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      Greenbrier Reports First Quarter Results

      ~ Announces orders of 4,500 railcars valued at $450 million

      ~~ Strong post-quarter orders for 4,400 units were driven by international sources

      ~~ Board increases dividend 8%

      ~~ Affirms $15 million synergy target


      News provided by

      The Greenbrier Companies, Inc.

      Jan 08, 2020, 06:00 ET

      Share this article

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      LAKE OSWEGO, Ore., Jan. 8, 2020 /PRNewswire/ -- The Greenbrier Companies, Inc. (NYSE: GBX) today reported financial results for its first fiscal quarter ended November 30, 2019.

      First Quarter Highlights

      • Net earnings attributable to Greenbrier for the quarter were $7.7 million, or $0.23 per diluted share, on revenue of $769.4 million. Quarterly results include $2.2 million, net of tax, ($0.07 per share) of integration and acquisition-related expenses from the American Railcar Industries (ARI) acquisition.
      • Adjusted net earnings attributable to Greenbrier for the quarter were $9.9 million, or $0.30 per diluted share, excluding $0.07 of ARI integration and acquisition-related expenses.
      • Adjusted EBITDA for the quarter was $74.2 million, or 9.6% of revenue.
      • Pre-tax ARI synergies of $2.8 million were achieved in the quarter. Annual synergy target of $15.0 million is affirmed.
      • Orders for 4,500 diversified railcars were received during the quarter, valued at $450 million.
      • Orders subsequent to Q1 exceed 4,400 units driven by international sources, including a significant multi-year order in Brazil for new railcars. Additionally, an agreement to rebuild nearly 850 Brazilian railcars was finalized.
      • New railcar backlog as of November 30, 2019 was 28,500 units with an estimated value of $3.1 billion. Subsequent to the quarter, Greenbrier agreed in principle to remove 575 units in backlog in exchange for financial consideration.
      • New railcar deliveries totaled 6,200 units for the quarter.
      • Board increases quarterly dividend 8.0% to $0.27 per share, payable on February 18, 2020 to shareholders as of January 28, 2020.

      William A. Furman, Chairman and CEO, said, "Greenbrier's strategy of strengthening its core North American market, international diversification, talent development and growing the business at scale is working. Employees performed well as we continued the integration of our largest-ever acquisition in North America. The synergies Greenbrier sought in acquiring the ARI manufacturing assets yielded $2.8 million in the first quarter, a good start toward achieving the fiscal 2020 synergy target of $15 million. Despite a weak North American freight railcar market, Greenbrier secured worldwide orders in the first quarter of 4,500 units valued at $450 million. Subsequent to quarter-end, Greenbrier received orders for nearly 4,400 railcars including a large multi-year order for our Greenbrier-Maxion JV in Brazil. Europe also recorded strong post-quarter orders. Included in post-quarter orders was a large award in North America from a customer in Saudi Arabia.  These orders underline the traction Greenbrier is gaining internationally and the power of a developing globally integrated model. The December orders, along with Greenbrier's backlog of 28,500 units at November 30, worth more than $3 billion, provide good global visibility. Given overall progress through the first three months, we are on track to achieve our guidance for the year, although quarterly performance will not be linear." 

      Furman added, "Greenbrier's uneven performance in the first quarter of fiscal 2020 fell short of our expectations. Operating inefficiencies and component supply issues triggered lost production days and reduced production at one of our newly-acquired ARI facilities. Therefore, a higher proportion of quarterly railcar deliveries originated from our 50/50 joint venture at GIMSA in Mexico, which impacted net earnings. The operating inefficiencies and supplier issues are being addressed."

      Furman concluded, "Looking ahead, fiscal 2020 remains a year of execution and responsiveness to a rapidly changing demand environment. The ARI integration is complex, but progressing favorably. Likewise, we are continuing remedial actions at Greenbrier Rail Services including Repair, and expect these operations to improve through the year. Our focus remains on managing recent acquisitions, generating positive cash flow, and creating long-term shareholder value through efficient capital allocation."

