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8-K - 8-K - RADIANT LOGISTICS, INCrlgt-8k_20141112.htm

Exhibit 99.1

 

RADIANT LOGISTICS ANNOUNCES RESULTS FOR THE FIRST fiscal quarter ENDED SEPTEMBER 30, 2014

Posts quarterly results with Adjusted EBITDA of $3.7 Million—Up $0.6 Million and 17.7%; Margin Expansion with Adjusted EBITDA as a Percentage of Net Revenues Up 50 bps at 13.9%

BELLEVUE, WA November 12, 2014 – Radiant Logistics, Inc. (NYSE MKT: RLGT), a domestic and international logistics services company, today reported financial results for the three months ended September 30, 2014.

First Fiscal Quarter Financial Highlights (Quarter Ended September 30, 2014)

·

Net income attributable to common shareholders was approximately $1.0 million, on $98.2 million of revenues, or $0.03 per basic and fully diluted share, for the first fiscal quarter of 2015, compared to net income of $1.1 million on $76.7 million of revenues, or $0.03 per basic and fully diluted share, for the comparable prior year period.

·

Adjusted net income attributable to common shareholders was $1.5 million, or $0.04 per basic and fully diluted share, for the first fiscal quarter of 2015, compared to adjusted net income attributable to common shareholders of $1.5 million, or $0.05 per basic and $0.04 per fully diluted share, for the comparable prior year period. Both periods are calculated by applying a normalized tax rate of 40% and excluding other items not considered part of regular operating activities.

·

Adjusted EBITDA increased 17.7% to $3,662,000 for the first fiscal quarter of 2015, compared to adjusted EBITDA of $3,112,000 in the comparable prior year period.

·

Adjusted EBITDA margin (expressed as a function of net revenues) increased 50 basis points to 13.9% for the first fiscal quarter of 2014, compared to Adjusted EBITDA margin of 13.4% in the comparable prior year period.

Network Expansion – Organic Growth

The Company announced further organic expansion of its network in the quarter with five new operating locations servicing a diversified base of domestic and international customers as follows:

·

New Adcom locations in Tulsa and Oklahoma City, Oklahoma led by Jimmy Sheets;

·

New Distribution By Air locations in Boston, Massachusetts led Joe Griffin and Patty Campisi and Fort Lauderdale, Florida led by Dale Kloss; and

·

A new Airgroup location in San Diego, California led by Debbie Smythe and Lynn Buechner.

CEO Comments

“We continue to make steady progress in driving margin expansion and earnings growth,” said Bohn Crain, Founder and CEO. “We posted Adjusted EBITDA of $3.7 million for the quarter ended September 30, 2014, up approximately $0.6 million and 17.7% over the comparable prior year period. Our Adjusted EBITDA expressed as a function of net revenues increased 50 basis points, up from 13.4% to 13.9% for the comparable prior year period. In addition, we enjoyed significant new wins late in the quarter adding five new operating locations from four different competing networks in late September. On-boarding new strategic operating partners has historically been an important contributor to


our organic growth and we believe this group of new operating partners will contribute as much as $20.0 million in revenues and $1.0 million in EBITDA to our bottom line on a run-rate basis starting in calendar year 2015. We seem to be gaining momentum in the agent-based forwarding community with more and more logistics entrepreneurs looking to align themselves with a strong financial partner with the technology, purchasing power and global network to deliver world-class solutions to their customers. We are in active discussions with a number of additional agent-station candidates and look forward to providing further updates as we welcome new partners to the network.”

Crain continued: “In addition to our recent success in attracting new agent partners to the network, we continue to enjoy significant financial flexibility to accelerate our growth via acquisitions which may include the acquisition of existing operating partners, the acquisition of agent stations participating in competing networks and given the opportunity, the acquisition of other competing networks. In addition, we also have an interest in pursuing other non-asset based acquisition opportunities that bring critical mass from a geographic standpoint, purchasing power and/or complementary service offerings to the current platform. We continue to cultivate a pipeline of acquisition opportunities meeting these criteria and we are looking forward to sharing additional information on the acquisition front as things develop.”

