Forward Air Corporation Reports Fourth Quarter 2021 Results
Forward Air Corporation (NASDAQ:FWRD) announced record quarterly results for Q4 2021, with operating revenue of $459.9 million, a 31.3% increase year-over-year. Net income from continuing operations reached $38.2 million, translating to a net income per diluted share of $1.40, surpassing previous guidance. The company anticipates 18% to 22% year-over-year revenue growth for Q1 2022 with a projected net income per diluted share of $1.15 to $1.19. Additionally, a 14% dividend increase was approved, raising the quarterly payment to $0.24 per share.
- Record quarterly revenue of $459.9 million, up 31.3% year-over-year.
- Net income per diluted share of $1.40 exceeded guidance.
- Projected Q1 2022 revenue growth of 18% to 22%.
- 14% increase in quarterly dividend, now $0.24 per share.
- None.
Reports all-time quarterly record revenue, net income and net income per diluted share
Guides strong first quarter revenue and net income per diluted share
Announces
Forward Air Corporation Reports Fourth Quarter 2021 Results (Photo: Business Wire)
In closing,
Regarding the Company’s first quarter 2022 continuing operations guidance,
Continuing Operations |
|
Three Months Ended |
||||||||||||
(in thousands, except per share data) |
|
|
|
|
|
Change |
|
Percent Change |
||||||
Operating revenue |
|
$ |
459,929 |
|
|
$ |
350,341 |
|
|
$ |
109,588 |
|
31.3 |
% |
Income from operations |
|
$ |
51,977 |
|
|
$ |
20,726 |
|
|
$ |
31,251 |
|
150.8 |
% |
Operating margin |
|
|
11.3 |
% |
|
|
5.9 |
% |
|
540 bps |
||||
Net income from continuing operations |
|
$ |
38,197 |
|
|
$ |
15,133 |
|
|
$ |
23,064 |
|
152.4 |
% |
Net income per diluted share |
|
$ |
1.40 |
|
|
$ |
0.55 |
|
|
$ |
0.85 |
|
154.5 |
% |
Cash provided by operating activities |
|
$ |
42,144 |
|
|
$ |
15,612 |
|
|
$ |
26,532 |
|
169.9 |
% |
|
|
|
|
|
|
|
|
|
||||||
Non-GAAP Financial Measures: 1 |
|
|
|
|
|
|
|
|
||||||
Adjusted income from operations |
|
$ |
51,866 |
|
|
$ |
25,237 |
|
|
$ |
26,629 |
|
105.5 |
% |
Adjusted net income |
|
$ |
38,114 |
|
|
$ |
18,629 |
|
|
$ |
19,485 |
|
104.6 |
% |
Adjusted net income per diluted share |
|
$ |
1.40 |
|
|
$ |
0.68 |
|
|
$ |
0.72 |
|
105.9 |
% |
EBITDA |
|
$ |
63,462 |
|
|
$ |
29,929 |
|
|
$ |
33,533 |
|
112.0 |
% |
Free cash flow |
|
$ |
26,354 |
|
|
$ |
12,781 |
|
|
$ |
13,573 |
|
106.2 |
% |
|
|
|
|
|
|
|
|
|
||||||
1 Reconciliation of these non-GAAP financial measures are provided below the financial tables. |
||||||||||||||
|
||||||||||||||
Continuing Operations |
|
Twelve Months Ended |
||||||||||||
(in thousands, except per share data) |
|
|
|
|
|
Change |
|
Percent Change |
||||||
Operating revenue |
|
$ |
1,662,427 |
|
|
$ |
1,269,573 |
|
|
$ |
392,854 |
|
30.9 |
% |
Income from operations |
|
$ |
159,301 |
|
|
$ |
73,924 |
|
|
$ |
85,377 |
|
115.5 |
% |
Operating margin |
|
|
9.6 |
% |
|
|
5.8 |
% |
|
380 bps |
||||
Net income from continuing operations |
|
$ |
116,091 |
|
|
$ |
52,767 |
|
|
$ |
63,324 |
|
120.0 |
% |
Net income per diluted share |
|
$ |
4.22 |
|
|
$ |
1.89 |
|
|
$ |
2.33 |
|
123.3 |
% |
Cash provided by operating activities |
|
$ |
124,896 |
|
|
$ |
96,105 |
|
|
$ |
28,791 |
|
30.0 |
% |
|
|
|
|
|
|
|
|
|
||||||
Non-GAAP Financial Measures: 1 |
|
|
|
|
|
|
|
|
||||||
Adjusted income from operations |
|
$ |
166,729 |
|
|
$ |
79,523 |
|
|
$ |
87,206 |
|
109.7 |
% |
Adjusted net income |
|
$ |
121,654 |
|
|
$ |
57,027 |
|
|
$ |
64,627 |
|
113.3 |
% |
Adjusted net income per diluted share |