      Fiscal 2020 Outlook

      Based on current business trends and production schedules for fiscal 2020, Greenbrier believes:

      • Deliveries will be 26,000 – 28,000 units including Greenbrier-Maxion (Brazil) (which will account for approximately 2,000 units).
      • Revenue will be approximately $3.5 billion.
      • Adjusted diluted EPS will be $2.60 – $3.00 excluding approximately $20 – $25 million of pre-tax integration and acquisition-related expenses from the ARI acquisition.

      As noted in the "Safe Harbor" statement, there are risks to achieving this guidance.  Certain orders and backlog in this release are subject to customary documentation and completion of terms.

       Financial Summary

       

      Q1 FY20

      Q4 FY19

      Sequential Comparison – Main Drivers

      Revenue

      $769.4M

      $914.2M

      Lower deliveries than record Q4 activity

      Gross margin

      12.0%

      14.6%

      Inefficiencies due to production delays and minimal syndication activity

      Selling and

      administrative expense

      $54.4M

      $60.6M

      Q1 reflects full quarter of acquired operations while Q4 included $11.0 million of acquisition expense

      Interest and foreign exchange

      $12.9M

      $7.5M

      Increased debt levels associated with July 2019 acquisition

      Adjusted EBITDA

      $74.2M

      $109.4M

      Primarily lower operating margin

      Effective tax rate

      20.7%

      25.0%

      Impact of discrete items and GIMSA JV earnings

      Earnings (Loss) from

      unconsolidated affiliates

      $1.1M

      ($0.9M)

      Strong performance at JV acquired as part of ARI and improved performance in Brazil

      Net earnings attributable

      to noncontrolling interest

      $16.3M

      $15.7M

      Continued strong performance at GIMSA JV

      Adjusted net earnings attributable to Greenbrier

      $9.9M(1)

      $43.3M(2)

      Lower revenue, deliveries and operating margin versus strong Q4

      Adjusted diluted EPS

      $0.30(1)

      $1.31(2)

       
         

      (1) 

      Excludes expense of $2.2 million ($0.07 per share), net of tax, associated with ARI integration and acquisition-related expenses.

      (2)  

      Excludes expense of $8.2 million ($0.25 per share), net of tax, associated with ARI acquisition expenses.

      Segment Summary

       

      Q1 FY20

      Q4 FY19

      Sequential Comparison – Main Drivers

      Manufacturing

        Revenue

      $657.4M

      $802.1M

      Fewer deliveries than record Q4, reflecting production delays and minimal syndication activity

        Gross margin

      11.5%

      14.5%

      Inefficiencies due to production delays and minimal syndication activity

        Operating margin (1)

      8.1%

      11.8%

       

        Deliveries (2)

      5,900

      7,300

      Fewer deliveries than record Q4

      Wheels, Repair & Parts

        Revenue

      $86.6M

      $85.7M

      Improved mix partially offset by lower volume of wheels

        Gross margin

      5.4%

      4.7%

      Benefit of efficiency improvements and cost containment in Repair

        Operating margin (1)

      1.3%

      (0.2%)

       

      Leasing & Services

        Revenue

      $25.4M

      $26.4M

       

        Gross margin

      47.3%

      50.7%

      Lower interim rent on certain railcars

        Operating margin (1) (3)

      38.5%

      41.2%

       
         

      (1)

      See supplemental segment information on page 9 for additional information.

      (2)

      Excludes Brazil deliveries which are not consolidated into manufacturing revenue and margins.

      (3)

      Includes Net gain on disposition of equipment, which is excluded from gross margin. 

      Conference Call

      Greenbrier will host a teleconference to discuss its first quarter 2020 results. In conjunction with this news release, Greenbrier has posted a supplemental earnings presentation to our website. 
      Teleconference details are as follows:

      • January 8, 2020
      • 8:00 a.m. Pacific Standard Time
      • Phone: 1-630-395-0143, Password: "Greenbrier"
      • Real-time Audio Access: ("Newsroom" at http://www.gbrx.com)

      Please access the site 10 minutes prior to the start time. 

      About Greenbrier

      Greenbrier, headquartered in Lake Oswego, Oregon, is a leading international supplier of equipment and services to global freight transportation markets. Greenbrier designs, builds and markets freight railcars and marine barges in North America. Greenbrier Europe is an end-to-end freight railcar manufacturing, engineering and repair business with operations in Poland, Romania and Turkey that serves customers across Europe and in the nations of the Gulf Cooperation Council. Greenbrier builds freight railcars and rail castings in Brazil through two separate strategic partnerships. We are a leading provider of freight railcar wheel services, parts, repair, refurbishment and retrofitting services in North America through our wheels, repair & parts business unit.  Greenbrier offers railcar management, regulatory compliance services and leasing services to railroads and related transportation industries in North America. Through unconsolidated joint ventures, we produce industrial and rail castings, tank heads and other components. Greenbrier owns a lease fleet of 9,300 railcars and performs management services for 385,000 railcars. Learn more about Greenbrier at www.gbrx.com.

      Adjusted Financial Metric Definition

      Adjusted EBITDA, Adjusted net earnings attributable to Greenbrier, Adjusted diluted EPS and Adjusted diluted EPS range excluding integration and acquisition-related expenses from the ARI acquisition 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 before Interest and foreign exchange, Income tax expense (benefit), Depreciation and amortization and excluding 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. 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.

      Adjusted net earnings attributable to Greenbrier and Adjusted diluted EPS excludes the impact associated with items we do not believe are indicative of our core business or which affect comparability. Adjusted diluted EPS range excluding integration and acquisition-related expenses from the ARI acquisition excludes integration and acquisition-related expenses from the ARI acquisition. We believe this assists in comparing our performance across reporting periods.

      THE GREENBRIER COMPANIES, INC.

      Consolidated Balance Sheets

      (In thousands, unaudited)

       
       

      November 30,

      2019

      August 31,

      2019

      May 31,

      2019

      February 28,

      2019

      November 30,

      2018

      Assets

               

         Cash and cash equivalents

      $       253,602

      $       329,684

      $      359,625

      $      341,500

      $      462,797

         Restricted cash

      8,648

      8,803

      21,471

      21,584

      8,872

         Accounts receivable, net 

      313,786

      373,383

      330,385

      335,732

      306,917

         Inventories

      733,806

      664,693

      592,099

      574,146

      492,573

         Leased railcars for syndication

      135,319

      182,269

      130,489

      163,472

      233,415

         Equipment on operating leases, net

      396,187

      366,688

      376,241

      381,336

      317,282

         Property, plant and equipment, net

      730,730

      717,973

      478,502

      472,739

      461,120

         Investment in unconsolidated affiliates

      85,141

      91,818

      53,036

      58,685

      58,682

         Intangibles and other assets, net

      162,089

      125,379

      97,022

      101,284

      95,958

         Goodwill

      129,468

      129,947

      74,318

      82,743

      77,508

       

      $   2,948,776

      $   2,990,637

      $   2,513,188

      $   2,533,221

      $  2,515,124

                 

      Liabilities and Equity

               

         Revolving notes

      $         29,502

      $         27,115

      $         25,952

      $         22,323

      $        22,189

         Accounts payable and accrued liabilities

      527,789

      568,360

      473,106

      474,863

      438,304

         Deferred income taxes

      9,417

      13,946

      12,089

      29,481

      30,631

         Deferred revenue

      59,657

      85,070

      76,170

      91,533

      108,566

         Notes payable, net

      817,830

      822,885

      483,918

      486,107

      487,764

                 

      Contingently redeemable noncontrolling interest

      31,723

      31,564

      24,722

      25,637

      28,449

                 

         Total equity - Greenbrier

      1,281,808

      1,276,730

      1,262,315

      1,257,818

      1,257,631

         Noncontrolling interest

      191,050

      164,967

      154,916

      145,459

      141,590

         Total equity

      1,472,858

      1,441,697

      1,417,231

      1,403,277

      1,399,221

       

      $   2,948,776

      $   2,990,637

      $   2,513,188

      $   2,533,221

      $  2,515,124

      THE GREENBRIER COMPANIES, INC.