Crain concluded: “We are providing guidance for the upcoming quarter ending December 31, 2014 and excluding the impact of any further acquisitions, gain on litigation, or other unusual items, we are projecting adjusted EBITDA in the range of $3.8 - $4.3 million on approximately $103.0 - $108.2 million in revenues which equates to adjusted net income available to common shareholders in the range of $1.6 - $1.9 million, or $0.05 per basic and $0.04 - $0.05 per fully diluted share. These projections assume that any incremental EBITDA contributions for the five new operating locations will be off-set by non-recurring integration/on-boarding costs in the quarter ended December with the true incremental run-rate EBITDA contribution for these locations first reflected in the quarter ended March 31, 2015. As with our previous communications, we would also like to remind investors that our free cash flow is generally higher than our net income because we have significant non-cash depreciation and amortization expenses flowing through our financial statements as a result of the mechanics of accounting for acquisitions and the fact that we have minimal maintenance capital expenditure requirements.”

First Fiscal Quarter ended September 30, 2014 – Financial Results

For the three months ended September 30, 2014, Radiant reported net income attributable to common shareholders of $1,009,000 on $98.2 million of revenues, or $0.03 per basic and fully diluted share. For the three months ended September 30, 2013, Radiant reported net income attributable to common shareholders of $1,092,000 on $76.7 million of revenues, or $0.03 per basic and fully diluted share.

For the three months ended September 30, 2014, Radiant reported adjusted net income attributable to common shareholders of $1,518,000, or $0.04 per basic and fully diluted share. For the three months ended September 30, 2013, Radiant reported adjusted net income attributable to common shareholders of $1,528,000, or $0.05 per basic and $0.04 per fully diluted share.

The Company also reported adjusted EBITDA of $3,662,000 for the three months ended September 30, 2014, compared to adjusted EBITDA of $3,112,000 for the three months ended September 30, 2013.

In addition, the Company also reported adjusted EBITDA margin (expressed as a function of net revenues) of 13.9% for the three months ended September 30, 2014, compared to adjusted EBITDA margin of 13.4% in the comparable prior period.

A reconciliation of the Company’s adjusted net income and adjusted EBITDA to the most directly comparable GAAP measure for the three months ending September 30, 2014 and 2013 appears at the end of this release.

2


Reconciliation of Non-GAAP Financial Measures

This press release contains certain non-GAAP financial measures as defined under the Securities Exchange Commission (“SEC”) rules such as adjusted net income, adjusted net income per share and earnings before interest, taxes, depreciation and amortization (“EBITDA”). We believe that supplemental disclosure of these amounts are important metrics used by management to evaluate and understand the performance of the ongoing operations of Radiant’s business that eliminates depreciation, amortization and certain other non-cash costs and other significant items that are not part of regular operating activities. A reconciliation of adjusted net income, adjusted net income per share and adjusted EBITDA for the outlook period ending December 31, 2014 is as follows:

(in thousands, except for earnings per share)

 

 

 

Outlook
Fiscal Quarter Ending
December 31, 2014

 

Net income attributable to Radiant Logistics, Inc.

 

$

1,182 - $1,482

 

Less: Preferred Dividend Requirement

 

$

(511

)

Net income attributable to common shareholders

 

$

671 - $971

 

 

Net income per common share

 

 

 

 

Basic and Diluted

 

$

0.02 – 0.03

 

Weighted average shares outstanding:

 

 

 

 

Basic shares

 

 

34,650,000

 

Diluted shares

 

 

36,150,000

 

 

 

 

 

 

Reconciliation of net income to adjusted net income:

 

 

 

 

Net income attributable to common shareholders

 

$

671 – $971

 

 

Adjustments to net income:

 

 

 

 

Income tax expense

 

$

808 - $1,008

 

Non-recurring legal and other

 

$

150

 

Depreciation and amortization

 

$

1,333

 

Adjusted net income before taxes

 

$

2,962 - $3,462

 

Less: Provision for income taxes at 40% before preferred dividend requirement of $511

 

$

(1,389) – (1,589)

 

 

Adjusted net income

 

$

1,573 - $1,873

 

 

Adjusted net income per common share:

 

 

 

 

Basic

 

$

0.05 - $0.05

 

Diluted

 

$

0.04 - $0.05

 

 

Reconciliation of net income to adjusted EBITDA:

 

Outlook
Fiscal Quarter Ending
December 31, 2014

 

Net Income attributable to common shareholders

 

$

671 – $971

 

Preferred dividends

 

$

511

 

Net income attributable to Radiant Logistics, Inc.

