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Section 1: 8-K (FORM 8-K)

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________

Form 8-K
_____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): May 11, 2020  

FREIGHTCAR AMERICA, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware000-5123725-1837219
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)

 

125 S. Wacker Drive, Suite 1500, Chicago, Illinois 60606
(Address of Principal Executive Offices) (Zip Code)

(800) 458-2235
(Registrant's telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 [   ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 [   ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 [   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 [   ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareRAILNasdaq Global Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [   ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ] 

 
 

Section 2 — Financial Information

Item 2.02. Results of Operations and Financial Condition.

On May 11, 2020, FreightCar America, Inc. issued a press release announcing its financial results for the first quarter of 2020. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained in Exhibit 99.1 is being furnished under Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

      (d) Exhibits

Exhibit 99.1       Press release of FreightCar America, Inc., dated May 11, 2020.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 FREIGHTCAR AMERICA, INC.
   
  
Date: May 11, 2020By: /s/ Christopher J. Eppel        
  Christopher J. Eppel
  Vice President, Finance, Chief Financial Officer and Treasurer
  


EXHIBIT INDEX

 

Exhibit Number Description
   
Exhibit 99.1         Press release of FreightCar America, Inc., dated May 11, 2020.

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Section 2: EX-99.1 (PRESS RELEASE)

EdgarFiling

EXHIBIT 99.1

FreightCar America, Inc. Reports First Quarter 2020 Results

‘Back to Basics’ transformational actions and focus on protecting liquidity position Company to navigate pandemic

CHICAGO, May 11, 2020 (GLOBE NEWSWIRE) -- FreightCar America, Inc. (NASDAQ: RAIL) today reported results for the first quarter ended March 31, 2020.

Business Highlights

“First and foremost, I would like to thank all of our employees for their commitment to health and safety in these unprecedented times. Safety has always been our number one priority, and I am extremely proud of the team’s ability to respond in this environment, while continuing to meet the needs of our customers,” said Jim Meyer, President and Chief Executive Officer of FreightCar America. “There are a number of unknowns as we move through the challenges of this pandemic, but there are several items that give our team comfort right now. The ‘Back to Basics’ transformational strategy we have adhered to over the last two-and-a-half years is proving critical in this environment. We significantly improved our cost structure and manufacturing footprint, both of which position our business to capitalize on market upcycles and, just as importantly, compete and survive during tough industry conditions.”

Meyer added, “We were obviously disappointed with our delivery figures for the quarter, a result of timing and weakness in the backlog, line startups in the quarter and lost production days at the end of the quarter due to COVID-19. However, our Shoals facility is back in production, and based on what we know today, we expect deliveries to ramp up as we move through the year. Our backlog increased sequentially, and we’ve seen no order cancellations to date. We understand we are in a very uncertain world, and we are planning for a number of possible scenarios as we move forward. We are also on track with the build-out of our Mexico facility, and our goal remains to be in production by the end of 2020. We expect industry conditions to be very competitive over the next few years, and being able to produce cars in Mexico will be more important than ever. Finally, we will continue to balance the needs of transforming our company and navigating difficult industry conditions in order to preserve capital and protect our franchise.”

First Quarter Results

First Quarter 2020 Conference Call & Webcast Information

The Company will host a conference call and live webcast on Monday, May 11, 2020 at 11:00 a.m. (Eastern Daylight Time) to discuss its first quarter 2020 financial results. Investors, analysts, and members of the media interested in listening to the live presentation are encouraged to join a webcast of the call, available on the Company’s website at:

https://attevent.webcasts.com/starthere.jsp?ei=1316290&tp_key=c25bd24d9c

Interested parties may also participate in the call by dialing (877) 692-8957, and using confirmation number 8606324.  Please dial in approximately 10 to 15 minutes prior to the start time of the call to ensure your participation. An audio replay of the conference call will be available beginning at 2:00 p.m. (Eastern Daylight Time) on May 11, 2020 until 12:00 a.m. (Eastern Daylight Time) on June 12, 2020.  To access the replay, please dial (866) 207-1041 or (402) 970-0847.  The replay pass code is 8676330.  An audio replay of the call will be available on the Company’s website within two days following the earnings call.

About FreightCar America

FreightCar America, Inc. manufactures a wide range of railroad freight cars, supplies railcar parts and leases freight cars through its FreightCar America Leasing Company subsidiaries. FreightCar America designs and builds high-quality railcars, including bulk commodity cars, covered hopper cars, intermodal and non-intermodal flat cars, mill gondola cars, coil steel cars, boxcars and coal cars. It is headquartered in Chicago, Illinois and has facilities in the following locations: Cherokee, Alabama; Grand Island, Nebraska; Johnstown, Pennsylvania; and Shanghai, People’s Republic of China. More information about FreightCar America is available on its website at www.freightcaramerica.com.

Forward-Looking Statements

This press release may contain statements relating to our expected financial performance and/or future business prospects, events and plans that are “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent our estimates and assumptions only as of the date of this press release. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements due to certain risks and uncertainties. These potential risks and uncertainties include, among other things: risks relating to the Shoals facility, including the facility not meeting internal assumptions or expectations and unforeseen liabilities from Navistar; the cyclical nature of our business; adverse economic and market conditions; fluctuating costs of raw materials, including steel and aluminum, and delays in the delivery of raw materials; our ability to maintain relationships with our suppliers of railcar components; our reliance upon a small number of customers that represent a large percentage of our sales; the variable purchase patterns of our customers and the timing of completion, delivery and customer acceptance of orders; the highly competitive nature of our industry; the risk of lack of acceptance of our new railcar offerings by our customers; and other competitive factors. We expressly disclaim any duty to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future events or otherwise.



FreightCar America, Inc.

Condensed Consolidated Balance Sheets
(Unaudited)

      
 March 31, 2020 December 31, 2019
Assets(in thousands, except for share and per share data)
Current assets     
Cash, cash equivalents and restricted cash equivalents$60,484  $66,257 
Restricted certificates of deposit -   3,769 
Accounts receivable, net of allowance for doubtful accounts of $161 and $91, respectively 5,718   6,991 
Inventories, net 41,121   25,092 
Income tax receivable 1,022   535 
Other current assets 8,309   7,035 
Total current assets 116,654   109,679 
Property, plant and equipment, net 39,285   38,564 
Railcars available for lease, net 38,647   38,900 
Right of use asset 55,517   56,507 
Other long-term assets 999   1,552 
Total assets$251,102  $245,202 
      
Liabilities and Stockholders’ Equity     
Current liabilities     
Accounts and contractual payables$19,653  $11,713 
Accrued payroll and other employee costs 632   1,389 
Reserve for workers' compensation 3,274   3,210 
Accrued warranty 8,076   8,388 
Customer deposits 22,515   5,123 
Deferred income state and local incentives, current 2,219   2,219 
Lease liability, current 14,932   14,960 
Other current liabilities 3,275   2,428 
Total current liabilities 74,576   49,430 
Long-term debt 10,200   10,200 
Accrued pension costs 6,258   6,510 
Deferred income state and local incentives, long-term 4,167   4,722 
Lease liability, long-term 52,108   53,766 
Other long-term liabilities 3,443   3,420 
Total liabilities 150,752   128,048 
Stockholders’ equity     
Preferred stock -   - 
Common stock 133   127 
Additional paid in capital 83,374   83,027 
Treasury stock, at cost (1,124)  (989)
Accumulated other comprehensive loss (10,639)  (10,780)
Retained earnings 28,877   45,824 
Total FreightCar America stockholders' equity 100,621   117,209 
Noncontrolling interest in JV (271)  (55)
Total stockholders' equity 100,350   117,154 
Total liabilities and stockholders’ equity$251,102  $245,202 
      



FreightCar America, Inc.

Condensed Consolidated Statements of Operations
(Unaudited)

      
  Three Months Ended March 31,
   2020   2019  
 (in thousands, except for share and per share data)
Revenues $5,197  $70,708  
Cost of sales  14,000   77,557  
Gross loss  (8,803)  (6,849) 
Selling, general and administrative expenses  7,410   7,667  
Restructuring and impairment charges  880   -  
Operating loss  (17,093)  (14,516) 
Interest expense and deferred financing costs  (296)  (36) 
Other income  224   319  
Loss before income taxes  (17,165)  (14,233) 
Income tax benefit  (2)  (201) 
Net loss  (17,163)  (14,032) 
  Less: Net loss attributable to noncontrolling interest in JV  (216)  -  
Net loss attributable to FreightCar America $(16,947) $(14,032) 
          
Net loss per common share attributable to FreightCar America- basic and diluted $(1.29) $(1.12) 
Weighted average common shares outstanding - basic and diluted  12,366,880   12,337,013  
      



FreightCar America, Inc.

Segment Data
(Unaudited)

 Three Months Ended
 March 31,
 2020  2019 
Revenues:     
Manufacturing$2,940  $67,595 
Corporate and Other 2,257   3,113 
Consolidated revenues$5,197  $70,708 
      
Operating (loss) income:     
Manufacturing$(11,800) $(9,637)
Corporate and Other (5,293)  (4,879)
Consolidated operating loss (17,093)  (14,516)



FreightCar America, Inc.

Condensed Consolidated Statements of Cash Flows
(Unaudited)

       
   Three Months Ended March 31,
   2020   2019 
Cash flows from operating activities  (in thousands)
Net loss $(17,163) $(14,032)
Adjustments to reconcile net loss to net cash flows used in operating activities:      
Non-cash restructuring and impairment charges  312   - 
Depreciation and amortization  3,013   3,206 
Amortization expense - right-of-use leased assets  990   3,202 
Recognition of deferred income from state and local incentives  (555)  (554)
Stock-based compensation recognized  227   689 
Other non-cash items, net  1,868   (736)
Changes in operating assets and liabilities, net of acquisitions:      
Accounts receivable  1,273   8,928 
Inventories  (17,809)  12,591 
Other assets  (1,273)  (2,355)
Accounts and contractual payables  7,521   (4,516)
Accrued payroll and employee benefits  (654)  359 
Income taxes receivable/payable  (8)  (200)
Accrued warranty  (312)  1,736 
Lease liability  (1,686)  (5,037)
Customer deposits  17,392   (1,719)
Other liabilities  1,051   259 
Accrued pension costs and accrued postretirement benefits  (214)  (114)
         
Net cash flows (used in) provided by operating activities  (6,027)  1,707 
Cash flows from investing activities      
Purchase of restricted certificates of deposit  -   (1,117)
Maturity of restricted certificates of deposit  3,769   4,400 
Purchase of securities held to maturity  -   (1,986)
Proceeds from maturity of securities  -   18,025 
Purchase of property, plant and equipment  (3,670)  (760)
Proceeds from sale of property, plant and equipment and railcars available for lease  164   - 
         
Net cash flows provided by investing activities  263   18,562 
Cash flows from financing activities      
Employee stock settlement  (9)  (59)
Deferred financing costs  -   (280)
Net cash flows used in financing activities  (9)  (339)
Net (decrease) increase in cash and cash equivalents  (5,773)  19,930 
         
Cash, cash equivalents and restricted cash equivalents at beginning of period  66,257   45,070 
         
Cash, cash equivalents and restricted cash equivalents at end of period $60,484  $65,000 
Supplemental cash flow information      
Interest paid $143  $15 
Income tax refunds received $-  $- 
Income tax paid $-  $- 
       


INVESTOR & MEDIA CONTACTJosh Littman or Chris Hodges
TELEPHONE312-445-2870

 

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