Forward Air Corporation Reports Second Quarter 2024 Results
Positive momentum despite softness in freight market
Continues to accelerate integration, synergy capture and cost elimination
|
|
Three Months Ended |
|||||||||||||
(in thousands, except per share data) |
|
|
|
|
|
Change |
|
Percent Change |
|||||||
Operating revenue |
|
$ |
643,666 |
|
|
$ |
333,622 |
|
|
$ |
310,044 |
|
|
92.9 |
% |
(Loss) income from operations |
|
$ |
(1,095,755 |
) |
|
$ |
26,325 |
|
|
$ |
(1,122,080 |
) |
|
(4,262.4 |
)% |
Operating margin |
|
|
(170.2 |
)% |
|
|
7.9 |
% |
|
(17,810) bps |
|||||
Net (loss) income |
|
$ |
(966,471 |
) |
|
$ |
17,127 |
|
|
$ |
(983,598 |
) |
|
(5,743.0 |
)% |
Net (loss) income per diluted share |
|
$ |
(23.29 |
) |
|
$ |
0.65 |
|
|
$ |
(23.94 |
) |
|
(3,683.1 |
)% |
Cash (used in) provided by operating activities |
|
$ |
(45,200 |
) |
|
$ |
56,615 |
|
|
$ |
(101,815 |
) |
|
(179.8 |
)% |
|
|
|
|
|
|
|
|
|
|||||||
Non-GAAP Financial Measures: 1 |
|
|
|
|
|
|
|
|
|||||||
Adjusted net income -consolidated EBITDA |
|
$ |
81,325 |
|
|
$ |
101,688 |
|
|
$ |
(20,363 |
) |
|
(20.0 |
)% |
|
|
|
|
|
|
|
|
|
|||||||
Free cash flow |
|
$ |
(59,069 |
) |
|
$ |
47,654 |
|
|
$ |
(106,723 |
) |
|
(224.0 |
)% |
|
|
|
|
|
|
|
|
|
|||||||
1 Reconciliation of these non-GAAP financial measures are provided below the financial tables. |
|||||||||||||||
|
|
|
|
|
|
|
|
|
Review of Financial Results
A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investor Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us.
About
|
|||||||||||||||
Condensed Consolidated Statements of Comprehensive (Loss) Income |
|||||||||||||||
(Unaudited, in thousands, except per share data) |
|||||||||||||||
|
|||||||||||||||
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
|
|
|
|
|
||||||||
Operating revenues: |
|
|
|
|
|
|
|
||||||||
Expedited Freight |
$ |
291,282 |
|
|
$ |
269,436 |
|
|
$ |
564,577 |
|
|
$ |
539,013 |
|
Intermodal |
|
59,299 |
|
|
|
64,251 |
|
|
|
115,591 |
|
|
|
152,420 |
|
|
|
311,856 |
|
|
|
— |
|
|
|
536,694 |
|
|
|
— |
|
Eliminations and other operations |
|
(18,771 |
) |
|
|
(65 |
) |
|
|
(31,383 |
) |
|
|
(102 |
) |
Operating revenues |
|
643,666 |
|
|
|
333,622 |
|
|
|
1,185,479 |
|
|
|
691,331 |
|
Operating expenses: |
|
|
|
|
|
|
|
||||||||
Purchased transportation |
|
321,587 |
|
|
|
141,967 |
|
|
|
598,602 |
|
|
|
287,138 |
|
Salaries, wages and employee benefits |
|
144,000 |
|
|
|
73,963 |
|
|
|
272,867 |
|
|
|
140,610 |
|
Operating leases |
|
46,258 |
|
|
|
22,896 |
|
|
|
85,061 |
|
|
|
46,969 |
|
Depreciation and amortization |
|
48,639 |
|
|
|
13,245 |
|
|
|
80,425 |
|
|
|
25,617 |
|
Insurance and claims |
|
14,698 |
|
|
|
12,761 |
|
|
|
27,579 |
|
|
|
26,019 |
|
Fuel expense |
|
5,859 |
|
|
|
5,202 |
|
|
|
11,105 |
|
|
|
10,888 |
|
Other operating expenses |
|
65,666 |
|
|
|
37,263 |
|
|
|
178,613 |
|
|
|
80,569 |
|
Impairment of goodwill |
