8-K
GREENBRIER COMPANIES INC (GBX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 6, 2023
THE GREENBRIER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
| Oregon | 001-13146 | 93-0816972 |
|---|---|---|
| (State of Incorporation) | (Commission<br> <br>File Number) | (I.R.S. Employer<br> <br>Identification No.) |
One Centerpointe Drive, Suite 200, Lake Oswego, OR 97035
(Address of principal executive offices) (Zip Code)
(503) 684-7000
Registrant’s telephone number, including area code
Former name or former address, if changed since last report: N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock without par value | GBX | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition |
|---|
On January 6, 2023, The Greenbrier Companies, Inc. (the “Company”) issued a press release reporting the Company’s financial results for the first fiscal quarter ended November 30, 2022. A copy of the release is furnished herewith as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.
The information contained in this Item 2.02 of this Current Report on Form 8-K, including the exhibit, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits |
|---|
(d) Exhibits
| Exhibit<br> <br>No. | Description |
|---|---|
| 99.1 | Press Release dated January 6, 2023 of The Greenbrier Companies, Inc. reporting the Company’s financial results for the first fiscal quarter ended November 30, 2022. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| THE GREENBRIER COMPANIES, INC. | ||
|---|---|---|
| Date: January 6, 2023 | By: | /s/ Adrian J. Downes |
| Adrian J. Downes | ||
| Senior Vice President, Chief Financial Officer and<br> <br>Chief Accounting Officer |
EX-99.1
Exhibit 99.1
| One Centerpointe Drive, Suite 200, Lake Oswego, Oregon 97035 503-684-7000 | www.gbrx.com | |
|---|---|---|
| For release: January 6, 2023 6:00 a.m. EST | Contact: | Justin Roberts, Investor Relations |
| --- | --- | --- |
| Jack Isselmann, Media Relations | ||
| Ph: 503-684-7000 |
Greenbrier Reports First Quarter Results
New railcar orders for 5,600 units results in book-to-billof 1.2x
Continued strong lease fleet utilization of 98%
GAAP EPS of ($0.51) driven by $24 million ($18 million after tax) non-cash impairment atPortland manufacturing operation
Adjusted EPS of $0.05, excluding impairment
Lake Oswego, Oregon, January 6, 2023 – The Greenbrier Companies, Inc. (NYSE: GBX) (“Greenbrier”), a leading international supplier of equipment and services to global freight transportation markets, today reported financial results for its first fiscal quarter ended November 30, 2022.
First Quarter Highlights
| • | Diversified new railcar orders for 5,600 units valued at $700 million and deliveries of 4,800 units.<br>Deliveries exclude 2,300 leased railcars produced onto the Balance Sheet to either be syndicated in future quarters or capitalized into the long-term lease fleet. |
|---|---|
| • | New railcar backlog of 28,300 units with an estimated value of $3.4 billion as of November 30, 2022;<br>excludes railcar conversion backlog of 1,800 units valued at $150 million. |
| --- | --- |
| • | Liquidity of $477 million, including $263 million in cash and $214 million of available borrowing<br>capacity at quarter end. |
| --- | --- |
| • | Ceasing railcar manufacturing at Portland, Oregon facility following completion of current production commitment<br>and undertaking a strategic evaluation of Marine business, resulting in a non-cash charge of $24 million related to the impairment of long-lived assets. |
| --- | --- |
| • | Net loss attributable to Greenbrier for the quarter was $17 million, or $0.51 per diluted share, on revenue<br>of $767 million. Results include $18 million charge ($0.56 per share), net of tax, related to the non-cash asset impairment. |
| --- | --- |
| • | Adjusted net earnings attributable to Greenbrier was $1.6 million or $0.05 per diluted share.<br> |
| --- | --- |
| • | Adjusted EBITDA for the quarter was $49 million, or 6.4% of revenue. |
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| • | Board declares a quarterly dividend of $0.27 per share, payable on February 16, 2023 to shareholders of<br>record as of January 26, 2023 representing Greenbrier’s 35^th^ consecutive quarterly dividend. |
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| • | Board renews and extends $100 million share repurchase program through January 2025. |
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| Greenbrier Reports First Quarter Results (Cont.) | Page 2 |
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| • | Subsequent to quarter end, Greenbrier acquired the minority interest in the GBX Leasing joint venture and now<br>owns 100% to further support our leasing strategy. |
| --- | --- |
“Greenbrier’s business momentum continued in our fiscal first quarter, driven by a strong commercial performance that led to a book-to-bill of 1.2x. However, as new railcar production ramped, manufacturing margins were impacted by higher costs for outsourced parts, material shortages, supplier issues and lingering supply chain complications. We have been executing a plan to source key components internally, which we expect will be completed by the fourth quarter of this fiscal year. This will meaningfully reduce our input costs and provide us greater control over our supply chains. Likewise, concluding manufacturing activity at our Portland facility will drive higher performance by optimizing production capacity and reducing our cost structure.” said Lorie Tekorius, Chief Executive Officer & President.
