal 2013, compared to $21.0 million in the first quarter last year.  Revenue from rental and other increased to $10.6 million from $6.1 million in the first quarter last year.

 

Gross profit for the first quarter of fiscal 2013 was $70.4 million, compared to $52.8 million in the first quarter last year. The Company’s gross profit margin was 16.7% in the first quarter of fiscal 2013, compared to 16.6% in the first quarter last year.  Gross profit from parts, service, and rental and other for the first quarter of fiscal 2013 was 57% of overall gross profit and increased to $40.0 million from $26.9 million in the first quarter of last year.

 

Operating expenses were 13.0% of revenue for the first quarter of fiscal 2013, compared to 12.4% for the first quarter of last year, reflecting a larger portion of overall business coming from the Construction segment which generally has higher operating expenses such as occupancy costs and expenses related to the Construction segment’s rental business.

 

Pre-tax income for the first quarter of fiscal 2013 was $12.4 million, flat compared to the first quarter last year.  Pre-tax margin was 2.9% for the first quarter of fiscal 2013, compared to 3.8% in the first quarter last year.  Pre-tax Agriculture segment income was $14.3 million for the first quarter of fiscal 2013, compared to $13.0 million in the first quarter last year.  Pre-tax Construction segment loss was $0.4 million for the first quarter of fiscal 2013, compared to pre-tax Construction segment income of $0.7 million in the first quarter last year. The year over year decline in Company pre-tax margin was primarily due to increased operating expenses associated with the recently expanded rental business occurring in the seasonally slower first quarter as well as increased floorplan expense due to higher inventory levels.

 

Net income attributable to common stockholders for the first quarter of fiscal 2013 was $7.5 million, compared to $7.2 million in the first quarter last year.  Earnings per diluted share for the first quarter of fiscal 2012 were $0.36 on approximately 21.0 million weighted average diluted common shares outstanding, compared to $0.40 on approximately 18.1 million weighted average diluted common shares outstanding in the first quarter last year.  The 15.6% increase in weighted average diluted common shares outstanding was primarily due to the Company’s May 2011 follow-on offering.

 

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Balance Sheet

 

The Company ended the first quarter of fiscal 2013 with cash and cash equivalents of $106.7 million.  The Company’s inventory level was $823.2 million as of April 30, 2012, compared to $748.0 million at the end of fiscal 2012.  The increase in inventory primarily reflects an increase in new equipment to support the Company’s revenue outlook for fiscal 2013.  The Company’s used equipment decreased during the first quarter of fiscal 2013.  The Company had available $274.2 million of its $800 million total discretionary floorplan lines of credit as of April 30, 2012.

 

On April 24, 2012, the Company completed a private offering of $150.0 million aggregate principal amount of 3.75% convertible senior notes due 2019.  The net proceeds from the offering were approximately $145.2 million after deducting the initial purchasers’ discounts and commissions and estimated expenses payable by the Company. The Company expects to use the net proceeds from the offering of the notes for working capital and general corporate purposes, which could include repaying portions of its floorplan financing facilities, long-term debt, and the acquisition of, or investment in, companies or assets that complement its business.

 

Acquisitions & New Store Opening

 

In fiscal 2013 to date, the Company completed five acquisitions, consisting of three agriculture equipment dealership locations in the United States, three construction equipment dealership locations in the United States, one independent rental yard location in the United States, and seven agriculture equipment dealership locations in Europe.  The Company also opened one new agriculture equipment dealership in Europe.

 

The Company’s expansion into Europe represents an additional growth platform and an opportunity to capture a larger percentage of the global agriculture economy by leveraging the Company’s proven operating model and dealership experience.  In addition, the Company expanded its construction footprint into Colorado with the acquisition of three locations and increased the size of its rental business with an additional rental yard acquisition.  The Company continues to execute on its agriculture acquisitions and strengthen its contiguous network of dealerships in the Upper Midwest.

 

Management Comments

 

David Meyer, Titan Machinery’s Chairman and Chief Executive Officer, stated, “During the first quarter, we generated strong organic and acquired revenue growth in both our Agriculture and Construction segments as our business continues to benefit from a favorable operating environment, including a healthy agriculture economy and steady improvements in the construction market in our footprint.  We have recently made several key acquisitions across all growth platforms including Agriculture Retail, Construction Retail, International and Rental.  Based on our first quarter results and the outlook for remainder of this fiscal year, we are reiterating our annual revenue and net income guidance and remain on track to deliver another record year in fiscal 2013.”

 

Mr. Meyer continued, “In the first quarter, we completed a private offering of convertible senior notes, which offers us added flexibility within our capital structure, increases our liquidity and provides fixed rate long-term financing that we believe will enable us to fund future opportunities at an attractive rate.  We

 

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believe our enhanced financial flexibility and strong balance sheet will enable us to capitalize on selective and strategic opportunities in the future.”