      Consolidated Statements of Income

      (In thousands, except per share amounts, unaudited)

       
       

      Three Months Ended

      November 30,

       

      2019

       

      2018

       

      Revenue

             

              Manufacturing

      $        657,367

       

      $       471,789

       

              Wheels, Repair & Parts

      86,608

       

      108,543

       

              Leasing & Services

      25,384

       

      24,191

       
       

      769,359

       

      604,523

       

      Cost of revenue

             

              Manufacturing

      581,912

       

      417,805

       

              Wheels, Repair & Parts

      81,892

       

      100,978

       

              Leasing & Services

      13,366

       

      13,207

       
       

      677,170

       

      531,990

       
               

      Margin

      92,189

       

      72,533

       
               

      Selling and administrative expense

      54,364

       

      50,432

       

      Net gain on disposition of equipment

      (3,959)

       

      (14,353)

       

      Earnings from operations

      41,784

       

      36,454

       
               

      Other costs

             

      Interest and foreign exchange

      12,852

       

      4,404

       

      Earnings before income taxes and earnings from

          unconsolidated affiliates

      28,932

       

      32,050

       

      Income tax expense

      (5,994)

       

      (9,135)

       

      Earnings before earnings from unconsolidated affiliates

      22,938

       

      22,915

       

      Earnings from unconsolidated affiliates

      1,073

       

      467

       

      Net earnings

      24,011

       

      23,382

       

      Net earnings attributable to noncontrolling interest

      (16,342)

       

      (5,426)

       

      Net earnings attributable to Greenbrier

      $             7,669

       

      $         17,956

       
               

      Basic earnings per common share:

      $              0.24

       

      $             0.55

       
               

      Diluted earnings per common share:

      $              0.23

       

      $             0.54

       
               

      Weighted average common shares:

             

      Basic

      32,629

       

      32,640

       

      Diluted

      33,284

       

      33,093

       
               

      Dividends declared per common share

      $              0.25

       

      $              0.25

       

      THE GREENBRIER COMPANIES, INC.

      Consolidated Statements of Cash Flows

      (In thousands, unaudited)

       
         

       Three Months Ended

      November 30,

      2019

       

      2018

       

      Cash flows from operating activities

                 

          Net earnings

       

      $

      24,011

      $

      23,382

       

          Adjustments to reconcile net earnings to net cash used in

           operating activities:

                 

            Deferred income taxes

         

      (6,515)

       

      (2,360)

       

            Depreciation and amortization

         

      29,335

       

      20,700

       

            Net gain on disposition of equipment

         

      (3,959)

       

      (14,353)

       

            Accretion of debt discount

         

      1,350

       

      1,076

       

            Stock based compensation expense

         

      3,157

       

      3,194

       

           Noncontrolling interest adjustments

         

      1,736

       

      3,920

       

            Other

         

      (391)

       

      286

       

            Decrease (increase) in assets:

                 

                Accounts receivable, net

         

      58,488

       

      54,834

       

                Inventories

         

      (69,662)

       

      (63,045)

       

                Leased railcars for syndication

         

      (13,132)

       

      (116,726)

       

                Other

         

      (37,304)

       

      (392)

       

            Increase (decrease) in liabilities:

                 

                Accounts payable and accrued liabilities

         

      (47,421)

       

      (10,949)

       

                Deferred revenue

         

      (10,012)

       

      3,314

       

          Net cash used in operating activities

         

      (70,319)

       

      (97,119)

       

      Cash flows from investing activities

                 

          Proceeds from sales of assets

         

      27,463

       

      34,497

       

          Capital expenditures

         

      (23,216)

       

      (28,677)