“Additionally, Greenbrier’s recent agreement to purchase the outstanding interest in GBX Leasing demonstrates our commitment to grow the leasing business. We are developing our railcar leasing platform and increased the owned fleet to 14,100 units, or nearly 65% since April 2021. Rising lease rates and high fleet utilization support our confidence in the value of leasing to our overall business. Managing through near-term economic uncertainty, we remain focused on execution and are confident in our outlook as railcar demand and our production efficiency normalizes through the fiscal year. In the meantime, Greenbrier is well-positioned with strong liquidity and a $3.4 billion manufacturing backlog.”
Business Update & Outlook
Based on current trends and production schedules, Greenbrier expects the following performance in fiscal 2023:
| • | Deliveries of 22,000 – 24,000 units including approximately 1,000 units in Greenbrier-Maxion (Brazil)<br> |
|---|---|
| • | Revenue at $3.2 – $3.6 billion |
| --- | --- |
| • | Capital expenditures at approximately $240 million in Leasing & Management Services,<br>$80 million in Manufacturing and $10 million in Maintenance Services |
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| • | Proceeds of equipment sales are expected to be approximately $110 million |
| --- | --- |
| • | Build and capitalize into the lease fleet approximately 2,000 units. These units are not included in the delivery<br>guidance. |
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| Greenbrier Reports First Quarter Results (Cont.) | Page 3 |
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Financial Summary
| Q1 FY23 | Q4 FY22 | |
|---|---|---|
| Revenue | $766.5M | 950.7M |
| Gross margin | $69.5M | 127.3M |
| Gross margin % | 9.1% | 13.4% |
| Selling and administrative | $53.4M | 68.8M |
| Adjusted EBITDA | $48.7M | 88.8M |
| Net (earnings) loss attributable to noncontrolling interest | $0.6M | (9.2M) |
| Adjusted Net earnings attributable to Greenbrier | $1.6M^(1)^ | 20.2M |
| Adjusted diluted EPS | $0.05^(1)^ | 0.60 |
All values are in US Dollars.
| ^(1)^ | Excludes $18.3 million ($0.56 per share), net of tax, of non-cash<br>asset impairment. |
|---|
Segment Summary
| Q1 FY23 | Q4 FY22 | Sequential Comparison – Main Drivers | |
|---|---|---|---|
| Manufacturing | |||
| Revenue | $646.5M | $817.5M | ~2,300 units produced onto the Balance Sheet to either be syndicated or capitalized into the long-term lease fleet |
| Gross margin | $42.0M | $84.5M | Impacted by increased costs related to outsourced components, material shortages, supplier issues and other supply chain complications |
| Gross margin % | 6.5% | 10.3% | |
| Operating margin %^(1)^ | (0.5%) | 7.6% | Includes the $24 million non-cash asset impairment; excluding the impairment, operating margin would be 3.2% |
| Deliveries ^(2)^ | 4,500 | 5,700 | More units produced onto the Balance Sheet |
| Maintenance Services | |||
| Revenue | $85.5M | $87.2M | Modestly lower volumes of wheelsets |
| Gross margin % | 6.9% | 10.6% | Increased labor and transportation costs for wheelsets; certain costs expected to be passed through to customers going forward |
| Operating margin %^(1) (3)^ | 6.4% | 13.0% | Prior quarter included gain on dissolution of axle joint venture |
| Leasing & Management Services | |||
| Revenue | $34.5M | $46.0M | Lower volume of syndication activity |
| Gross margin % | 62.6% | 73.0% | |
| Operating margin^(1) (3)^ | 45.2% | 53.0% | |
| Fleet utilization | 97.9% | 98.4% | |
| ^(1)^ | See supplemental segment information on page 10 for additional information. | ||
| --- | --- | ||
| ^(2)^ | Excludes Brazil deliveries which are not consolidated into Manufacturing revenue and margins.<br> | ||
| --- | --- | ||
| ^(3)^ | Includes Net gain on disposition of equipment, which is excluded from gross margin.^^ | ||
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| Greenbrier Reports First Quarter Results (Cont.) | Page 4 |
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Conference Call
Greenbrier will host a teleconference to discuss its first quarter of 2023 results. In conjunction with this news release, Greenbrier has posted a supplemental earnings presentation to our website.
