Radiant Logistics Announces Results For Second Fiscal Quarter Ended December 31, 2012 Details Cost Synergies and Restructuring Charge in Connection with Recently Acquired Marvir Logistics

BELLEVUE, Wash., Feb. 11, 2013 /PRNewswire/ -- Radiant Logistics, Inc. (NYSE MKT: RLGT), a domestic and international logistics services company, today reported financial results for the three and six months ended December 31, 2012.

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Second Fiscal Quarter Financial Highlights (Quarter Ended December 31, 2012)

  • Total revenues increased 7.7% to $78.2 million in the second fiscal quarter of 2013 from $72.6 million for the comparable prior year period.
  • Net income attributable to common shareholders was $21,000, or $0.00 per basic and diluted share, for the second fiscal quarter of 2013, compared to net income attributable to common shareholders of $417,000, or $0.01 per basic and diluted share, for the comparable prior year period. 
  • During the second fiscal quarter of 2013, the Company received an arbitration award of $699,000, which was taken as an off-set to amounts otherwise due the former shareholders of DBA and recorded as a gain, net of legal expenses of $368,000.
  • During the second fiscal quarter of 2013, the Company recorded a one-time pre-tax restructuring charge of approximately $1.4 million from the termination of redundant facilities resulting from the recent acquisition of its Los Angeles based operating partner Marvir Logistics. Cost synergies of approximately $1,000,000 per year are expected in connection with this restructuring.
  • Adjusted net income attributable to common shareholders was $911,000, or $0.03 per basic and diluted share, for the second fiscal quarter of 2013, compared to adjusted net income attributable to common shareholders of $1,278,000, or $0.04 per basic and diluted share, for the comparable prior year period. Both periods are calculated by applying a normalized tax rate of 38% and excluding other items not considered part of regular operating activities.
  • Adjusted EBITDA was $2,034,000 for the second fiscal quarter of 2013, compared to adjusted EBITDA in the prior year comparable period of $1,941,000.

CEO Comments

"We made significant progress across a number of different fronts in this most recent quarter ended December 31, 2012," said Bohn Crain, Chairman and CEO. "We have been working diligently to address the challenges presented to us in connection with the DBA acquisition and view both the recent arbitration award and the Los Angeles restructuring as very positive developments as we head into calendar 2013. We expect to realize approximately $1.0 million per year in annualized savings from the elimination of redundant operating facilities in Los Angeles and have recorded a one-time, pre-tax restructuring charge of approximately $1.4 million in connection with our exit of the legacy facility operated by DBA."

"One of the benefits of our acquisition strategy is the ability to capture meaningful cost synergies as we consolidate and streamline our operations. We have been able to take advantage of similar cost savings opportunities in eliminating redundant back-office operations when acquiring other agent based networks like Adcom Worldwide in September of 2008 and DBA Distribution Services in April of 2011. But, the Marvir transaction (in combination with our legacy DBA operation in Los Angeles) represented our first real opportunity to fundamentally change our cost structure through station-level consolidation."

Crain continued: "As we have previously discussed, we do not believe that our results through December 31, 2012 are representative of the future earning power of the business, particularly with the costs of transitioning DBA's legacy back-office operations to Bellevue and the restructuring of our Los Angeles operations now behind us. Considering these along with Hurricane Sandy and the impact of other non-recurring items on our year-to-date results, we are withdrawing our full year guidance for our fiscal year ended June 30, 2013 and providing forward guidance for the upcoming quarter ending March 31, 2013 (our seasonally slowest quarter) with adjusted EBITDA in the range of $2.5 - $3.0 million on approximately $80.0 million in revenues which we believe better represents the go-forward earnings power of the business and equates to adjusted net income in the range of $1.2 - $1.5 million, or $0.03 - $0.04 per diluted share. A reconciliation of the Company's adjusted EBITDA to the most directly comparable GAAP measure appears later in this release."

Second Fiscal Quarter ended December 31, 2012 – Financial Results

For the three months ended December 31, 2012, Radiant reported net income attributable to common shareholders of $21,000 on $78.2 million of revenues, or $0.00 per basic and fully diluted share, including  a gain of $368,000 in connection with the DBA arbitration award and a loss of $1,439,000 associated with the lease termination for redundant facilities in Los Angeles.  For the three months ended December 31, 2011, Radiant reported net income attributable to common shareholders of $417,000 on $72.6 million of revenues, or $0.01 per basic and fully diluted share. 