|
1,092,714 |
|
|
|
— |
|
|
|
1,092,714 |
|
|
|
— |
|
Total operating expenses |
|
1,739,421 |
|
|
|
307,297 |
|
|
|
2,346,966 |
|
|
|
617,810 |
|
Income (loss) from continuing operations: |
|
|
|
|
|
|
|
||||||||
Expedited Freight |
|
21,946 |
|
|
|
27,063 |
|
|
|
41,444 |
|
|
|
56,748 |
|
Intermodal |
|
5,317 |
|
|
|
4,312 |
|
|
|
8,903 |
|
|
|
15,515 |
|
|
|
(1,105,871 |
) |
|
|
— |
|
|
|
(1,134,456 |
) |
|
|
— |
|
Other Operations |
|
(17,147 |
) |
|
|
(5,050 |
) |
|
|
(77,378 |
) |
|
|
1,258 |
|
(Loss) income from continuing operations |
|
(1,095,755 |
) |
|
|
26,325 |
|
|
|
(1,161,487 |
) |
|
|
73,521 |
|
Other expense: |
|
|
|
|
|
|
|
||||||||
Interest expense, net |
|
(47,265 |
) |
|
|
(2,585 |
) |
|
|
(88,018 |
) |
|
|
(4,940 |
) |
Foreign exchange gain |
|
1,567 |
|
|
|
— |
|
|
|
899 |
|
|
|
— |
|
Other income, net |
|
40 |
|
|
|
— |
|
|
|
49 |
|
|
|
— |
|
Total other expense |
|
(45,658 |
) |
|
|
(2,585 |
) |
|
|
(87,070 |
) |
|
|
(4,940 |
) |
(Loss) income before income taxes |
|
(1,141,413 |
) |
|
|
23,740 |
|
|
|
(1,248,557 |
) |
|
|
68,581 |
|
Income tax (benefit) expense |
|
(174,942 |
) |
|
|
6,613 |
|
|
|
(193,292 |
) |
|
|
17,550 |
|
Net (loss) income from continuing operations |
|
(966,471 |
) |
|
|
17,127 |
|
|
|
(1,055,265 |
) |
|
|
51,031 |
|
(Loss) income from discontinued operation, net of tax |
|
(4,876 |
) |
|
|
2,824 |
|
|
|
(4,876 |
) |
|
|
5,288 |
|
Net (loss) income |
|
(971,347 |
) |
|
|
19,951 |
|
|
$ |
(1,060,141 |
) |
|
$ |
56,319 |
|
Net (loss) attributable to noncontrolling interest |
|
(325,914 |
) |
|
|
— |
|
|
|
(352,996 |
) |
|
|
— |
|
Net (loss) income attributable to |
$ |
(645,433 |
) |
|
$ |
19,951 |
|
|
$ |
(707,145 |
) |
|
$ |
56,319 |
|
|
|
|
|
|
|
|
|
||||||||
Net income per common share: |
|
|
|
|
|
|
|
||||||||
Basic net (loss) income per share |
|
|
|
|
|
|
|
||||||||
Continuing operations |
$ |
(23.29 |
) |
|
$ |
0.65 |
|
|
$ |
(27.53 |
) |
|
$ |
1.94 |
|
Discontinued operation |
|
(0.18 |
) |
|
|
0.11 |
|
|
|
(0.18 |
) |
|
|
0.20 |
|
Basic |
$ |
(23.47 |
) |
|
$ |
0.76 |
|
|
$ |
(27.71 |
) |
|
$ |
2.14 |
|
|
|
|
|
|
|
|
|
||||||||
Diluted net (loss) income per share |
|
|
|
|
|
|
|
||||||||
Continuing operations |
$ |
(23.29 |
) |
|
$ |
0.65 |
|
|
$ |
(27.53 |
) |
|
$ |
1.93 |
|
Discontinued operation |
|
(0.18 |
) |
|
|
0.11 |
|
|
|
(0.18 |
) |
|
|
0.20 |
|
Diluted |
$ |
(23.47 |
) |
|
$ |
0.76 |
|
|
$ |
(27.71 |
) |
|
$ |
2.13 |
|
|
|
|
|
|
|
|
|
||||||||
Dividends per share: |
$ |
— |
|
|
$ |
0.24 |
|
|
$ |
— |
|
|
$ |
0.48 |
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income |
$ |
(971,347 |
) |
|
$ |
19,951 |
|
|
$ |
(1,060,141 |
) |
|
$ |
56,319 |
|
Other comprehensive (loss) income: |
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments |
|
(849 |
) |
|
|
— |
|
|
|
(1,000 |
) |
|
|
— |
|
Comprehensive (loss) income |
$ |
(972,196 |
) |
|
$ |
19,951 |
|
|