|
$ |
4.43 |
|
|
$ |
2.05 |
|
|
$ |
2.38 |
|
116.1 |
% |
EBITDA |
|
$ |
198,853 |
|
|
$ |
111,046 |
|
|
$ |
87,807 |
|
79.1 |
% |
Free cash flow |
|
$ |
88,430 |
|
|
$ |
78,250 |
|
|
$ |
10,180 |
|
13.0 |
% |
|
|
|
|
|
|
|
|
|
||||||
1 Reconciliation of these non-GAAP financial measures are provided below the financial tables. |
On
This quarterly dividend is made pursuant to a cash dividend policy approved by the Board of Directors, which anticipates a total annual dividend of
Commenting on the increased dividend payment,
The Board approved a strategy to divest the Pool Distribution business (“Pool”) on
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 Investors 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 Income |
|||||||||||||||
(Unaudited, in thousands, except per share data) |
|||||||||||||||
|
|
|
|
||||||||||||
|
Three Months Ended |
|
Twelve Months Ended |
||||||||||||
|
|
|
|
|
|
|
|
||||||||
Operating revenue: |
|
|
|
|
|
|
|
||||||||
Expedited Freight |
$ |
376,792 |
|
|
$ |
299,500 |
|
|
$ |
1,374,270 |
|
|
$ |
1,072,301 |
|
Intermodal |
|
83,394 |
|
|
|
51,767 |
|
|
|
289,214 |
|
|
|
199,603 |
|
Eliminations and other operations |
|
(257 |
) |
|
|
(926 |
) |
|
|
(1,057 |
) |
|
|
(2,331 |
) |
Operating revenue |
|
459,929 |
|
|
|
350,341 |
|
|
|
1,662,427 |
|
|
|
1,269,573 |
|
Operating expenses: |
|
|
|
|
|
|
|
||||||||
Purchased transportation |
|
227,776 |
|
|
|
184,943 |
|
|
|
833,075 |
|
|
|
650,664 |
|
Salaries, wages and employee benefits |
|
83,866 |
|
|
|
70,527 |
|
|
|
327,814 |
|
|
|
270,785 |
|
Operating leases |
|
19,560 |
|
|
|
17,122 |
|
|
|
79,633 |
|
|
|
69,720 |
|
Depreciation and amortization |
|
11,485 |
|
|
|
9,206 |
|
|
|
39,552 |
|
|
|
37,125 |
|
Insurance and claims |
|
11,570 |
|
|
|
8,475 |
|
|
|
42,186 |
|
|
|
34,912 |
|
Fuel expense |
|
4,809 |
|
|
|
2,919 |
|
|
|
17,027 |
|
|
|
12,166 |
|
Other operating expenses |
|
48,886 |
|
|
|
36,423 |
|
|
|
163,839 |
|
|
|
120,277 |
|
Total operating expenses |
|
407,952 |
|
|
|
329,615 |
|
|
|
1,503,126 |
|
|
|
1,195,649 |
|
Income (loss) from continuing operations |
|
|
|
|
|
|
|
||||||||
Expedited Freight |
|
45,467 |
|
|
|
20,872 |
|
|
|
139,321 |
|
|
|
71,266 |
|
Intermodal |
|
8,510 |
|
|
|
3,428 |
|
|
|
30,117 |
|
|
|
16,391 |
|
Other operations |
|
(2,000 |
) |
|
|
(3,574 |
) |
|
|
(10,137 |
) |
|
|
(13,733 |
) |
Income from continuing operations |
|
51,977 |
|
|
|
20,726 |
|
|
|
159,301 |
|
|
|
73,924 |
|
Other expense: |
|
|
|
|
|
|
|
||||||||
Interest expense |
|
(877 |
) |
|
|
(1,206 |
) |
|
|
(4,338 |
) |
|
|
(4,561 |
) |
Other, net |
|
— |
|
|
|
(3 |
) |
|
|
— |
|
|
|
(3 |
) |
Total other expense |
|
(877 |
) |
|
|
(1,209 |
) |
|
|
(4,338 |
) |
|
|
(4,564 |
) |
Income before income taxes |
|
51,100 |
|
|
|
19,517 |
|
|
|
154,963 |
|
|
|
69,360 |
|
Income tax expense |
|
12,903 |
|
|
|
4,384 |
|
|
|
38,872 |
|
|
|
16,593 |
|
Net income from continuing operations |
|
38,197 |
|
|
|
15,133 |
|
|
|
116,091 |
|
|
|
52,767 |
|
Income (Loss) from discontinued operation, net of tax |
|
2,268 |
|
|
|
(19,576 |
) |
|
|
(10,232 |
) |
|
|
(29,034 |
) |
Net income (loss) and comprehensive income (loss) |
$ |
40,465 |
|
|
$ |
(4,443 |
) |
|
$ |
105,859 |
|
|
$ |
23,733 |
|
|
|
|
|
|
|
|
|
||||||||
Net income per share: |
|
|
|
|
|
|
|
||||||||
Basic net income (loss) per share: |
|
|
|
|
|
|
|
||||||||
Continuing operations |
$ |
1.41 |
|
|
$ |
0.55 |
|
|
$ |
4.25 |
|
|
$ |
1.90 |
|
Discontinued operation |
|
0.08 |
|
|
|
(0.72 |
) |
|
|
(0.37 |
) |
|
|