 

$

1,182 – $1,482

 

 

Adjustments to net income:

 

 

 

 

Income tax expense

 

$

808 - $1,008

 

Depreciation and amortization

 

$

1,333

 

Net interest expense

 

$

90

 

 

EBITDA

 

$

3,413 -$3,913

 

 

Share-based compensation

 

$

201

 

Non-recurring legal and other

 

$

150

 

Change in contingent consideration

 

$

44

 

 

Adjusted EBITDA

 

$

3,808 - $4,308

 

This supplemental financial information is presented for informational purposes only and is not a substitute for the financial information presented in accordance with accounting principles generally accepted in the United States.

3


Investor Conference Call

Radiant will host a conference call for shareholders and the investing community on Thursday, November 13, 2014 at 4:00 pm, ET to discuss the contents of this release. The call can be accessed by dialing (877) 407-8031, or (201) 689-8031 for international participants, and is expected to last approximately 30 minutes. Callers are requested to dial in 5 minutes before the start of the call. An audio replay will be available for one week after the teleconference by dialing (877) 660-6853, or (201) 612-7415 for international callers, and using conference ID number 13595251. This call is also being webcast and may be accessed via Radiant’s web site at www.radiantdelivers.com.

About Radiant Logistics (NYSE MKT: RLGT)

Radiant Logistics, Inc. (www.radiantdelivers.com) is a non-asset based transportation and logistics services company providing domestic and international freight forwarding services and truck brokerage services through a network of Company-owned and strategic operating partner locations operating under the Radiant, Airgroup, Adcom, DBA and On Time network brands located throughout North America and an integrated service partner network serving other markets around the globe. We also offer an expanding array of value-added supply chain management services, including customs brokerage, order fulfillment, inventory management and warehousing.

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, outcomes of legal proceedings, competition, management of growth, potential fluctuations in operating results, and government regulation. More information about factors that potentially could affect Radiant Logistics, Inc. 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.

# # #

 

 

 

4


 

RADIANT LOGISTICS, INC.

Consolidated Balance Sheets

 

 

September 30,

 

 

June 30,

 

 

2014

 

 

2014

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

3,085,110

 

 

$

2,880,205

 

Accounts receivable, net of allowance of $1,025,668 and $1,034,934,

   respectively

 

63,563,410

 

 

 

65,066,555

 

Current portion of employee and other receivables

 

207,503

 

 

 

232,791

 

Prepaid expenses and other current assets

 

5,026,157

 

 

 

2,926,431

 

Deferred tax asset

 

521,483

 

 

 

925,208

 

Total current assets

 

72,403,663

 

 

 

72,031,190

 

 

 

 

 

 

 

 

 

Furniture and equipment, net

 

1,613,859

 

 

 

1,265,107

 

 

 

 

 

 

 

 

 

Acquired intangibles, net

 

16,072,505

 

 

 

15,041,988

 

Goodwill

 

28,778,537

 

 

 

28,247,003

 

Employee and other receivables, net of current portion

 

11,864

 

 

 

22,070

 

Deposits and other assets

 

611,133

 

 

 

617,093

 

Total long-term assets

 

45,474,039

 

 

 

43,928,154

 

Total assets

$

119,491,561

 

 

$

117,224,451

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable and accrued transportation costs

$

44,919,540

 

 

$

45,510,140

 

Commissions payable

 

6,105,158

 

 

 

5,569,671

 

Other accrued costs

 

2,934,417

 

 

 

2,517,415

 

Income taxes payable

 

97,936

 

 

 

436,328

 

Current portion of contingent consideration

 

1,558,000

 

 

 

1,541,000

 

Current portion of lease termination liability

 

328,618

 

 

 

319,826

 

Total current liabilities

 

55,943,669

 

 

 

55,894,380

 

 

 

 

 

 

 

 

 

Note payable

 

