Wabash National Corporation Announces Third Quarter Results

Achieves Sequential Improvement in Operating Results and Positive EBITDA

LAFAYETTE, IN -- (Marketwire) -- 11/02/10 -- Wabash National Corporation (NYSE: WNC) reported year-over-year improvements across nearly all financial and operating metrics. The Company reported an operating loss of $4.2 million for the third quarter of 2010, compared to an operating loss of $10.2 million for the third quarter of 2009. For the nine months ended September 30, the Company reported operating losses of $21.2 million and $54.2 million for 2010 and 2009, respectively. The improvement in operating loss of $6.0 million and $33.0 million for the three and nine month periods, respectively, resulted from higher production volumes, as well as cost and manufacturing optimization enhancements implemented by the Company throughout 2008 and 2009.

The following is a summary of select operating and financial results for the past five quarters:

                               Three Months Ended
(Dollars  -------------------------------------------------------------
 in     September 30,  December 31,  March 31,    June 30,   September 30,
 thousands) 2009          2009         2010         2010         2010
          --------      --------     --------     --------     --------

New Trailer
 Units Sold  3,600        3,300         2,600        5,400        6,800

Net Sales $ 88,324     $ 85,373     $  78,274     $149,699     $170,848

Gross Profit
 Margin       -0.4%        -2.2%         -1.2%         3.5%         3.8%

Loss from
 Opera-
 tions    $(10,207)    $(11,884)    $ (11,232)    $ (5,715)    $ (4,206)

Net (Loss)
 Income   $(66,404)(1) $ 10,858 (1) $(139,079)(1) $ (5,602)(1) $ (1,938)(1)

Operating
 EBITDA
 (Non-
 GAAP)    $ (4,607)    $ (6,255)    $  (5,975)    $   (493)    $    643

Notes: (1) Quarterly Net (Loss) Income includes a non-cash benefit (charge)
           of approximately ($54.0) million, $20.5 million, ($126.8)
           million, $1.9 million and $3.3 million related to the change in
           the fair value of the Company's warrant for the third and fourth
           quarters of 2009 and the first, second, and third quarters of
           2010, respectively.

Dick Giromini, President and Chief Executive Officer, stated, "While much remains to be done, we are pleased to deliver significant year-over-year improvement in our operating results for the fourth consecutive quarter. Importantly, we generated positive operating EBITDA of $0.6 million for the first time in two years and continued to improve gross margins during the quarter. Additionally, new order activity remained strong throughout the third quarter, which is typically a seasonally lower order period. As a result, we entered the fourth quarter with a healthy backlog of $334 million as of September 30, up from $137 million at year-end, and $96 million at the end of the third quarter of 2009. During the first month of the fourth quarter, quote and order activity strengthened further and we are encouraged by the continued momentum of trailer demand and fleet activity."

Mr. Giromini continued, "While new trailer shipments of 6,800 units for the third quarter were slightly below our guidance of 7,000 to 8,000 units, customer orders and production during the quarter supported sales near the high-end of our estimate. The disconnect between trailer production and shipments will correct itself throughout the current quarter as customers have now adjusted to our higher daily build rates. Our projection of new trailer shipments for the year of 23,000 to 25,000 units remains unchanged, which equates to an expectation of fourth quarter shipments of 8,000 to 10,000 units."

Operating results for the third quarter of 2010 showed sequential improvement across most areas and reached levels not experienced since 2008. On a non-GAAP basis, the Company's Operating EBITDA of $0.6 million was better than the second quarter of 2010 by approximately $1.1 million on approximately 1,400 additional new trailer shipments. A discussion of the Company's use of Operating EBITDA as a non-GAAP measure is included below, and a reconciliation of Operating EBITDA to net income (loss) is provided in the supplemental schedules included in this release.

Equity Offering

On September 13, 2010 Trailer Investments, LLC (a wholly-owned entity of Lincolnshire Equity Fund III, L.P.) sold its entire position in the Company through the sale and exercise of its Warrant in a public offering through Morgan Stanley & Co. Incorporated. Trailer Investments, LLC sold 9,349,032 shares, at a purchase price of $6.75 per share. As a result, the Warrant held by Trailer Investments, LLC was fully exercised and is no longer outstanding. The Company did not receive any proceeds from the sale of common stock. As a result of the sale of shares by Trailer Investments, LLC, shares of common stock outstanding as of September 30, 2010 was 68,294,580.

Financial Results

The Company reported a net loss of $1.9 million and $0.03 per diluted share for the third quarter of 2010 on net sales of $171 million. For the same quarter last year, the Company reported a net loss of $66.4 million, or $2.23 per diluted share, on net sales of $88 million. Third quarter new trailer sales totaled 6,800 units, an increase of 3,200 units from the prior year period.