(1.05 |
) |
Net income (loss) per share1 |
$ |
1.49 |
|
|
$ |
(0.17 |
) |
|
$ |
3.87 |
|
|
$ |
0.84 |
|
Diluted net income (loss) per share: |
|
|
|
|
|
|
|
||||||||
Continuing operations |
$ |
1.40 |
|
|
$ |
0.55 |
|
|
$ |
4.22 |
|
|
$ |
1.89 |
|
Discontinued operation |
|
0.08 |
|
|
|
(0.72 |
) |
|
|
(0.37 |
) |
|
|
(1.05 |
) |
Net income (loss) per share1 |
$ |
1.48 |
|
|
$ |
(0.17 |
) |
|
$ |
3.85 |
|
|
$ |
0.84 |
|
|
|
|
|
|
|
|
|
||||||||
Dividends per share: |
$ |
0.21 |
|
|
$ |
0.21 |
|
|
$ |
0.84 |
|
|
$ |
0.75 |
|
1 Rounding may impact summation of amounts. |
Expedited Freight Segment Information |
|||||||||||||||||
(In thousands) |
|||||||||||||||||
(Unaudited) |
|||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Three Months Ended |
||||||||||||||||
|
|
|
Percent of
|
|
|
|
Percent of
|
|
Change |
|
Percent
|
||||||
Operating revenue: |
|
|
|
|
|
|
|
|
|
|
|
||||||
Network 1 |
$ |
234,792 |
|
62.4 |
% |
|
$ |
170,035 |
|
56.8 |
% |
|
$ |
64,757 |
|
38.1 |
% |
Truckload |
|
60,026 |
|
15.9 |
|
|
|
54,829 |
|
18.3 |
|
|
|
5,197 |
|
9.5 |
|
Final Mile |
|
71,706 |
|
19.0 |
|
|
|
66,252 |
|
22.1 |
|
|
|
5,454 |
|
8.2 |
|
Other |
|
10,268 |
|
2.7 |
|
|
|
8,383 |
|
2.8 |
|
|
|
1,885 |
|
22.5 |
|
Total operating revenue |
|
376,792 |
|
100.0 |
|
|
|
299,499 |
|
100.0 |
|
|
|
77,293 |
|
25.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||||
Purchased transportation |
|
204,810 |
|
54.4 |
|
|
|
167,205 |
|
55.8 |
|
|
|
37,605 |
|
22.5 |
|
Salaries, wages and employee benefits |
|
66,260 |
|
17.6 |
|
|
|
58,386 |
|
19.5 |
|
|
|
7,874 |
|
13.5 |
|
Operating leases |
|
13,536 |
|
3.6 |
|
|
|
13,302 |
|
4.4 |
|
|
|
234 |
|
1.8 |
|
Depreciation and amortization |
|
8,481 |
|
2.3 |
|
|
|
6,812 |
|
2.4 |
|
|
|
1,669 |
|
24.5 |
|
Insurance and claims |
|
8,173 |
|
2.2 |
|
|
|
5,928 |
|
2.0 |
|
|
|
2,245 |
|
37.9 |
|
Fuel expense |
|
2,387 |
|
0.6 |
|
|
|
1,699 |
|
0.6 |
|
|
|
688 |
|
40.5 |
|
Other operating expenses |
|
27,678 |
|
7.3 |
|
|
|
25,295 |
|
8.4 |
|
|
|
2,383 |
|
9.4 |
|
Total operating expenses |
|
331,325 |
|
87.9 |
|
|
|
278,627 |
|
93.0 |
|
|
|
52,698 |
|
18.9 |
|
Income from operations |
$ |
45,467 |
|
12.1 |
% |
|
$ |
20,872 |
|
7.0 |
% |
|
$ |
24,595 |
|
117.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
||||||
1 Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial, Truckload and Final Mile revenue. |
Expedited Freight Operating Statistics |
||||||||||
|
|
|
|
|
|
|||||
|
Three Months Ended |
|||||||||
|
|
|
|
|
Percent Change |
|||||
|
|
|
|
|
|
|||||
Business days |
|
63 |
|
|
|
64 |
|
|
(1.6 |
) % |
|
|
|
|
|
|
|||||
Tonnage 1,2 |
|
|
|
|
|
|||||
Total pounds |
|
744,725 |
|
|
|
641,370 |
|
|
16.1 |
|
Pounds per day |
|
11,821 |
|
|
|
10,021 |
|
|
18.0 |
|
|
|
|
|
|
|
|||||
Shipments 1,2 |
|
|
|
|
|
|||||
Total shipments |
|
889 |
|
|
|
1,052 |
|
|
(15.5 |
) |
Shipments per day |
|
14.1 |
|
|
|
16.4 |
|
|
(14.0 |
) |
|
|
|
|
|
|
|||||
Weight per shipment |
|
838 |
|
|
|
610 |
|
|
37.4 |
|
|
|
|
|
|
|
|||||
Revenue per hundredweight 3 |
$ |
30.23 |
|
|
$ |
26.65 |
|
|
13.4 |
|
Revenue per hundredweight, excluding fuel 3 |
$ |
25.41 |
|
|
$ |
23.23 |
|
|
9.4 |
|
|
|
|
|
|
|
|||||
Revenue per shipment 3 |
$ |
258.29 |
|
|
$ |
161.79 |
|
|
59.6 |
|
Revenue per shipment, excluding fuel 3 |
$ |
217.91 |
|
|
$ |
140.94 |
|
|
54.6 |
|
|
|
|
|
|
|
|||||
Network revenue from door-to-door shipments as a percentage of network revenue 3,4 |
|
45.0 |
% |
|
|
46.6 |
% |
|
(3.4 |
) |
|
|
|
|
|
|
|||||
1 In thousands. |
|
|
|
|
|