7,449,964

 

 

 

7,243,371

 

Contingent consideration, net of current portion

 

10,809,000

 

 

 

9,626,000

 

Lease termination liability, net of current portion

 

148,731

 

 

 

198,502

 

Deferred rent liability

 

688,708

 

 

 

560,248

 

Deferred tax liability

 

2,125,583

 

 

 

2,774,506

 

Other long-term liabilities

 

27,493

 

 

 

2,610

 

Total long-term liabilities

 

21,249,479

 

 

 

20,405,237

 

Total liabilities

 

77,193,148

 

 

 

76,299,617

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

Preferred stock, $0.001 par value, 5,000,000 shares authorized;

   839,200 shares issued and outstanding, liquidation

   preference of $20,980,000

 

839

 

 

 

839

 

Common stock, $0.001 par value, 100,000,000 shares authorized;

  34,590,936 and 34,326,308 shares issued and outstanding, respectively

 

16,046

 

 

 

15,781

 

Additional paid-in capital

 

34,917,546

 

 

 

34,558,785

 

Deferred compensation

 

(7,948

)

 

 

(9,209

)

Retained earnings

 

7,326,728

 

 

 

6,317,473

 

Total Radiant Logistics, Inc. stockholders’ equity

 

42,253,211

 

 

 

40,883,669

 

Non-controlling interest

 

45,202

 

 

 

41,165

 

Total stockholders’ equity

 

42,298,413

 

 

 

40,924,834

 

Total liabilities and stockholders’ equity

$

119,491,561

 

 

$

117,224,451

 

 

 


5


 

RADIANT LOGISTICS, INC.

Consolidated Statements of Operations

 

 

 

September 30,

 

 

 

 

2014

 

 

 

2013

 

Revenues

 

$

98,231,388

 

 

$

76,701,861

 

Cost of transportation

 

 

71,906,605

 

 

 

53,481,360

 

Net revenues

 

 

26,324,783

 

 

 

23,220,501

 

 

 

 

 

 

 

 

 

 

Operating partner commissions

 

 

13,979,351

 

 

 

13,634,772

 

Personnel costs

 

 

6,559,946

 

 

 

4,491,603

 

Selling, general and administrative expenses

 

 

2,648,066

 

 

 

2,264,334

 

Depreciation and amortization

 

 

1,279,081

 

 

 

830,098

 

Change in contingent consideration

 

 

(550,000

)

 

 

(195,000

)

Total operating expenses

 

 

23,916,444

 

 

 

21,025,807

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

2,408,339

 

 

 

2,194,694

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

Interest income

 

 

925

 

 

 

2,500

 

Interest expense

 

 

(91,459

)

 

 

(521,163

)

Other

 

 

126,822

 

 

 

84,183

 

Total other income (expense)

 

 

36,288

 

 

 

(434,480

)

 

 

 

 

 

 

 

 

 

Income before income tax expense

 

 

2,444,627

 

 

 

1,760,214

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

(901,926

)

 

 

(651,835

)

 

 

 

 

 

 

 

 

 

Net income

 

 

1,542,701

 

 

 

1,108,379

 

Less: Net income attributable to non-controlling interest

 

 

(22,037

)

 

 

(16,642

)

 

 

 

 

 

 

 

 

 

Net income attributable to Radiant Logistics, Inc.

 

 

1,520,664

 

 

 

1,091,737

 

Less: Preferred stock dividends

 

 

(511,388

)

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

 

$

1,009,276

 

 

$

1,091,737

 

 

 

 

 

 

 

 

 

 

Net income per common share - basic and diluted

 

$

0.03

 

 

$

0.03

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

Basic shares

 

 

34,349,586

 

 

 

33,337,362

 

Diluted shares

 

 

35,827,335

 

 

 

35,144,910

 

 


6


RADIANT LOGISTICS, INC.

