8-K
WABASH NATIONAL Corp (WNC)
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) April 16, 2020
WABASH NATIONAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-10883 | 52-1375208 | |
|---|---|---|---|
| (State or other jurisdiction <br>of Incorporation) | (Commission<br>File Number) | (I.R.S. Employer <br>Identification No.) | |
| 1000 Sagamore Parkway South | |||
| --- | --- | --- | --- |
| Lafayette | Indiana | 47905 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (765) 771-5310
Not applicable
(Former name or former address, if changed since last report)
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(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value | WNC | 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 8.01 Other Events.
Liquidity and Cost Containment Efforts Update; First Quarter 2020 Earnings Conference Call
On April 16, 2020, Wabash National Corporation (the “Company”) announced an update to the Company’s liquidity position, cost containment measures and announced its first quarter 2020 earnings conference call. A copy of the Company’s press release is filed herewith.
First Quarter 2020 Quarterly Report on Form 10-Q
The Company will be relying on the Securities and Exchange Commission’s Orders under Section 36 of the Securities and Exchange Act of 1934, as amended, dated March 4, 2020 and March 25, 2020 (Release Nos. 34-88318 and 34-88465), to delay the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 (the “Quarterly Report”). The coronavirus (COVID-19) pandemic has caused disruptions in the Company’s day-to-day activities, including limiting the Company’s access to its facilities and certain technology systems and disrupted normal interactions with accounting personnel, legal advisors and others involved in the preparation of the Quarterly Report. The Company expects to file the Quarterly Report on or around May 14, 2020 (but in any event no later than June 25, 2020 which is 45 days from the Quarterly Report’s original filing deadline of May 11, 2020).
COVID-19 Risk Factor
Further, the Company is supplementing the Risk Factors previously disclosed in Item 1A of the Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (the “Annual Report”). The following risk factor should be read in conjunction with the Risk Factors disclosed in the Annual Report.
The coronavirus (COVID-19) pandemic, or other outbreaks of disease or similar public health threats, could materially and adversely affect our business, financial condition and results of operations.
The recent outbreak of COVID-19, and any other outbreaks of contagious diseases or other adverse public health developments in the United States or worldwide, could have a material adverse effect on our business, financial condition and results of operations. In 2020, COVID-19 has significantly impacted economic activity and markets worldwide, and it could continue to negatively affect our business in a number of ways. These effects could include, but are not limited to:
▪Disruptions or restrictions on our employees’ ability to work effectively due to illness, travel bans, quarantines, shelter-in-place orders or other limitations.
▪Temporary closures of our facilities or the facilities of our customers or suppliers, which could affect our ability to timely meet our customer’s orders and negatively impact our supply chain.
▪In an effort to increase the wider availability of needed medical and other supplies and products, we may elect to, or governments may require us to, allocate manufacturing capacity (for example, pursuant to the U.S. Defense Production Act) in a way that adversely affects our regular operations in a manner that may result in adversely affecting our reputation and customer and supplier relationships.
▪Resulting cost increases from the effects of a pandemic such as COVID-19 may not be fully recoverable.
▪The failure of third parties on which we rely, including our suppliers, customers, contractors, commercial banks and external business partners, to meet their respective obligations to the Company, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties.
▪The COVID-19 pandemic has significantly increased economic and demand uncertainty and has led to disruption and volatility in the global credit and financial markets, which increases the cost of capital and adversely impacts access to capital for both the Company and our customers and suppliers.
▪Commodity costs have become more volatile due to the COVID-19 outbreak. We expect continued commodity cost volatility, and our commodity hedging program might not sufficiently offset this volatility.
▪Disruptions or uncertainties related to the COVID-19 outbreak for a sustained period of time could result in delays or modifications to our strategic plans and initiatives and hinder our ability to achieve our strategic goals.
The extent to which the COVID-19 pandemic, or other outbreaks of disease or similar public health threats, materially and adversely impacts our business, financial condition and results of operations is highly uncertain and will depend on future developments. Such developments may include the geographic spread and duration of the virus, the severity of the disease and the actions that may be taken by various governmental authorities and other third parties in response to the outbreak. In addition, how quickly, and to what extent, normal economic and operating conditions can resume cannot be predicted, and the resumption of normal business operations may be delayed or constrained by lingering effects of the COVID-19 pandemic on our suppliers, third-party service providers, and/or customers.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release datedApril16, 2020 |
| 104 | Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document). |
SIGNATURE
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.
| WABASH NATIONAL CORPORATION | ||
|---|---|---|
| Date: April 16, 2020 | By: | /s/ Michael N. Pettit |
| Michael N. Pettit | ||
| Senior Vice President and Chief Financial Officer |
Document
Media Contact:
Dana Stelsel
Director, Corporate Communications
(765) 771-5766
dana.stelsel@wabashnational.com
Investor Relations:
Ryan Reed
Director, Investor Relations
(765) 490-5664
ryan.reed@wabashnational.com
Wabash National Issues Update on Strong Liquidity Position, Cost Containment Measures, and Schedules First Quarter 2020 Earnings Conference Call
LAFAYETTE, Ind. — Apr. 16, 2020 — Wabash National Corporation (NYSE: WNC) today issued an update on its liquidity position, cost containment measures and announced the date for its first quarter 2020 earnings conference call.
