e8vk
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): November 4, 2009
H&E Equipment Services, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-51759
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81-0553291 |
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer |
of incorporation)
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File Number)
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Identification No.) |
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11100 Mead Road, Suite 200, |
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Baton Rouge, Louisiana
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70816 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (225) 298-5200
Not Applicable
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On November 4, 2009, we issued a press release announcing our financial results for the three
months ended September 30, 2009. A copy of the press release is attached as Exhibit 99.1.
The information in this Form 8-K and the attached exhibit shall not be deemed filed for purposes
of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by reference to any filing
under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
Item 8.01 Other Events.
We define EBITDA as net income (loss) before interest expense, income taxes, depreciation and
amortization. We use EBITDA in our business operations to, among other things, evaluate the
performance of our business, develop budgets and measure our performance against those budgets. We
also believe that analysts and investors use EBITDA as a supplemental measure to evaluate a
companys overall operating performance. However, EBITDA has material limitations as an analytical
tool and you should not consider it in isolation, or as a substitute for analysis of our results as
reported under GAAP. We find EBITDA a useful tool to assist us in evaluating performance because it
eliminates items related to capital structure, taxes and non-cash charges. The items that we have
eliminated in determining EBITDA are interest expense, income taxes, depreciation of fixed assets
(which includes rental equipment and property and equipment) and amortization of intangible assets.
However, some of these eliminated items are significant to our business. For example, (i) interest
expense is a necessary element of our costs and ability to generate revenue because we incur a
significant amount of interest expense related to our outstanding indebtedness; (ii) payment of
income taxes is a necessary element of our costs; and (iii) depreciation is a necessary element of
our costs and ability to generate revenue because rental equipment is the single largest component
of our total assets and we recognize a significant amount of depreciation expense over the
estimated useful life of this equipment. Any measure that eliminates components of our capital
structure and costs associated with carrying significant amounts of fixed assets on our balance
sheet has material limitations as a performance measure. In light of the foregoing limitations, we
do not rely solely on EBITDA as a performance measure and also consider our GAAP results. EBITDA is
not a measurement of our financial performance under GAAP and should not be considered as an
alternative to net income (loss), operating income or any other measures derived in accordance with
GAAP. Because EBITDA is not calculated in the same manner by all companies, it may not be
comparable to other similarly titled measures used by other companies.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release, dated November 4, 2009, announcing financial results for the three months ended
September 30, 2009.
SIGNATURES
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.
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H&E Equipment Services, Inc.
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November 4, 2009 |
By: |
/s/ Leslie S. Magee
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Name: |
Leslie S. Magee |
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Title: |
Chief Financial Officer and Secretary |
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Exhibit Index
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Exhibit No. |
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Description |
99.1
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Press Release, dated November 4, 2009, announcing financial
results for the three months ended September 30, 2009. |
exv99w1
Exhibit 99.1
Contacts:
Leslie S. Magee
Chief Financial Officer
225-298-5261
lmagee@he-equipment.com
Kevin S. Inda
Corporate Communications, Inc.
407-566-1180
kevin.Inda@cci-ir.com
H&E Equipment Services Reports Third Quarter 2009 Results
BATON ROUGE, Louisiana (November 4, 2009) H&E Equipment Services, Inc. (NASDAQ: HEES) today
announced operating results for the third quarter ended September 30, 2009.
THIRD QUARTER 2009 SUMMARY
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Revenues decreased 37.0% to $175.6 million versus $278.6 million a year ago. |
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EBITDA decreased 56.4% to $29.3 million, or a 16.7% margin, compared to $67.2
million, or a 24.1% margin, a year ago. |
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Income from operations decreased 86.0% to $5.2 million compared to $37.2 million a
year ago. |
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Net loss was $2.3 million, or ($0.07) per diluted share, compared to net income of
$17.6 million, or $0.50 per diluted share. |
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Reduced debt by $42.0 million during the quarter. |
Our business environment remains very challenging and we have not seen any seasonal increase in
demand during the third quarter. While we are pleased to have experienced stabilization of our
fleet utilization during the third quarter, we have not seen improvement in the structural economic
problems that continue to impact the demand for our products and services. While utilization has
stabilized, it has stabilized at a low level. As a result, rental pricing remains weak, said John
Engquist, H&E Equipment Services president and chief executive officer. We have successfully
reduced debt and increased liquidity during this prolonged recession. We continue to focus on our
balance sheet, which positions our company to deal with the current weak environment and to take
full advantage of the recovery when it begins.