Results for the three months ended September 30, 2010 include a non-cash benefit of $3.3 million related to the decrease in the fair value of the warrant or an impact of $0.05 per diluted share. Results for the three months ended September 30, 2009 include a non-cash charge of $54.0 million related to the increase in the fair value of the warrant or an impact of $1.78 per diluted share.

Third Quarter 2010 Conference Call

Wabash National Corporation will conduct a conference call to review and discuss its third quarter results on November 3, 2010, at 10:00 a.m. EDT. The phone number to access the conference call is 877-407-8035. The call can also be accessed live 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 January 26, 2011.

Non-GAAP Measures

In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), the financial information regarding the results of the three and nine months ended September 30, 2010 contain the non-GAAP financial measure Operating EBITDA that excludes, among other things, charges incurred as a result of the fair value accounting of the Company's warrants outstanding during the quarter. The charge or benefit associated with these warrants is presented separately within Other Income and Expense on the Company's Condensed Consolidated Statements of Operations for the three and nine month periods ended September 30, 2010.

Operating EBITDA should not be considered a substitute for, or superior to, financial measures and results calculated in accordance with GAAP, including net loss, and reconciliations to GAAP financial statements should be carefully evaluated.

Operating EBITDA is defined as earnings before interest, taxes, preferred stock dividends, depreciation, amortization, stock-based compensation, and other non-operating income and expense, as well as, any other non-cash special charges. Management believes Operating EBITDA provides useful information to investors regarding our results of operations. We provide this because we believe it is useful for investors to understand our 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 complete understanding of our operating performance. A reconciliation of Operating EBITDA to net income (loss) is included in the tables following this release.

About Wabash National Corporation

Headquartered in Lafayette, Indiana, Wabash National® Corporation (NYSE: WNC) is one of the leading manufacturers of semi trailers in North America. Established in 1985, the Company specializes in the design and production of dry freight vans, refrigerated vans, flatbed trailers, drop deck trailers, dump trailers, truck bodies and intermodal equipment. Its innovative core products are sold under the DuraPlate®, ArcticLite®, FreightPro™, Eagle® and Benson™ brand names. The Company operates two wholly owned subsidiaries: Transcraft® Corporation, a manufacturer of flatbed, drop deck and dump trailers as well as truck bodies; and Wabash National Trailer Centers, trailer service centers and retail distributors of new and used trailers and aftermarket parts throughout the U.S.

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 increases in trailer demand levels, the sufficiency of the Company's capital structure, the needs of the Company in the future, whether profitability can be achieved and encouraging signs in the macroeconomic landscape. 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, and dependence on industry trends. 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 OPERATIONS
             (Dollars in thousands, except per share amounts)
                               (Unaudited)

                     Three Months Ended            Nine Months Ended
                        September 30,                 September 30,
                ----------------------------  ----------------------------
                     2010           2009           2010           2009
                -------------  -------------  -------------  -------------

Net sales       $     170,848  $      88,324  $     398,822  $     252,467
Cost of sales         164,381         88,645        388,030        273,495
                -------------  -------------  -------------  -------------
   Gross profit         6,467           (321)        10,792        (21,028)
General and
 administrative
 expenses               8,019          7,320         24,249         24,493
Selling
 expenses               2,654          2,566          7,696          8,669
                -------------  -------------  -------------  -------------
   Loss from
    operations         (4,206)       (10,207)       (21,153)       (54,190)
Other income
 (expense):
   Decrease
    (Increase)
    in fair
    value of
    warrant             3,265        (53,983)      (121,587)       (53,983)
   Interest
    expense            (1,023)        (1,148)        (3,048)        (3,459)
   Other, net              38         (1,121)          (732)        (1,032)
                -------------  -------------  -------------  -------------
   Loss before
    income
    taxes              (1,926)       (66,459)      (146,520)      (112,664)
Income tax
 expense
 (benefit)                 12            (55)            99            (41)
                -------------  -------------  -------------  -------------
   Net loss            (1,938)       (66,404)      (146,619)      (112,623)
Preferred stock
 dividends and
 early
 extinguishment             -          1,096         25,454          1,096
                -------------  -------------  -------------  -------------
Net loss
 applicable to
 common
 stockholders   $      (1,938) $     (67,500) $    (172,073) $    (113,719)
                =============  =============  =============  =============
Basic and
 diluted net
 loss per share $       (0.03) $       (2.23) $       (3.93) $       (3.77)
                =============  =============  =============  =============
Comprehensive
 loss
   Net loss     $      (1,938) $     (66,404) $    (146,619) $    (112,623)
   Reclassifi-
    cation
    adjustment
    for interest
    rate swaps
    included in
    net loss                -          1,167              -          1,398
   Changes in
    fair value
    of deriva-
    tives, net
    of tax                  -              -              -            118
                -------------  -------------  -------------  -------------
Net
 comprehensive
 loss           $      (1,938) $     (65,237) $    (146,619) $    (111,107)
                =============  =============  =============  =============



