A PLATFORM FOR GROWTH

Transcription

1 ANNUAL REPORT 2018

2 A PLATFORM FOR GROWTH To Our Shareholders: Over the past decade, we have methodically worked to expand our network, extend our domestic and international service offerings and enhance our back-office infrastructure, always with an eye towards profitable growth. We look back on our accomplishments with a great sense of achievement and appreciation for the support of our customers, operating partners, carriers, shareholders and hard-working employees that have come together to make Radiant one of the fastest growing transportation and logistics companies in North America. Today we enjoy one of the most robust platforms in our industry; providing domestic and international freight forwarding services, truck and rail brokerage services and an array of other value-added supply chain management services from over 100 operating locations across North America, including a significant presence in Canada. As we continue to grow and scale the business, our multi-brand strategy has translated into a unique and differentiated platform from which to service our end customers with better purchasing power with our vendors, a best-in-class technology operating system and an extensive global network of service partners to suppo pport our customers around the world. The heart of our growth strategy has been our ability to differentiate ourselv lves in the marketplace e by bringing new value to the agent based forwarding community: leveraging our status as a public company to provide our strategic operating partners with an opportunit rtunity to work as shareholders and share in the value that they help create and providing a unique opportunity in terms of succession planning ning and liquidity for logistics entrepreneurs neurs both internal and external to the Radiant ant netwo ork. Fiscal 2018 itself representeded another year of steady progress for Radiant. In a year that will beremembe bered for extreme capacity acity and pricing swings s felt across our industry, we were e able to deliver solid financial results while also taking the opportunity to focus on a number of strategic sales and technolo chnology ogy initiati atives which h are expected to deliver organic growth and productivityit improvement in future periods. For the year ended June 30, 2018, Radian diant reported net income allocable to common stockholders of $ million on $842.4 million of revenues, or $0.17 per basic and $0.16 per fully diluted share, including a one-time benefit of $2.4 million related to a re-measurement ent of deferred tax liabilities as a result of the recently enacted Tax Cuts and Jobs Act. For the year ended d June 30, 2017, Radiant reported net income allocable to common stockholders of $2.8 million ion on $ million of revenues, or $0.06 per basic and fully diluted share. On the sales front we continued to grow our industry vertical and field sales organizations over this past year and have recently deployed the Salesforce CRM (customer relationship management) tool to help us better manage our growing sales pipeline. Through these efforts we are starting to see some real progress in driving organic growth and over the second half of the year we were able to achieve e double digit revenue growth across our forwarding, brokerage and valued added service lines of business. On the technology front we also continue to make meaningful progress on a number of strategic technology ogy initiatives, including (1) the continued expansion of our new SAP-based transportation management system ( SAP-TM ) that is now deployed in 7 of our compan mpany owned locations and on track for deployment to our strategic operating partners later this year, (2) the recent launch of our new customer portal which provides our customers with online booking oking and event based tracking through direct integration with SAP-TM with future phases of functionality that will include additional collaboration, quoting, and a user operated reporting engine, (3) the completion of our blue-printing efforts to operationalize international air and ocean functionality within our new SAP-TM platform, (4) the successful deployment of our new back-office digitization technology to provide optical character recognition and process automation solution to streamline our procure-to-pay re pay processes with our carriers and (5) further progress on migrating our SAP production environment to Amazon s cloud computing platform which is also on track to occur later this calendar year which will l give us cost effective access to the computing power, database storage and other functionality to help us scale and grow our business. As we head into the new yea ear, we remain com ommitted to our long-standing strategy to deliver profitabble growth through a combination of organic and acquisition growth initiatives. We have low leverage on our balance sheet, strong free cash flow, and continue our discipline i ned search for acqui uisition candidates that bring critical mass s to our current platform with respect to geography, purchasing power, and complementary service offerings. We are patiently persistent in the pursuit of this long- term vision which we believe, over time, will deliver meaningful value for shareholders, our operating partners and the end customers that we serve. Thanks for your continued support port and the opportunity to represent you at Radiant Logistics. It s the Network that Delivers! Bohn H. Crain Founder, Chairman & CEO

3 FINANCIAL HIGHLIGHTS GROSS REVENUE (MILLIONS) NET REVENUE (MILLIONS) ADJUSTED EBITDA (1) (MILLIONS) ADJUSTED EBITDA MARGIN % 5.0% 7.5% 10% 12.5% 15% 17.5% 20% 22.5% 25% % % % % %

4 OUR OPERATIONS RADIANT and its operating partners provide a unique and comprehensive service platform offering domestic and international freight forwarding, truck and rail brokerage and an array of value added supply chain management services primarily to customers in the United States and Canada who operate across North America and around the world. NET REVENUE BY SERVICE OFFERING Freight Forwarding Brokerage Value Added Service (VAS) FREIGHT FORWARDING - NET REVENUES Domestic International 12.51% 7.21% 29.77% $202.4 Million $162.5 Million 80.28% 70.23% BROKERAGE - NET REVENUES Intermodal Truckload Less-Than-Truckload VALUE ADDED SERVICES - NET REVENUES Materials Management & Distribution (MM&D) Customs House Brokerage (CHB) Consulting/Other 9.11% 25.9% $25.3 Million 43.46% 15.03% $14.6 Million 30.64% 75.86%