|||||
2 Excludes accessorial, full truckload and final mile products. |
||||||||||
3 Includes intercompany revenue between the Network and Truckload revenue streams. |
||||||||||
4 Door-to-door shipments include all shipments with a pickup and/or delivery. |
Intermodal Segment Information |
|||||||||||||||||
(In thousands) |
|||||||||||||||||
(Unaudited) |
|||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Three Months Ended |
||||||||||||||||
|
|
|
Percent of
|
|
|
|
Percent of
|
|
Change |
|
Percent
|
||||||
Operating revenue |
$ |
83,394 |
|
100.0 |
% |
|
$ |
51,768 |
|
100.0 |
% |
|
$ |
31,626 |
|
61.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||||
Purchased transportation |
|
23,221 |
|
27.9 |
|
|
|
18,365 |
|
35.5 |
|
|
|
4,856 |
|
26.4 |
|
Salaries, wages and employee benefits |
|
17,711 |
|
21.2 |
|
|
|
12,404 |
|
24.0 |
|
|
|
5,307 |
|
42.8 |
|
Operating leases |
|
6,024 |
|
7.2 |
|
|
|
3,921 |
|
7.6 |
|
|
|
2,103 |
|
53.6 |
|
Depreciation and amortization |
|
2,983 |
|
3.6 |
|
|
|
2,352 |
|
4.5 |
|
|
|
631 |
|
26.8 |
|
Insurance and claims |
|
2,385 |
|
2.9 |
|
|
|
2,052 |
|
4.0 |
|
|
|
333 |
|
16.2 |
|
Fuel expense |
|
2,422 |
|
2.9 |
|
|
|
1,220 |
|
2.4 |
|
|
|
1,202 |
|
98.5 |
|
Other operating expenses |
|
20,138 |
|
24.1 |
|
|
|
8,026 |
|
15.5 |
|
|
|
12,112 |
|
150.9 |
|
Total operating expenses |
|
74,884 |
|
89.8 |
|
|
|
48,340 |
|
93.4 |
|
|
|
26,544 |
|
54.9 |
|
Income from operations |
$ |
8,510 |
|
10.2 |
% |
|
$ |
3,428 |
|
6.6 |
% |
|
$ |
5,082 |
|
148.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Intermodal Operating Statistics |
||||||||
|
|
|||||||
|
Three Months Ended |
|||||||
|
|
|
|
|
Percent Change |
|||
|
|
|
|
|
|
|||
Drayage shipments |
|
91,113 |
|
|
75,500 |
|
20.7 |
% |
Drayage revenue per shipment |
$ |
777 |
|
$ |
583 |
|
33.3 |
% |
Number of locations |
|
29 |
|
|
24 |
|
20.8 |
% |
|
|||||
Condensed Consolidated Balance Sheets |
|||||
(In thousands) |
|||||
(Unaudited) |
|||||
|
|
|
|
||
Assets |
|
|
|
||
Current assets: |
|
|
|
||
Cash and cash equivalents |
$ |
37,316 |
|
$ |
40,254 |
Accounts receivable, net |
|
208,085 |
|
|
156,490 |
Other receivables |
|
8,097 |
|
|
— |
Other current assets |
|
29,309 |
|
|
28,150 |
Current assets held for sale |
|
— |
|
|
21,002 |
Total current assets |
|
282,807 |
|
|
245,896 |
|
|
|
|
||
Property and equipment |
|
419,962 |
|
|
380,519 |
Less accumulated depreciation and amortization |
|
200,867 |
|
|
190,652 |
Total property and equipment, net |
|
219,095 |
|
|
189,867 |
Operating lease right-of-use assets |
|
148,198 |
|
|
123,338 |
|
|
266,752 |
|
|
244,982 |
Other acquired intangibles, net of accumulated amortization |
|
154,717 |
|
|
145,032 |
Other assets |
|
46,254 |
|
|
45,181 |
Noncurrent assets held for sale |
|
— |
|
|
53,097 |
Total assets |
$ |
1,117,823 |
|
$ |
1,047,393 |
|
|
|
|
||
Liabilities and Shareholders’ Equity |
|
|
|
||
Current liabilities: |
|
|
|
||
Accounts payable |
$ |
44,837 |
|
$ |
38,371 |
Accrued expenses |
|
61,621 |
|
|
51,264 |
Other current liabilities |
|
4,614 |
|
|
10,580 |
Current portion of debt and finance lease obligations |
|
6,088 |
|
|
1,801 |
Current portion of operating lease liabilities |
|
47,532 |
|
|
43,680 |
Current liabilities held for sale |
|
— |
|
|
25,924 |
Total current liabilities |
|
164,692 |
|
|
171,620 |
|
|
|
|
||
Debt and finance lease obligations, less current portion |
|
165,037 |
|
|
117,408 |
Operating lease liabilities, less current portion |
|
101,409 |
|
|
80,346 |