For the three months ended December 31, 2012, Radiant reported adjusted net income attributable to common shareholders of $911,000, or $0.03 per basic and fully diluted share.  For the three months ended December 31, 2011, Radiant reported adjusted net income attributable to common shareholders of $1,278,000, or $0.04 per basic and per fully diluted share. 

The Company also reported adjusted EBITDA of $2,034,000 for the three months ended December 31, 2012, compared to adjusted EBITDA of $1,941,000 for the three months ended December 31, 2011.

Six Months ended December 31, 2012 – Financial Results

For the six months ended December 31, 2012, Radiant reported net income attributable to common shareholders of $424,000 on $157.3 million of revenues, or $0.01 per basic and fully diluted share, including a gain $368,000 in connection with the DBA arbitration and a loss of $1,439,000 associated with the lease termination for redundant facilities in Los Angeles. For the six months ended December 31, 2011, Radiant reported net income of $1,073,000 on $144.4 million of revenues, or $0.03 per basic and fully diluted share.

For the six months ended December 31, 2012, Radiant reported adjusted net income attributable to common shareholders of $2,294,000, or $0.07 per basic and $0.06 per fully diluted share.  For the six months ended December 31, 2011, Radiant reported adjusted net income attributable to common shareholders of $2,494,000, or $0.08 per basic and $0.07 per fully diluted share. 

The Company also reported adjusted EBITDA, of $4,540,000 for the six months ended December 31, 2012, compared to adjusted EBITDA of $3,580,000 for the comparable prior year period.

A reconciliation of the Company's adjusted net income and adjusted EBITDA to the most directly comparable GAAP measure for both the three and six month periods ending December 31, 2012 appears at the end of this release.

Network Expansion – Agent Station Conversions

On November 1, 2012, the Company completed the acquisition of the assets of its operating partner, Marvir Logistics, a privately held company based in Los Angeles, California that had operated under the Company's Airgroup brand since 2006.  The Company structured the transaction similar to its previous transactions with a portion of the expected purchase price payable in subsequent periods based on the future performance of the acquired operation.  The transaction is expected to provide meaningful cost synergies as it is combined with existing Company owned operations in Los Angeles.

On December 31, 2012, the Company completed the acquisition of its operating partner, International Freight Systems (IFS) of Oregon, a privately-held company based in Portland, Oregon, that had operated its airfreight division under the Company's Airgroup brand since January of 2007.  The Company structured the transaction similar to its previous acquisitions with a portion of the expected purchase price payable in subsequent periods based on the future performance of the acquired operation.  The transaction is expected to enhance the Company's ocean freight forwarding capabilities and industry knowledge in support of the forest products industry.

Other Significant Events

In December of 2012, the Company was awarded $699,000 in damages from the former shareholders of DBA Distribution Services, Inc., a company it purchased in March 2011, where, the arbitrator found that the DBA Shareholders breached certain representations and warranties of the purchase agreement.  In addition, the arbitrator found that Paul Pollara breached his noncompetition obligation to Radiant and enjoined Mr. Pollara from engaging in any activity in contravention of his obligations of noncompetition and nonsolicitation, including activities that relate to Santini Productions and his spouse, Bretta Santini Pollara until March 31, 2016. The Award was taken as an off-set against amounts otherwise due the former DBA Shareholders and recognized, net of associated legal costs, as a gain of $368,000 for the quarter ended December 31, 2012.

In December of 2012, the Company completed the integration of the recently acquired operations of Marvir Logistics with its legacy operations in Los Angeles, California.  The Company expects to realize annualized cost savings in excess of $1,000,000 per year principally from the lease termination for redundant operating facilities in Los Angeles. The Company recorded a one-time pre-tax restructuring charge of approximately $1.4 million for the quarter ended December 31, 2012. The charge primarily relates to the abandonment and sub-lease of the Company's legacy facility operated by DBA.