- MORE -
H&E Equipment Services Reports Third Quarter 2009 Results
Page 2
November 4, 2009
In spite of the severe decline in our markets and the earnings results based on contraction in our
top-line revenues, we continued to make significant progress in fulfilling our balance sheet
objectives. We reduced debt under our revolver by $42 million in the third quarter, commented
Leslie Magee, H&E Equipment Services chief financial officer. Subsequently, we have fully repaid
our revolver, leaving $312 million of borrowing availability on the credit facility and we expect
to continue to generate cash throughout the fourth quarter. The demand for rental equipment and
new and used equipment remains weak. In general, our customers lack a near-term need for
construction equipment based on todays limited visibility of a recovery in our end-markets. We
have seen few signs of a boost in the confidence levels of our end-users, which is necessary to
initiate increased capital spending by our customers. Consequently, we remain focused on asset
management, debt reduction and cash generation. We ended the quarter with negative net rental
cap-ex, further fleet reductions of $38.8 million and lower inventories.
FINANCIAL DISCUSSION FOR THIRD QUARTER 2009
Our third quarter 2009 results of operations include the sale of a substantial portion of our Yale
lift truck assets in the Intermountain region including rental fleet, new and used equipment
inventories and parts inventories for total cash proceeds of approximately $15.7 million. At the
time of the sale, these Yale lift trucks comprised approximately 3.5% of our total rental fleet
assets and 71% of the total lift trucks in our rental fleet based on net book value. The sale of
all related assets resulted in a gross profit margin of less than 5% in each asset category.
Approximately 81% of the total sale proceeds were attributable to the sale of rental fleet assets.
In connection with the transaction, we also recognized approximately $0.9 million in deferred
service revenues from the termination of maintenance contracts associated with the Yale rental
fleet assets sold.
Revenue
Total revenues decreased 37.0% to $175.6 million from $278.6 million in the third quarter of 2008.
Equipment rental revenues decreased 42.3% to $45.1 million compared with $78.2 million in the third
quarter of 2008. New equipment sales decreased 50.2% to $48.7 million from $97.8 million. Used
equipment sales decreased 17.9% to $32.7 million compared to $39.9 million. Parts sales declined
16.7% to $25.8 million from $31.0 million in the third quarter of 2008. Service revenues decreased
17.0% to $15.2 million compared with $18.3 million in the third quarter of 2008. The sale of the
Yale lift truck assets, included in the current period amounts above, had the effect of partially
offsetting these revenue declines, particularly in used equipment sales.
Gross Profit
Gross profit decreased 51.6% to $40.0 million from $82.5 million in the third quarter of 2008.
Gross margin was 22.8% for the quarter ended September 30, 2009 as compared to 29.6% for the
quarter ended September 30, 2008. The lower gross margin in the current quarter is primarily due
to lower rental gross margins and the sale of the Yale lift truck assets.
On a segment basis, gross margin on rentals decreased to 30.6% from 50.3% in the third quarter of
2008 due to declines in rental rates and lower time utilization combined with an increase in rental
and depreciation expense as a percentage of revenues. On average, rental rates declined 19.1% as
compared to the third quarter of 2008 and 3.4% as compared to the second quarter of 2009. Time
utilization was 54.3% in the third quarter of 2009 as compared to 67.4% a year ago and 55.3% in the
second quarter of 2009.
Gross margins on new equipment sales were 10.5%, which were down from 13.4% in comparison to the
third quarter a year ago largely due to lower margins on new crane sales.
- MORE -
H&E Equipment Services Reports Third Quarter 2009 Results
Page 3
November 4, 2009
Gross margins on used equipment sales decreased to 17.2% from 23.3% a year ago. Gross margins on
used equipment sales were lower principally due to the sale of approximately $13.4 million of Yale
used lift trucks. Gross margin on parts sales decreased to 26.5% from 29.5% last year due to the
mix of parts sold, including the sale of approximately $1.1 million of Yale parts. Gross margin on
service revenues decreased to 62.9% from 64.0% in the third quarter of 2008 due to revenue mix.
The impact of mix on service gross margins was partially offset by the recognition of deferred
service revenue associated with terminated maintenance contracts on the Yale rental fleet assets
sold.
Rental Fleet
At the end of the third quarter of 2009, the original acquisition cost of the Companys rental
fleet was $694.1 million, down $112.2 million from $806.3 million at the end of the third quarter
of 2008. Dollar utilization was 25.5% compared to 38.8% for the third quarter of 2008. Dollar
returns decreased reflecting lower year-over-year average rental rates and lower time utilization
as discussed above.
Selling, General and Administrative Expenses
SG&A expenses for the third quarter of 2009 were $35.1 million compared with $45.6 million last
year, a $10.5 million, or 23.0% decrease. The decrease was primarily attributable to lower
salaries and wages and other related employee expenses as a result of workforce reductions since
the beginning of 2009 combined with lower incentive compensation that resulted from lower revenues.
For the third quarter of 2009, SG&A expenses increased as a percentage of total revenues to 20.0%
as compared with 16.3% last year.