Other long-term liabilities |
|
49,624 |
|
|
54,129 |
Deferred income taxes |
|
43,407 |
|
|
41,986 |
Noncurrent liabilities held for sale |
|
— |
|
|
34,575 |
|
|
|
|
||
Shareholders’ equity: |
|
|
|
||
Common stock |
|
270 |
|
|
273 |
Additional paid-in capital |
|
258,474 |
|
|
242,916 |
Retained earnings |
|
334,910 |
|
|
304,140 |
Total shareholders’ equity |
|
593,654 |
|
|
547,329 |
Total liabilities and shareholders’ equity |
$ |
1,117,823 |
|
$ |
1,047,393 |
|
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(In thousands) |
|||||||
(Unaudited) |
|||||||
|
Three Months Ended |
||||||
|
|
|
|
||||
Operating activities: |
|
|
|
||||
Net income from continuing operations |
$ |
38,197 |
|
|
$ |
15,133 |
|
Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations: |
|
|
|
||||
Depreciation and amortization |
|
11,485 |
|
|
|
9,206 |
|
Change in fair value of earn-out liability |
|
(111 |
) |
|
|
2,588 |
|
Share-based compensation expense |
|
2,734 |
|
|
|
3,181 |
|
Provision for revenue adjustments |
|
2,439 |
|
|
|
1,779 |
|
Deferred income tax expense |
|
2,805 |
|
|
|
(3,545 |
) |
Other |
|
670 |
|
|
|
(127 |
) |
Changes in operating assets and liabilities, net of effects from the purchase of acquired companies: |
|
|
|
||||
Accounts receivable |
|
(3,598 |
) |
|
|
(5,303 |
) |
Other receivables |
|
6,121 |
|
|
|
— |
|
Prepaid expenses, other current assets and other assets |
|
(16,200 |
) |
|
|
(10,677 |
) |
Accounts payable, accrued expenses and other long-term liabilities |
|
(2,398 |
) |
|
|
3,377 |
|
Net cash provided by operating activities of continuing operations |
|
42,144 |
|
|
|
15,612 |
|
|
|
|
|
||||
Investing activities: |
|
|
|
||||
Proceeds from sale of property and equipment |
|
304 |
|
|
|
998 |
|
Purchases of property and equipment |
|
(16,094 |
) |
|
|
(3,829 |
) |
Purchase of businesses, net of cash acquired |
|
(36,813 |
) |
|
|
(7,720 |
) |
Net cash used in investing activities of continuing operations |
|
(52,603 |
) |
|
|
(10,551 |
) |
|
|
|
|
||||
Financing activities: |
|
|
|
||||
Proceeds from revolving credit facility |
|
150,000 |
|
|
|
— |
|
Payments on revolving credit facility |
|
(150,000 |
) |
|
|
— |
|
Repayments of finance lease obligations |
|
(978 |
) |
|
|
(917 |
) |
Payment of debt issuance costs |
|
(363 |
) |
|
|
— |
|
Proceeds from issuance of common stock upon stock option exercises |
|
143 |
|
|
|
2,336 |
|
Payments of dividends to shareholders |
|
(5,706 |
) |
|
|
(5,779 |
) |
Proceeds from common stock issued under employee stock purchase plan |
|
523 |
|
|
|
370 |
|
Payment of minimum tax withholdings on share-based awards |
|
(41 |
) |
|
|
(64 |
) |
Contributions from (distributions to) subsidiary held for sale |
|
2,267 |
|
|
|
(3,743 |
) |
Net cash used in financing activities of continuing operations |
|
(4,155 |
) |
|
|
(7,797 |
) |
Net decrease in cash of continuing operations |
|
(14,614 |
) |
|
|
(2,736 |
) |
|
|
|
|
||||
Cash from discontinued operation: |
|
|
|
||||
Net cash provided by (used in) operating activities of discontinued operation |
|
2,267 |
|
|
|
(3,349 |
) |
Net cash used in investing activities of discontinued operation |
|
— |
|
|
|
(394 |
) |
Net cash (used in) provided by financing activities of discontinued operation |
|
(2,267 |
) |
|
|
3,743 |
|
Decrease in cash and cash equivalents |
|
(14,614 |
) |
|
|
(2,736 |
) |
Cash and cash equivalents at beginning of period of continuing operations |
|
51,930 |
|
|
|
42,990 |
|
Cash at beginning of period of discontinued operation |
