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RailAmerica, Inc. Reports Fourth Quarter and Full Year 2009 Results


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RailAmerica, Inc.

Feb 24, 2010, 07:44 ET

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JACKSONVILLE, Fla., Feb. 24 /PRNewswire-FirstCall/ --

Fourth Quarter Highlights

  • Operating income of $14.2 million, after $6.3 million expense related to initial public offering (IPO)(1).
  • Adjusted EBITDA(2) $33.5 million up 1% from fourth quarter 2008.
  • Net cash provided by operating activities of $4.4 million versus $6.9 million in fourth quarter 2008.
  • Strengthened balance sheet; year-end cash of $190.2 million.

RailAmerica, Inc. (NYSE: RA) today reported financial results for the quarter and year ended December 31, 2009.  Reported results reflect the Ottawa Valley Railway (OVR) as a discontinued operation.  In December 2009, the Company received C$73 million gross proceeds upon the termination of its lease of the OVR.

Compared to the prior year period, Adjusted EBITDA(2) increased 1% to $33.5 million for fourth quarter 2009.  Net cash provided by operating activities was $4.4 million and $6.9 million, respectively, for the fourth quarters of 2009 and 2008.

John Giles, RailAmerica's President and Chief Executive Officer, said, "In the fourth quarter we posted solid financial results as we increased Adjusted EBITDA 1% to $33.5 million in a challenging economic environment.  Excluding the $6.3 million IPO-related charge our operating income was up 7% for the quarter to $20.5 million.  This was a result of our continued focus on running safe railroads and driving operating efficiencies.  With the completion of the IPO and the OVR transaction, we have strengthened our balance sheet and are well positioned to pursue external growth opportunities.  We will apply the same discipline to strategic investments that we have used over the past three years to improve the Company's operational and financial performance."

Mr. Giles continued, "Although still evolving, we are encouraged by the recent growth in carloads and have positioned RailAmerica for strong performance as volumes improve.  This year, we plan to maintain a sharp focus on our three strategic priorities:  delivering organic growth and efficiency gains, strengthening our balance sheet, and capitalizing on external growth opportunities."        

Including charges totaling $0.24 per diluted share for the early retirement of debt, interest rate swap termination and the IPO, RailAmerica reported a fourth quarter 2009 loss from continuing operations of $12.5 million, or $0.24 per diluted share.  This compares to income from continuing operations of $6.0 million, or $0.14 per diluted share, for fourth quarter 2008.  The prior year quarter included expenses of $0.08 per diluted share for foreign exchange loss on former bridge debt and an income tax benefit of $0.29 per diluted share primarily related to 45G tax credits.  

Net loss, which includes discontinued operations, for the fourth quarter of 2009 was $6.9 million, compared to net income of $8.9 million for the fourth quarter of 2008.  The OVR is now included in discontinued operations, and for the fourth quarter of 2009 it generated total revenue of $3.7 million, operating income of $2.3 million and minimal depreciation/amortization expense.  For the fourth quarter of 2008, the OVR had total revenue of $4.1 million, operating income of $1.0 million and minimal depreciation/amortization expense.

Below are details of the fourth quarter 2009 charges for debt retirement, swap amortization and the IPO.  These expenses total $19.8 million on a pre-tax basis, of which $17.6 million are non-cash.

  • $6.9 million ($4.5 million after tax, or $0.08 per diluted share) related to the early retirement of $74.0 million in senior notes.  $4.7 million of this pre-tax expense is non-cash.
  • $6.6 million ($4.3 million after tax, or $0.08 per diluted share) for the non-cash amortization of swap termination costs in connection with terminating an interest rate swap on former variable rate debt.  
  • $6.3 million ($4.1 million after tax, or $0.08 per diluted share) for a non-cash charge related to the IPO for the expiration of restricted stock repurchase feature.

Fourth quarter 2009 revenue declined 9% to $105.4 million from $115.7 million in the prior year quarter.  Freight revenue declined 10% to $86.1 million primarily due to lower fuel surcharge and carloads.  Non-freight revenue declined 5% to $19.3 million primarily due to lower car hire and demurrage revenue, which offset strong growth in car repair and storage revenue.  

Fourth quarter 2009 operating income declined 26% to $14.2 million from $19.1 million in the fourth quarter of 2008 primarily due to the $6.3 million IPO-related expense.  The impact of lower revenue was offset by operating expense reductions resulting from lower volumes and productivity initiatives.  Additionally, the Company had a $3.9 million operating expense benefit in the fourth quarter of 2009 from a Track Maintenance Agreement executed in 2009 to monetize 45G tax credits.  Fourth quarter 2008 results include a $1.7 million impairment charge and $1.9 million in expenses for headquarters relocation compared to fourth quarter 2009 results which include $0.4 million in expenses for headquarters relocation.

Full year 2009 loss from continuing operations was $5.5 million, or $0.11 per diluted share, compared to earnings of $9.6 million, or $0.22 per diluted share, for full year 2008.  Full year 2009 net income, which includes discontinued operations, was $15.8 million, compared to $16.5 million for full year 2008.  Full year 2009 results include the $19.8 million of expenses discussed above ($0.28 per diluted share, after tax, on a full year basis) plus an additional $10.0 million ($6.5 million after tax, or $0.14 per diluted share) for the non-cash amortization of swap termination costs and a $1.2 million non-cash, benefit ($0.8 million after tax, or $0.02 per diluted share) for foreign exchange gain on former bridge debt.  Full year 2008 results include $8.3 million ($5.5 million after tax, or $0.13 per diluted share) of non-cash expense for foreign exchange loss on former bridge debt.

As previously announced, RailAmerica, Inc. will present its fourth quarter earnings on Thursday, February 25, 2010 at 8:30 a.m. Eastern Time via live teleconference and webcast.  Those interested in participating via teleconference may dial (877) 756-2088.  Callers outside the U.S. may dial (574) 941-1456.  The conference ID number is 52696051.  Participants should dial in no later than 10 minutes prior to the call.  Presentation materials and access to the live webcast will be available in the Investors section of RailAmerica's website (www.railamerica.com).  Following the earnings call, a webcast replay will be archived on the Company's website.  A telephone replay will be available through March 8, 2010 beginning approximately two hours after the call.  The recording can be accessed by dialing (800) 642-1687 or (706) 645-9291.  The conference ID number is 52696051.

RailAmerica, Inc. owns and operates short line and regional freight railroads in North America, operating a portfolio of 40 individual railroads with approximately 7,400 miles of track in 27 U.S. states and three Canadian provinces.

Cautionary Note Regarding Forward-Looking Statements

Certain items in this press release and other information we provide from time to time may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not necessarily limited to, statements relating to future events and financial performance. Words such as "anticipates," "expects," "intends," "plans," "projects," "believes," "may," "will," "would," "could," "should," "seeks," "estimates" and variations on these words and similar expressions are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of factors that could lead to actual results materially different from those described in the forward-looking statements. RailAmerica, Inc. can give no assurance that its expectations will be attained. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. Factors that could have a material adverse effect on our operations and future prospects or that could cause actual results to differ materially from RailAmerica, Inc.'s expectations include, but are not limited to, prolonged capital markets disruption and volatility, general economic conditions and business conditions, our relationships with Class I railroads and other connecting carriers, our ability to obtain railcars and locomotives from other providers on which we are currently dependent, legislative and regulatory developments including rulings by the Surface Transportation Board or the Railroad Retirement Board, strikes or work stoppages by our employees, our transportation of hazardous materials by rail, rising fuel costs, acquisition risks, competitive pressures within the industry, risks related to the geographic markets in which we operate; and other risks detailed in RailAmerica, Inc.'s filings with the Securities and Exchange Commission, including our prospectus filed with the Commission on October 13, 2009. In addition, new risks and uncertainties emerge from time to time, and it is not possible for RailAmerica, Inc. to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. RailAmerica, Inc. expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.

(1) Refers to non-cash charge related to IPO for expiration of restricted stock repurchase feature

(2) See schedule at the end of press release for a reconciliation of non-GAAP financial measures

    
    
    
                       RAILAMERICA, INC. AND SUBSIDIARIES
    
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
    
                                      For the quarters       For the years 
                                     ended December 31,     ended December 31,
                                   --------------------   --------------------
                                     2009         2008      2009         2008
                                   ---------- ---------   ---------- ---------
                                      (In thousands, except per share data)
    
    Operating revenue             $105,426   $115,746    $410,603    $488,457
    Operating expenses:
    Transportation                  46,155     61,313     179,338     267,541
    Selling, general and
     administrative                 33,858     24,874     107,641      99,956
    Net gain (loss) on sale of
     assets                             44     (1,164)        899      (1,696)
    Impairment of assets                 -      1,689           -       3,420
    Depreciation and amortization   11,207      9,973      41,804      39,359
                                   -------    -------     -------     -------
    Total operating expenses        91,264     96,685     329,682     408,580
                                   -------    -------     -------     -------
    Operating income                14,162     19,061      80,921      79,877
    
    Interest expense, including
     amortization costs            (24,108)   (20,055)    (86,878)    (61,718)
    Other loss                      (6,721)    (5,498)     (8,117)     (9,008)
                                   -------    -------     -------     -------
    Income (loss) from continuing
     operations before income
     taxes                         (16,667)    (6,492)    (14,074)      9,151
    
    Benefit from income taxes       (4,139)   (12,471)     (8,539)       (481)
                                   -------    -------     -------     -------
    Income (loss) from
     continuing operations         (12,528)     5,979      (5,535)      9,632
    
    Discontinued operations:
    Gain on disposal of 
     discontinued business (net
     of income taxes)                4,109      2,219      17,040       2,764
    Income from operations of
     discontinued business (net
     of income taxes)                1,551        679       4,337       4,131
                                   -------    -------     -------     -------
    Net income (loss)              $(6,868)    $8,877     $15,842     $16,527
                                   =======    =======     =======     =======
    
    Basic earnings (loss) per
     common share:
    Continuing operations           $(0.24)     $0.14      $(0.11)      $0.22
    Discontinued operations           0.11       0.06        0.46        0.16
                                   -------    -------     -------     -------
    Net income (loss)               $(0.13)     $0.20       $0.35       $0.38
    
    Diluted earnings (loss) per
     common share:
    Continuing operations           $(0.24)     $0.14      $(0.11)      $0.22
    Discontinued operations           0.11       0.06        0.46        0.16
                                   -------    -------     -------     -------
    Net income (loss)               $(0.13)     $0.20       $0.35       $0.38
    
    Weighted average common shares
     outstanding:
    Basic                           52,849     43,533      45,979      43,443
    Diluted                         52,849     43,533      45,979      43,443
    
    
    
    
                             RAILAMERICA, INC. AND SUBSIDIARIES
    
                                 CONSOLIDATED BALANCE SHEETS
                                        (Unaudited)
    
                                                        December 31,
                                                     2009        2008
                                                   --------------------
                                                      (In thousands, 
                                                    except share data)
    
                        ASSETS
    Current assets:
    Cash and cash equivalents                       $190,218     $26,951
    Accounts and notes receivable, net of
     allowance of $4,557 and $3,338, respectively     66,619      76,384
    Other current assets                              21,958      18,480
    Current deferred tax assets                       12,697       5,854
                                                  ----------  ----------
    Total current assets                             291,492     127,669
    Property, plant and equipment, net               954,165     953,604
    Intangible assets                                136,654     172,859
    Goodwill                                         200,769     199,754
    Other assets                                      17,187      16,561
                                                  ----------  ----------
    Total assets                                  $1,600,267  $1,470,447
                                                  ==========  ==========
    
                        LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
    Current maturities of long-term debt                $669        $899
    Accounts payable                                  53,948      56,058
    Accrued expenses                                  34,675      51,349
                                                  ----------  ----------
    Total current liabilities                         89,292     108,306
    Long-term debt, less current maturities            3,013     628,681
    Senior secured notes                             640,096           -
    Deferred income taxes                            185,002     144,748
    Other liabilities                                 21,895     117,192
                                                  ----------  ----------
    Total liabilities                                939,298     998,927
                                                  ----------  ----------
    Commitments and contingencies
    Stockholders' equity:
    Common stock, $0.01 par value, 400,000,000 
     shares authorized; 54,364,306 shares issued
     and outstanding at December 31, 2009; and
     43,531,272 shares issued and outstanding at
     December 31, 2008                                   544         435
    Additional paid in capital and other             630,653     470,578
    Retained earnings                                 46,386      50,029
    Accumulated other comprehensive loss             (16,614)    (49,522)
                                                  ----------  ----------
    Total stockholders' equity                       660,969     471,520
                                                  ----------  ----------
    Total liabilities and stockholders' equity    $1,600,267  $1,470,447
                                                  ==========  ==========
    
    
    
    
    
                        RAILAMERICA, INC. AND SUBSIDIARIES
    
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (Unaudited)
                                   (In thousands)
    
                                                            For the years
                                                           ended December 31,
                                                         --------------------
                                                            2009       2008
                                                         ---------- ---------
    
    CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                           $15,842      $16,527
    Adjustments to reconcile net income to net cash
     provided by operating activities:
    Depreciation and amortization, including
     amortization of debt issuance costs classified
     in interest expense                                  52,340       49,118
    Amortization of swap termination costs                16,616            -
    Net gain on sale or disposal of properties           (26,826)      (1,738)
    Foreign exchange loss (gain) on debt                  (1,160)       8,260
    Swap termination costs                               (55,750)           -
    Loss on extinguishment of debt                         9,499            -
    Equity compensation costs                             10,712        3,042
    Deferred income taxes                                 21,057       (3,161)
    Changes in operating assets and liabilities, Net
     of acquisitions and dispositions:
    Accounts receivable                                   10,873       12,257
    Other current assets                                  (3,093)      (5,861)
    Accounts payable                                      (3,122)      (5,016)
    Accrued expenses                                     (16,677)       7,196
    Other assets and liabilities                         (20,771)       2,948
                                                         -------      -------
    Net cash provided by operating activities              9,540       83,572
                                                         -------      -------
    
    CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of property, plant and equipment            (47,789)     (61,282)
    Proceeds from disposition of business/sale of assets  90,340       17,367
    Deferred acquisition/disposition costs and other        (355)      (1,736)
                                                         -------      -------
    Net cash provided by (used in) investing activities   42,196      (45,651)
                                                         -------      -------
    
    CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from issuance of senior secured notes       709,830            -
    Principal payments on long-term debt                (625,898)      (7,359)
    Repurchase of senior secured notes                   (76,220)           -
    Sale of common stock                                 143,123          635
    Dividends paid to common stockholders                (19,485)           -
    Deferred financing costs paid                        (20,175)     (18,075)
                                                         -------      -------
    Net cash provided by (used in) financing activities  111,175      (24,799)
                                                         -------      -------
    
    Effect of exchange rates on cash                         356       (1,558)
                                                         -------      -------
    
    Net increase in cash                                 163,267       11,564
    Cash, beginning of period                             26,951       15,387
                                                         -------      -------
    Cash, end of period                                 $190,218      $26,951
                                                        ========      =======
    
    
    
                        RAILAMERICA, INC. AND SUBSIDIARIES
    
                          SELECTED FINANCIAL INFORMATION
                              (amounts in thousands)
                                   (unaudited)
    
                                            For the years ended December 31,
                                            -------------------------------
                                                  2009           2008
                                            --------------- ---------------
    
    Operating revenue                    $410,603   100.0% $488,457   100.0%
    Operating expenses:
     Labor and benefits                   139,132    33.9%  140,760    28.8%
     Equipment rents                       35,838     8.7%   44,790     9.2%
     Purchased services                    31,055     7.6%   38,425     7.8%
     Diesel fuel                           32,243     7.8%   68,657    14.0%
     Casualties and insurance              15,520     3.8%   20,929     4.3%
     Materials                             11,175     2.7%   10,286     2.1%
     Joint facilities                       6,941     1.7%   12,573     2.6%
     Other expenses                        15,075     3.7%   31,077     6.3%
     Net loss on sale and impairment of
      assets                                  899     0.2%    1,724     0.4%
     Depreciation and amortization         41,804    10.2%   39,359     8.1%
                                          ------- -------   ------- -------
    
    Total operating expenses              329,682    80.3%  408,580    83.6%
                                          ------- -------   ------- -------
      Operating income                    $80,921    19.7%  $79,877    16.4%
                                          ======= =======   ======= =======
    
    
    
                                           For the quarters ended December 31,
                                           ----------------------------------
                                                 2009              2008
                                           ----------------- ----------------
    
    Operating revenue                    $105,426   100.0% $115,746   100.0%
    Operating expenses:
     Labor and benefits                    41,772    39.7%   36,333    31.4%
     Equipment rents                        8,623     8.2%   10,960     9.5%
     Purchased services                     7,811     7.4%    9,817     8.5%
     Diesel fuel                            9,640     9.2%   11,481     9.9%
     Casualties and insurance               2,938     2.8%    6,712     5.8%
     Materials                              3,189     3.0%    2,883     2.5%
     Joint facilities                       2,119     2.0%    2,609     2.2%
     Other expenses                         3,921     3.7%    5,392     4.6%
     Net loss on sale and impairment of
      assets                                   44     0.0%      525     0.5%
     Depreciation and amortization         11,207    10.6%    9,973     8.6%
                                          ------- -------   ------- -------
     Total operating expenses              91,264    86.6%   96,685    83.5%
                                          ------- -------   ------- -------
      Operating income                    $14,162    13.4%  $19,061    16.5%
                                          ======= =======   ======= =======
    
    
    
                         RAILAMERICA, INC. AND SUBSIDIARIES
            Railroad Freight Revenue, Carloads and Average Freight Revenue
                                   Per Carload
                             Comparison by Commodity Group
                                   (unaudited)
    
                              Year ended                  Year ended 
                            December 31, 2009           December 31, 2008
                      ----------------------------   -------------------------
                                           Average                     Average
                                           Freight                     Freight
                                           Revenue                     Revenue
                      Freight                per     Freight             per
                      Revenue    Carloads  Carload   Revenue Carloads  Carload
                      -------    --------  -------   ------- --------  -------
                     (Amounts in thousands, except carloads and average 
                             freight revenue per carload)
    Agricultural
     Products         $56,458    126,683     $446   $61,193   143,730     $426
    Chemicals          47,022     80,748      582    59,543   103,290      576
    Coal               36,914    178,028      207    37,362   177,842      210
    Non-Metallic
     Minerals and
     Products          31,603     75,701      417    38,467    93,413      412
    Pulp, Paper and
     Allied Products   30,453     57,865      526    39,456    72,167      547
    Forest Products    26,642     46,755      570    40,023    70,737      566
    Food or Kindred
     Products          25,386     52,298      485    26,279    54,659      481
    Metallic Ores and
     Metals            23,802     41,542      573    52,361    93,351      561
    Waste and Scrap
     Materials         20,227     53,685      377    28,379    77,434      366
    Petroleum          19,429     41,943      463    19,725    44,912      439
    Other              13,504     32,709      413    13,697    36,087      380
    Motor Vehicles      6,454     17,458      370     5,437    19,330      281
                     --------    -------  -------  --------   -------  -------
    Total            $337,894    805,415     $420  $421,922   986,952     $428
                     ========    =======  =======  ========   =======  =======
    
    
    
    
    
                            Quarter ended                 Quarter ended 
                          December 31, 2009             December 31, 2008
                    ----------------------------   ---------------------------
                                         Average                       Average
                                         Freight                       Freight
                                         Revenue                       Revenue
                      Freight              per     Freight               per
                      Revenue   Carloads Carload   Revenue   Carloads  Carload
                      -------   -------- -------   -------   --------  -------
                          (Amounts in thousands, except carloads and average
                                    freight revenue per carload)
    Agricultural
     Products         $16,543     38,199     $433   $14,856    34,661     $429
    Chemicals          12,219     20,785      588    13,083    21,194      617
    Coal                8,576     41,687      206     8,135    41,316      197
    Non-Metallic
     Minerals and
     Products           6,996     16,882      414     8,553    19,492      439
    Pulp, Paper and
     Allied Products    7,575     14,216      533     9,577    16,031      597
    Forest Products     6,120     10,916      561     9,300    14,767      630
    Food or Kindred
     Products           6,168     13,102      471     6,381    13,912      459
    Metallic Ores and
     Metals             6,954     11,649      597    10,720    16,064      667
    Waste and Scrap
     Materials          5,438     13,930      390     6,147    14,214      432
    Petroleum           5,045     10,700      471     4,427    11,568      383
    Other               2,152      6,287      342     3,173     7,161      443
    Motor Vehicles      2,300      6,053      380     1,020     3,225      316
                      -------   --------  -------   -------  --------  -------
    Total             $86,086    204,406     $421   $95,372   213,605     $446
                      =======   ========  =======   =======  ========  =======

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES

Adjusted EBITDA is a supplemental measure of liquidity that is not calculated or presented in accordance with U.S. generally accepted accounting principles ("GAAP"). We use non-GAAP financial measures as a supplement to our GAAP results in order to provide a more complete understanding of the factors and trends affecting our business. However, Adjusted EBITDA has limitations as an analytical tool. It is not a measurement of our cash flows from operating activities under GAAP and should not be considered as an alternative to cash flow from operating activities as a measure of liquidity.

Adjusted EBITDA assists us in monitoring our ability to undertake key investing and financing functions such as making investments, transferring property, paying dividends, and incurring additional indebtedness, which are generally prohibited by the covenants under our senior secured notes unless we meet certain financial ratios and tests.  Adjusted EBITDA represents EBITDA before impairment of assets, equity compensation costs, gain (loss) on foreign currency exchange and non-recurring headquarter relocation costs.  EBITDA, also a non-GAAP financial measure, is defined as net income (loss) before interest expense, provision for (benefit from) income taxes and depreciation and amortization.

The following tables set forth the reconciliation of Adjusted EBITDA from our cash flow from operating activities (in thousands):

    
    
                                                                      Year
                                                                      ended
                                                                     Dec. 31,
                               Q1 2009   Q2 2009   Q3 2009  Q4 2009    2009
                               -------   -------   -------  -------  --------
    Cash flows from operating
     activities to Adjusted
     EBITDA Reconciliation:
    Net cash provided By
     (used in) operating
     activities                $(6,335) $(37,023)  $48,486   $4,412    $9,540
     Changes in Working
      capital accounts          25,308    23,423   (29,231)  13,290    32,790
     Depreciation and
      amortization, including
      amortization of debt
      issuance costs classified
      in interest expense      (15,432)  (12,718)  (11,708) (12,482)  (52,340)
     Amortization of Swap
      termination costs             --      (972)   (9,054)  (6,590)  (16,616)
     Net gain (loss) on sale or
      disposal of properties       728      (787)      190   26,695    26,826
     Foreign exchange gain (loss)
      on debt                   (1,164)    2,324        --       --     1,160
     Swap termination costs         --    55,750        --       --    55,750
     Loss on debt extinguishment    --    (2,593)       --   (6,906)   (9,499)
     Equity compensation costs    (790)   (1,152)   (1,204)  (7,566)  (10,712)
     Deferred income taxes      (1,322)   (8,018)    6,004  (17,721)  (21,057)
                               -------   -------   -------  -------  --------
    Net income (loss)              993    18,234     3,483   (6,868)   15,842
                               -------   -------   -------  -------  --------
    Add: Discontinued
     operations income/gain     (1,130)  (13,177)   (1,410)  (5,660)  (21,377)
                               -------   -------   -------  -------  --------
    Income (loss) from
     continuing operations        (137)    5,057     2,073  (12,528)   (5,535)
    Add:
     Provision for (benefit
      from) income taxes           766       916    (6,082)  (4,139)   (8,539)
     Interest expense, including
      amortization costs        18,590    16,673    27,507   24,108    86,878
     Depreciation and
      amortization              10,214    10,137    10,246   11,207    41,804
                               -------   -------   -------  -------  --------
    EBITDA                      29,433    32,783    33,744   18,648   114,608
    Add:
     Equity
      compensation
      costs                        790     1,152     1,204    7,566    10,712
     Foreign exchange (gain)
      loss on debt               1,164    (2,324)        -        -    (1,160)
     Loss on debt extinguishment    --     2,593         -    6,906     9,499
     Non-recurring headquarter
      relocation costs             509       127       408      359     1,403
                               -------   -------   -------  -------  --------
    Adjusted EBITDA            $31,896   $34,331   $35,356  $33,479  $135,062
                               =======   =======   =======  =======  ========
    
    
    
    
                                                                      Year
                                                                      ended
                                                                     Dec. 31,
                                 Q1 2008  Q2 2008  Q3 2008  Q4 2008    2008
                                 -------  -------  -------  -------  --------
    Cash flows from Operating
     activities to Adjusted
     EBITDA Reconciliation:
    Net cash provided by
     operating activities         $8,186  $30,568  $37,963   $6,855   $83,572
     Changes in working
      capital accounts             8,602   (7,134) (15,864)   2,872   (11,524)
     Depreciation and
      amortization, including
      amortization of debt
      issuance costs classified
      in interest expense        (10,506) (11,182) (13,420) (14,010)  (49,118)
     Net gain (loss) on sale
      or disposal of properties     (209)    (144)    (515)   2,606     1,738
     Foreign exchange gain
      (loss) on debt              (1,735)     395   (1,422)  (5,498)   (8,260)
     Equity compensation costs    (1,043)    (652)    (723)    (624)   (3,042)
     Deferred income taxes        (5,113)  (5,259)  (3,143)  16,676     3,161
                                 -------  -------  -------  -------  --------
    Net income (loss)             (1,818)   6,592    2,876    8,877    16,527
                                 -------  -------  -------  -------  --------
    Add: Discontinued Operations
     income/gain                  (1,127)    (809)  (2,061)  (2,898)   (6,895)
                                 -------  -------  -------  -------  --------
    Income (loss) from
     continuing operations        (2,945)   5,783      815    5,979     9,632
    Add:
     Provision for (benefit from)
      income taxes                 4,547    4,854    2,589  (12,471)     (481)
     Interest expense, Including
      amortization costs          12,183   12,192   17,288   20,055    61,718
     Depreciation and
      amortization                 9,717    9,755    9,914    9,973    39,359
                                 -------  -------  -------  -------  --------
    EBITDA                        23,502   32,584   30,606   23,536   110,228
    Add:
     Impairment of assets              -        -    1,731    1,689     3,420
     Equity compensation costs     1,043      652      723      624     3,042
     Foreign exchange (gain) loss
      on debt                      1,735     (395)   1,422    5,498     8,260
     Non-recurring headquarter
      relocation costs               222    1,152    2,864    1,851     6,089
                                 -------  -------  -------  -------  --------
    Adjusted EBITDA              $26,502  $33,993  $37,346  $33,198  $131,039
                                 =======  =======  =======  =======  ========

SOURCE RailAmerica, Inc.

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