 

Reiterating Fiscal 2013 Outlook

 

The Company evaluates its financial performance based on its customers’ annual production cycles as opposed to a quarterly basis, due to weather fluctuations and the seasonal nature of each customer’s business. The Company is reiterating its previous guidance and continues to expect to achieve increased revenue for the full year ending January 31, 2013 in a range of $1.95 billion to $2.1 billion. Net income attributable to common stockholders is expected to be in the range of $53.8 million to $58.0 million, resulting in earnings per diluted share range of $2.55 to $2.75 based on estimated weighted average diluted common shares outstanding of 21.1 million.  For comparative purposes, the Company generated revenue of $1.66 billion in fiscal year 2012 and net income attributable to common stockholders for fiscal 2012 was $43.8 million, or $2.18 per diluted share, based on weighted average diluted common shares outstanding of 20.1 million.

 

Conference Call and Presentation Information

 

The Company will host a conference call and audio webcast today at 7:30 a.m. Central time (8:30 a.m. Eastern time).  A copy of the presentation that will accompany the prepared remarks from the conference call is available on the Company’s website under Investor Relations at www.titanmachinery.com.  An archive of the audio webcast will be available on the Company’s website under Investor Relations at www.titanmachinery.com 30 days following the audio webcast.

 

Investors interested in participating in the live call can dial (877) 545-1414 from the U.S.  International callers can dial (719) 325-4786.  A telephone replay will be available approximately two hours after the call concludes and will be available through Thursday, June 21, 2012, by dialing (877) 870-5176 from the U.S., or (858) 384-5517 from international locations, and entering confirmation code 3749375.

 

About Titan Machinery Inc.

 

Titan Machinery Inc., founded in 1980 and headquartered in West Fargo, North Dakota, is a multi-unit business with mature locations and newly-acquired locations. The Company owns and operates a network of full service agricultural and construction equipment stores in the United States and Europe. The Titan Machinery network consists of 98 North American dealerships in North Dakota, South Dakota, Iowa, Minnesota, Montana, Nebraska, Wyoming, Wisconsin, and Colorado, including two outlet stores, as well as 10 European dealerships in Romania and Bulgaria. The Titan Machinery dealerships represent one or more of the CNH Brands (NYSE: CNH), a majority-owned subsidiary of Fiat Industrial (Milan: FI.MI), including Case IH, New Holland Agriculture, Case Construction, New Holland Construction, Kobelco and CNH Capital. Additional information about Titan Machinery Inc. can be found at www.titanmachinery.com.

 

Forward Looking Statements

 

Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements made herein, which include statements regarding the integration of and benefits from recent acquisitions, the benefits of and use of proceeds from the Company’s recent convertible notes offering, additional growth and domestic and international acquisition opportunities and the Company’s ability to capitalize on such opportunities, industry operating environment expectations, growth and

 

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profitability expectations, and the expected results of operations for the fiscal year ending January 31, 2013, involve known and unknown risks and uncertainties that may cause Titan Machinery’s actual results in current or future periods to differ materially from forecasted results.  The Company’s risks and uncertainties include, among other things, a substantial dependence on a single distributor, the continued availability of organic growth and acquisition opportunities, potential difficulties integrating acquired stores, industry supply levels, fluctuating agriculture and construction industry economic conditions, the success of recently implemented initiatives within the Company’s Construction segment, the uncertainty and fluctuating conditions in the capital and credit markets, difficulties in conducting international operations, governmental agriculture policies, seasonal fluctuations, climate conditions, disruption in receiving ample inventory financing, and increased competition in the geographic areas served.  These and other risks are more fully described in Titan Machinery’s filings with the Securities and Exchange Commission, including the Company’s most recently filed Annual Report on Form 10-K.  Titan Machinery conducts its business in a highly competitive and rapidly changing environment.  Accordingly, new risk factors may arise. It is not possible for management to predict all such risk factors, nor to assess the impact of all such risk factors on Titan Machinery’s business or the extent to which any individual risk factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Titan Machinery disclaims any obligation to update such factors or to publicly announce results of revisions to any of the forward-looking statements contained herein to reflect future events or developments.

 

 

Investor Relations Contact:

 

ICR, Inc.

John Mills, jmills@icrinc.com

Senior Managing Director

310-954-1105

 

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TITAN MACHINERY INC.

Consolidated Balance Sheets

(in thousands, except per share data)

 

 

 

April 30,

 

January 31,

 

 

 

2012

 

2012

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

106,717

 

$

79,842

 

Receivables, net

 

53,679

 

82,518

 

Inventories

 

823,195

 

748,047

 

Prepaid expenses

 

5,128

 

2,108

 

Income taxes receivable

 

 

3,140

 

Deferred income taxes

 

5,256

 

5,370

 

Total current assets

 

993,975

 

921,025

 

 

 

 

 

 

 

INTANGIBLES AND OTHER ASSETS

 

 

 

 

 

Noncurrent parts inventories

 

3,147

 

2,792

 

Goodwill

 

26,255

 

24,404

 

Intangible assets, net of accumulated amortization

 

11,459

 

10,793

 

Other

 

7,850

 

2,776

 

Total intangibles and other assets

 