|
— |
|
|
|
— |
|
Decrease in cash and cash equivalents |
|
(14,614 |
) |
|
|
(2,736 |
) |
Less: cash at beginning of period of discontinued operation |
|
— |
|
|
|
— |
|
Cash and cash equivalents at end of period of continuing operations |
$ |
37,316 |
|
|
$ |
40,254 |
|
|
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(In thousands) |
|||||||
(Unaudited) |
|||||||
|
Year Ended |
||||||
|
|
|
|
||||
Operating activities: |
|
|
|
||||
Net income from continuing operations |
$ |
116,091 |
|
|
$ |
52,767 |
|
Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations: |
|
|
|
||||
Depreciation and amortization |
|
39,552 |
|
|
|
37,125 |
|
Change in fair value of earn-out liability |
|
(496 |
) |
|
|
379 |
|
Share-based compensation expense |
|
10,913 |
|
|
|
11,033 |
|
Provision for revenue adjustments |
|
7,943 |
|
|
|
4,751 |
|
Deferred income tax expense |
|
1,421 |
|
|
|
772 |
|
Other |
|
1,076 |
|
|
|
587 |
|
Changes in operating assets and liabilities, net of effects from the purchase of acquired companies: |
|
|
|
||||
Accounts receivable |
|
(52,684 |
) |
|
|
(25,739 |
) |
Other receivables |
|
(8,097 |
) |
|
|
— |
|
Prepaid expenses, other current assets and other assets |
|
(8,002 |
) |
|
|
(9,424 |
) |
Accounts payable, accrued expenses and other long-term liabilities |
|
17,179 |
|
|
|
23,854 |
|
Net cash provided by operating activities of continuing operations |
|
124,896 |
|
|
|
96,105 |
|
|
|
|
|
||||
Investing activities: |
|
|
|
||||
Proceeds from sale of property and equipment |
|
2,643 |
|
|
|
2,413 |
|
Purchases of property and equipment |
|
(39,109 |
) |
|
|
(20,268 |
) |
Purchase of businesses, net of cash acquired |
|
(59,866 |
) |
|
|
(63,651 |
) |
Net cash used in investing activities of continuing operations |
|
(96,332 |
) |
|
|
(81,506 |
) |
|
|
|
|
||||
Financing activities: |
|
|
|
||||
Proceeds from revolving credit facility |
|
195,000 |
|
|
|
65,000 |
|
Payments on revolving credit facility |
|
(150,000 |
) |
|
|
(20,000 |
) |
Repayments of finance lease obligations |
|
(2,423 |
) |
|
|
(1,446 |
) |
Payment of debt issuance costs |
|
(482 |
) |
|
|
— |
|
Proceeds from issuance of common stock upon stock option exercises |
|
3,706 |
|
|
|
4,237 |
|
Payment of earn-out liability |
|
(6,519 |
) |
|
|
(5,284 |
) |
Payments of dividends to shareholders |
|
(22,976 |
) |
|
|
(20,869 |
) |
Repurchases and retirement of common stock |
|
(48,989 |
) |
|
|
(45,248 |
) |
Proceeds from common stock issued under employee stock purchase plan |
|
911 |
|
|
|
664 |
|
Payment of minimum tax withholdings on share-based awards |
|
(3,115 |
) |
|
|
(3,508 |
) |
Contributions from (distributions to) subsidiary held for sale |
|
3,385 |
|
|
|
(12,640 |
) |
Net cash used in financing activities of continuing operations |
|
(31,502 |
) |
|
|
(39,094 |
) |
Net decrease in cash of continuing operations |
|
(2,938 |
) |
|
|
(24,495 |
) |
|
|
|
|
||||
Cash from discontinued operation: |
|
|
|
||||
Net cash used in operating activities of discontinued operation |
|
(4,635 |
) |
|
|
(11,439 |
) |
Net cash provided by (used in) investing activities of discontinued operation |
|
8,020 |
|
|
|
(1,201 |
) |
Net cash used in (provided by) financing activities of discontinued operation |
|
(3,385 |
) |
|
|
12,640 |
|
Decrease in cash and cash equivalents |
|
(2,938 |
) |
|
|
(24,495 |
) |
Cash and cash equivalents at beginning of period of continuing operations |
|
40,254 |
|
|
|
64,749 |
|
Cash at beginning of period of discontinued operation |
|
— |
