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 1, 2019  

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

Delaware 000-51237 25-1837219
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

 

Two North Riverside Plaza, Suite 1300, 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))

 

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 1, 2019, FreightCar America, Inc. issued a press release announcing its financial results for the first quarter of 2019. 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 1, 2019.

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 1, 2019 By:  /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 1, 2019.



EXHIBIT 99.1

FreightCar America, Inc. Reports First Quarter 2019 Results

Company continues to execute its ‘Back to Basics’ initiatives; reaffirms full-year delivery and material cost 
savings guidance; product development now a top priority

CHICAGO, May 01, 2019 (GLOBE NEWSWIRE) -- FreightCar America, Inc. (NASDAQ: RAIL) today reported results for the first quarter ended March 31, 2019.

Business Highlights

"We have made tremendous progress on our strategic initiatives to revamp our operations and reduce material and labor costs. As this work continues, we are also now accelerating efforts to strengthen our product portfolio to better align with market needs and drive top-line growth,” said Jim Meyer, President and Chief Executive Officer of FreightCar America. "Our results were in line with our expectations for the quarter and as we have said previously, our goal is to be substantially retooled as a company within the year and to have FreightCar America well positioned for long-term growth and success, beginning in 2020.”

First Quarter Results

First Quarter 2019 Conference Call & Webcast Information

The Company will host a conference call and live webcast on Thursday, May 2, 2019 at 11:00 a.m. (Eastern Daylight Time) to discuss the Company’s first quarter 2019 financial results. To participate in the conference call, please dial (800) 288-8960, Confirmation Number 466777.  Interested parties are asked to dial in approximately 10 to 15 minutes prior to the start time of the call. The live audio-only webcast can be accessed at:

Event URL: https://im.csgsystems.com/cgi-bin/confCast

Conference ID#: 466777

If you need technical assistance, call the toll-free AT&T Conference Casting Support Help Line at (888) 793-6118. Please note that the webcast is listen-only and webcast participants will not be able to participate in the question and answer portion of the conference call.  An audio replay of the conference call will be available beginning at 1:00 p.m. (Eastern Daylight Time) on May 2, 2019 until 11:59 p.m. (Eastern Daylight Time) on June 2, 2019.  To access the replay, please dial (800) 475-6701.  The replay pass code is 466777.  An audio replay of the call will be available on the Company’s website within two days following the earnings call.

About FreightCar America, Inc.

FreightCar America, Inc. manufactures a wide range of railroad freight cars, supplies railcar parts and leases freight cars through its JAIX Leasing Company subsidiary. FreightCar America designs and builds high-quality railcars, including coal cars, bulk commodity cars, covered hopper cars, intermodal and non-intermodal flat cars, mill gondola cars, coil steel cars and boxcars. It is headquartered in Chicago, Illinois and has facilities in the following locations: Cherokee, Alabama; Grand Island, Nebraska; Johnstown, Pennsylvania; Roanoke, Virginia; 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, December 31,
  2019 2018
  (In thousands)
Assets    
Current assets    
Cash, cash equivalents and restricted cash equivalents $ 65,000   $ 45,070  
Restricted certificates of deposit   1,668     4,952  
Marketable securities   1,998     18,019  
Accounts receivable, net   9,290     18,218  
Inventories, net   52,700     64,562  
Other current assets   7,373     5,012  
Total current assets   138,029     155,833  
     
Property, plant and equipment, net   43,406     45,317  
Railcars available for lease, net   64,370     64,755  
Right of use asset   74,174     -  
Goodwill   21,521     21,521  
Other long-term assets   2,583     2,311  
Total assets $ 344,083   $ 289,737  
     

Liabilities and Stockholders’ Equity 		   
Current liabilities    
Accounts and contractual payables $ 30,586   $ 34,749  
Accrued payroll and other employee costs   1,998     1,639  
Reserve for workers’ compensation   3,527     3,344  
Accrued warranty   11,045     9,309  
Customer deposits   1,281     3,000  
Deferred income state and local incentives, current   2,219     2,219  
Deferred rent, current   -     6,466  
Lease liability, current   16,840     -  
Other current liabilities   1,325     1,324  
Total current liabilities   68,821     62,050  
Accrued pension costs   5,752     5,841  
Accrued postretirement benefits, less current portion   4,907     4,975  
Deferred income state and local incentives, long-term   6,387     6,941  
Deferred rent, long-term   -     15,519  
Lease liability, long-term   77,281     -  
Accrued taxes and other long-term liabilities   476     801  
Total liabilities   163,624     96,127  
     
Stockholders’ equity    
Preferred stock   —     —  
Common stock   127     127  
Additional paid in capital   86,074     90,593  
Treasury stock, at cost   (4,572 )   (9,721 )
Accumulated other comprehensive loss   (8,145 )   (8,188 )
Retained earnings   106,975     120,799  
             
Total stockholders’ equity   180,459     193,610  
Total liabilities and stockholders’ equity $ 344,083   $ 289,737  
             


FreightCar America, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
     
    Three Months Ended
March 31,
    2019 2018
    (In thousands, except for share
and per  share data)
       
Revenues   $ 70,708     $ 82,973  
Cost of sales     77,557       83,569  
Gross loss     (6,849 )     (596 )
Selling, general and administrative expenses     7,667       7,996  
Restructuring and impairment charges     —       —  
Operating loss     (14,516 )     (8,592 )
       
Interest expense and deferred financing costs     (36 )     (32 )
Other income (expense)     319       381  
Loss before income taxes     (14,233 )     (8,243 )
Income tax (benefit) provision     (201 )     (1,839 )
Net loss   $ (14,032 )   $ (6,404 )
       
Net loss per common share – basic   $ (1.12 )   $ (0.51 )
       
Net loss per common share – diluted   $ (1.12 )   $ (0.51 )
       
Weighted average common shares outstanding -      
basic     12,337,013       12,306,011  
       
Weighted average common shares outstanding -      
diluted     12,337,013       12,306,011  
       
Dividends declared per common share   $ —     $ —  
       


FreightCar America, Inc.
Segment Data
(Unaudited)
     
    Three Months Ended
March 31,
    2019 2018
    (In thousands)
Revenues:      
Manufacturing   $ 67,595     $ 79,733  
Corporate and Other     3,113       3,240  
Consolidated revenues   $ 70,708     $ 82,973  
       
Operating loss:      
Manufacturing   $ (9,637 )   $ (3,816 )
Corporate and Other     (4,879 )     (4,776 )
Consolidated operating loss   $ (14,516 )   $ (8,592 )
                 


FreightCar America, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
   
  Three Months Ended
March 31,
  2019   2018
  (In thousands)
Cash flows from operating activities    
     
Net loss $ (14,032 )   $ (6,404 )
Adjustments to reconcile net loss to net cash
flows provided by (used in) operating activities: 		   
Net proceeds from Shoals transaction   —       2,655  
Depreciation and amortization   3,206       2,550  
Amortization expense – right-of-use leased assets   3,202       —  
Recognition of deferred income from state and local incentives   (554 )     (555 )
Deferred income taxes   —       (1,992 )
Stock-based compensation recognized   689       836  
Other non-cash items, net   (736 )     273  
Changes in operating assets and liabilities, net of acquisitions:    
Accounts receivable   8,928       (5,330 )
Inventories   12,591       1,930  
Inventories on lease   —       (9,186 )
Other assets   (2,355 )     (3,323 )
Accounts and contractual payables   (4,516 )     2,284  
Accrued payroll and employee benefits   359       338  
Income taxes receivable/payable   (200 )     650  
Accrued warranty   1,736       979  
Lease liability   (5,037 )     —  
Other liabilities   (1,460 )     1,223  
Accrued pension costs and accrued postretirement benefits   (114 )     (418 )
Net cash flows provided by (used in) operating activities   1,707       (13,490 )
     
Cash flows from investing activities    
     
Purchase of restricted certificates of deposit   (1,117 )     (1,040 )
Maturity of restricted certificates of deposit   4,400       1,308  
Purchase of securities held to maturity   (1,986 )     (41,244 )
Proceeds from maturity of securities   18,025       32,005  
Purchases of property, plant and equipment   (760 )     (182 )
Proceeds from sale of property, plant and equipment and railcars available for lease   —       228  
Net cash flows provided by (used in) investing activities   18,562       (8,925 )
     
Cash flows from financing activities    
     
Employee stock settlement   (59 )     (118 )
Deferred financing costs   (280 )     —  
Net cash flows used in financing activities   (339 )     (118 )
     
Net decrease in cash and cash equivalents $ (19,930 )   $ (22,533 )
Cash, cash equivalents and restricted cash equivalents at beginning of period $ 45,070     $ 87,788  
Cash, cash equivalents and restricted cash equivalents at end of period $ 65,000     $ 65,255  


INVESTOR & MEDIA CONTACT Christopher J. Eppel
TELEPHONE (800) 458-2235