       

         Investment in and advances to unconsolidated affiliates

         

      (1,500)

       

      (11,393)

       

         Cash distribution from unconsolidated affiliates and other

         

      4,452

       

      1,784

       

          Net cash provided by (used in) investing activities

         

      7,199

       

      (3,789)

       

      Cash flows from financing activities

                 

          Net change in revolving notes with maturities of 90 days or less

         

      2,399

       

      (4,840)

       

          Proceeds from issuance of notes payable

         

      -

       

      225,000

       

          Repayments of notes payable

         

      (9,749)

       

      (173,453)

       

          Debt issuance costs

         

      (4)

       

      (2,766)

       

          Dividends

         

      (343)

       

      (467)

       

          Cash distribution to joint venture partner

         

      (4,531)

       

      (3,185)

       

          Tax payments for net share settlement of restricted stock

         

      (1,870)

       

      (4,747)

       

          Net cash provided by (used in) financing activities

         

      (14,098)

       

      35,542

       

      Effect of exchange rate changes

         

      981

       

      (2,439)

       

      Decrease in cash, cash equivalents and restricted cash

         

      (76,237)

       

      (67,805)

       

      Cash and cash equivalents and restricted cash

                 

          Beginning of period

         

      338,487

       

      539,474

       

          End of period

       

      $

      262,250

      $

      471,669

       

      Balance Sheet Reconciliation

                 

          Cash and cash equivalents

       

      $

      253,602

      $

      462,797

       

          Restricted cash

         

      8,648

       

      8,872

       

          Total cash and cash equivalents and restricted cash as presented above

       

      $

      262,250

      $

      471,669

       

      THE GREENBRIER COMPANIES, INC.

      Supplemental Information

       (In thousands, except per share amounts, unaudited)

       

      Operating Results by Quarter for 2019 are as follows:

       

      First

       

      Second

       

      Third

       

      Fourth

       

      Total

       
                           

      Revenue

                         

         Manufacturing

      $    471,789

       

      $    476,019

       

      $    681,588

       

      $    802,103

       

      $ 2,431,499

       

         Wheels, Repair & Parts

      108,543

       

      125,278

       

      124,980

       

      85,701

       

      444,502

       

         Leasing & Services

      24,191

       

      57,374

       

      49,584

       

      26,441

       

      157,590

       
       

      604,523

       

      658,671

       

      856,152

       

      914,245

       

      3,033,591

       

      Cost of revenue

                         

         Manufacturing

      417,805

       

      442,996

       

      590,788

       

      686,036

       

      2,137,625

       

         Wheels, Repair & Parts

      100,978

       

      118,455

       

      119,821

       

      81,636

       

      420,890

       

         Leasing & Services

      13,207

       

      43,376

       

      38,971

       

      13,036

       

      108,590

       
       

      531,990

       

      604,827

       

      749,580

       

      780,708

       

      2,667,105

       
                           

      Margin

      72,533

       

      53,844

       

      106,572

       

      133,537

       

      366,486

       
                           

      Selling and administrative expense

      50,432

       

      47,892

       

      54,377

       

      60,607

       

      213,308

       

      Net gain on disposition of equipment

      (14,353)

       

      (12,102)

       

      (11,019)

       

      (3,489)

       

      (40,963)

       

      Goodwill impairment

      -

       

      -

       

      10,025

       

      -

       

      10,025

       

      Earnings from operations

      36,454

       

      18,054

       

      53,189

       

      76,419

       

      184,116

       
                           

      Other costs

                         

      Interest and foreign exchange

      4,404

       

      9,237

       

      9,770

       

      7,501

       

      30,912

       

      Earnings before income tax and earnings (loss) from unconsolidated affiliates

      32,050

       

      8,817

       

      43,419

       

      68,918

       

      153,204

       

      Income tax expense

      (9,135)

       

      (2,248)

       

      (13,008)

       

      (17,197)

       

      (41,588)

       

      Earnings before earnings (loss) from unconsolidated affiliates

      22,915

       

      6,569

       

      30,411

       

      51,721

       

      111,616

       

      Earnings (loss) from unconsolidated affiliates

      467

       

      (786)

       

      (4,564)

       

      (922)

       

      (5,805)

       

      Net earnings

      23,382

       

      5,783

       

      25,847

       

      50,799

       

      105,811

       

      Net earnings attributable to  

         noncontrolling interest

      (5,426)

       

      (3,018)

       

      (10,599)

       

      (15,692)

       

      (34,735)

       

      Net earnings attributable to Greenbrier

      $       17,956

       

      $         2,765

       

      $      15,248

       

      $      35,107

       

      $      71,076

       
                           

      Basic earnings per common share (1)

      $           0.55

       

      $           0.08

       

      $           0.47

       

      $           1.08

       

      $           2.18

       

      Diluted earnings per common share (1)

      $           0.54

       

      $           0.08

       

      $           0.46

       

      $           1.06

       

      $           2.14

       
         

      (1)

      Quarterly amounts do not total to the year to date amount as each period is calculated discretely. Diluted EPS is calculated by including the dilutive effect, using the treasury stock method, associated with shares underlying the 2.875% Convertible notes, 2.25% Convertible notes, restricted stock units that are not considered participating securities and performance based restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved.

      THE GREENBRIER COMPANIES, INC.

       

      Supplemental Information

       

       (In thousands, unaudited)

       
         

      Segment Information

       
         

      Three months ended November 30, 2019:

                       
       

      Revenue

       

      Earnings (loss) from operations

       
       

      External

       

      Intersegment

       

        Total

       

      External

       

      Intersegment

       

      Total

       

      Manufacturing

      $           657,367

       

      $                    97

       

      $         657,464

       

      $           53,143

       

      $                  (23)

       

      $       53,120

       

      Wheels, Repair & Parts

      86,608

       

      5,851

       

      92,459

       

      1,114

       

      (342)

       

      772

       

      Leasing & Services

      25,384

       

      1,749

       

      27,133

       

      9,777

       

      1,289

       

      11,066

       

      Eliminations

      -

       

      (7,697)

       

      (7,697)

       

      -

       

      (924)

       

      (924)

       

      Corporate

      -

       

      -

       

      -

       

      (22,250)

       

      -

       

      (22,250)

       
       

      $           769,359

       

      $                      -

       

      $         769,359

       

      $           41,784

       

      $                      -

       

      $      41,784

       
                         

      Three months ended August 31, 2019:

                       
       

      Revenue

       

      Earnings (loss) from operations

       
       

      External

       

      Intersegment

       

        Total

       

      External

       

      Intersegment

       

      Total

       

      Manufacturing

      $           802,103

       

      $             14,829

       

      $         816,932

       

      $           94,628

       

      $               1,579

       

      $       96,207

       

      Wheels, Repair & Parts

      85,701

       

      11,826

       

      97,527

       

      (191)

       

      640

       

      449

       

      Leasing & Services

      26,441

       

      13,482

       

      39,923

       

      10,883

       

      13,061

       

      23,944

       

      Eliminations

      -

       

      (40,137)

       

      (40,137)

       

      -

       

      (15,280)

       

      (15,280)

       

      Corporate

      -

       

      -

       

      -

       

      (28,901)

       

      -

       

      (28,901)

       
       

      $           914,245

       

      $                      -

       

      $         914,245

       

      $           76,419

       

      $                      -

       

      $      76,419

       
           

      Total assets

       
           

         November 30,

      2019

       

      August 31,

      2019

       

      Manufacturing

      $            1,568,338

       

      $          1,606,571

       

      Wheels, Repair & Parts

      317,786

       

      306,725

       

      Leasing & Services

      776,724

       

      708,799

       

      Unallocated

      285,928

       

      368,542

       
       

      $            2,948,776

       

      $          2,990,637

       

      THE GREENBRIER COMPANIES, INC.

      Supplemental Information

      (In thousands, excluding backlog and delivery units, unaudited)

       

      Reconciliation of Net earnings to Adjusted EBITDA

       
           

      Three Months Ended

         
           

      November 30,

      2019

       

      August 31,

      2019

         

      Net earnings

      $               24,011

       

      $           50,799

         

      Interest and foreign exchange

      12,852

       

      7,501

         

      Income tax expense

      5,994

       

      17,197

         

      Depreciation and amortization

      29,335

       

      22,898

         

      ARI integration & acquisition-related costs

      1,991

       

      10,971

         

      Adjusted EBITDA

      $             74,183

       

      $         109,366

         
                   
           

      Three Months

      Ended

         

      November 30,

      2019

      Backlog Activity (units) (1)

               

      Beginning backlog

      30,300

         

      Orders received

      4,500

         

      Production held as Leased railcars for syndication

      (300)

         

      Production sold directly to third parties

      (6,000)

         

      Ending backlog

      28,500

         
             

      Delivery Information (units) (1)

           

      Production sold directly to third parties

      6,000

         

      Sales of Leased railcars for syndication

      200

         

      Total deliveries

      6,200

         
         

      (1)

      Includes Greenbrier-Maxion, our Brazilian railcar manufacturer, which is accounted for under the equity method

      THE GREENBRIER COMPANIES, INC.

      Supplemental Information

       (In thousands, except per share amounts, unaudited)

       

      Reconciliation of common shares outstanding

       

      The shares used in the computation of the Company's basic and diluted earnings per common share are reconciled as follows:

       
       

      Three Months Ended

       

      November 30,

      2019

      August 31,

      2019

      Weighted average basic common shares outstanding (1)

      32,629

      32,591

      Dilutive effect of convertible notes (2)

      -

      -

      Dilutive effect of restricted stock units (3)

      655

      585

      Weighted average diluted common shares outstanding

      33,284

      33,176

         

      (1)

      Restricted stock grants and restricted stock units that are considered participating securities, including some grants subject to certain performance criteria, are included in weighted average basic common shares outstanding when the Company is in a net earnings position.

      (2)

      The dilutive effect of the 2.875% Convertible notes issued in February 2017 and the 2.25% Convertible notes issued in July 2019 were excluded for the periods in which they were outstanding as the average stock price was less than the applicable conversion price and therefore was anti-dilutive.

      (3)

      Restricted stock units that are not considered participating securities and restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved, are included in weighted average diluted common shares outstanding when the Company is in a net earnings position.

      Reconciliation of Net earnings attributable to Greenbrier to Adjusted net earnings attributable to Greenbrier

         
       

      Three Months Ended

       

      November 30,
      2019

       

      August 31,

      2019

      Net earnings attributable to Greenbrier

      $                   7,669

       

      $             35,107

      ARI integration and acquisition-related costs, net of tax

      2,218

       

      8,228

      Adjusted net earnings attributable to Greenbrier

      $                   9,887

       

      $              43,335

      Reconciliation of Diluted earnings per share to Adjusted diluted earnings per share

       
         

      Three Months Ended

         

      November 30,

      2019

       

      August 31,

      2019

      Diluted earnings per share

       

      $                      0.23

       

      $                 1.06

      ARI integration and acquisition-related costs, net of tax

       

      0.07

       

      0.25

      Adjusted diluted earnings per share

       

      $                      0.30

       