Three months
 ended                             Retail &
 September 30,  Manufacturing   Distribution   Eliminations      Total
                -------------  -------------  -------------  -------------
   2010
Net sales       $     154,545  $      27,035  $     (10,732) $     170,848
(Loss) Income
 from
 operations     $      (4,588) $         391  $          (9) $      (4,206)
New trailers
 shipped                6,800            500           (500)         6,800

   2009
Net sales       $      75,371  $      16,410  $      (3,457) $      88,324
(Loss) Income
 from
 operations     $      (8,284) $      (1,961) $          38  $     (10,207)
New trailers
 shipped                3,600            100           (100)         3,600

Nine months
 ended
 September 30,
   2010
Net sales       $     350,067  $      72,837  $     (24,082) $     398,822
Loss from
 operations     $     (20,920) $        (131) $        (102) $     (21,153)
New trailers
 shipped               14,800          1,100         (1,100)        14,800

   2009
Net sales       $     206,896  $      55,292  $      (9,721) $     252,467
(Loss) Income
 from
 operations     $     (48,113) $      (6,250) $         173  $     (54,190)
New trailers
 shipped                9,400            500           (400)         9,500



                              Three Months Ended      Nine Months Ended
                                 September 30,           September 30,
                            ----------------------  ----------------------
                               2010        2009        2010        2009
                            ----------  ----------  ----------  ----------
Net loss applicable to
 common stockholders        $   (1,938) $  (67,500) $ (172,073) $ (113,719)
                            ==========  ==========  ==========  ==========
Basic and diluted weighted
 average common shares
 outstanding                    59,825      30,331      43,734      30,196
                            ==========  ==========  ==========  ==========
Basic and diluted net loss
 per share                  $    (0.03) $    (2.23) $    (3.93) $    (3.77)
                            ==========  ==========  ==========  ==========

Due to the losses reported in 2010 and 2009, average diluted shares
outstanding for the three and nine month periods ending September 30, 2010
and 2009 exclude the antidilutive effects of the following potential common
shares (in thousands):

                              Three Months Ended      Nine Months Ended
                                 September 30,           September 30,
                            ----------------------  ----------------------
                               2010        2009        2010        2009
                            ----------  ----------  ----------  ----------
Stock options and
 restricted stock                  333           -         295          11
Redeemable warrants              8,028      20,333      17,234       6,852
Options to purchase common
 shares                          1,543       2,143       1,622       2,164



                        WABASH NATIONAL CORPORATION
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                           (Dollars in thousands)


                                               September 30,  December 31,
                                                   2010           2009
                                               -------------  -------------
                                                 (Unaudited)
                                  ASSETS
Current assets
   Cash                                        $      13,395  $       1,108
   Accounts receivable, net                           22,107         17,081
   Inventories                                       129,379         51,801
   Prepaid expenses and other                          2,694          6,877
                                               -------------  -------------
      Total current assets                           167,575         76,867

Property, plant and equipment, net                   100,994        108,802

Intangible assets                                     23,630         25,952

Other assets                                           9,391         12,156
                                               -------------  -------------
                                               $     301,590  $     223,777
                                               =============  =============




         LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
   Current portion of capital lease obligation $         456  $         337
   Accounts payable                                   78,754         30,201
   Other accrued liabilities                          39,740         34,583
   Warrant                                                 -         46,673
                                               -------------  -------------
      Total current liabilities                      118,950        111,794

Long-term debt                                        51,201         28,437

Capital lease obligation                               4,334          4,469

Other noncurrent liabilities and contingencies         3,532          3,258

Preferred stock, net of discount, 25,000,000
 shares authorized, $0.01 par value, 0 and
 35,000 shares issued and outstanding,
 respectively                                              -         22,334

Stockholders' equity                                 123,573         53,485
                                               -------------  -------------
                                               $     301,590  $     223,777
                                               =============  =============



                        WABASH NATIONAL CORPORATION
             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Dollars in thousands)
                                (Unaudited)

                                                    Nine Months Ended
                                                      September 30,
                                                --------------------------
                                                    2010          2009
                                                ------------  ------------

Cash flows from operating activities
  Net loss                                      $   (146,619) $   (112,623)
  Adjustments to reconcile net loss to net cash
   used in operating activities
    Depreciation and amortization                     12,862        14,432
    Increase in fair value of warrant                121,587        53,983
    Stock-based compensation                           2,466         2,906
    Changes in operating assets and liabilities
     Accounts receivable                              (5,026)       15,071
     Inventories                                     (77,591)       33,389
     Prepaid expenses and other                        2,486         2,084
     Accounts payable and accrued liabilities         53,710       (17,020)
     Other, net                                          907           232
                                                ------------  ------------
       Net cash used in operating activities    $    (35,218) $     (7,546)

Cash flows from investing activities
  Capital expenditures                                (1,154)         (669)
  Proceeds from the sale of property, plant and
   equipment                                           1,806           125
                                                ------------  ------------
       Net cash provided by (used in) investing
        activities                              $        652  $       (544)

Cash flows from financing activities
  Proceeds from issuance of common stock, net of
   expenses                                           71,948             -
  Proceeds from exercise of stock options                305             -
  Borrowings under revolving credit facilities       456,864       179,018
  Payments under revolving credit facilities        (434,100)     (228,957)
  Principal payments under capital lease
   obligation                                           (253)         (250)
  Proceeds from issuance of preferred stock and
   warrant                                                 -        35,000
  Payments under redemption of preferred stock       (47,791)            -
  Debt issuance costs paid                                 -        (1,275)
  Preferred stock issuance costs paid                   (120)       (2,414)
                                                ------------  ------------
       Net cash provided by (used in) financing
        activities                              $     46,853  $    (18,878)
                                                ------------  ------------

Net increase (decrease) in cash                 $     12,287  $    (26,968)
Cash at beginning of period                            1,108        29,766
                                                ------------  ------------
Cash at end of period                           $     13,395  $      2,798
                                                ============  ============



                        WABASH NATIONAL CORPORATION
              RECONCILIATION OF GAAP FINANCIAL MEASURES TO
                        NON-GAAP FINANCIAL MEASURES
                          (Dollars in thousands)
                               (Unaudited)


                        Three Months Ended           Nine Months Ended
                           September 30,               September 30,
                    --------------------------  --------------------------
                        2010          2009          2010          2009
                    ------------  ------------  ------------  ------------
Net loss            $     (1,938) $    (66,404) $   (146,619) $   (112,623)
Income tax expense
 (benefit)                    12           (55)           99           (41)
(Decrease) Increase
 in fair value of
 warrant                  (3,265)       53,983       121,587        53,983
Interest expense           1,023         1,148         3,048         3,459
Depreciation and
 amortization              4,139         4,832        12,862        14,432
Stock-based
 compensation                710           768         2,466         2,906
Other non-operating
 (income) expense            (38)        1,121           732         1,032
                    ------------  ------------  ------------  ------------
Operating EBITDA    $        643  $     (4,607) $     (5,825) $    (36,852)
                    ============  ============  ============  ============


                                Three Months Ended
                    ----------------------------------------
                      March 31,     June 30,    September 30,
                        2010          2010          2010
                    ------------  ------------  ------------
Net loss            $   (139,079) $     (5,602) $     (1,938)
Income tax expense            87             -            12
Increase (Decrease)
 in fair value of
 warrant                 126,765        (1,913)       (3,265)
Interest expense           1,027           998         1,023
Depreciation and
 amortization              4,428         4,295         4,139
Stock-based
 compensation                829           927           710
Other non-operating
 (income) expense            (32)          802           (38)
                    ------------  ------------  ------------
Operating EBITDA    $     (5,975) $       (493) $        643
                    ============  ============  ============


                                        Three Months Ended
                    ------------------------------------------------------
                      March 31,     June 30,    September 30,  December 31,
                        2009          2009          2009          2009
                    ------------  ------------  ------------  ------------
Net (loss) income   $    (28,284) $    (17,935) $    (66,404) $     10,858
Income tax expense
 (benefit)                    15            (1)          (55)       (2,960)
Increase (Decrease)
 in fair value of
 warrant                       -             -        53,983       (20,536)
Interest expense           1,005         1,306         1,148           920
Depreciation and
 amortization              4,796         4,804         4,832         5,153
Stock-based
 compensation                965         1,173           768           476
Other non-operating
 (income) expense            (55)          (34)        1,121          (166)
                    ------------  ------------  ------------  ------------
Operating EBITDA    $    (21,558) $    (10,687) $     (4,607) $     (6,255)
                    ============  ============  ============  ============

Press Contact:
Allison Henk
Marketing Communications Manager
(765) 771-5674

Investor Relations:
(765) 771-5310

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