48,711

 

40,765

 

 

 

 

 

 

 

PROPERTY AND EQUIPMENT, net of accumulated depreciation

 

167,759

 

126,282

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

1,210,445

 

$

1,088,072

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Accounts payable

 

$

37,322

 

$

28,424

 

Floorplan notes payable

 

571,170

 

552,428

 

Current maturities of long-term debt and short-term advances

 

4,566

 

4,755

 

Customer deposits

 

25,247

 

49,540

 

Accrued expenses

 

21,903

 

26,735

 

Income tax payable

 

233

 

 

Total current liabilities

 

660,441

 

661,882

 

 

 

 

 

 

 

LONG-TERM LIABILITIES

 

 

 

 

 

Senior convertible notes

 

123,378

 

 

Long-term debt, less current maturities

 

21,607

 

57,405

 

Deferred income taxes

 

38,926

 

28,592

 

Other long-term liabilities

 

2,087

 

2,854

 

Total long-term liabilities

 

185,998

 

88,851

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

Common stock, par value $.00001 per share, authorized - 25,000 shares; issued and outstanding - 20,939 at April 30, 2012 and 20,911 at January 31, 2012

 

 

 

Additional paid-in-capital

 

234,651

 

218,156

 

Retained earnings

 

125,848

 

118,251

 

Accumulated other comprehensive income (loss)

 

112

 

(70

)

Total Titan Machinery Inc. stockholders’ equity

 

360,611

 

336,337

 

Noncontrolling interest

 

3,395

 

1,002

 

Total stockholders’ equity

 

364,006

 

337,339

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

1,210,445

 

$

1,088,072

 

 

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TITAN MACHINERY INC.

Consolidated Statements of Operations

(in thousands, except per share data)

 

 

 

Three Months Ended April 30,

 

 

 

2012

 

2011

 

 

 

(Unaudited)

 

(Unaudited)

 

REVENUE

 

 

 

 

 

Equipment

 

$

322,528

 

$

249,229

 

Parts

 

58,844

 

41,910

 

Service

 

29,752

 

20,964

 

Rental and other

 

10,599

 

6,062

 

TOTAL REVENUE

 

421,723

 

318,165

 

 

 

 

 

 

 

COST OF REVENUE

 

 

 

 

 

Equipment

 

292,085

 

223,301

 

Parts

 

40,653

 

29,720

 

Service

 

10,363

 

7,908

 

Rental and other

 

8,213

 

4,433

 

TOTAL COST OF REVENUE

 

351,314

 

265,362

 

 

 

 

 

 

 

GROSS PROFIT

 

70,409

 

52,803

 

 

 

 

 

 

 

OPERATING EXPENSES

 

54,856

 

39,436

 

 

 

 

 

 

 

INCOME FROM OPERATIONS

 

15,553

 

13,367

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

Interest and other income

 

488

 

285

 

Floorplan interest expense

 

(2,898

)

(1,162

)

Interest expense other

 

(793

)

(275

)

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

12,350

 

12,215

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES

 

(4,891

)

(4,947

)

 

 

 

 

 

 

NET INCOME INCLUDING NONCONTROLLING INTEREST

 

7,459

 

7,268

 

 

 

 

 

 

 

NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST

 

138

 

 

 

 

 

 

 

 

NET INCOME ATTRIBUTABLE TO TITAN MACHINERY INC.

 

$

7,597

 

$

7,268

 

 

 

 

 

 

 

NET INCOME ALLOCATED TO PARTICIPATING SECURITIES

 

(70

)

(68

)

NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS

 

$

7,527

 

$

7,200

 

 

 

 

 

 

 

EARNINGS PER SHARE - DILUTED

 

$

0.36

 

$

0.40

 

WEIGHTED AVERAGE COMMON SHARES - DILUTED

 

20,962

 

18,141

 

 

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TITAN MACHINERY INC.

Segment Results

(in thousands)

 

 

 

Three Months Ended April 30,

 

 

 

2012

 

2011

 

% Change

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

Revenues

 

 

 

 

 

 

 

Agriculture

 

$

360,135

 

$

286,978

 

25.5

%

Construction

 

81,608

 

44,139

 

84.9

%

Segment revenue

 

441,743

 

331,117

 

33.4

%

Eliminations

 

(20,020

)

(12,952

)

(54.6

)%

Total

 

$

421,723

 

$

318,165

 

32.5

%

 

 

 

 

 

 

 

 

Income (Loss) Before Income Taxes

 

 

 

 

 

 

 

Agriculture

 

$

14,338

 

$

12,959

 

10.6

%

Construction

 

(380

)

652

 

(158.3

)%

Segment income (loss) before income taxes

 

13,958

 

13,611

 

2.5

%

Shared Resources

 

(752

)

(1,127

)

33.3

%

Eliminations

 

(856

)

(269

)

(218.2

)%

Total

 

$

12,350

 

$

12,215

 

1.1

%

 

Note: The Company reports its revenues and income (loss) before income taxes at the segment level before inter-company eliminations.

 

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