$ |
(1,059,141 |
) |
|
$ |
56,319 |
|
Expedited Freight Segment Information |
||||||||||||||||||
(In thousands) |
||||||||||||||||||
(Unaudited) |
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Three Months Ended |
|||||||||||||||||
|
|
|
Percent of Revenue |
|
|
|
Percent of Revenue |
|
Change |
|
Percent Change |
|||||||
Operating revenues: |
|
|
|
|
|
|
|
|
|
|
|
|||||||
Network 1 |
$ |
223,334 |
|
76.7 |
% |
|
$ |
205,762 |
|
76.4 |
% |
|
$ |
17,572 |
|
|
8.5 |
% |
Truckload |
|
44,678 |
|
15.3 |
|
|
|
40,432 |
|
15.0 |
|
|
|
4,246 |
|
|
10.5 |
|
Other |
|
23,270 |
|
8.0 |
|
|
|
23,242 |
|
8.6 |
|
|
|
28 |
|
|
0.1 |
|
Total operating revenues |
|
291,282 |
|
100.0 |
|
|
|
269,436 |
|
100.0 |
|
|
|
21,846 |
|
|
8.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|||||||
Purchased transportation |
|
142,512 |
|
48.9 |
|
|
|
124,122 |
|
46.1 |
|
|
|
18,390 |
|
|
14.8 |
|
Salaries, wages and employee benefits |
|
63,845 |
|
21.9 |
|
|
|
57,637 |
|
21.4 |
|
|
|
6,208 |
|
|
10.8 |
|
Operating leases |
|
14,730 |
|
5.1 |
|
|
|
16,201 |
|
6.0 |
|
|
|
(1,471 |
) |
|
(9.1 |
) |
Depreciation and amortization |
|
10,692 |
|
3.7 |
|
|
|
8,439 |
|
3.1 |
|
|
|
2,253 |
|
|
26.7 |
|
Insurance and claims |
|
10,969 |
|
3.8 |
|
|
|
10,104 |
|
3.8 |
|
|
|
865 |
|
|
8.6 |
|
Fuel expense |
|
2,434 |
|
0.8 |
|
|
|
2,511 |
|
0.9 |
|
|
|
(77 |
) |
|
(3.1 |
) |
Other operating expenses |
|
24,154 |
|
8.3 |
|
|
|
23,359 |
|
8.7 |
|
|
|
795 |
|
|
3.4 |
|
Total operating expenses |
|
269,336 |
|
92.5 |
|
|
|
242,373 |
|
90.0 |
|
|
|
26,963 |
|
|
11.1 |
|
Income from operations |
$ |
21,946 |
|
7.5 |
% |
|
$ |
27,063 |
|
10.0 |
% |
|
$ |
(5,117 |
) |
|
(18.9 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
1 Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial and Truckload revenue. |
Expedited Freight Operating Statistics |
||||||||
|
|
|||||||
|
Three Months Ended |
|||||||
|
|
|
|
|
Percent Change |
|||
|
|
|
|
|
|
|||
Business days |
|
64 |
|
|
64 |
|
— |
% |
|
|
|
|
|
|
|||
Tonnage 1,2 |
|
|
|
|
|
|||
Total pounds |
|
713,919 |
|
|
673,878 |
|
5.9 |
|
Pounds per day |
|
11,155 |
|
|
10,529 |
|
5.9 |
|
|
|
|
|
|
|
|||
Shipments 1,2 |
|
|
|
|
|
|||
Total shipments |
|
870 |
|
|
842 |
|
1.4 |
|
Shipments per day |
|
13.6 |
|
|
13.2 |
|
1.4 |
|
|
|
|
|
|
|
|||
Weight per shipment |
|
821 |
|
|
801 |
|
2.5 |
|
|
|
|
|
|
|
|||
Revenue per hundredweight 3 |
$ |
31.29 |
|
$ |
30.79 |
|
1.6 |
|
Revenue per hundredweight, ex fuel 3 |
$ |
24.38 |
|
$ |
24.08 |
|
1.2 |
|
|
|
|
|
|
|
|||
Revenue per shipment 3 |
$ |
256.80 |
|
$ |
246.59 |
|
4.1 |
|
Revenue per shipment, ex fuel 3 |
$ |
200.05 |
|
$ |
192.85 |
|
3.7 |
|
|
|
|
|
|
|
|||
1 In thousands |
||||||||
2 Excludes accessorial and Truckload and products |
||||||||
3 Includes intercompany revenue between the Network and Truckload revenue streams |
Intermodal Segment Information |
||||||||||||||||||