Income from Operations
Income from operations for the third quarter of 2009 decreased 86.0% to $5.2 million, or an
operating margin of 3.0%, compared with $37.2 million, or an operating margin of 13.3%, a year ago.
Interest Expense
Interest expense for the third quarter of 2009 decreased $1.7 million to $7.8 million from $9.5
million primarily due to a decrease in average borrowings on the Companys senior secured credit
facility and lower floor plan payables.
Net Income (Loss)
Net loss was $2.3 million, or ($0.07) per diluted share, compared to $17.6 million, or $0.50 per
diluted share in the third quarter of 2008.
EBITDA
EBITDA for the third quarter of 2009 decreased $37.9 million to $29.3 million from $67.2 million in
the third quarter of 2008. EBITDA as a percentage of revenues was 16.7% compared with 24.1% in the
third quarter of 2008.
Non-GAAP Financial Measures
This press release contains certain Non-GAAP measures (EBITDA). Please refer to our Current Report
on Form 8-K for a description of our use of these measures. EBITDA as calculated by the Company is
not necessarily comparable to similarly titled measures reported by other companies. Additionally,
these Non-GAAP measures are not measurements of financial performance or liquidity under GAAP and
should not be considered as alternatives to the Companys other financial information determined
under GAAP.
- MORE -
H&E Equipment Services Reports Third Quarter 2009 Results
Page 4
November 4, 2009
Conference Call
The Companys management will hold a conference call to discuss third quarter results today,
November 4, 2009, at 10:00 a.m. (Eastern Time). To listen to the call, participants should dial
913-312-1510 approximately 10 minutes prior to the start of the call. A telephonic replay will
become available after 1:00 p.m. (Eastern Time) on November 4, 2009, and will continue to be
available through November 12, 2009, by dialing 719-457-0820 and entering confirmation code
4542660.
The live broadcast of the Companys quarterly conference call will be available online at
www.he-equipment.com or www.earnings.com on November 4, 2009, beginning at 10:00 a.m. (Eastern
Time) and will continue to be available for 30 days. Related presentation materials will be posted
to the Investor Relations section of the Companys web site at www.he-equipment.com prior to the
call. The presentation materials will be in Adobe Acrobat format.
About H&E Equipment Services, Inc.
The Company is one of the largest integrated equipment services companies in the United States with
63 full-service facilities throughout the West Coast, Intermountain, Southwest, Gulf Coast,
Mid-Atlantic and Southeast regions of the United States. The Company is focused on heavy
construction and industrial equipment and rents, sells and provides parts and service support for
four core categories of specialized equipment: (1) hi-lift or aerial platform equipment; (2)
cranes; (3) earthmoving equipment; and (4) industrial lift trucks. By providing equipment rental,
sales, and on-site parts, repair and maintenance functions under one roof, the Company is a
one-stop provider for its customers varied equipment needs. This full service approach provides
the Company with multiple points of customer contact, enabling it to maintain a high quality rental
fleet, as well as an effective distribution channel for fleet disposal and provides cross-selling
opportunities among its new and used equipment sales, rental, parts sales and service operations.
Forward-Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the
federal securities laws. Statements about our beliefs and expectations and statements containing
the words may, could, would, should, believe, expect, anticipate, plan, estimate,
target, project, intend and similar expressions constitute forward-looking statements.
Forward-looking statements involve known and unknown risks and uncertainties, which could cause
actual results that differ materially from those contained in any forward-looking statement. Such
factors include, but are not limited to, the following: (1) general economic conditions and
construction activity in the markets where we operate in North America as well as the impact of the
current macroeconomic downturn and current conditions of the global credit markets and its effect
on construction activity and the economy in general; (2) relationships with new equipment
suppliers; (3) increased maintenance and repair costs as we age our fleet and decreases in our
equipments residual value; (4) our indebtedness; (5) the risks associated with the expansion of
our business; (6) our possible inability to effectively integrate any businesses we acquire; (7)
competitive pressures; (8) compliance with laws and regulations, including those relating to
environmental matters; and (9) other factors discussed in our public filings, including the risk
factors included in the Companys most recent Annual Report on Form 10-K. Investors, potential
investors and other readers are urged to consider these factors carefully in evaluating the
forward-looking statements and are cautioned not to place undue reliance on such forward-looking
statements. Except as required by applicable law, including the securities laws of the United
States and the rules and regulations of the SEC, we are under no obligation to publicly update or
revise any forward-looking statements after the date of this release.
- MORE -
H&E Equipment Services Reports Third Quarter 2009 Results
Page 5
November 4, 2009
H&E EQUIPMENT SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(Amounts in thousands, except per share amounts)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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2009 |
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2008 |
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2009 |
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2008 |
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Revenues: |
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Equipment rentals |
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$ |
45,108 |
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$ |
78,181 |
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$ |
150,669 |
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$ |
224,626 |
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New equipment sales |
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48,685 |
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97,797 |
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172,010 |
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274,135 |
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Used equipment sales |
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32,698 |
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39,873 |
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69,254 |
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128,436 |
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Parts sales |
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25,786 |
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30,951 |
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78,144 |
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89,112 |
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Service revenues |
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15,225 |
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18,333 |
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46,164 |
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52,651 |
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Other |
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8,126 |
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13,512 |
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25,824 |
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38,097 |
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Total revenues |
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175,628 |
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278,647 |
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542,065 |
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807,057 |
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Cost of revenues: |
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Rental depreciation |
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21,105 |
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26,362 |
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67,789 |
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78,838 |
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Rental expense |
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10,209 |
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12,514 |
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32,441 |
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36,460 |
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New equipment sales |
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43,549 |
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84,739 |
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150,519 |
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237,449 |
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Used equipment sales |
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27,069 |
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30,578 |
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56,482 |
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97,960 |
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Parts sales |
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18,952 |
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21,809 |
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56,339 |
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62,815 |
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Service revenues |
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5,646 |
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6,592 |
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17,059 |
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19,016 |
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Other |
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9,131 |
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13,556 |
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26,683 |
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38,735 |
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Total cost of revenues |
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135,661 |
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196,150 |
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407,312 |
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571,273 |
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Gross profit |
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39,967 |
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82,497 |
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134,753 |
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235,784 |
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Selling, general, and
administrative expenses |
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35,073 |
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45,556 |
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110,342 |
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138,097 |
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Gain on sales of property and
equipment |
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289 |
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219 |
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472 |
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515 |
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Income from operations |
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5,183 |
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37,160 |
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24,883 |
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98,202 |
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Interest expense |
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(7,847 |
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(9,495 |
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(24,039 |
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(29,193 |
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Other income, net |
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123 |
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250 |
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518 |
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731 |
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Income (loss) before provision (benefit)
for income taxes |
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(2,541 |
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27,915 |
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1,362 |
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69,740 |
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Provision (benefit) for income taxes |
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(261 |
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10,311 |
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1,201 |
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25,809 |
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Net income (loss) |
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$ |
(2,280 |
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$ |
17,604 |
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$ |
161 |
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$ |
43,931 |
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NET INCOME (LOSS) PER SHARE |
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Basic Net income (loss) per share |
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$ |
(0.07 |
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$ |
0.50 |
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$ |
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$ |
1.22 |
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Basic Weighted average number of
common shares outstanding |
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34,625 |
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35,075 |
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34,601 |
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35,912 |
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Diluted Net income (loss) per share |
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$ |
(0.07 |
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$ |
0.50 |
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$ |
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$ |
1.22 |
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Diluted Weighted average number of
common shares outstanding |
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34,625 |
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35,090 |
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34,638 |
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35,918 |
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- MORE -
H&E Equipment Services Reports Third Quarter 2009 Results
Page 6
November 4, 2009
H&E EQUIPMENT SERVICES, INC.
SELECTED BALANCE SHEET DATA (unaudited)
(Amounts in thousands)
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September 30, |
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December 31, |
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2009 |
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2008 |
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Cash |
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$ |
8,699 |
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$ |
11,266 |
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Rental equipment, net |
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460,459 |
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|
554,457 |
|
Total assets |
|
|
789,955 |
|
|
|
966,634 |
|
|
|
|
|
|
|
|
|
|
Total debt (1) |
|
|
257,168 |
|
|
|
330,584 |
|
Total liabilities |
|
|
499,049 |
|
|
|
676,427 |
|
Stockholders equity |
|
|
290,906 |
|
|
|
290,207 |
|
Total liabilities and stockholders equity |
|
$ |
789,955 |
|
|
$ |
966,634 |
|
|
|
|
(1) |
|
Total debt consists of the aggregate amounts outstanding on the senior secured
credit facility, senior unsecured notes, capital lease obligation and notes payable obligations. |
H&E EQUIPMENT SERVICES, INC.
UNAUDITED RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(Amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30, |
|
|
September 30, |
|
|
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(2,280 |
) |
|
$ |
17,604 |
|
|
$ |
161 |
|
|
$ |
43,931 |
|
Interest expense |
|
|
7,847 |
|
|
|
9,495 |
|
|
|
24,039 |
|
|
|
29,193 |
|
Provision (benefit) for income taxes |
|
|
(261 |
) |
|
|
10,311 |
|
|
|
1,201 |
|
|
|
25,809 |
|
Depreciation |
|
|
23,804 |
|
|
|
29,153 |
|
|
|
76,039 |
|
|
|
87,167 |
|
Amortization of intangibles |
|
|
148 |
|
|
|
641 |
|
|
|
444 |
|
|
|
2,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
29,258 |
|
|
$ |
67,204 |
|
|
$ |
101,884 |
|
|
$ |
188,208 |
|
- END -