Announces Plans to Voluntarily Withdraw from
NYSE and Deregister with SEC
- Revenue and Adjusted EBITDA declined in the 2019 fourth
quarter primarily due to lower market demand and rates,
continuation of the General Motors strike into October and the
impact of planned dry van downsizing and divestitures
- Achieved significant progress towards narrowing strategic
focus to value-added logistics and asset-right LTL
businesses
- Recent divestitures have generated more than $300 million of
cash proceeds primarily used to pay down finance leases and debt
resulting in a significantly improved balance sheet
- Rebranded air and ground expedite business as Ascent
On-Demand, now part of the Ascent Global Logistics brand, and
launched an enterprise sales team to drive organic revenue
growth
- Voluntary delisting and deregistration process aimed at
reducing corporate costs; shares expected to continue trading on
over-the-counter markets
Roadrunner Transportation Systems, Inc. (“Roadrunner” or the
“company”) (NYSE: RRTS), a leading asset-right transportation and
asset-light logistics service provider, today announced results for
the fourth quarter and year ended December 31, 2019.
Fourth Quarter Financial
Results
Revenues decreased to $400.9 million for the fourth quarter of
2019 compared to $551.5 million for the fourth quarter of 2018.
Lower revenues were primarily due to declines in air and ground
expedited logistics at the Ascent On-Demand segment (“Ascent OD”)
as well as reduced shipment volumes and rates across the Ascent
Transportation Management (“Ascent TM”), Less-than-Truckload
(“LTL”) and Truckload (“TL”) segments. Fourth quarter 2019 results
were also negatively impacted by the General Motors strike, which
reduced revenue in the Ascent OD and TL segments by approximately
$26.7 million and $4.4 million, respectively. After the GM strike
ended in late October, the company saw improved results in Ascent
OD in the months of November and December.
Operating loss was $70.5 million for the fourth quarter of 2019
compared to $22.9 million for the fourth quarter of 2018. Impacting
the consolidated operating loss for the fourth quarter of 2019 was
$48.3 million of goodwill, intangible asset and asset impairment
charges and $7.2 million of operations restructuring costs related
to the downsizing of the dry van business, offset by gains from the
sale of the Intermodal and Flatbed businesses of $37.2 million.
Excluding impairment charges, operations restructuring costs and
gains from sales of businesses, the higher consolidated operating
loss for the fourth quarter of 2019 was primarily attributable to
the impact of lower revenues and margins across all operating
segments.
Net loss was $74.2 million for the fourth quarter of 2019
compared to $58.4 million for the fourth quarter of 2018. In
addition to the reasons discussed above for the company’s
consolidated operating loss, the consolidated net loss for the
fourth quarter of 2019 was also impacted by a decrease in interest
expense of $30.9 million resulting from the redemption of preferred
stock in the first quarter of 2019 and an increased benefit from
income taxes. The company’s effective income tax rate was a benefit
of 3.5% and 2.9% during the fourth quarter of 2019 and 2018,
respectively.
Diluted loss per share available to common stockholders was
$1.97 for the fourth quarter of 2019, compared to diluted loss per
share of $37.32 for the fourth quarter of 2018. On April 5, 2019,
the company executed a 1-for-25 reverse stock split. All share and
per common share data have been retroactively adjusted for all
periods presented. The weighted average common stock outstanding
used in the calculation of diluted loss per share was significantly
higher in the fourth quarter of 2019 due to the company’s issuance
of 36 million shares of common stock in the rights offering that
was completed in February 2019.
Adjusted EBITDA for the quarters ended December 31, 2019 and
2018 was calculated as follows:
(In thousands)
Three Months Ended December
31, 2019
Ascent TM
Ascent OD
LTL
TL
Corporate/
Eliminations
Total
Net (loss) income
$
(40,152
)
$
3,665
$
(12,967
)
$
(33,162
)
$
8,378
$
(74,238
)
Plus: Total interest expense
79
—
399
744
5,196
6,418
Plus: Benefit from income taxes
(159
)
—
—
—
(2,494
)
(2,653
)
Plus: Depreciation and amortization
1,430
2,300
1,819
5,774
1,880
13,203
Plus: Impairment charges
40,108
—
—
7,861
350
48,319
Plus: Long-term incentive compensation
expenses
—
—
—
—
4,985
4,985
Less: Gain on sales of businesses
—
—
—
—
(37,221
)
(37,221
)
Plus: Corporate restructuring and
restatement costs
—
—
—
—
2,780
2,780
Plus: Operations restructuring costs
—
—
—
7,153
—
7,153
Adjusted EBITDA
$
1,306
$
5,965
$
(10,749
)
$
(11,630
)
$
(16,146
)
$
(31,254
)
Adjusted EBITDA as a % of revenue
1.1%
5.3%
(10.4%)
(16.8%)
(7.8%)
(In thousands)
Three Months Ended December
31, 2018
Ascent TM
Ascent OD
LTL
TL
Corporate/
Eliminations
Total
Net (loss) income
$
6,945
$
10,569
$
(9,454
)
$
(11,497
)
$
(55,001
)
$
(58,438
)
Plus: Total interest expense
23
—
29
162
37,125
37,339
Plus: (Benefit from) provision for income
taxes
2
—
—
—
(1,776
)
(1,774
)
Plus: Depreciation and amortization
1,510
2,131
1,165
7,683
2,475
14,964
Plus: Impairment charges
—
—
—
1,582
—
1,582
Plus: Long-term incentive compensation
expenses
—
—
—
—
742
742
Plus: Corporate restructuring and
restatement costs
—
—
—
—
6,687
6,687
Plus: Contingent purchase obligation
—
—
—
—
1,840
1,840
Adjusted EBITDA
$
8,480
$
12,700
$
(8,260
)
$
(2,070
)
$
(7,908
)
$
2,942
Adjusted EBITDA as a % of revenue
5.7%
7.6%
(7.6%)
(1.5%)
0.5%
For more information about Adjusted EBITDA, see “Non-GAAP
Financial Measures” below and the company’s SEC filings.
Full Year Financial Results
Revenues decreased to $1,847.9 million for the year ended
December 31, 2019 compared to $2,216.1 million for the year ended
December 31, 2018. Lower revenues in all operating segments
contributed to the decrease.
Operating loss was $321.9 million for the year ended December
31, 2019 compared to $58.5 million for the year ended December 31,
2018. The 2019 operating loss included operations restructuring
costs of $20.6 million related to the dry van truckload business
and asset impairment charges of $197.1 million. The 2018 operating
loss included operations restructuring costs of $4.7 million
related to the temperature controlled business. Lower consolidated
operating results in 2019 were attributable to decreased revenues
and increased impairment charges and restructuring costs, partially
offset by lower purchased transportation costs, other operating
expenses, and gain on sale of businesses.
Net loss was $340.9 million for the year ended December 31, 2019
compared to $165.6 million for the year ended December 31, 2018. In
addition to the operating results within the company’s segments and
corporate, the net loss reflected a decrease in interest expense to
$20.4 million in 2019 from $116.9 million in 2018 due to the
absence of interest on the preferred stock (which was fully
redeemed in the first quarter of 2019 after completion of the
rights offering). The effective income tax rate was a benefit of
1.1% and 5.6% during the year ended December 31, 2019 and 2018,
respectively.
Diluted loss per share available to common stockholders was
$10.62 for the year ended December 31, 2019, compared to diluted
loss per share of $107.39 for the year ended December 31, 2018. As
previously mentioned, the weighted average common stock outstanding
used in the calculation of diluted loss per share was significantly
higher during the year ended December 31, 2019 due to the company’s
issuance of 36 million shares of common stock in the rights
offering that was completed in February 2019.
Adjusted EBITDA for the year ended December 31, 2019 and 2018
was calculated as follows:
(In thousands)
Year ended December 31,
2019
Ascent TM
Ascent OD
LTL
TL
Corporate/
Eliminations
Total
Net (loss) income
$
(58,249
)
$
4,450
$
(36,469
)
$
(176,023
)
$
(74,646
)
$
(340,937
)
Plus: Total interest expense
359
—
902
3,038
16,113
20,412
Plus: Benefit from income taxes
(149
)
—
—
—
(3,511
)
(3,660
)
Plus: Depreciation and amortization
6,318
8,664
5,422
28,918
9,682
59,004
Plus: Impairment charges
74,636
—
1,076
107,261
14,123
197,096
Plus: Long-term incentive compensation
expenses
—
—
—
—
14,790
14,790
Less: Gain on sales of business
—
—
—
—
(37,221
)
(37,221
)
Plus: Loss on debt restructuring
—
—
—
—
2,270
2,270
Plus: Corporate restructuring and
restatement costs
—
—
—
—
13,721
13,721
Plus: Operations restructuring costs
—
—
—
20,579
—
20,579
Plus: Contingent purchase obligation
—
—
—
—
360
360
Adjusted EBITDA
$
22,915
$
13,114
$
(29,069
)
$
(16,227
)
$
(44,319
)
$
(53,586
)
Adjusted EBITDA as a % of revenue
4.5%
2.8%
(6.7%)
(3.4%)
(2.9%)
(In thousands)
Year ended December 31,
2018
Ascent TM
Ascent OD
LTL
TL
Corporate/
Eliminations
Total
Net (loss) income
$
28,226
$
30,464
$
(27,009
)
$
(28,682
)
$
(168,596
)
$
(165,597
)
Plus: Total interest expense
108
—
117
315
116,372
116,912
Plus: (Benefit from) provision for income
taxes
131
—
—
—
(9,945
)
(9,814
)
Plus: Depreciation and amortization
5,049
8,230
3,854
20,577
5,057
42,767
Plus: Fleet impairment charges
—
—
—
1,582
—
1,582
Plus: Long-term incentive compensation
expenses
—
—
—
—
2,696
2,696
Plus: Corporate restructuring and
restatement costs
—
—
—
—
22,224
22,224
Plus: Operations restructuring costs
—
—
—
4,655
—
4,655
Plus: Contingent purchase obligation
—
—
—
—
1,840
1,840
Adjusted EBITDA
$
33,514
$
38,694
$
(23,038
)
$
(1,553
)
$
(30,352
)
$
17,265
Adjusted EBITDA as a % of revenue
5.8%
5.7%
(5.5%)
(0.3%)
0.8%
Recent Events
On November 5, 2019, the company entered into a $100 million
Third Lien Credit Facility with Elliott Associates, L.P. and
Elliott International, L.P. as lenders. As of December 31, 2019,
the company had $40.5 million of outstanding borrowings under the
Third Lien Credit Facility.
On November 5, 2019, the company completed the sale of its
Roadrunner Intermodal Services (“Intermodal”) business to Universal
Logistics Holdings, Inc., for $51.3 million in cash, subject to
customary purchase price and working capital adjustments, and
recognized a gain of $20.0 million.
On December 9, 2019, the company completed the sale of its
Flatbed business unit, for $30.0 million in cash, subject to
customary purchase price and working capital adjustments, and
recognized a gain of $17.2 million.
On March 2, 2020, the company completed the sale of its Prime
Distribution Services, Inc. (“Prime”) business to CH Robinson
Worldwide, Inc. for $225 million, subject to customary purchase
price and working capital adjustments.
On March 2, 2020, the company repaid in full and terminated the
Term Loan Credit Agreement. The company repaid all amounts
outstanding under the ABL Credit Facility and entered into a new
credit agreement with BMO Harris Bank. The new ABL Credit Facility
consists of a $50.0 million asset-based revolving line of credit
subject to availability blocks, currently in the amount of $18.5
million. In addition, the company’s availability to borrow under
the credit facility is further reduced by the amount of outstanding
letters of credit, approximately $12.5 million. The company
currently has approximately $90 million of available funds through
cash on hand and availability through its new ABL and Third Lien
facilities.
Voluntary Delisting and Deregistration
with SEC
The company plans to voluntarily withdraw its common stock from
listing on the NYSE and to voluntarily deregister from the
reporting requirements of the Securities and Exchange Commission
(the “SEC”). Accordingly, the company intends to file on or about
April 6, 2020 a Form 25 with the SEC to voluntarily withdraw and
delist the company’s common stock from the NYSE. The company also
intends to file on or about April 17, 2020 a Form 15 with the SEC
to request deregistration from SEC reporting requirements. The
company plans to file its Annual Report on Form 10-K for the fiscal
year ended December 31, 2019 prior to deregistering.
Immediately upon the filing of the Form 15, the company's
obligation to file certain periodic reports with the SEC, including
Forms 10-K, 10-Q and 8-K, will be suspended. It is expected that
the voluntary delisting will take effect on or about April 17,
2020, and at that time the company's shares will no longer be
traded on the NYSE. After departing the NYSE, the company expects
that its common shares will be traded on over-the-counter markets
and expects that consolidated financial statements will be made
available publicly on an annual basis.
While continuing to qualify for listing on the NYSE, the company
made the decision to voluntarily deregister its shares because it
has fewer than 300 stockholders of record and believes that it is
in the best interest of the company’s stakeholders to reduce legal
and administrative costs associated with being listed on the NYSE
and complying with on-going SEC reporting requirements. The
company’s Board of Directors formed a committee comprised solely of
independent directors to thoroughly explore the option of
voluntarily delisting and deregistering. After review of the facts,
the committee determined that the company should follow this course
of action.
CEO Comments
“In the fourth quarter, we continued to face challenging market
conditions which hindered our operating performance. The General
Motors strike impacted October results, however volumes recovered
at Ascent On-Demand in November and December. The downsizing of our
dry van business proceeded as planned, and we successfully
completed the divestiture of the Intermodal and Flatbed business
units,” said Curt Stoelting, Chief Executive Officer of Roadrunner.
“Also in the fourth quarter, the company began to reduce corporate
costs which we believe will have a positive impact on our future
performance. We plan to continue to reduce corporate and overhead
costs throughout 2020.”
Stoelting continued, “We recently unveiled a rebranding of our
air and ground expedite business as Ascent On-Demand, part of our
Ascent Global Logistics brand and created an enterprise sales team
to drive organic revenue growth across our streamlined portfolio.
We continue to invest in enhanced technology in our Ascent
segments, where our new PEAK enterprise platform is designed to
maximize our go-to-market capabilities and harmonize our customer
service and back office functions. We also continue to implement
strategic investments in our LTL segment, including dock automation
and productivity applications, optimized line-haul and pricing
management tools and improved customer and partner facing
visibility technologies.”
“We recently completed our previously announced sale of Prime,
which along with the divestitures of the Intermodal and Flatbed
business units, provided more than $300 million in cash which was
primarily used to pay down debt and capital lease obligations.
After the sale of Prime, we fully paid all outstanding amounts
under our previous Term and ABL loans and entered into a new ABL
facility. The company has available funds from cash on hand and
availability through our new ABL and Third Lien facilities,” said
Stoelting.
Stoelting concluded, “Now that we have significantly improved
our balance sheet, we are in position to voluntarily withdraw from
the NYSE and deregister from the reporting requirements of the SEC.
Voluntarily delisting and deregistering is expected to not only
save significant costs, but also free up management time to fully
focus on executing strategies to improve operating performance,
generate attractive returns on invested capital and build long-term
shareholder value. Based on our strengthened balance sheet and
current ownership structure, delisting and deregistering is not
expected to impact our current business operations or future growth
opportunities.”
About Roadrunner Transportation Systems, Inc.
Roadrunner Transportation Systems is a leading asset-right
transportation and asset-light logistics service provider offering
a suite of solutions under the Roadrunner® and Ascent Global
Logistics® brands. The Roadrunner brand offers less-than-truckload
and over-the-road truckload services. Ascent Global Logistics
offers premium mission critical air and ground logistics solutions,
domestic freight management and brokerage, international freight
forwarding and customs brokerage. For more information, please
visit Roadrunner’s websites, www.rrts.com and www.ascentgl.com.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, which relate to future events or performance.
Forward-looking statements include, among others, statements
regarding Roadrunner's plan to reduce corporate and overhead costs;
the ability of Roadrunner’s enterprise sales team to drive organic
revenue growth; Roadrunner’s ability to improve operating
performance, generate attractive returns on invested capital and
build long-term shareholder value; Roadrunner’s plans and timing to
delist its common stock from the NYSE and deregister with the SEC;
Roadrunner's plan for filing its Annual report on Form 10-K; the
anticipated cost savings of delisting and deregistering; the future
trading of Roadrunner’s shares on over-the-counter markets; the
public availability of financial statements on an annual basis; and
the impact of delisting and deregistering on Roadrunner’s current
business operations and future growth opportunities. These
statements are often, but not always, made through the use of words
or phrases such as “may,” “will,” “anticipate,” “estimate,” “plan,”
“project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,”
“predict,” “potential,” “opportunity,” and similar words or phrases
or the negatives of these words or phrases. These forward-looking
statements are based on Roadrunner’s current assumptions,
expectations and beliefs and are subject to substantial risks,
estimates, assumptions, uncertainties and changes in circumstances
that may cause Roadrunner’s actual results, performance or
achievements to differ materially from those expressed or implied
in any forward-looking statement. Such factors include, among
others, risks related to the restatement of Roadrunner’s previously
issued financial statements, the remediation of Roadrunner’s
identified material weaknesses in its internal control over
financial reporting, the litigation resulting from the restatement
of Roadrunner’s previously issued financial statements and the
other risk factors contained in Roadrunner’s SEC filings, including
Roadrunner’s Annual Report on Form 10-K for the year ended December
31, 2019. Because the risks, estimates, assumptions and
uncertainties referred to above could cause actual results or
outcomes to differ materially from those expressed in any
forward-looking statements, you should not place undue reliance on
any forward-looking statements. Any forward-looking statement
speaks only as of the date hereof, and, except as required by law,
Roadrunner assumes no obligation and does not intend to update any
forward-looking statement to reflect events or circumstances after
the date hereof.
Non-GAAP Financial Measures
EBITDA represents earnings before interest, taxes, depreciation
and amortization. Roadrunner calculates Adjusted EBITDA as EBITDA
excluding impairment and other non-cash gains and losses, other
long-term incentive compensation expenses, gain on sale of
businesses, loss on debt restructuring, settlements of contingent
purchase obligations, operations restructuring costs, and corporate
restructuring and restatement costs associated with legal,
consulting and accounting matters, including internal and external
investigations. Roadrunner uses Adjusted EBITDA as a supplemental
measure in evaluating its operating performance and when
determining executive incentive compensation. Roadrunner believes
Adjusted EBITDA is useful to investors in evaluating its
performance compared to other companies in its industry because it
assists in analyzing and benchmarking the performance and value of
a business. The calculation of Adjusted EBITDA eliminates the
effects of financing, 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 business. Adjusted EBITDA is not a financial measure
presented in accordance with GAAP. Although Roadrunner’s management
uses Adjusted EBITDA as a financial measure to assess the
performance of its business compared to that of others in
Roadrunner’s industry, Adjusted EBITDA has limitations as an
analytical tool, and you should not consider it in isolation, or as
a substitute for analysis of Roadrunner’s results as reported under
GAAP. Some of these limitations are:
- Adjusted EBITDA does not reflect Roadrunner’s cash
expenditures, future requirements for capital expenditures or
contractual commitments;
- Adjusted EBITDA does not reflect changes in, or cash
requirements for, Roadrunner’s working capital needs;
- Adjusted EBITDA does not reflect the significant interest
expense or the cash requirements necessary to service interest or
principal payments on Roadrunner’s debt or dividend payments on
Roadrunner’s preferred stock;
- Although depreciation and amortization are non-cash charges,
the assets being depreciated and amortized will often have to be
replaced in the future and Adjusted EBITDA does not reflect any
cash requirements for such replacements; and
- Other companies in Roadrunner’s industry may calculate Adjusted
EBITDA differently than Roadrunner does, limiting its usefulness as
a comparative measure.
Because of these limitations, Adjusted EBITDA should not be
considered a measure of discretionary cash available to Roadrunner
to invest in the growth of the company’s business. Roadrunner
compensates for these limitations by relying primarily on
Roadrunner’s results of operations under GAAP.
ROADRUNNER TRANSPORTATION
SYSTEMS, INC.
CONSOLIDATED BALANCE
SHEETS
(Unaudited)
December 31,
(In thousands, except par value)
2019
2018
ASSETS
Current assets:
Cash and cash equivalents
$
4,777
$
11,179
Accounts receivable, net of allowances of
$8,279 and $9,980, respectively
216,389
274,843
Income tax receivable
2,861
3,910
Prepaid expenses and other current
assets
40,474
61,106
Total current assets
264,501
351,038
Property and equipment, net of
accumulated depreciation of $142,854 and $130,077, respectively
160,634
188,706
Other assets:
Operating lease right-of-use asset
116,926
—
Goodwill
97,265
264,826
Intangible assets, net
25,983
42,526
Other noncurrent assets
5,088
6,361
Total other assets
245,262
313,713
Total assets
$
670,397
$
853,457
LIABILITIES AND STOCKHOLDERS’
INVESTMENT (DEFICIT)
Current liabilities:
Current maturities of debt
$
2,291
$
13,171
Current maturities of indebtedness to
related party
9,234
—
Current finance lease liability
15,600
13,229
Current operating lease liability
38,566
—
Accounts payable
129,724
160,242
Accrued expenses and other current
liabilities
78,721
110,943
Total current liabilities
274,136
297,585
Deferred tax liabilities
940
3,953
Other long-term liabilities
1,513
7,857
Long-term debt, net of current
maturities
131,540
155,596
Long-term indebtedness to related
party
61,695
—
Long-term finance lease liability
51,338
37,737
Long-term operating lease liability
93,403
—
Preferred stock
—
402,884
Total liabilities
614,565
905,612
Commitments and contingencies
Stockholders' investment (deficit)
:
Common stock $.01 par value; 44,000 and
4,200 shares authorized respectively; 37,870 and 1,556 shares
issued and outstanding, respectively
379
16
Additional paid-in capital
853,804
405,243
Retained deficit
(798,351
)
(457,414
)
Total stockholders’ investment
(deficit)
55,832
(52,155
)
Total liabilities and stockholders'
investment (deficit)
$
670,397
$
853,457
ROADRUNNER TRANSPORTATION
SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF
OPERATIONS
(Unaudited)
Year Ended December
31,
(In thousands, except per share
amounts)
2019
2018
2017
Revenues
$
1,847,862
$
2,216,141
$
2,091,291
Operating expenses:
Purchased transportation costs
1,246,565
1,518,415
1,430,378
Personnel and related benefits
313,541
309,753
296,925
Other operating expenses
370,213
397,468
393,731
Depreciation and amortization
59,004
42,767
37,747
Gain from sale of businesses
(37,221
)
—
(35,440
)
Impairment charges
197,096
1,582
4,402
Operations restructuring costs
20,579
4,655
—
Total operating expenses
2,169,777
2,274,640
2,127,743
Operating loss
(321,915
)
(58,499
)
(36,452
)
Interest expense
Interest expense - preferred stock
—
105,688
49,704
Interest expense - debt
20,412
11,224
14,345
Total interest expense
20,412
116,912
64,049
Loss from debt restructuring
2,270
—
15,876
Loss before income taxes
(344,597
)
(175,411
)
(116,377
)
Benefit from income taxes
(3,660
)
(9,814
)
(25,191
)
Net loss
$
(340,937
)
$
(165,597
)
$
(91,186
)
Loss per share:
Basic
$
(10.62
)
$
(107.39
)
$
(59.37
)
Diluted
$
(10.62
)
$
(107.39
)
$
(59.37
)
Weighted average common stock
outstanding:
Basic
32,098
1,542
1,536
Diluted
32,098
1,542
1,536
ROADRUNNER TRANSPORTATION
SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF
STOCKHOLDERS’ INVESTMENT (DEFICIT)
(Unaudited)
Common Stock
(In thousands, except shares)
Shares
Amount
Additional Paid-In
Capital
Retained Deficit
Total Stockholders' Investment
(Deficit)
BALANCE, December 31, 2016
1,533,625
$
15
$
398,970
$
(201,517
)
$
197,468
Issuance of restricted stock units, net of
taxes paid
3,300
—
(239
)
—
(239
)
Share-based compensation
—
—
2,233
—
2,233
Issuance of warrants
—
—
2,571
—
2,571
Net loss
—
—
—
(91,186
)
(91,186
)
BALANCE, December 31, 2017
1,536,925
$
15
$
403,535
$
(292,703
)
$
110,847
Issuance of restricted stock units, net of
taxes paid
3,760
—
(81
)
—
(81
)
Share-based compensation
—
—
1,786
—
1,786
Exercise of warrants
15,183
1
3
—
4
Cumulative effect of change in accounting
principle
—
—
—
886
886
Net loss
—
—
—
(165,597
)
(165,597
)
BALANCE, December 31, 2018
1,555,868
$
16
$
405,243
$
(457,414
)
$
(52,155
)
Issuance of restricted stock units, net of
taxes paid
314,280
3
(1,770
)
—
(1,767
)
Issuance of common stock
36,000,000
360
449,640
—
450,000
Common stock issuance costs
—
—
(11,985
)
—
(11,985
)
Share-based compensation
—
—
12,676
—
12,676
Net loss
—
—
—
(340,937
)
(340,937
)
BALANCE, December 31, 2019
37,870,148
$
379
$
853,804
$
(798,351
)
$
55,832
ROADRUNNER TRANSPORTATION
SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF
CASH FLOWS
(Unaudited)
(In thousands)
Year Ended December
31,
2019
2018
2017
Cash flows from operating
activities:
Net loss
$
(340,937
)
$
(165,597
)
$
(91,186
)
Adjustments to reconcile net loss to net
cash (used in) provided by operating activities:
Depreciation and amortization
59,754
43,547
38,880
Loss on disposal of property and
equipment
1,115
3,212
1,637
Gain on sale of businesses
(37,221
)
—
(35,440
)
Share-based compensation
12,676
1,786
2,233
Change in fair value of preferred
stock
—
104,568
18,387
Amortization of preferred stock issuance
costs
—
1,120
16,112
Loss from debt restructuring
2,270
—
15,876
Adjustments to contingent purchase
obligations
—
1,840
—
Provision for bad debts
4,093
3,479
5,964
Deferred tax benefit
(3,014
)
(10,624
)
(27,066
)
Impairment charges
207,709
1,582
4,402
Changes in:
Accounts receivable
35,629
43,902
(70,171
)
Income tax receivable
1,049
9,935
26,017
Prepaid expenses and other assets
56,586
(26,052
)
(753
)
Accounts payable
(28,703
)
(12,291
)
28,960
Accrued expenses and other liabilities
(68,081
)
5,187
20,596
Net cash (used in) provided by operating
activities
(97,075
)
5,594
(45,552
)
Cash flows from investing
activities:
Capital expenditures
(27,745
)
(25,495
)
(14,517
)
Proceeds from sale of property and
equipment
3,859
2,780
3,636
Proceeds from sale of businesses
84,791
—
88,512
Net cash provided by (used in) investing
activities
60,905
(22,715
)
77,631
Cash flows from financing
activities:
Borrowings under revolving credit
facilities
633,441
695,751
264,405
Payments under revolving credit
facilities
(597,660
)
(708,256
)
(290,068
)
Term borrowings
52,592
557
56,927
Term payments
(52,395
)
(19,082
)
(278,819
)
Debt issuance costs
(2,250
)
(373
)
(4,672
)
Cash collateralization of letters of
credit
—
—
(175
)
Payment of debt extinguishment costs
(693
)
—
(10,960
)
Preferred stock issuance costs
—
(1,120
)
(16,112
)
Proceeds from issuance of preferred stocks
and warrants
—
34,999
540,500
Preferred stock payments
(402,884
)
—
(293,000
)
Proceeds from issuance of common stock
450,000
—
—
Common stock issuance costs
(10,514
)
—
—
Proceeds from exercise of stock
warrants
—
4
—
Issuance of restricted stock units, net of
taxes paid
(1,767
)
(81
)
(239
)
Proceeds from insurance premium
financing
20,735
17,782
—
Payments on insurance premium
financing
(19,072
)
(12,133
)
—
Payments of finance lease obligation
(39,765
)
(5,450
)
(3,677
)
Net cash provided by (used in) financing
activities
29,768
2,598
(35,890
)
Net decrease in cash and cash
equivalents
(6,402
)
(14,523
)
(3,811
)
Cash and cash equivalents:
Beginning of period
11,179
25,702
29,513
End of period
$
4,777
$
11,179
$
25,702
ROADRUNNER TRANSPORTATION
SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF
CASH FLOWS (Continued)
(Unaudited)
(In thousands)
Year Ended December
31,
2019
2018
2017
Supplemental cash flow
information:
Cash paid for interest
$
18,252
$
10,408
$
28,129
Cash refunds from income taxes, net
$
(1,028
)
$
(9,597
)
$
(25,254
)
Non-cash finance leases and other
obligations to acquire assets
$
55,937
$
46,973
$
7,193
Capital expenditures, not yet paid
$
2,294
$
628
$
—
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200326005713/en/
Reputation Partners Marilyn Vollrath 414-376-8834
ir@rrts.com
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