(In thousands) |
||||||||||||||||||
(Unaudited) |
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Three Months Ended |
|||||||||||||||||
|
|
|
Percent of Revenue |
|
|
|
Percent of Revenue |
|
Change |
|
Percent Change |
|||||||
Operating revenue |
$ |
59,299 |
|
100.0 |
% |
|
$ |
64,251 |
|
100.0 |
% |
|
$ |
(4,952 |
) |
|
(7.7 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|||||||
Purchased transportation |
|
19,173 |
|
32.3 |
|
|
|
17,909 |
|
27.9 |
|
|
|
1,264 |
|
|
7.1 |
|
Salaries, wages and employee benefits |
|
14,899 |
|
25.1 |
|
|
|
16,650 |
|
25.9 |
|
|
|
(1,751 |
) |
|
(10.5 |
) |
Operating leases |
|
4,776 |
|
8.1 |
|
|
|
6,695 |
|
10.4 |
|
|
|
(1,919 |
) |
|
(28.7 |
) |
Depreciation and amortization |
|
4,712 |
|
7.9 |
|
|
|
4,806 |
|
7.5 |
|
|
|
(94 |
) |
|
(2.0 |
) |
Insurance and claims |
|
2,619 |
|
4.4 |
|
|
|
2,815 |
|
4.4 |
|
|
|
(196 |
) |
|
(7.0 |
) |
Fuel expense |
|
2,243 |
|
3.8 |
|
|
|
2,692 |
|
4.2 |
|
|
|
(449 |
) |
|
(16.7 |
) |
Other operating expenses |
|
5,560 |
|
9.4 |
|
|
|
8,372 |
|
13.0 |
|
|
|
(2,812 |
) |
|
(33.6 |
) |
Total operating expenses |
|
53,982 |
|
91.0 |
|
|
|
59,939 |
|
93.3 |
|
|
|
(5,957 |
) |
|
(9.9 |
) |
Income from operations |
$ |
5,317 |
|
9.0 |
% |
|
$ |
4,312 |
|
6.7 |
% |
|
$ |
1,005 |
|
|
23.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Intermodal Operating Statistics |
||||||||
|
|
|||||||
|
Three Months Ended |
|||||||
|
|
|
|
|
Percent Change |
|||
Drayage shipments |
|
64,877 |
|
|
68,180 |
|
(4.8 |
)% |
Drayage revenue per shipment |
$ |
826 |
|
$ |
853 |
|
(3.2 |
)% |
Omni Logistics Segment Information |
||||||
(In thousands) |
||||||
(Unaudited) |
||||||
|
|
|
|
|||
|
Three Months Ended |
|||||
|
|
|
Percent of Revenue |
|||
Operating revenue |
$ |
311,856 |
|
|
100.0 |
% |
|
|
|
|
|||
Operating expenses: |
|
|
|
|||
Purchased transportation |
|
178,674 |
|
|
57.3 |
|
Salaries, wages and employee benefits |
|
57,536 |
|
|
18.4 |
|
Operating leases |
|
26,751 |
|
|
8.6 |
|
Depreciation and amortization |
|
33,235 |
|
|
10.7 |
|
Insurance and claims |
|
2,845 |
|
|
0.9 |
|
Fuel expense |
|
1,182 |
|
|
0.4 |
|
Other operating expenses |
|
24,790 |
|
|
7.9 |
|
Impairment of goodwill |
|
1,092,714 |
|
|
350.4 |
|
Total operating expenses |
|
1,417,727 |
|
|
454.6 |
|
Loss from operations |
$ |
(1,105,871 |
) |
|
(354.6 |
)% |
|
|
|
|
|
||||||
Condensed Consolidated Balance Sheets |
||||||
(In thousands) |
||||||
(Unaudited) |
||||||
|
|
|
|
|||
Assets |
|
|
|
|||
Current assets: |
|
|
|
|||
Cash and cash equivalents |
$ |
84,886 |
|
|
$ |
121,969 |
Restricted cash and restricted cash equivalents |
|
19,769 |
|
|
|
39,604 |
Accounts receivable, net |
|
368,927 |
|
|
|
153,267 |
Other receivables |
|
1,476 |
|
|
|
5,408 |
Prepaid expenses |
|
39,186 |
|
|
|
25,682 |
Other current assets |
|
44,379 |
|
|
|
1,098 |
Total current assets |
|
558,623 |
|
|
|
347,028 |
|
|
|