Teleconference details are as follows:
| • | January 6, 2023 |
|---|---|
| • | 8:00 a.m. Pacific Standard Time |
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| • | Phone: 1-888-317-6003 (Toll Free) 1-412-317-6061 (International), Entry Number “4920914”<br> |
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| • | Real-time Audio Access: (“Newsroom” at http://www.gbrx.com) |
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| • | Please access the site 10-15 minutes prior to the start time. |
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About Greenbrier
Greenbrier, headquartered in Lake Oswego, Oregon, is a leading international supplier of equipment and services to global freight transportation markets. Through its wholly-owned subsidiaries and joint ventures, Greenbrier designs, builds and markets freight railcars and marine barges in North America, Europe and Brazil. We are a leading provider of freight railcar wheel services, parts, maintenance and retrofitting services in North America through our maintenance services business unit. Greenbrier manages 408,000 railcars and offers railcar management, regulatory compliance services and leasing services to railroads and other railcars owners in North America. GBX Leasing (GBXL) is a special purpose subsidiary that owns and manages a portfolio of leased railcars that originate primarily from Greenbrier’s manufacturing operations. GBXL and Greenbrier own a lease fleet of approximately 14,100 railcars. Learn more about Greenbrier at www.gbrx.com.
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| Greenbrier Reports First Quarter Results (Cont.) | Page 5 |
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THE GREENBRIER COMPANIES, INC.
CONSOLIDATED BALANCE SHEETS
(In millions, unaudited)
| November 30,2022 | August 31,<br>2022 | May 31,<br>2022 | February 28,<br>2022 | November 30,<br>2021 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Assets | ||||||||||
| Cash and cash equivalents | $ | 263.3 | $ | 543.0 | $ | 449.7 | $ | 586.8 | $ | 410.8 |
| Restricted cash | 17.2 | 16.1 | 16.1 | 15.7 | 27.1 | |||||
| Accounts receivable, net | 495.6 | 501.2 | 464.8 | 399.0 | 393.3 | |||||
| Income tax receivable | 28.9 | 39.8 | 129.4 | 106.0 | 106.2 | |||||
| Inventories | 874.9 | 815.3 | 781.7 | 728.5 | 631.4 | |||||
| Leased railcars for syndication | 272.5 | 111.1 | 142.9 | 80.0 | 99.1 | |||||
| Equipment on operating leases, net | 836.2 | 770.9 | 676.1 | 650.4 | 751.3 | |||||
| Property, plant and equipment, net | 617.6 | 645.2 | 642.7 | 646.5 | 654.4 | |||||
| Investment in unconsolidated affiliates | 94.2 | 92.5 | 96.2 | 90.2 | 83.1 | |||||
| Intangibles and other assets, net | 189.0 | 189.1 | 177.8 | 179.6 | 183.0 | |||||
| Goodwill | 127.7 | 127.3 | 128.7 | 130.0 | 130.3 | |||||
| $ | 3,817.1 | $ | 3,851.5 | $ | 3,706.1 | $ | 3,612.7 | $ | 3,470.0 | |
| Liabilities and Equity | ||||||||||
| Revolving notes | $ | 290.5 | $ | 296.6 | $ | 303.3 | $ | 292.2 | $ | 516.3 |
| Accounts payable and accrued liabilities | 676.5 | 725.1 | 639.0 | 581.2 | 540.4 | |||||
| Deferred income taxes | 49.8 | 68.6 | 72.9 | 51.9 | 51.3 | |||||
| Deferred revenue | 53.2 | 35.3 | 33.3 | 43.0 | 36.6 | |||||
| Notes payable, net | 1,301.5 | 1,269.1 | 1,202.6 | 1,209.2 | 895.7 | |||||
| Contingently redeemable noncontrolling interest | 27.7 | 27.7 | 27.8 | 28.5 | 29.7 | |||||
| Total equity – Greenbrier | 1,265.8 | 1,276.9 | 1,270.4 | 1,252.6 | 1,237.3 | |||||
| Noncontrolling interest | 152.1 | 152.2 | 156.8 | 154.1 | 162.7 | |||||
| Total equity | 1,417.9 | 1,429.1 | 1,427.2 | 1,406.7 | 1,400.0 | |||||
| $ | 3,817.1 | $ | 3,851.5 | $ | 3,706.1 | $ | 3,612.7 | $ | 3,470.0 |
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| Greenbrier Reports First Quarter Results (Cont.) | Page 6 |
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THE GREENBRIER COMPANIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except number of shares which are reflected in thousands and per share amounts, unaudited)
| Three Months Ended<br>November 30, | ||||
|---|---|---|---|---|
| 2022 | 2021 | |||
| Revenue | ||||
| Manufacturing | $ | 646.5 | $ | 452.5 |
| Maintenance Services | 85.5 | 72.4 | ||
| Leasing & Management Services | 34.5 | 25.8 | ||
| 766.5 | 550.7 | |||
| Cost of revenue | ||||
| Manufacturing | 604.5 | 421.6 | ||
| Maintenance Services | 79.6 | 71.2 | ||
| Leasing & Management Services | 12.9 | 10.3 | ||
| 697.0 | 503.1 | |||
| Margin | 69.5 | 47.6 | ||
| Selling and administrative expense | 53.4 | 44.3 | ||
| Net gain on disposition of equipment | (3.3) | (8.5) | ||
| Impairment of long-lived assets | 24.2 | — | ||
| Earnings (loss) from operations | (4.8) | 11.8 | ||
| Other costs | ||||
| Interest and foreign exchange | 19.6 | 12.6 | ||
| Loss before income tax and earnings from unconsolidated affiliates | (24.4) | (0.8) | ||
| Income tax benefit | 3.8 | 1.4 | ||
| Earnings (loss) before earnings from unconsolidated affiliates | (20.6) | 0.6 | ||
| Earnings from unconsolidated affiliates | 3.3 | 5.0 | ||
| Net earnings (loss) | (17.3) | 5.6 | ||
| Net loss attributable to noncontrolling interest | 0.6 | 5.2 | ||
| Net earnings (loss) attributable to Greenbrier | $ | (16.7) | $ | 10.8 |
| Basic earnings (loss) per common share: | $ | (0.51) | $ | 0.33 |
| Diluted earnings (loss) per common share: | $ | (0.51) | $ | 0.32 |
| Weighted average common shares: | ||||
| Basic | 32,719 | 32,510 | ||
| Diluted | 32,719 | 33,570 | ||
| Dividends per common share | $ | 0.27 | $ | 0.27 |
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| Greenbrier Reports First Quarter Results (Cont.) | Page 7 |
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THE GREENBRIER COMPANIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions, unaudited)
| Three Months Ended<br>November 30, | ||||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||
| Cash flows from operating activities | ||||||
| Net earnings (loss) | $ | (17.3 | ) | $ | 5.6 | |
| Adjustments to reconcile net earnings (loss) to net cash used in operating activities: | ||||||
| Deferred income taxes | (19.0 | ) | (4.8 | ) | ||
| Depreciation and amortization | 26.0 | 25.4 | ||||
| Net gain on disposition of equipment | (3.3 | ) | (8.5 | ) | ||
| Stock based compensation expense | 3.2 | 1.1 | ||||
| Impairment of long-lived assets | 24.2 | — | ||||
| Noncontrolling interest adjustments | 5.5 | (0.3 | ) | |||
| Other | 0.9 | 0.7 | ||||
| Decrease (increase) in assets: | ||||||
| Accounts receivable, net | 8.1 | (92.8 | ) | |||
| Income tax receivable | 10.9 | 5.9 | ||||
| Inventories | (56.3 | ) | (64.4 | ) | ||
| Leased railcars for syndication | (195.3 | ) | (29.5 | ) | ||
| Other assets | (7.0 | ) | (5.9 | ) | ||
| Increase (decrease) in liabilities: | ||||||
| Accounts payable and accrued liabilities | (53.7 | ) | (24.1 | ) | ||
| Deferred revenue | 17.6 | (5.1 | ) | |||
| Net cash used in operating activities | (255.5 | ) | (196.7 | ) | ||
| Cash flows from investing activities | ||||||
| Proceeds from sales of assets | 13.8 | 28.0 | ||||
| Capital expenditures | (57.0 | ) | (186.9 | ) | ||
| Investments in and advances to / repayments from unconsolidated affiliates | 0.9 | 0.2 | ||||
| Cash distribution to / from unconsolidated affiliates and other | (0.7 | ) | — | |||
| Net cash used in investing activities | (43.0 | ) | (158.7 | ) | ||
| Cash flows from financing activities | ||||||
| Net change in revolving notes with maturities of 90 days or less | (83.4 | ) | 147.6 | |||
| Net change in revolving notes with maturities longer than 90 days | 75.0 | — | ||||
| Proceeds from issuance of notes payable | 41.0 | — | ||||
| Repayments of notes payable | (9.2 | ) | (2.0 | ) | ||
| Debt issuance costs | — | (1.2 | ) | |||
| Dividends | (9.3 | ) | (9.3 | ) | ||
| Cash distribution to joint venture partner | (2.5 | ) | (1.0 | ) | ||
| Tax payments for net share settlement of restricted stock | (2.3 | ) | (3.4 | ) | ||
| Net cash provided by financing activities | 9.3 | 130.7 | ||||
| Effect of exchange rate changes | 10.6 | (8.8 | ) | |||
| Decrease in cash and cash equivalents and restricted cash | (278.6 | ) | (233.5 | ) | ||
| Cash and cash equivalents and restricted cash | ||||||
| Beginning of period | 559.1 | 671.4 | ||||
| End of period | $ | 280.5 | $ | 437.9 | ||
| Balance Sheet Reconciliation: | ||||||
| Cash and cash equivalents | $ | 263.3 | $ | 410.8 | ||
| Restricted cash | 17.2 | 27.1 | ||||
| Total cash and cash equivalents and restricted cash | $ | 280.5 | $ | 437.9 |
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| Greenbrier Reports First Quarter Results (Cont.) | Page 8 |
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THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL LEASING INFORMATION
(In millions, except owned and managed fleet, unaudited)
Greenbrier’s leasing strategy provides an additional “go to market” element to Greenbrier’s Commercial strategy of direct sales, partnerships with operating leasing companies, and origination of leases for syndication partners as well as providing a platform for further growth at scale. Investing in leasing assets delivers predictable, tax-advantaged cash flows although it reduces Greenbrier’s Manufacturing revenue and margin in the short-term. Greenbrier expects to invest a minimum of $200 million per year to support this growth strategy.
Key information for the consolidated Leasing & Management Services segment:
| (In Units) | November 30,<br>2022 | August 31,<br>2022 | ||||
|---|---|---|---|---|---|---|
| Owned fleet^(1)^ | 14,100 | 12,200 | ||||
| Managed fleet | 408,000 | 408,000 | ||||
| Owned fleet utilization^(1)^ | 98 | % | 98 | % | ||
| Three Months Ended | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Greenbrier Lease Fleet (Units) | November 30,<br>2022 | August 31,<br>2022 | ||||
| Beginning balance | 12,200 | 11,800 | ||||
| Railcars added | 2,300 | 1,700 | ||||
| Railcars sold / scrapped | (400 | ) | (1,300 | ) | ||
| Ending balance | 14,100 | 12,200 | ||||
| November 30,<br>2022 | August 31,<br>2022 | |||||
| --- | --- | --- | --- | --- | --- | --- |
| Equipment on operating lease^(2)^ | $ | 836.2 | $ | 770.9 | ||
| GBX Leasing non-recourse warehouse | $ | — | $ | — | ||
| GBX Leasing ABS non-recourse notes | 315.7 | 318.6 | ||||
| Leasing non-recourse term loan | 306.6 | 268.0 | ||||
| Total Leasing non-recourse debt | $ | 622.3 | $ | 586.6 | ||
| Fleet leverage %^(3)^ | **** | 74 | % | **** | 76 | % |
| (1) | Owned fleet includes Leased railcars for syndication | |||||
| --- | --- | |||||
| (2) | Equipment on operating lease assets not securing Leasing non-recourse<br>term loan support the $600 million U.S. revolver | |||||
| --- | --- | |||||
| (3) | Total Leasing non-recourse debt / Equipment on operating lease<br> | |||||
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| Greenbrier Reports First Quarter Results (Cont.) | Page 9 |
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THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In millions, except number of shares which are reflected in thousands and per share amounts, unaudited)
Operating Results by Quarter for 2022 are as follows:
| First | Second | Third | Fourth | Total | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | |||||||||||||||
| Manufacturing | $ | 452.5 | $ | 555.7 | $ | 650.9 | $ | 817.5 | $ | 2,476.6 | |||||
| Maintenance Services | 72.4 | 86.6 | 101.5 | 87.2 | 347.7 | ||||||||||
| Leasing & Management Services | 25.8 | 40.5 | 41.1 | 46.0 | 153.4 | ||||||||||
| 550.7 | 682.8 | 793.5 | 950.7 | 2,977.7 | |||||||||||
| Cost of revenue | |||||||||||||||
| Manufacturing | 421.6 | 535.0 | 611.3 | 733.0 | 2,300.9 | ||||||||||
| Maintenance Services | 71.2 | 81.7 | 91.1 | 78.0 | 322.0 | ||||||||||
| Leasing & Management Services | 10.3 | 11.3 | 14.8 | 12.4 | 48.8 | ||||||||||
| 503.1 | 628.0 | 717.2 | 823.4 | 2,671.7 | |||||||||||
| Margin | 47.6 | 54.8 | 76.3 | 127.3 | 306.0 | ||||||||||
| Selling and administrative expense | 44.3 | 54.7 | 57.4 | 68.8 | 225.2 | ||||||||||
| Net gain on disposition of equipment | (8.5 | ) | (25.1 | ) | (0.7 | ) | (2.9 | ) | (37.2 | ) | |||||
| Earnings from operations | 11.8 | 25.2 | 19.6 | 61.4 | 118.0 | ||||||||||
| Other costs | |||||||||||||||
| Interest and foreign exchange | 12.6 | 11.8 | 14.9 | 18.1 | 57.4 | ||||||||||
| Earnings (loss) before income tax and earnings from unconsolidated affiliates | (0.8 | ) | 13.4 | 4.7 | 43.3 | 60.6 | |||||||||
| Income tax (expense) benefit | 1.4 | (3.2 | ) | (1.1 | ) | (15.2 | ) | (18.1 | ) | ||||||
| Earnings before earnings from unconsolidated affiliates | 0.6 | 10.2 | 3.6 | 28.1 | 42.5 | ||||||||||
| Earnings from unconsolidated affiliates | 5.0 | 1.0 | 4.0 | 1.3 | 11.3 | ||||||||||
| Net earnings | 5.6 | 11.2 | 7.6 | 29.4 | 53.8 | ||||||||||
| Net (earnings) loss attributable to noncontrolling interest | 5.2 | 1.6 | (4.5 | ) | (9.2 | ) | (6.9 | ) | |||||||
| Net earnings attributable to Greenbrier | $ | 10.8 | $ | 12.8 | $ | 3.1 | $ | 20.2 | $ | 46.9 | |||||
| Basic earnings per common share^(1)^ | $ | 0.33 | $ | 0.39 | $ | 0.10 | $ | 0.62 | $ | 1.44 | |||||
| Diluted earnings per common share^(1)^ | $ | 0.32 | $ | 0.38 | $ | 0.09 | $ | 0.60 | $ | 1.40 | |||||
| Dividends per common share | $ | 0.27 | $ | 0.27 | $ | 0.27 | $ | 0.27 | $ | 1.08 | |||||
| ^(1)^ | Quarterly amounts may not total to the<br>year-to-date amount as each period is calculated discretely. | ||||||||||||||
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| Greenbrier Reports First Quarter Results (Cont.) | Page 10 |
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THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In millions, unaudited)
Segment Information
| Three months ended November 30, 2022: | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | Earnings (loss) from operations | ||||||||||||||||
| External | Intersegment | Total | External | Intersegment | Total | ||||||||||||
| Manufacturing | $ | 646.5 | $ | 44.5 | $ | 691.0 | $ | (3.4 | ) | $ | 4.0 | $ | 0.6 | ||||
| Maintenance Services | 85.5 | 8.5 | 94.0 | 5.5 | — | 5.5 | |||||||||||
| Leasing & Management Services | 34.5 | 0.2 | 34.7 | 15.6 | — | 15.6 | |||||||||||
| Eliminations | — | (53.2 | ) | (53.2 | ) | — | (4.0 | ) | (4.0 | ) | |||||||
| Corporate | — | — | — | (22.5 | ) | — | (22.5 | ) | |||||||||
| $ | 766.5 | $ | — | $ | 766.5 | $ | (4.8 | ) | $ | — | $ | (4.8 | ) | ||||
| Three months ended August 31, 2022: | |||||||||||||||||
| Revenue | Earnings (loss) from operations | ||||||||||||||||
| External | Intersegment | Total | External | Intersegment | Total | ||||||||||||
| Manufacturing | $ | 817.5 | $ | 112.1 | $ | 929.6 | $ | 62.5 | $ | 9.8 | $ | 72.3 | |||||
| Maintenance Services | 87.2 | 9.0 | 96.2 | 11.3 | — | 11.3 | |||||||||||
| Leasing & Management Services | 46.0 | 0.6 | 46.6 | 24.4 | — | 24.4 | |||||||||||
| Eliminations | — | (121.7 | ) | (121.7 | ) | — | (9.8 | ) | (9.8 | ) | |||||||
| Corporate | — | — | — | (36.8 | ) | — | (36.8 | ) | |||||||||
| $ | 950.7 | $ | — | $ | 950.7 | $ | 61.4 | $ | — | $ | 61.4 | ||||||
| Total assets | |||||||||||||||||
| --- | --- | --- | --- | --- | |||||||||||||
| November 30,<br>2022 | August 31,<br>2022 | ||||||||||||||||
| Manufacturing | $ | 1,861.7 | $ | 1,853.9 | |||||||||||||
| Maintenance Services | 294.6 | 284.8 | |||||||||||||||
| Leasing & Management Services | 1,378.9 | 1,152.2 | |||||||||||||||
| Unallocated, including cash | 281.9 | 560.6 | |||||||||||||||
| $ | 3,817.1 | $ | 3,851.5 |
SUPPLEMENTAL BACKLOG AND DELIVERY INFORMATION
(Unaudited)
| Three Months<br>Ended | |||
|---|---|---|---|
| November 30, 2022 | |||
| Backlog Activity (units) ^(1)^ | |||
| Beginning backlog | 29,500 | ||
| Orders received | 5,600 | ||
| Production held on the Balance Sheet | (2,300 | ) | |
| Production sold directly to third parties | (4,500 | ) | |
| Ending backlog | 28,300 | ||
| Delivery Information (units) ^(1)^ | |||
| Production sold directly to third parties | 4,500 | ||
| Sales of Leased railcars for syndication | 300 | ||
| Total deliveries | 4,800 | ||
| (1) | Includes Greenbrier-Maxion, our Brazilian railcar manufacturer, which is accounted for under the equity method<br> | ||
| --- | --- |
- More -
| Greenbrier Reports First Quarter Results (Cont.) | Page 11 |
|---|
THE GREENBRIER COMPANIES, INC.
SUPPLEMENTAL INFORMATION
(In millions, except number of shares which are reflected in thousands and per share amounts, unaudited)
Reconciliation of Net earnings (loss) to Adjusted EBITDA
| Three Months Ended | |||||
|---|---|---|---|---|---|
| November 30,<br>2022 | August 31,<br>2022 | ||||
| Net earnings (loss) | $ | (17.3 | ) | $ | 29.4 |
| Interest and foreign exchange | 19.6 | 18.1 | |||
| Income tax (benefit) expense | (3.8 | ) | 15.2 | ||
| Depreciation and amortization | 26.0 | 26.1 | |||
| Impairment of long-lived assets | 24.2 | — | |||
| Adjusted EBITDA | $ | 48.7 | $ | 88.8 |
Reconciliation of Net earnings (loss) attributable to Greenbrier to Adjusted net earnings attributable to Greenbrier
| Three Months Ended | |||||
|---|---|---|---|---|---|
| November 30,<br>2022 | August 31,<br>2022 | ||||
| Net earnings (loss) attributable to Greenbrier | $ | (16.7 | ) | $ | 20.2 |
| Impairment of long-lived assets | 18.3 | ^(1)^ | — | ||
| Adjusted net earnings attributable to Greenbrier | $ | 1.6 | $ | 20.2 | |
| ^(1)^ | Net of tax of $5.9 million | ||||
| --- | --- |
Reconciliation of Diluted earnings (loss) per share to Adjusted diluted earnings per share
| Three Months Ended | |||||
|---|---|---|---|---|---|
| November 30,<br>2022 | August 31,<br>2022 | ||||
| Diluted earnings (loss) per share | $ | (0.51 | ) | $ | 0.60 |
| Impairment of long-lived assets | 0.56 | — | |||
| Adjusted diluted earnings per share | $ | 0.05 | $ | 0.60 | |
| Diluted weighted average shares outstanding | 33,727 | 33,647 |
Share Calculations ( in thousands )
| Three Months Ended | ||||
|---|---|---|---|---|
| November 30,<br>2022 | August 31,<br>2022 | |||
| Basic Shares | 32,719 | 32,598 | ||
| Dilutive effect of performance awards | 1,008 | 1,049 | ||
| Diluted weighted average shares outstanding | 33,727 | 33,647 |
- More -
| Greenbrier Reports First Quarter Results (Cont.) | Page 12 |
|---|
“SAFE HARBOR” STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This press release may contain forward-looking statements, including statements that are not purely statements of historical fact. Greenbrier uses words, and variations of words, such as “believe,” “build,” “commitment,” “confident,” “continue,” “deliver,” “demonstrate,” “drive,” “execute,” “expect,” “focus,” “increase,” “momentum,” “optimize,” “outlook,” “provide,” “position,” “reduce,” “will,” and similar expressions to identify forward-looking statements. These forward-looking statements include, without limitation, statements about backlog and other orders, leasing performance, financing, future liquidity, cash flow, tax treatment, and other information regarding future performance and strategies and appear throughout this press release including in the headlines and the sections titled “First Quarter Highlights,” a “Business Update & Outlook,” and “Supplemental Leasing Information.” These forward-looking statements are not guarantees of future performance and are subject to certain risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements. Factors that might cause such a difference include, but are not limited to, the following: an economic downturn and economic uncertainty; inflation (including rising energy prices, interest rates, wages and other escalators) and policy reactions thereto (including actions by central banks); disruptions in the supply of materials and components used in the production of our products; the war in Ukraine and related events, and the COVID-19 pandemic, variants thereof, governmental reaction thereto, and related economic disruptions (including, among other factors, operations and supply disruptions and labor shortages). Our backlog of railcar units and marine vessels and other orders not included in backlog are not necessarily indicative of future results of operations. Certain orders in backlog are subject to customary documentation which may not occur. More information on potential factors that could cause our results to differ from our forward-looking statements is included in the Company’s filings with the SEC, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic report on Form 10-K. Except as otherwise required by law, the Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s opinions only as of the date hereof.
Adjusted Financial MetricDefinitions
Adjusted EBITDA, Adjusted net earnings attributable to Greenbrier and Adjusted diluted earnings per share (EPS) are not financial measures under generally accepted accounting principles (GAAP). These metrics are performance measurement tools used by rail supply companies and Greenbrier. You should not consider these metrics in isolation or as a substitute for other financial statement data determined in accordance with GAAP. In addition, because these metrics are not a measure of financial performance under GAAP and are susceptible to varying calculations, the measures presented may differ from and may not be comparable to similarly titled measures used by other companies.
We define Adjusted EBITDA as Net earnings (loss) before Interest and foreign exchange, Income tax benefit (expense), Depreciation and amortization and the impact associated with items we do not believe are indicative of our core business or which affect comparability. We believe the presentation of Adjusted EBITDA provides useful information as it excludes the impact of financing, foreign exchange, income taxes and the accounting effects of capital spending and other items. These items may vary for different companies for reasons unrelated to the overall operating performance of a company’s core business. We believe this assists in comparing our performance across reporting periods.
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