Liquidity Update
As of March 31, 2020, the Company’s total liquidity was $277 million with cash and cash equivalents of $155 million and $122 million of available borrowings under its existing revolving credit facility. As a result of uncertainty caused by COVID-19, the Company drew $45 million under its existing revolving credit facility in March 2020.
“Wabash National is well-positioned from a liquidity perspective as we have prepared for an eventual downturn in our industry over the last two years. We recently bolstered our cash balance by drawing on our revolving credit facility and we expect existing cash on hand to be more than adequate to cover cash needs over this extraordinary period of time,” said Chief Financial Officer Mike Pettit. “We have modeled numerous scenarios and we believe that even under the most extreme assumptions the Company has sufficient liquidity to comfortably meet its cash obligations for at least the next 12 months.”
Cost Containment Measures
The Company also announced plans to implement a two-week idling of operations and Company-wide furlough from April 20 to May 3. Customer support functions will continue to operate during the furlough.
“We are moving rapidly to adjust to the current environment while prioritizing the safety of our employees and ensuring the liquidity and financial well-being of the Company. We are taking the difficult, but necessary, decisions at all levels of the company to contain cost and preserve the strength of our balance sheet,” said President and Chief Executive Officer Brent Yeagy.
First Quarter 2020 Earnings Date
The Company-wide furlough and the ongoing impact of the COVID-19 pandemic will push the Company’s first quarter 2020 earnings conference call to May 14, 2020. The Company will webcast its quarterly earnings conference call to review and discuss its financial results for the first quarter 2020 beginning at 10:00 a.m. ET on May 14.
The call and an accompanying slide presentation will be accessible on the "Investors" section of Wabash National’s website, www.wabashnational.com, under the subheading "Events". The conference call will be accessible by dialing 844-778-4139, conference ID 8099552. A replay of the call will be available shortly after the conclusion of the presentation and will remain available for one year following the date of the call. Access to the replay will be available on the "Investors" section of Wabash National’s website under the subheading "Events".
Wabash National’s earnings press release, earnings slides and any other related presentation materials will be posted to the "Investors" section of Wabash National’s website by 7:00 a.m. ET on the date of the earnings call and will remain available following the call.
About Wabash National Corporation
As the innovation leader of engineered solutions for the transportation, logistics and distribution industries, Wabash National Corporation (NYSE: WNC) is changing how the world reaches you. Headquartered in Lafayette, Indiana, the company’s mission is to enable customers to succeed with breakthrough ideas and solutions that help them move everything from first to final mile. Wabash National designs and manufactures a diverse range of products, including: dry freight and refrigerated trailers, platform trailers, bulk tank trailers, dry and refrigerated truck bodies, structural composite panels and products, trailer aerodynamic solutions, and specialty food grade and pharmaceutical equipment. Its innovative products are sold under the following brand names: Wabash National^®^, Beall^®^, Benson^®^, Brenner^®^ Tank, Bulk Tank International, DuraPlate^®^, Extract Technology^®^, Supreme^®^, Transcraft^®^, Walker Engineered Products, and Walker Transport. Learn more at www.wabashnational.com.
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, all statements regarding the Company’s outlook for trailer and truck body shipments, backlog, expectations regarding demand levels for trailers, truck bodies, non-trailer equipment and our other diversified product offerings, pricing, profitability and earnings, cash flow and liquidity, opportunity to capture higher margin sales, new product innovations, our growth and diversification strategies, our expectations for improved financial performance during the course of the year and our expectations with regards to capital allocation. 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 a continued or prolonged shutdown or reduction of our operations, substantially reduced customer orders or sales volumes and supply disruptions due to the coronavirus (COVID-19) outbreak; the continued integration of Supreme into the Company’s business, adverse reactions to the transaction by customers, suppliers or strategic partners, uncertain economic conditions including the possibility that customer demand may not meet our expectations, increased competition, reliance on certain customers and corporate partnerships, risks of customer pick-up delays, shortages and costs of raw materials including the impact of tariffs or other international trade developments, risks in implementing and sustaining improvements in the Company’s manufacturing operations and cost containment,
dependence on industry trends and timing, supplier constraints, labor costs and availability, customer acceptance of and reactions to pricing changes and costs of indebtedness. 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.