|
|||
Noncurrent restricted cash equivalents |
|
— |
|
|
|
1,790,500 |
Property and equipment |
|
607,961 |
|
|
|
508,280 |
Less accumulated depreciation and amortization |
|
279,027 |
|
|
|
250,185 |
Property and equipment, net |
|
328,934 |
|
|
|
258,095 |
Operating lease right-of-use assets |
|
323,821 |
|
|
|
111,552 |
|
|
545,380 |
|
|
|
278,706 |
Other acquired intangibles, net |
|
1,230,699 |
|
|
|
134,789 |
Other assets |
|
79,859 |
|
|
|
58,863 |
Total assets |
$ |
3,067,316 |
|
|
$ |
2,979,533 |
|
|
|
|
|||
Liabilities and Shareholders' Equity |
|
|
|
|||
Current liabilities: |
|
|
|
|||
Accounts payable |
$ |
143,455 |
|
|
$ |
45,430 |
Accrued expenses |
|
117,431 |
|
|
|
62,948 |
Other current liabilities |
|
53,064 |
|
|
|
71,727 |
Current portion of debt and finance lease obligations |
|
16,875 |
|
|
|
12,645 |
Current portion of operating lease liabilities |
|
89,188 |
|
|
|
44,344 |
Total current liabilities |
|
420,013 |
|
|
|
237,094 |
|
|
|
|
|||
Finance lease obligations, less current portion |
|
34,957 |
|
|
|
26,736 |
Long-term debt, less current portion |
|
1,677,315 |
|
|
|
— |
Long-term debt held in escrow |
|
— |
|
|
|
1,790,500 |
Operating lease liabilities, less current portion |
|
243,217 |
|
|
|
71,598 |
Liabilities under tax receivable agreement |
|
13,270 |
|
|
|
— |
Other long-term liabilities |
|
43,126 |
|
|
|
47,144 |
Deferred income taxes |
|
271,201 |
|
|
|
42,200 |
|
|
|
|
|||
Shareholders' equity: |
|
|
|
|||
Preferred stock |
|
— |
|
|
|
— |
Common stock |
|
277 |
|
|
|
257 |
Additional paid-in capital |
|
512,638 |
|
|
|
283,684 |
Retained earnings |
|
(228,151 |
) |
|
|
480,320 |
Accumulated other comprehensive loss |
|
(1,000 |
) |
|
|
— |
|
|
283,764 |
|
|
|
764,261 |
Noncontrolling interest |
|
80,453 |
|
|
|
— |
Total shareholders' equity |
|
364,217 |
|
|
|
764,261 |
Total liabilities and shareholders' equity |
$ |
3,067,316 |
|
|
$ |
2,979,533 |
|
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(In thousands) |
|||||||
(Unaudited) |
|||||||
|
Three Months Ended |
||||||
|
|
|
|
||||
Operating activities: |
|
|
|
||||
Net (loss) income from continuing operations |
$ |
(966,471 |
) |
|
$ |
17,127 |
|
Adjustments to reconcile net (loss) income of continuing operations to net cash (used in) provided by operating activities of continuing operations |
|
|
|
||||
Depreciation and amortization |
|
48,639 |
|
|
|
13,244 |
|
Impairment of goodwill |
|
1,092,714 |
|
|
|
— |
|
Share-based compensation expense |
|
3,620 |
|
|
|
2,890 |
|
Provision for revenue adjustments |
|
1,121 |
|
|
|
1,714 |
|
Deferred income tax (benefit) expense |
|
(166,549 |
) |
|
|
325 |
|
Other |
|
2,300 |
|
|
|
(642 |
) |
Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: |
|
|
|
||||
Accounts receivable |
|
(21,770 |
) |
|
|
22,293 |
|
Other receivables |
|
164 |
|
|
|
— |
|
Other current and noncurrent assets |
|