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76 Reconciliation of Non-GAAP Financial Measures The table below is provided to reconcile certain financial disclosures in the letter to Shareholders, page 1. (Dollars in Thousands) Year Ended June 30: Net Income (Loss) Attributable to Radiant Logistics, Inc. $ 10,188 $ 4,862 $ (3,519) $ 5,874 $ 5,118 Taxes 73 3,673 (1,886) 2,017 3,082 Depreciation and Amortization 14,389 12,349 12,033 6,359 4,532 Net Interest Expense 3,075 2,497 4,872 1,856 1,187 EBITDA 27,725 23,381 11,500 16,106 13,919 Share-based Compensation 1,514 1,304 1,407 1, Lease Termination and Related Costs , Foreign Exchange Loss (Gain) (1) 8 (222) (700) Change in Contingent Consideration (1,176) 3,431 1,003 (3,921) (2,041) Expenses Specifically Attributable to Acquisitions ,446 2, Litigation , Non-recurring Costs MM&D Start-up Costs 410 Loss on Impairment of Acquired Intangible Assets 3,680 Loss on Write-Off of Loan Fees 1,180 1,238 Adjusted EBITDA 29,242 29,595 24,406 17,268 14,777 Transition Costs 1,539 2, Normalized EBITDA $ 29,242 $ 31,134 $ 26,814 $ 17,426 $ 14,777 (1) Foreign exchange gains and losses for the current and prior periods have been included in the EBITDA reconciliation as a result of the increased volatility associated with foreign exchange gains and losses primarily due to our acquisition of Canada-based Wheels Group Inc. Our GAAP-based net income will be affected by non-cash charges relating to the amortization of customer-related intangible assets and other intangible assets attributable to completed acquisitions. Under applicable accounting standards, purchasers are required to allocate the total consideration in a business combination to the identified assets acquired and liabilities assumed based on their fair values at the time of acquisition. The excess of the consideration paid over the fair value of the identifiable net assets acquired is to be allocated to goodwill, which is tested at least annually for impairment. Applicable accounting standards require that we separately account for and value certain identifiable intangible assets based on the unique facts and circumstances of each acquisition. As a result of our acquisition strategy, our net income will include material non-cash charges relating to the amortization of customer related intangible assets and other intangible assets acquired in our acquisitions. Although these charges may increase as we complete more acquisitions, we believe we will be growing the value of our intangible assets (e.g., customer relationships). Thus, we believe that earnings before interest, taxes, depreciation and amortization, or EBITDA, is a useful financial measure for investors because it eliminates the effect of these non-cash costs and provides an important metric for our business. EBITDA is a non-gaap measure of income and does not include the effects of preferred stock dividends, interest and taxes, and excludes the non-cash effects of depreciation and amortization on long-term assets. Companies have some discretion as to which elements of depreciation and amortization are excluded in the EBITDA calculation. We exclude all depreciation charges related to technology and equipment, all amortization charges (including amortization of leasehold improvements), and other intangible assets. We then further adjust EBITDA to exclude changes in contingent consideration, expenses specifically attributable to acquisitions, severance and lease termination costs, foreign exchange gains and losses, extraordinary items, share-based compensation expense, non-recurring litigation expenses, and other non-cash charges. Adjusted EBITDA is then normalized by excluding non-recurring transition costs. While management considers EBITDA, adjusted EBITDA, and normalized adjusted EBITDA useful in analyzing our results, it is not intended to replace any presentation included in our consolidated financial statements. CORPORATE HEADQUARTERS th Avenue SE, Third Floor Bellevue, WA Tel: (800) ANNUAL MEETING November 14, 2018 Corporate Headquarters CORPORATE GOVERNANCE Copies of the Company s 2018 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statement and this Annual Report are available online at or to shareholders without charge upon written request to our Secretary at the Company s principal address or by calling (800) In addition, on the Company s Corporate Governance website at shareholders can view the Company s Corporate Governance Principles, the Audit and the Executive Oversight Committee Charter and the Company s Code of Ethics. Copies of these documents are available to shareholders without charge upon written request to our Secretary at the Company s principal address. The Company is required to file as an Exhibit to its Form 10-K for each fiscal year certifications under the Sarbanes-Oxley Act signed by the Chief Executive Officer and the Chief Financial Officer. In addition, the Company is required to submit a certification signed by the Chief Executive Officer to the NYSE American within 30 days following the Annual Meeting of Shareholders. Copies of the certifications will be posted promptly upon filing. COMMON STOCK Listed on NYSE American Symbol: RLGT SHAREHOLDER RELATIONS CONTACT Todd Macomber Chief Financial Officer (800) INVESTOR RELATIONS CONTACT JP Deenihan Director of Marketing & Communications communications@radiantdelivers.com (800) STOCK TRANSFER AGENT Questions regarding stock holdings, certificate placement/transfer and address changes should be directed to: Broadridge Corporate Issuer Solutions, Inc Arch Street STE 1300 Philadelphia, PA 1910 (855) ONLINE ANNUAL REPORT

77 THE RADIANT FAMILY OF BRANDS WHEELS

78 FOR MORE INFORMATION, PLEASE VISIT: