8-K
REX AMERICAN RESOURCES Corp (REX)
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): November 30, 2023
REX AMERICAN RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-09097 | 31-1095548 |
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| (State or other jurisdiction | (Commission File No.) | (IRS Employer Identification No.) |
| of incorporation) | | |
| 7720 Paragon Road Dayton, Ohio | 45459 |
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| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (937) 276-3931
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:
☐ 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))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered |
|---|
| Commons stock, $0.01 par value | REX | 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 ☐ |
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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 |
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On November 30, 2023, REX American Resources Corporation issued a press release announcing financial results for the three-month period ended October 31, 2023. The press release is furnished as Exhibit 99 to this report.
| Item 9.01. Financial Statements and Exhibits | ||
|---|---|---|
| (c) | Exhibits. The following exhibits are furnished with this report:<br><br><br><br>99 Press Release dated November 30, 2023 | |
| 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 hereunto duly authorized.
| REX AMERICAN RESOURCES CORPORATION | |||
|---|---|---|---|
| Date: November 30, 2023 | By: | /s/ DOUGLAS L. BRUGGEMAN | |
| Name: | Douglas L. Bruggeman | ||
| Title: | Vice President - Finance, | ||
| Chief Financial Officer | |||
| and Treasurer |
Exhibit 99
| NEWS ANNOUNCEMENT | FOR IMMEDIATE RELEASE |
|---|
REX AMERICAN RESOURCES REPORTS ALL TIME RECORD NET INCOME PER SHARE ATTRIBUTABLETO REX COMMON SHAREHOLDERS OF $1.49 FOR ITS FISCAL 2023 THIRD QUARTER
Dayton, Ohio, (November 30, 2023) -- REX American Resources Corporation (NYSE: REX) (“REX” or “the Company”) today reported financial results for its fiscal 2023 third quarter (“Q3 ‘23”) ended October 31, 2023. REX management will host a conference call and webcast today at 11:00 a.m. ET.
| Conference Call:<br><br> <br>Webcast / Replay URL: | 212/231-2938<br><br> <br>www.rexamerican.com<br><br> <br>The webcast will be available for replay for 30 days. |
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REX American Resources’ Q3 ‘23 results principally reflect its interests in six ethanol production facilities. The One Earth Energy, LLC (“One Earth”) and NuGen Energy, LLC (“NuGen”) ethanol production facilities are consolidated, while the four other ethanol plants are reported as equity in income of unconsolidated ethanol affiliates.
REX’s Q3 ‘23 net sales and revenue were $221.1 million, compared with $220.3 million in Q3 ‘22. The year-over-year net sales and revenue increase primarily reflects a 10.4% increase in the quantities of ethanol sold, partially offset by lower prices for ethanol, dried and modified distillers grains, and corn oil. Q3 ‘23 gross profit increased 323.7% to $39.3 million, from $9.3 million in Q3 ‘22, primarily reflecting decreased input costs, including lower corn and natural gas pricing. As a result, income before income taxes and non-controlling interests was $41.3 million, compared with $6.1 million in the comparable year-ago period.
Net income attributable to REX common shareholders was $26.1 million in Q3 ‘23 compared with $3.2 million in Q3 ‘22. This led to Q3 ‘23 basic and diluted net income per share attributable to REX common shareholders of $1.49, an all time quarterly record, compared to $0.18 per share in Q3 ‘22. Per share results for the Q3 ‘23 and Q3 ‘22 periods are based on 17,531,000 and 17,591,000 diluted weighted average shares outstanding, respectively.
REX American Resources’ Chief Executive Officer, Zafar Rizvi, commented, “Our fiscal third quarter results mark the best quarterly net income and earnings per share results in our 39 year history as a public company and highlights the strength of our ethanol operations. The substantial increase in income before taxes to $41.3 million underscores the efficiency of our operations and our ability to capitalize on favorable industry conditions.
“REX remains committed to a sustainable future by fully embracing the power of ethanol. We continue to make progress on our cutting-edge carbon sequestration initiatives including beginning construction on a carbon capture facility, implementing carbon intensity (CI) score reduction projects and expanding capacity from 150 to 175 million gallons, with the ultimate goal being annual production capacity of 200 million gallons all at the One Earth plant location.
| REX American Resources Q3 ‘23 Results, 11/30/23 | **** page 2 |
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“As we look ahead, we are confident in our ability to extend our long track record of leading ethanol industry operating results, and advancing our carbon capture and sequestration initiatives, while growing our capacity. With a disciplined operating approach and focus on profitability, we expect these initiatives will lead to incremental cash generation and added shareholder value creation.”
Balance Sheet
As of October 31, 2023, REX had cash and cash equivalents and short-term investments of $332.0 million, $34.1 million of which was at the parent company and $297.9 million of which was at its consolidated production facilities. This compares with cash, cash equivalents and short-term investments at January 31, 2023, of $280.9 million, $42.1 million of which was at the parent company and $238.8 million of which was at its consolidated production facilities.
The following table summarizes select data related to REX’s
consolidated alternative energy interests:
| Three Months<br><br> Ended | Nine Months <br><br>Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| October 31, | October 31, | |||||||
| 2023 | 2022 | 2023 | 2022 | |||||
| Average selling price per gallon of ethanol | $ | 2.32 | $ | 2.49 | $ | 2.32 | $ | 2.48 |
| Average selling price per ton of dried distillers grains | $ | 194.94 | $ | 230.29 | $ | 220.92 | $ | 232.51 |
| Average selling price per pound of distillers corn oil | $ | 0.61 | $ | 0.74 | $ | 0.60 | $ | 0.70 |
| Average selling price per ton of modified distillers grain | $ | 85.86 | $ | 116.49 | $ | 104.94 | $ | 120.23 |
| Ethanol gallons sold (in millions) | 73.2 | 66.3 | 213.8 | 202.1 | ||||
| REX American Resources Q3 ‘23 Results, 11/30/23 | **** page 3 | |||||||
| --- | --- |
Change in Accounting Principles
In the previous quarter ended July 31, 2023 the Company made a change in the method of accounting to begin classifying shipping and handling costs as cost of sales, instead of within selling, general and administrative expenses (SG&A), as historically presented, in order to improve the comparability of gross profit and SG&A reported. The Company has applied a retrospective application of the new accounting policy.
The following table summarizes the impact of the Company’s
retrospective change in accounting principle:
| Three Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| October 31, 2022 | |||||||||
| As Previously <br> Reported | Effect of<br> Change | As Currently <br> Reported | |||||||
| Cost of Sales | $ | 208,941 | $ | 2,063 | $ | 211,004 | |||
| Gross Profit | $ | 11,336 | $ | (2,063 | ) | $ | 9,273 | ||
| Selling, general and administrative expenses | $ | (7,886 | ) | $ | 2,063 | $ | (5,823 | ) |
| Nine Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| October 31, 2022 | |||||||||
| As Previously<br><br> Reported | Effect of<br><br> Change | As Currently <br><br>Reported | |||||||
| Cost of Sales | $ | 615,001 | $ | 4,548 | $ | 619,549 | |||
| Gross Profit | $ | 39,832 | $ | (4,548 | ) | $ | 35,284 | ||
| Selling, general and administrative expenses | $ | (22,237 | ) | $ | 4,548 | $ | (17,689 | ) |
Third Quarter Conference Call
REX will host a conference call at 11:00 a.m. ET today to discuss the quarterly results and will host a question and answer session. The dial in number for the audio conference call is 212/231-2938 (domestic and international callers). Participants can also listen to a live webcast of the call on the Company’s website at, www.rexamerican.com. A webcast replay will be available for 30 days following the live event.
About REX American Resources Corporation
REX American Resources has interests in six ethanol production facilities, which in aggregate shipped approximately 704 million gallons of ethanol over the twelve-month period ended October 31, 2023. REX’s effective ownership of the trailing twelve-month gallons shipped (for the twelve months ended October 31, 2023) by the ethanol production facilities in which it has ownership interests was approximately 282 million gallons. Further information about REX is available at www.rexamerican.com.
| REX American Resources Q3 ‘23 Results, 11/30/23 | page 4 |
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This news announcement contains or may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the effect of pandemics such as COVID-19 on the Company’s business operations, including impacts on supplies, demand, personnel and other factors, the impact of legislative and regulatory changes, the price volatility and availability of corn, distillers grains, ethanol, distillers corn oil, commodity market risk, gasoline and natural gas, ethanol plants operating efficiently and according to forecasts and projections, logistical interruptions, success in permitting and developing the planned carbon sequestration facility near the One Earth Energy ethanol plant, changes in the international, national or regional economies, the impact of inflation, the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S. foreign trade policy, changes in foreign currency exchange rates and the effects of terrorism or acts of war. The Company does not intend to update publicly any forward-looking statements except as required by law.
Contact:
| Douglas Bruggeman | Joseph Jaffoni, Norberto Aja |
|---|---|
| Chief Financial Officer | JCIR |
| (937) 276-3931 | (212) 835-8500 / rex@jcir.com |
| REX American Resources Q3 ‘23 Results, 11/30/23 | page 5 |
| --- | --- |
REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share amounts)
Unaudited
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| October 31, | October 31, | |||||||
| 2023 | 2022 | 2023 | 2022 | |||||
| Net sales and revenue | $ | 221,079 | $ | 220,277 | $ | 645,770 | $ | 654,833 |
| Cost of sales | 181,789 | 211,004 | 577,962 | 619,549 | ||||
| Gross profit | 39,290 | 9,273 | 67,808 | 35,284 | ||||
| Selling, general and administrative expenses | (7,609) | (5,823) | (21,996) | (17,689) | ||||
| Equity in income of unconsolidated ethanol affiliates | 4,738 | 661 | 9,275 | 6,210 | ||||
| Interest and other income, net | 4,863 | 1,983 | 10,935 | 10,338 | ||||
| Income before income taxes and noncontrolling interests | 41,282 | 6,094 | 66,022 | 34,143 | ||||
| Provision for income taxes | (9,640) | (1,196) | (15,396) | (7,374) | ||||
| Net Income | 31,642 | 4,898 | 50,626 | 26,769 | ||||
| Net Income attributable to noncontrolling interests | (5,566) | (1,714) | (10,259) | (7,233) | ||||
| Net income attributable to REX common shareholders | $ | 26,076 | $ | 3,184 | $ | 40,367 | $ | 19,536 |
| Weighted average shares outstanding – basic and diluted | 17,531 | 17,591 | 17,461 | 17,714 | ||||
| Basic and diluted net income per share attributable to REX common shareholders | $ | 1.49 | $ | 0.18 | $ | 2.31 | $ | 1.10 |
- balance sheets follow -
| REX American Resources Q3 ‘23 Results, 11/30/23 | page 6 |
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REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
Unaudited
| October 31, | January 31, | |||
|---|---|---|---|---|
| 2023 | 2023 | |||
| ASSETS: | ||||
| CURRENT ASSETS: | ||||
| Cash and cash equivalents | $ | 72,828 | $ | 69,612 |
| Short-term investments | 259,172 | 211,331 | ||
| Restricted cash | 1,728 | 1,735 | ||
| Accounts receivable | 30,138 | 25,162 | ||
| Inventory | 37,515 | 48,744 | ||
| Refundable income taxes | 4,448 | 2,962 | ||