(49,528 |
) |
|
|
(300 |
) |
Accounts payable and accrued expenses |
|
10,560 |
|
|
|
(36 |
) |
Net cash (used in) provided by operating activities of continuing operations |
|
(45,200 |
) |
|
|
56,615 |
|
|
|
|
|
||||
Investing activities: |
|
|
|
||||
Proceeds from sale of property and equipment |
|
557 |
|
|
|
1,356 |
|
Purchases of property and equipment |
|
(14,426 |
) |
|
|
(10,317 |
) |
Purchases of a business, net of cash acquired |
|
— |
|
|
|
(136 |
) |
Other |
|
(85 |
) |
|
|
— |
|
Net cash used in investing activities of continuing operations |
|
(13,954 |
) |
|
|
(9,097 |
) |
|
|
|
|
||||
Financing activities: |
|
|
|
||||
Repayments of finance lease obligations |
|
(4,567 |
) |
|
|
(1,837 |
) |
Payments on credit facility |
|
— |
|
|
|
(30,750 |
) |
Payments of dividends to shareholders |
|
— |
|
|
|
(6,255 |
) |
Repurchases and retirement of common stock |
|
— |
|
|
|
(25,009 |
) |
Proceeds from common stock issued under employee stock purchase plan |
|
369 |
|
|
|
421 |
|
Payment of minimum tax withholdings on share-based awards |
|
(33 |
) |
|
|
(4,292 |
) |
Contributions from subsidiary held for sale |
|
— |
|
|
|
6,457 |
|
Net cash used in financing activities of continuing operations |
|
(4,231 |
) |
|
|
(61,265 |
) |
Effect of exchange rate changes on cash |
|
646 |
|
|
|
— |
|
Net decrease in cash, cash equivalents, restricted cash, and restricted cash equivalents from continuing operations |
|
(62,739 |
) |
|
|
(13,747 |
) |
|
|
|
|
||||
Cash from discontinued operation: |
|
|
|
||||
Net cash (used in) provided by operating activities of discontinued operation |
|
(4,876 |
) |
|
|
6,958 |
|
Net cash used in investing activities of discontinued operation |
|
— |
|
|
|
(469 |
) |
Net cash used in financing activities of discontinued operation |
|
— |
|
|
|
(6,489 |
) |
Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents |
|
(67,615 |
) |
|
|
(13,747 |
) |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period of continuing operations |
|
172,270 |
|
|
|
32,028 |
|
Cash at beginning of period of discontinued operation |
|
— |
|
|
|
— |
|
Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents |
|
(67,615 |
) |
|
|
(13,747 |
) |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period of continuing operations |
$ |
104,655 |
|
|
$ |
18,281 |
|
|
|
|
|
|
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(In thousands) |
|||||||
(Unaudited) |
|||||||
|
Six Months Ended |
||||||
|
|
|
|
||||
Operating activities: |
|
|
|
||||
Net (loss) income from operations |
$ |
(1,055,265 |
) |
|
$ |
51,031 |
|
Adjustments to reconcile net income of operations to net cash provided by operating activities of operations |
|
|
|
||||
Depreciation and amortization |
|
80,425 |
|
|
|
25,617 |
|
Impairment of goodwill |
|
1,092,714 |
|
|
|
— |
|
Share-based compensation expense |
|
5,187 |
|
|
|
5,796 |
|
Provision for revenue adjustments |
|
2,159 |
|
|
|
2,812 |
|
Deferred income tax (benefit) expense |
|
(163,604 |
) |
|
|
2,182 |
|
Other |
|
6,469 |
|
|
|
(1,733 |
) |
Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: |
|
|
|
||||
Accounts receivable |
|
(42,265 |
) |
|
|
38,690 |
|
Other receivables |
|
5,531 |
|
|
|
— |
|
Other current and noncurrent assets |
|
(56,637 |
) |
|
|
10,609 |
|
Accounts payable and accrued expenses |
|
28,362 |
|
|
|
(17,550 |
) |
Net cash provided by operating activities |
|
(96,924 |
) |
|
|
117,454 |
|
|
|
|
|
||||
Investing activities: |
|
|
|
||||
Proceeds from sale of property and equipment |
|
1,406 |
|
|
|
3,171 |
|
Purchases of property and equipment |
|
(19,396 |
) |
|
|
(16,836 |
) |
Purchase of a business, net of cash acquired |
|
(1,565,242 |
) |
|
|
(56,703 |
) |
Other |
|
(174 |
) |
|
|
— |
|
Net cash used in investing activities |
|
(1,583,406 |
) |
|
|
(70,368 |
) |
|
|
|
|
||||
Financing activities: |
|
|
|
||||
Repayments of finance lease obligations |
|
(9,127 |
) |
|
|
(3,923 |
) |
Proceeds from credit facility |
|
— |
|
|
|
45,000 |
|
Payments on credit facility |
|
(80,000 |
) |
|
|
(30,750 |
) |
Payment of debt issuance costs |
|
(60,591 |
) |
|
|
— |
|
Payment of earn-out liability |
|
(12,247 |
) |
|
|
— |
|
Payments of dividends to shareholders |
|
— |
|
|
|
(12,600 |
) |
Repurchases and retirement of common stock |
|
— |
|
|
|
(79,792 |
) |
Proceeds from common stock issued under employee stock purchase plan |
|
369 |
|
|
|
421 |
|
Payment of minimum tax withholdings on share-based awards |
|
(1,361 |
) |
|
|
(4,292 |
) |
Contributions from (distributions to) subsidiary held for sale |
|
— |
|
|
|
11,309 |
|
Net cash used in financing activities |
|
(162,957 |
) |
|
|
(74,627 |
) |
Effect of exchange rate changes on cash |
|
745 |
|
|
|
— |
|
Net (decrease) increase in cash and cash equivalents |
|
(1,842,542 |
) |
|
|
(27,541 |
) |
|
|
|
|
||||
|
|
|
|
||||
Cash from discontinued operation: |
|
|
|
||||
Net cash used in operating activities of discontinued operation |
|
(4,876 |
) |
|
|
12,112 |
|
Net cash provided by (used in) investing activities of discontinued operation |
|
— |
|
|
|
(739 |
) |
Net cash (used in) provided by financing activities of discontinued operation |
|
— |
|
|
|
(11,373 |
) |
Net increase (decrease) in cash and cash equivalents |
|
(1,847,418 |
) |
|
|
(27,541 |
) |
Cash and cash equivalents at beginning of period |
|
1,952,073 |
|
|
|
45,822 |
|
Cash and cash equivalents at end of period |
$ |
104,655 |
|
|
$ |
18,281 |
|
Forward Air Corporation Reconciliation of Non-GAAP Financial Measures
In this press release, the Company includes financial measures that are derived on the basis of methodologies other than in accordance with accounting principles generally accepted in
For the three months ended
All non-GAAP financial measures are presented on a continuing operations basis.