Reconciliation of Non-GAAP Financial Measures

This press release contains certain non-GAAP financial measures as defined under the Securities Exchange Commission ("SEC") rules such as adjusted net income, adjusted net income per share and earnings before interest, taxes, depreciation and amortization ("EBITDA"). We believe that supplemental disclosure of these amounts are important metrics used by management to evaluate and understand the performance of the ongoing operations of Radiant's business that eliminates depreciation, amortization and certain other non-cash costs and other significant items that are not part of regular operating activities. A reconciliation of adjusted net income, adjusted net income per share and adjusted EBITDA, to the most directly comparable GAAP measure is as follows:

(in thousands, except for earnings per share)




Outlook

March 31, 2013








Net income


$560 - $870








Net income per common share

      Basic


$0.02 - $0.03



      Diluted


$0.02 - $0.03








Weighted average shares outstanding:





Basic shares


33,036,270



Diluted shares


35,493,359








Reconciliation of net income to adjusted net income:





Net income


$560 - $870








Adjustments to net income:





Income tax expense (benefit)


340 – 530



Depreciation and amortization


875



Non-recurring legal costs


100



Amortization of loan fees and original issue discount


75



Adjusted net income before taxes


$1,950 - $2,450








Provision for income taxes at 38%


741 - 931








Adjusted net income


$1,209 - $1,519








Adjusted net income per common share:





Basic


$0.04 - $0.05



Diluted


$0.03 - $0.04





Reconciliation of net income to adjusted EBITDA:

 

Outlook

March 31, 2013








Net income


$560 - $870








Adjustments to net income:





Income tax expense (benefit)


340 – 530



Depreciation and amortization


875



Net interest expense


500








EBITDA


$2,275 - $2,775













Share-based compensation


125



Non-recurring legal costs


100








Adjusted EBITDA

$

$2,500 - $3,000








This supplemental financial information is presented for informational purposes only and is not a substitute for the financial information presented in accordance with accounting principles generally accepted in the United States.

Investor Conference Call

Radiant will host a conference call for shareholders and the investing community on Wednesday, February 13, 2013 at 4:00 pm, ET to discuss the contents of this release. The call can be accessed by dialing (877) 407-8031, or (201) 689-8031 for international participants, and is expected to last approximately 30 minutes. Callers are requested to dial in 5 minutes before the start of the call. An audio replay will be available for one week after the teleconference by dialing (877) 660-6853, or (201) 612-7415 for international callers, and using account number 286 and conference ID number 408613.

About Radiant Logistics (NYSE MKT: RLGT)

Radiant Logistics, Inc. (www.radiantdelivers.com) is a non-asset based transportation and logistics company providing domestic and international freight forwarding and fulfillment services through a network of company-owned and independent agent offices across North America.  The company operates under the Radiant, Airgroup, Adcom, and Distribution By Air brands servicing a diversified account base including manufacturers, distributors and retailers using a network of independent carriers and international agents positioned strategically around the world.

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management's expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to trends in the domestic and global economy, our ability to attract new and retain existing agency relationships, acquisitions and integration of acquired entities, availability of capital to support our acquisition strategy, our ability to maintain and improve  back office infrastructure and transportation and accounting information systems in a manner sufficient to service our revenues and network of operating locations, outcomes of legal proceedings, competition, management of growth, potential fluctuations in operating results, and government regulation. More information about factors that potentially could affect Radiant Logistics, Inc. financial results is included Radiant Logistics, Inc.'s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.

RADIANT LOGISTICS, INC.

Consolidated Balance Sheets

(unaudited)





DECEMBER 31,



JUNE 30,



2012



2012


ASSETS 








Current assets:








Cash and cash equivalents

$

1,724,587



$

66,888


Accounts receivable, net of allowance of $1,634,630 and $1,311,670, respectively


44,908,885




51,939,016


Current portion of employee and other receivables


311,421




201,451


Income tax deposit


150,544




11,248


Prepaid expenses and other current assets


2,589,033




2,573,531


Deferred tax asset


1,067,979




684,231


Total current assets


50,752,449




55,476,365










Furniture and equipment, net


1,548,941




1,735,157










Acquired intangibles, net


10,742,889




11,722,812


Goodwill


15,924,138




14,951,217


Employee and other receivables, net of current portion


114,039




162,088


Deposits and other assets


400,106




422,500


Deferred tax asset


701,171




33,259


Total long term assets


27,882,343




27,291,876


Total assets

$

80,183,733



$

84,503,398










LIABILITIES AND STOCKHOLDERS' EQUITY








Current liabilities:








Accounts payable and accrued transportation costs

$

36,647,528



$

41,406,451


Commissions payable


2,380,405




2,929,449


Other accrued costs


2,036,562




2,041,596


Current portion of notes payable to former shareholders of DBA


767,092




767,092


Amounts due to former shareholders of acquired operations


1,645,904




2,664,224


Current portion of lease termination liability


836,153




-


Current portion of contingent consideration


460,000




-


Other current liabilities


-




64,392


Total current liabilities


44,773,644




49,873,204










Notes payable and other long-term debt, net of current portion and debt discount


16,003,020




16,257,695


Contingent consideration, net of current portion


6,115,000




6,200,000


Lease termination liability, net of current portion


649,045




-


Deferred rent liability


588,906




680,521


Other long term liabilities


36,318




89,887


Total long term liabilities


23,392,289




23,228,103


Total liabilities


68,165,933




73,101,307


 

RADIANT LOGISTICS, INC.

Consolidated Balance Sheets (continued)

(unaudited)





DECEMBER 31,



JUNE 30,



2012



2012


Stockholders' equity:








Radiant Logistics, Inc. stockholders' equity:








Preferred stock, $0.001 par value, 5,000,000 shares authorized; no shares issued or

   outstanding


-




-


Common stock, $0.001 par value, 100,000,000 and 50,000,000 shares authorized,

   33,041,430 and 33,025,865 shares issued and outstanding, respectively


14,497




14,481


Additional paid-in capital


13,225,488




13,003,987


Deferred compensation


(16,773)




-


Retained deficit


(1,289,995)




(1,713,928)


Total Radiant Logistics, Inc. stockholders' equity


11,933,217




11,304,540


Non-controlling interest


84,583




97,551


Total stockholders' equity


12,017,800




11,402,091


Total liabilities and stockholders' equity

$

80,183,733



$

84,503,398


 

RADIANT LOGISTICS, INC.

Consolidated Statements of Operations

(unaudited)





THREE MONTHS ENDED

DECEMBER 31,


SIX MONTHS ENDED

DECEMBER 31,



2012


2011


2012


2011
















Revenue

$

78,177,757


$

72,613,729


$

157,326,215


$

144,446,773


Cost of transportation


56,652,509



52,365,148



113,562,525



102,959,272


Net revenues


21,525,248



20,248,581



43,763,690



41,487,501















Agent commissions


13,183,721



12,752,341



26,479,046



26,644,766


Personnel costs


3,845,875



3,078,281



7,603,247



5,972,019


Selling, general and administrative expenses


2,526,233



2,432,105



5,426,470



5,093,231


Transition and lease termination costs


1,544,454



279,743



1,544,454



562,379


Depreciation and amortization


1,015,367



599,913



2,135,171



990,306


Change in contingent consideration


(325,000)



-



(275,000)



-


Total operating expenses


21,790,650



19,142,383



42,913,388



39,262,701















Income (loss) from operations


(265,402)



1,106,198



850,302



2,224,800















Other income (expense):













Interest income


5,059



5,064



9,132



9,998


Interest expense


(512,690)



(211,269)



(1,008,021)



(303,357)


Gain on litigation settlement, net


368,162



-



368,162



-


Other


62,766



47,231



211,738



119,960


Total other expense


(76,703)



(158,974)



(418,989)



(173,399)















Income (loss) before income tax expense


(342,105)



947,224



431,313



2,051,401















Income tax benefit (expense)


397,656



(487,966)



57,652



(889,435)















Net income


55,551



459,258



488,965



1,161,966















Less: Net income attributable to non-controlling interest


(34,771)



(41,761)



(65,032)



(89,442)















Net income attributable to Radiant Logistics, Inc.

$

20,780


$

417,497


$

423,933


$

1,072,524















Net income per common share – basic and diluted

$

-


$

.01


$

.01


$

.03















Weighted average shares outstanding:













Basic shares


33,041,430



31,954,955



33,036,270



31,815,696


Diluted shares


35,384,437



34,874,343



35,493,359



34,742,154


RADIANT LOGISTICS, INC.
Reconciliation of Net Income to Adjusted Net Income, EBITDA, Adjusted EBITDA, and Reconciliation of Net Income per share to Adjusted Net Income per share
(unaudited)




As used in this report, Adjusted Net Income and Adjusted Net Income per Share, EBITDA and Adjusted EBITDA are not measures of financial performance or liquidity under United States Generally Accepted Accounting Principles ("GAAP"). Adjusted Net Income and Adjusted Net Income per Share, EBITDA and Adjusted EBITDA are presented herein because they are important metrics used by management to evaluate and understand the performance of the ongoing operations of Radiant's business. For Adjusted Net Income, management uses a 38% tax rate for calculating the provision for income taxes to normalize Radiant's tax rate to that of its competitors and to compare Radiant's reporting periods with difference effective tax rates. In addition, in arriving at Adjusted Net Income and Adjusted Net Income per Share, the Company adjusts for significant items that are not part of regular operating activities. These adjustments include acquisition costs, transition, severance and lease termination costs, unusual legal and claims settlement as well as depreciation and amortization and certain other non-cash charges.




Adjusted EBITDA means earnings before interest, income taxes, depreciation and amortization, which is then further adjusted for changes in contingent consideration stock-based compensation, acquisition, severance and lease termination costs and other non-cash charges consistent with the financial covenants of our senior credit facility. We believe that adjusted EBITDA, as presented, represents a useful method of assessing the performance of our operating activities, as it reflects our earnings trends without the impact of certain non-cash charges and other non-recurring charges. Adjusted EBITDA is also used by our creditors in assessing debt covenant compliance. We understand that although securities analysts frequently use EBITDA in their evaluation of companies, it is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the method of calculation. Adjusted Net Income and Adjusted Net income per Share, EBITDA and Adjusted EBITDA should not be considered in isolation or as a substitute for any of the consolidated statements of operations prepared in accordance with GAAP, or as an indication of Radiant's operating performance or liquidity.





THREE MONTHS ENDED

DECEMBER 31,


SIX MONTHS ENDED

DECEMBER 31,



2012


2011


2012


2011
















Net income

$

20,780


$

417,497


$

423,933


$

1,072,524















Net income per common share – basic and diluted

$

-


$

.01


$

.01


$

.03















Weighted average shares outstanding:













Basic shares


33,041,430



31,954,955



33,036,270



31,815,696


Diluted shares


35,384,437



34,874,343



35,493,359



34,742,154















Reconciliation of net income to adjusted net income:













Net income

$

20,780


$

417,497


$

423,933


$

1,072,524















Adjustments to net income:













Income tax expense (benefit)


(397,656)



487,966



(57,652)



889,435


Depreciation and amortization


1,015,367



599,913



2,135,171



990,306


Change in contingent consideration


(325,000)



-



(275,000)



-


Gain on litigation settlement


(368,162)



-



(368,162)



-


Lease termination costs


1,439,018



-



1,439,018



-


Acquisition related costs


39,337



188,022



39,337



256,818


Severance and transition costs associated with

  acquisitions


105,436



279,743



105,436



574,320


Non-recurring legal costs


(127,781)



68,833



123,413



219,157


Amortization of loan fees and original issue discount


68,727



19,361



134,735



19,361


Adjusted net income before taxes


1,470,066



2,061,335



3,700,229



4,021,921















Provision for income taxes at 38%


(558,625)



(783,307)



(1,406,087)



(1,528,330)















Adjusted net income

$

911,441


$

1,278,028


$

2,294,142


$

2,493,591















Adjusted net income per common share:













Basic

$

.03


$

.04


$

.07


$

.08


Diluted

$

.03


$

.04


$

.06


$

.07


 





THREE MONTHS ENDED

DECEMBER 31,


SIX MONTHS ENDED

DECEMBER 31,


Reconciliation of net income to adjusted EBITDA:

2012


2011


2012


2011
















Net income

$

20,780


$

417,497


$

423,933


$

1,072,524















Adjustments to net income:













Income tax expense (benefit)


(397,656)



487,966



(57,652)



889,435


Depreciation and amortization


1,015,367



599,913



2,135,171



990,306


Net interest expense


507,631



206,205



998,889



293,359















EBITDA


1,146,122



1,711,581



3,500,341



3,245,624




























Share-based compensation


103,243



41,165



204,744



65,409


Change in contingent consideration


(325,000)



-



(275,000)



-


Gain on litigation settlement


(368,162)



-



(368,162)



-


Lease termination costs


1,439,018



-



1,439,018



-


Acquisition related costs


39,337



188,022



39,337



268,759















Adjusted EBITDA

$

2,034,558


$

1,940,768


$

4,540,278


$

3,579,792















SOURCE Radiant Logistics, Inc.



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