|
|
|
— |
|
Decrease in cash and cash equivalents |
|
(2,938 |
) |
|
|
(24,495 |
) |
Less: cash at beginning of period of discontinued operation |
|
— |
|
|
|
— |
|
Cash and cash equivalents at end of period of continuing operations |
$ |
37,316 |
|
|
$ |
40,254 |
|
Forward Air Corporation Reconciliation of Non-GAAP Financial Measures
In this press release, the Company uses non-GAAP financial measures that are derived on the basis of methodologies other than in accordance with GAAP. The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance.
For the three and twelve months ended
The Company believes that EBITDA from continuing operations 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 from continuing operations 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 believes providing adjusted income from operations, net income and net income per share allows investors to compare Company performance consistently over various periods without regard to the impact of these unusual, nonrecurring or nonoperational items.
Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s financial results prepared in accordance with GAAP. Non-GAAP financial information does not represent a comprehensive basis of accounting. As required by the Securities and Exchange Act of 1933 and the rules and regulations promulgated thereunder, the Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure.
The following is a reconciliation of net income from continuing operations to EBITDA from continuing operations for the three and twelve months ended
|
|
Three Months Ended |
|
Twelve Months Ended |
||||||||
Continuing Operations |
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
38,197 |
|
$ |
15,133 |
|
$ |
116,091 |
|
$ |
52,767 |
Interest expense |
|
|
877 |
|
|
1,206 |
|
|
4,338 |
|
|
4,561 |
Income tax expense |
|
|
12,903 |
|
|
4,384 |
|
|
38,872 |
|
|
16,593 |
Depreciation and amortization |
|
|
11,485 |
|
|
9,206 |
|
|
39,552 |
|
|
37,125 |
EBITDA |
|
$ |
63,462 |
|
$ |
29,929 |
|
$ |
198,853 |
|
$ |
111,046 |
The following is a reconciliation of net cash provided by operating activities of continuing operations to free cash flow from continuing operations for the three and twelve months ended
|
|
Three Months Ended |
|
Twelve Months Ended |
||||||||||||
Continuing Operations |
|
|
|
|
|
|
|
|
||||||||
Net cash provided by operating activities |
|
$ |
42,144 |
|
|
$ |
15,612 |
|
|
$ |
124,896 |
|
|
$ |
96,105 |
|
Proceeds from sale of property and equipment |
|
|
304 |
|
|
|
998 |
|
|
|
2,643 |
|
|
|
2,413 |
|
Purchases of property and equipment |
|
|
(16,094 |
) |
|
|
(3,829 |
) |
|
|
(39,109 |
) |
|
|
(20,268 |
) |
Free cash flow |
|
$ |
26,354 |
|
|
$ |
12,781 |
|
|
$ |
88,430 |
|
|
$ |
78,250 |
|
The following is a reconciliation of reported income from continuing operations, net income, and net income per diluted share from continuing operations to adjusted income from continuing operations, net income, and net income per diluted share from continuing operations for the three and twelve months ended
|
|
Three Months Ended |
|
Three Months Ended |
|||||||||||||||||
Continuing Operations |
|
Income From
|
|
Net Income1 |
|
Net Income
|
|
Income From
|
|
Net Income1 |
|
Net Income
|
|||||||||
As Reported |
|
$ |
51,977 |
|
|
$ |
38,197 |
|
|
$ |
1.40 |
|
|
$ |
20,726 |
|
$ |
15,133 |
|
$ |
0.55 |
Professional fees for cybersecurity and shareholder engagement activities |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,923 |
|
|
1,490 |
|
|
0.05 |
Change in the fair value of the earn-out liability |
|
|
(111 |
) |
|
|
(83 |
) |
|
|
— |
|
|
|
2,588 |
|
|
2,006 |
|
|
0.07 |
As Adjusted |
|
$ |
51,866 |
|
|
$ |
38,114 |
|
|
$ |
1.40 |
|
|
$ |
25,237 |
|
$ |
18,629 |
|
$ |
0.68 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
1 Net income and net income per diluted share amounts are after tax |
|||||||||||||||||||||
2 Rounding may impact summation of amounts. |
|||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
Twelve Months Ended |
|
Twelve Months Ended |
|||||||||||||||||
Continuing Operations |
|
Income From
|
|
Net Income1 |
|
Net Income
|
|
Income From
|
|
Net Income1 |
|
Net Income
|
|||||||||
As Reported |
|
$ |
159,301 |
|
|
$ |
116,091 |
|
|
$ |
4.22 |
|
|
$ |
73,924 |
|
$ |
52,767 |
|
$ |
1.89 |
Professional fees for an operational improvement project |
|
|
969 |
|
|
|
726 |
|
|
|
0.03 |
|
|
|
— |
|
|
— |
|
|
— |
Professional fees for cybersecurity and shareholder engagement activities |
|
|
6,955 |
|
|
|
5,209 |
|
|
|
0.19 |
|
|
|
1,923 |
|
|
1,463 |
|
|
0.05 |
Reserve for a litigated contract dispute |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,300 |
|
|
1,750 |
|
|
0.06 |
Change in the fair value of the earn-out liability |
|
|
(496 |
) |
|
|
(372 |
) |
|
|
(0.01 |
) |
|
|
379 |
|
|
288 |
|
|
0.01 |
Severance expenses |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
997 |
|
|
759 |
|
|
0.03 |
As Adjusted |
|
$ |
166,729 |
|
|
$ |
121,654 |
|
|
$ |
4.43 |
|
|
$ |
79,523 |
|
$ |
57,027 |
|
$ |
2.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
1 Net income and net income per diluted share amounts are after tax |
|||||||||||||||||||||
2 Rounding may impact summation of amounts. |
The following is a reconciliation of reported net income per diluted share from continuing operations to adjusted net income per diluted share from continuing operations for the three months ended
Continuing Operations |
|
Net Income Per Diluted Share1 |
|
As reported |
|
$ |
0.60 |
Professional fees for cybersecurity and shareholder engagement activities |
|
|
0.20 |
As adjusted |
|
$ |
0.80 |
1 Net income per diluted share is after tax. |
The following information is provided to supplement this press release.
Actual - Continuing Operations |
|
Three Months Ended
|
||
Net income from continuing operations |
|
$ |
38,197 |
|
Income allocated to participating securities |
|
|
(288 |
) |
Numerator for diluted income per share - net income |
|
$ |
37,909 |
|
|
|
|
||
Weighted-average shares outstanding-diluted |
|
|
27,109 |
|
Diluted net income per share |
|
$ |
1.40 |
|
|
|
|
||
Projected |
|
Full Year 2022 |
||
Projected tax rate - continuing operations |
|
|
25.8 |
% |
|
|
|
||
Projected purchases of property and equipment, net of proceeds from sale of property and equipment |
|
$ |
35,000 |
|
|
|
|
||
|
|
|
||
|
|
|
||
Projected - Continuing Operations |
|
|
||
Projected weighted-average shares outstanding-diluted |
|
|
26,800 |
|
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 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 COVID-19 pandemic, our ability to manage our growth and ability to grow, in part, through acquisitions, while being able to successfully integrate such acquisitions, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended
Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only 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.
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bhammer@forwardair.com
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