The Company believes that EBITDA improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance shareholder value.
The Company is also providing Consolidated EBITDA calculated in accordance with our credit agreement as we believe it provides investors with important information regarding our financial condition and compliance with our obligations under our credit agreement.
Non-GAAP financial measures should be viewed in addition to, and not as an alternative to or substitute for, the Company’s financial results prepared in accordance with GAAP. The Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. Investors and other readers are encouraged to review the related
With respect to the 2024 Consolidated EBITDA guidance, please note that the Company is not providing a quantitative reconciliation of Consolidated EBITDA to Net Income because it is not available without unreasonable efforts. The Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation, or to quantify the probable significance of these items. The adjustments required for any such reconciliation of the Company’s forward-looking non-GAAP financial measures cannot be accurately forecast by the Company, and therefore the reconciliation has been omitted.
The following is a reconciliation of net income to Consolidated EBITDA for the three and six months ended
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||
|
|
|
|
|
|
|
|
|
||||||
Net (loss) income |
|
$ |
(966,471 |
) |
|
$ |
17,127 |
|
$ |
(1,055,265 |
) |
|
$ |
51,031 |
Interest expense |
|
|
47,265 |
|
|
|
2,585 |
|
|
88,018 |
|
|
|
4,940 |
Income tax (benefit) expense |
|
|
(174,942 |
) |
|
|
6,613 |
|
|
(193,292 |
) |
|
|
17,550 |
Depreciation and amortization |
|
|
48,639 |
|
|
|
13,245 |
|
|
80,425 |
|
|
|
25,617 |
Reported EBITDA |
|
|
(1,045,509 |
) |
|
|
39,570 |
|
|
(1,080,114 |
) |
|
|
99,138 |
Impairment of goodwill |
|
|
1,092,714 |
|
|
|
— |
|
|
1,092,714 |
|
|
|
— |
Transaction and integration costs |
|
|
10,018 |
|
|
|
5,500 |
|
|
71,942 |
|
|
|
5,500 |
Severance costs |
|
|
4,029 |
|
|
|
113 |
|
|
11,585 |
|
|
|
161 |
Cost synergies |
|
|
5,747 |
|
|
|
— |
|
|
16,254 |
|
|
|
— |
RIF cost savings |
|
|
4,878 |
|
|
|
5,280 |
|
|
10,576 |
|
|
|
10,366 |
Other |
|
|
9,448 |
|
|
|
2,353 |
|
|
12,926 |
|
|
|
4,115 |
Pro forma -Omni adjusted EBITDA |
|
|
— |
|
|
|
48,872 |
|
|
— |
|
|
|
93,290 |
Consolidated EBITDA |
|
$ |
81,325 |
|
|
$ |
101,688 |
|
$ |
135,883 |
|
|
$ |
212,570 |
|
|
|
|
The following is a reconciliation of net cash provided by operating activities to free cash flow for the three and six months ended
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
Net cash (used in) provided by operating activities of continuing operations |
|
$ |
(45,200 |
) |
|
$ |
56,615 |
|
|
$ |
(96,924 |
) |
|
$ |
117,454 |
|
Proceeds from sale of property and equipment |
|
|
557 |
|
|
|
1,356 |
|
|
|
1,406 |
|
|
|
3,171 |
|
Purchases of property and equipment |
|
|
(14,426 |
) |
|
|
(10,317 |
) |
|
|
(19,396 |
) |
|
|
(16,836 |
) |
Free cash flow |
|
$ |
(59,069 |
) |
|
$ |
47,654 |
|
|
$ |
(114,914 |
) |
|
$ |
103,789 |
|
Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the Company's ability to achieve the expected strategic, financial and other benefits of the acquisition of
We caution readers that any forward-looking statement made by us in this press release is based only on information currently available to us and they should not place undue reliance on these forward-looking statements, which reflect management's opinion as of the date on which it is made. We undertake no obligation to publicly update any forward- looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise unless required by law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240807439096/en/
Investors:
Tony Carreño
investorrelations@forwardair.com
Media:
(404) 362-8933
jmoss@forwardair.com
Source: