Brian Valentine
Analyst · Bank of Montreal. Your line is open
Thanks, Pat, and good morning, everyone. In the first quarter of 2019, the Company incurred a net loss attributable to The Andersons of $14 million, or $0.43 per diluted share, and an adjusted net loss attributable to The Andersons of $5.3 million or $0.16 per diluted share on revenues of $2.1 billion. These results compared to the first quarter of 2018, when our revenues of $636 million generated a net loss of $1.7 million or $0.06 per diluted share. Revenues were much higher in the current quarter due to the acquisition of Lansing Trade Group and Thompsons Limited. Total company adjusted EBITDA increased by $12.5 million or 45% to $40.2 million. The Trade Group was the largest contributor to that increase. The Company's effective tax rate was 27.8% for the first quarter of 2019 compared to 13.5% in the first quarter of 2018. We now expect that our 2019 full-year effective tax rate will be between 24% and 26%. With respect to our balance sheet, as we shared on our last call, the Lansing acquisition changed our capital structure. Between existing debt that we assumed from Lansing and Thompsons and new debt we incurred to finance the transaction, our long-term debt-to-equity ratio is now just below 1:1. While that ratio is historically high for us, we're not uncomfortable with it and we will work diligently to reduce debt in the next few years. However, that objective will not preclude us from evaluating and completing growth projects that fit with our strategies and generate appropriate economic returns. We next present a bridge graph that compares 2018 pre-tax income to adjusted 2019 pre-tax income year-over-year for the first quarter. Adjusted first quarter pre-tax income declined by $5.9 million from the first quarter of 2018. Trade Group adjusted pre-tax income fell by $4.7 million, but that result included $4.4 million in incremental depreciation and amortization, resulting from the Lansing acquisition and a $2.2 million property loss at Anselmo, Nebraska. Plant Nutrient pre-tax income decreased by $5 million primarily due to relative weakness in primary and specialty nutrients as well as in the lawn and contract manufacturing product lines. The $4 million improvement in the other segment was in part due to the absence of severance expenses, which were $1.4 million in the prior period, and the lower SAP implementation-related expenses. Given the recent closing of the Lansing acquisition, we thought it made sense to spend a couple minutes summarizing the transaction-related adjustments we made this quarter to reported Trade Group and Company pre-tax income and also provide some color about the amounts of the non-cash purchase accounting related adjustments we expect to be recorded in future quarters and years. First, we made several one-time non-cash adjustments this quarter. A $3.5 million charge to other income to eliminate the value of the pre-acquisition equity investments in Lansing and Thompsons and recognized the cumulative foreign currency translation losses related to the investment in Thompsons. A $3.2 million charge for the purchase accounting step-up in the value of inventory and contracted grain acquired. And a small charge to interest expense to write-off unamortized financing fees associated with the credit facility that was refinanced in early January. We also incurred about $800,000 in cash transaction expenses during the quarter, primarily due to evaluation and audit-related services and we estimate that we will incur about $500,000 in additional expenses before completing all acquisition and integration activities. When combined with the amounts that we recorded in 2018, we expect transaction costs will total less than $8 million, which is in line with the original estimate we shared when we announced the acquisition last fall. As part of the purchase price, we issued restricted stock awards to approximately 80 legacy Lansing employees to replace existing unvested incentive compensation and fund employee retention payments. In the first quarter, we issued a total of 606,000 restricted shares at a total cost of $20.5 million, which will be recorded as non-cash compensation expense over various vesting periods through to 2021. We recorded and adjusted for approximately $3.4 million in such expense in the first quarter. We currently expect to record and adjust for stock compensation expense of $4.8 million in the second quarter and $2.9 million in each of the third and fourth quarters of 2019. We also expect to record and adjust for $4.8 million of such expense during 2020 and $1.6 million during 2021. In total, we expect to adjust Trade Group results by $22.8 million in 2019 for all of these items. The purchase accounting valuation of identifiable intangibles and the revaluation of fixed assets increased amortization expense by $2.8 million and depreciation expense by $1.6 million in the first quarter. We did not formally adjust reported earnings for these amounts. We estimate that total incremental depreciation and amortization related to this acquisition will be $17.5 million per year through 2021. The acquisition of Lansing will make year-over-year comparisons for the Trade Group challenging given that we now own 100% of both Lansing and Thompsons rather than minority stakes in each company. As Pat mentioned, the integration is going quite well and we are pleased with the performance of the people and assets that are now part of our Company. The Trade Group incurred a $5.9 million adjusted pre-tax loss but that loss included the $4.4 million of incremental depreciation and amortization expense, as well as the loss in Nebraska mentioned earlier. Excluding those items, the Trade Group would have posted a small pre-tax profit on an operating basis. In comparison, the former Grain Group recorded a first quarter 2018 pre-tax loss of $1.2 million. Trade Group adjusted EBITDA for the quarter was $18.6 million, up from the first quarter 2018 Grain Group EBITDA of $5.7 million. The Ethanol Group recorded somewhat lower results driven by weaker margins but bolstered by successful hedging and increased production efficiency that improved yields. First quarter pre-tax income attributable to the group was $2.6 million compared to $3.1 million of pre-tax income in the first quarter of 2018. The 2018 amount includes about $1.2 million that was reclassified from former Grain Group earnings to the Ethanol Group in conjunction with the Lansing acquisition to conform with go-forward treatment. A small team of Lansing ethanol and DDG traders was integrated with the group as a result of the acquisition and they are already having a positive impact on results. Construction on the ELEMENT biorefinery in Kansas is proceeding as planned. It will be the world's most technologically advanced dry mill ethanol facility when it begins production, which we currently expect to happen in the early part of the third quarter. The Plant Nutrient Group recorded a pre-tax loss of $3.9 million in the first quarter of 2019 compared to pre-tax income of $1.1 million in the first quarter of 2018. Primary and specialty nutrient tons were each down more than 10% year-over-year, as poor weather delayed the start of the spring application season. Primarily nutrient margins improved but specialty nutrient margins were somewhat lower. The group's lawn and contract manufacturing business results were off by more than $2 million on expected lower volume. Gross operating, administrative and general expenses rose by almost 5% year-over-year and interest expense also was higher as delayed sales increased {***Epart-016***} {***Spart-016***} Gross operating, administrative and general expenses rose by almost 5% year-over-year and interest expense also was higher as delayed sales increased the group's use of working capital. Plant Nutrient EBITDA for the quarter was $5 million, compared to 2018 first quarter EBITDA of $9.3 million. The Rail Group generated $4.3 million of pre-tax income in the first quarter, compared to $4 million last year. Leasing income was up $1.2 million. Cars on lease averaged 22,500 during the quarter, up 10% over first quarter 2018. Utilization rates averaged a record 95.7% for the quarter, up almost 800 basis points compared to the first quarter of 2018. We think utilization may have peaked during the quarter and we expect it to remain above historical levels. Average lease rates were up slightly year-over-year, in large part due to acquiring some cars on lease with relatively high rates in the fourth quarter of 2018. As expected, income from car sales was lower, falling $1.7 million year-over-year. The group's car sale income results were impacted for the first time by new lease accounting rules that became effective in January. The immediate impact of the new rules was the reclassification of $3 million in unamortized gains on recourse financing transactions that were closed prior to 2018. This amortization had been a regular source of car sale income for the group for many years and would have resulted in $1.3 million of a full year 2019 pre-tax income, had the rules not changed. The group's repair business had a much better quarter than in the previous year as it generated higher repair revenue and better margins. Finally, the group's EBITDA for the quarter was $16.3 million, which was about 20% higher than first quarter 2018 EBITDA of $13.5 million. And now I'd like to turn things back over to Pat, who will provide some closing thoughts.