Reconciliation of Net Income to Adjusted Net Income, EBITDA, Adjusted EBITDA, and Reconciliation of Net

Income per share to Adjusted Net Income per share

(unaudited)

As used in this report, Adjusted Net Income and Adjusted Net Income per Share, EBITDA and Adjusted EBITDA are not measures of financial performance or liquidity under United States Generally Accepted Accounting Principles (“GAAP”). Adjusted Net Income and Adjusted Net Income per Share, 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 40% tax rate for calculating 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 difference effective tax rates. In addition, in arriving at Adjusted Net Income and Adjusted Net Income per Share, the Company adjusts for significant items that are not part of regular operating activities. These adjustments include acquisition costs, transition, severance and lease termination costs, non-recurring litigation expenses as well as depreciation and amortization and certain other non-cash charges.

Adjusted EBITDA means earnings before preferred stock dividends, interest, income taxes, depreciation and amortization, which is then further adjusted for changes in contingent consideration, expenses specifically attributable to acquisitions, severance and lease termination costs, extraordinary items, share based compensation expense, non-recurring litigation expenses and other non-cash charges. We believe that adjusted EBITDA, as presented, represents a useful method of assessing the performance of our operating activities, as it reflects our earnings trends without the impact of certain non-cash charges and other non-recurring charges. We understand that although securities analysts frequently use EBITDA in their evaluation of companies, it is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the method of calculation. Adjusted Net Income and Adjusted Net income per Share, 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.

 

 

 

Three Months Ended

 

 

 

September 30,

 

 

 

 

2014

 

 

 

2013

 

Net income attributable to common stockholders

 

$

1,009,276

 

 

$

1,091,737

 

 

 

 

 

 

 

 

 

 

Net income per common share - basic and diluted

 

$

0.03

 

 

$

0.03

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

Basic shares

 

 

34,349,586

 

 

 

33,337,362

 

Diluted shares

 

 

35,827,335

 

 

 

35,144,910

 

 

 

 

 

 

 

 

 

 

Reconciliation of net income to adjusted net income:

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

 

$

1,009,276

 

 

$

1,091,737

 

Adjustments to net income:

 

 

 

 

 

 

 

 

Income tax expense

 

 

901,926

 

 

 

651,835

 

Depreciation and amortization

 

 

1,279,081

 

 

 

830,098

 

Change in contingent consideration

 

 

(550,000

)

 

 

(195,000

)

Acquisition related costs

 

 

94,771

 

 

 

65,568

 

Non-recurring legal costs

 

 

120,113

 

 

 

15,761

 

Amortization of loan fees and OID

 

 

15,295

 

 

 

85,844

 

 

 

 

 

 

 

 

 

 

Adjusted Net Income before income taxes

 

 

2,870,462

 

 

 

2,545,843

 

 

 

 

 

 

 

 

 

 

Provision for income taxes at 40% before preferred

     dividend requirement

 

 

(1,352,740

)

 

 

(1,018,337

)

 

 

 

 

 

 

 

 

 

Adjusted net income

 

$

1,517,722

 

 

$

1,527,506

 

 

 

 

 

 

 

 

 

 

Adjusted net income per common share:

 

 

 

 

 

 

 

 

Basic

 

$

0.04

 

 

$

0.05

 

Diluted

 

$

0.04

 

 

$

0.04

 

 


7


 

 

 

Three Months Ended

 

 

 

September 30,

 

Reconciliation of net income to adjusted EBITDA

 

 

2014

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

 

$

1,009,276

 

 

$

1,091,737

 

Preferred stock dividends

 

 

511,388

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Radiant Logistics, Inc.

 

 

1,520,664

 

 

 

1,091,737

 

Income tax expense

 

 

901,926

 

 

 

651,835

 

Depreciation and amortization

 

 

1,279,081

 

 

 

830,098

 

Net interest expense

 

 

90,534

 

 

 

518,663

 

 

 

 

 

 

 

 

 

 

EBITDA

 

 

3,792,205

 

 

 

3,092,333

 

 

 

 

 

 

 

 

 

 

Share-based compensation

 

 

204,729

 

 

 

133,189

 

Change in contingent consideration

 

 

(550,000

)

 

 

(195,000

)

Acquisition related costs

 

 

94,771

 

 

 

65,568

 

Non-recurring legal costs

 

 

120,113

 

 

 

15,761

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

3,661,818

 

 

 

3,111,851

 

As a % of Net Revenues

 

 

13.9

%

 

 

13.4

%

 

8