| Prepaid expenses and other | 12,256 | 13,098 | ||
| Total current assets | 418,085 | 372,644 | ||
| Property and equipment, net | 144,567 | 135,497 | ||
| Operating lease right-of-use assets | 14,516 | 15,214 | ||
| Other assets | 13,589 | 23,179 | ||
| Equity method investment | 36,807 | 33,045 | ||
| TOTAL ASSETS | $ | 627,564 | $ | 579,579 |
| LIABILITIES AND EQUITY: | ||||
| CURRENT LIABILITIES: | ||||
| Accounts payable – trade | $ | 28,766 | $ | 34,091 |
| Current operating lease liabilities | 5,082 | 5,180 | ||
| Accrued expenses and other current liabilities | 14,842 | 15,328 | ||
| Total current liabilities | 48,690 | 54,599 | ||
| LONG-TERM LIABILITIES: | ||||
| Deferred taxes | 1,097 | 1,097 | ||
| Long-term operating lease liabilities | 9,157 | 9,855 | ||
| Other long-term liabilities | 3,072 | 3,034 | ||
| Total long-term liabilities | 13,326 | 13,986 | ||
| EQUITY: | ||||
| REX shareholders’ equity: | ||||
| Common stock | 299 | 299 | ||
| Paid-in capital | 3,475 | 578 | ||
| Retained earnings | 681,193 | 640,826 | ||
| Treasury stock | (191,974) | (193,721) | ||
| Total REX shareholders’ equity | 492,993 | 447,982 | ||
| Noncontrolling interests | 72,555 | 63,012 | ||
| Total equity | 565,548 | 510,994 | ||
| TOTAL LIABILITIES AND EQUITY | $ | 627,564 | $ | 579,579 |
- statements of cash flows follow -
| REX American Resources Q3 ‘23 Results, 11/30/23 | page 7 |
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REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
Unaudited
| Nine Months Ended | ||||
|---|---|---|---|---|
| October 31, | October 31, | |||
| 2023 | 2022 | |||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
| Net Income including noncontrolling interest | $ | 50,626 | $ | 26,769 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||
| Depreciation | 13,371 | 13,503 | ||
| Amortization of operating lease right-of-use assets | 3,766 | 4,105 | ||
| Income from equity method investments | (9,275) | (6,210) | ||
| Dividends received from equity method investments | 5,513 | 3,007 | ||
| Interest income from investments | (6,950) | (1,098) | ||
| Deferred income taxes | 10,048 | 4,964 | ||
| Stock based compensation expense | 5,146 | 1,295 | ||
| Loss (gain) on sale of property and equipment – net | 205 | (91) | ||
| Changes in assets and liabilities: | ||||
| Accounts receivable | (4,976) | 3,146 | ||
| Inventories | 11,229 | 180 | ||
| Refundable income taxes | (1,486) | 66 | ||
| Other assets | 409 | 649 | ||
| Accounts payable – trade | (5,622) | 7,990 | ||
| Other liabilities | (4,812) | (4,281) | ||
| Net cash provided by operating activities | 67,192 | 53,994 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
| Capital expenditures | (22,359) | (7,182) | ||
| Purchase of short-term investments | (378,381) | (307,371) | ||
| Sale of short-term investments | 337,490 | 180,527 | ||
| Deposits | (27) | - | ||
| Proceeds from sale of real estate and property and equipment | 10 | - | ||
| Net cash used in investing activities | (63,267) | (134,026) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
| Treasury stock acquired | - | (13,012) | ||
| Payments to noncontrolling interests holders | (716) | (1,730) | ||
| Net cash used in financing activities | (716) | (14,742) | ||
| NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 3,209 | (94,774) | ||
| CASH, CASH EQUIVALENTS AND RESTRICTED CASH – Beginning of period | 71,347 | 232,068 | ||
| CASH, CASH EQUIVALENTS AND RESTRICTED CASH – End of period | $ | 74,556 | $ | 137,294 |
| Non-cash financing activities – Stock awards accrued | $ | 1,467 | $ | 679 |
| Non-cash financing activities – Stock awards issued | $ | 965 | $ | 1,539 |
| Non-cash investing activities – Accrued capital expenditures | $ | 722 | $ | 93 |
| Right-of-use assets acquired and liabilities incurred upon lease execution | $ | 3,210 | $ | 7,632 |