      $                  1.31

      "SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:  This press release may contain forward-looking statements, including any statements that are not purely statements of historical fact. Greenbrier uses words, and variations of words, such as "affirms," "anticipates," "believes," "forecast," "potential," "goal," "contemplates," "expects," "intends," "plans," "projects," "hopes," "seeks," "estimates," "strategy," "could," "would," "should," "likely," "will," "may," "can," "designed to," "future," "foreseeable future" and similar expressions to identify forward-looking statements. These forward-looking statements include, without limitation, the information under the heading "Fiscal 2020 Outlook", "Supplemental Information – 2020 Fiscal Year Guidance and Outlook", and any other information regarding future performance and strategies. 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 cyclical nature of our business, economic downturns and a rising interest rate environment; changes in our product mix due to shifts in demand or fluctuations in commodity and energy prices; a decline in performance or demand of the rail freight industry; an oversupply or increase in efficiency in the rail freight industry; difficulty integrating acquired businesses or joint ventures; inability to convert backlog to future revenues; risks related to our operations outside of the U.S., including anti-bribery violations; governmental policy changes impacting international trade and corporate tax; the loss of or reduction of business from one or more of our limited number of customers; inability to lease railcars at satisfactory rates, or realize expected residual values on sale of railcars at the end of a lease; shortages of skilled labor, increased labor costs, or failure to maintain good relations with our workforce; equipment failures, technological failures, costs and inefficiencies associated with changing of production lines, or transfer of production between facilities; inability to compete successfully; suitable joint ventures, acquisition opportunities and new business endeavors may not be identified or concluded; inability to complete capital expenditure projects efficiently, or to cause capital expenditure projects to operate as anticipated; inability to design or manufacture products or technologies, or to achieve timely certification or market acceptance of new products or technologies; unsuccessful relationships with our joint venture partners; environmental liabilities, including the Portland Harbor Superfund Site; the timing of our asset sales and related revenue recognition may result in comparisons between fiscal periods not being accurate indicators of future performance; attrition within our management team or unsuccessful succession planning for members of our senior management team and other key employees who are at or nearing retirement age; changes in the credit markets and the financial services industry; volatility in the global financial markets; our actual results differing from our announced expectations; fluctuations in the availability and price of energy, freight transportation, steel and other raw materials; inability to procure specialty components or services on commercially reasonable terms or on a timely basis from a limited number of suppliers; our existing indebtedness may limit our ability to borrow additional amounts in the future, may expose us to increasing interest rates, and may expose us to a material adverse effect on our business if we are unable to service our debt or obtain additional financing; train derailments or other accidents or claims; changes in or failure to comply with legal and regulatory requirements; an adverse outcome in any pending or future litigation or investigation; potential misconduct by employees; labor strikes or work stoppages; the volatility of our stock price; dilution to investors resulting from raising additional capital or due to other reasons;  product and service warranty claims; misuse of our products by third parties; write-downs of goodwill or intangibles in future periods; conversion at our option of our outstanding convertible notes resulting in dilution to our then-current stockholders; as a holding company with no operations, our reliance on our subsidiaries and joint ventures and their ability to make distributions to us; our governing documents, the terms of our convertible notes, and Oregon law could make a change of control or acquisition of our business by a third party difficult; the discretion of our Board of Directors to pay or not pay dividends on our common stock; fluctuations in foreign currency exchange rates; inability to raise additional capital to operate our business and achieve our business objectives; shareholder activism could cause us to incur significance expense, impact our stock price, and hinder execution of our business strategy; cybersecurity risks; updates or changes to our information technology systems resulting in problems; inability to protect our intellectual property and prevent its improper use by third parties; claims by third parties that our products or services infringe their intellectual property rights; liability for physical damage, business interruption or product liability claims that exceed our insurance coverage; inability to procure adequate insurance on a cost-effective basis; changes in accounting standards or inaccurate estimates or assumptions in the application of accounting policies; fires, natural disasters, severe weather conditions or public health crises; unusual weather conditions which reduce demand for our wheel-related parts and repair services; business, regulatory, and legal developments regarding climate change which may affect the demand for our products or the ability of our critical suppliers to meet our needs; repercussions from terrorist activities or armed conflict; unanticipated changes in our tax provisions or exposure to additional income tax liabilities; the inability of certain of our customers to utilize tax benefits or tax credits; and suspension or termination of our share repurchase program. More information on these risks and other 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 reports on Form 10-K and subsequent Form 10-Q filing. 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.

      SOURCE The Greenbrier Companies, Inc.

      Modal title

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