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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): August 27, 2024
REX AMERICAN RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-09097 | 31-1095548 |
| (State or other jurisdiction | (Commission File No.) | (IRS Employer Identification No.) |
| of incorporation) |
| 7720 Paragon Road Dayton, Ohio | 45459 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (937) 276-3931
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 class | Trading symbol | Name of each exchange on which registered |
| Commons stock, $0.01 par value | REX | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| 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. ☐
Item 2.02. Results of Operations and Financial Condition
On August 27, 2024, REX American Resources Corporation issued a press release announcing financial results for the three-month period ended July 31, 2024. The press release is furnished as Exhibit 99 to this report.
Item 9.01. Financial Statements and Exhibits
| (c) | Exhibits. The following exhibits are furnished with this report: | ||
| 99 Press Release dated August 27, 2024 | |||
| 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| REX AMERICAN RESOURCES CORPORATION | ||||
| Date: August 27, 2024 | By: | /s/ DOUGLAS L. BRUGGEMAN | ||
| Name: | Douglas L. Bruggeman | |||
| Title: | Vice President - Finance, Chief Financial Officer and Treasurer | |||
Exhibit 99
REX American Resources Reports Fiscal 2024 Second Quarter Net Income Per Share Attributable to REX Common Shareholders of $0.70 vs. $0.52 Per Share in Fiscal Second Quarter 2023
Extends streak of consecutive positive earnings to 16 straight fiscal quarters
| § | Reported net income attributable to REX shareholders of $12.4 million for Fiscal Q2 ’24, an increase of approximately 37% compared to the same period in Fiscal 2023 |
| § | Generated $0.70 of net income per share in Fiscal Q2 ’24, an increase of $0.18 per share over the same period in Fiscal Q2 ’23 |
| § | Reported gross profit of $19.8 million for Fiscal Q2 ’24, an increase of more than 7% over the same period in Fiscal 2023 |
| § | Reported consolidated ethanol sales volumes of 65.1 million gallons for Fiscal Q2 ’24, a decrease of approximately 6% compared to the same period in Fiscal 2023 |
Dayton, OH - Tuesday, August 27, 2024 - REX American Resources Corporation (“REX” or the “Company”) (NYSE: REX), a leading ethanol production company, today announced financial and operational results for the Company’s fiscal second quarter 2024.
REX American Resources’ fiscal second quarter 2024 results principally reflect its interests in six ethanol production facilities. The One Earth Energy, LLC (“One Earth”) and NuGen Energy, LLC (“NuGen”) ethanol production facilities are consolidated, while the four other ethanol plants are reported as equity in income of unconsolidated ethanol affiliates.
Fiscal Second Quarter 2024 Results
For fiscal second quarter 2024, REX reported net sales and revenue of $148.2 million, compared with $212.0 million for fiscal second quarter 2023. The year-over-year net sales and revenue decrease primarily reflects reduced pricing for ethanol and co-products. Fiscal second quarter 2024 gross profit for the Company was $19.8 million, compared with $18.4 million in fiscal second quarter 2023, reflecting decreased corn and natural gas prices. Interest and other income for the second fiscal quarter 2024 was $4.4 million, compared to $3.3 million for second fiscal quarter 2023. This resulted in higher fiscal second quarter 2024 income before income taxes and non-controlling interests of $19.5 million, compared with $16.1 million in the prior year period.
Net income attributable to REX shareholders in fiscal second quarter 2024 was $12.4 million, compared to $9.1 million in fiscal second quarter 2023. Fiscal second quarter 2024 diluted net income per share attributable to REX common shareholders was $0.70, compared to $0.52 per share in fiscal second quarter 2023. Per share results for fiscal second quarters 2024 and 2023 are based on 17,671,000 and 17,460,000 diluted weighted average shares outstanding, respectively.
Update on One Earth Energy Carbon Capture Project and Ethanol Production Expansion
REX continues to progress construction of the carbon capture and compression facility portion of its One Earth Energy carbon capture and sequestration project.
The Environmental Protection Agency (EPA) Class VI injection well technical review process is ongoing. Approval of REX’s Class VI injection well application is necessary to begin construction on the sequestration portion of the project and to begin operations.
The EPA currently projects issuance of a draft permit for the project by the end of 2024, with a final permit decision in second quarter 2025.
On July 18, 2024, Illinois Governor J.B. Pritzker signed into law a moratorium on the construction of carbon dioxide (CO2) pipelines in the state. The law pauses construction on CO2 pipelines in Illinois until July 1, 2026, or until finalization of new Federal pipeline rules that may be issued by the U.S. Pipeline and Hazardous Materials Safety Administration, whichever comes first.
At this time, the necessary utility interconnection work required for testing and commissioning of the carbon capture and compression facility is progressing well. The Illinois utility carrying out the interconnection work anticipates the new interconnection will be complete by first quarter 2025.
In light of the currently in flux timetable for permitting of the complete facility, and the utility interconnection schedule, REX management took the financially prudent decision not to accelerate the current pace of construction, which resulted in the facility’s construction phase extending past the previously anticipated completion timeframe of the end of July. This approach will allow for completion of the carbon capture and compression facility on an appropriate timeline, while controlling expenditures.
REX is on track to complete the expansion of its One Earth Energy ethanol production facility by the end of first quarter 2025. When complete, production capacity will increase from 150 million to 175 million gallons per year. Once this is achieved, REX plans to move forward with the further permitting of the facility to produce 200 million gallons per year of ethanol, which the Company expects will require no further capital expenditure.
Through the end of fiscal second quarter 2024, capital expenditures related to the One Earth Energy carbon capture and sequestration project totaled $49.1 million, and expenditures for expansion of ethanol production capacity totaled $41.7 million. The combined capital spending of $90.8 million remains on plan, with the Company still budgeting a total spend of $165-$175 million for these projects.
Balance Sheet
At the end of fiscal second quarter 2024 on July 31, 2024, REX had $346.0 million of cash, cash equivalents, and short-term investments available and no bank debt.
Management Commentary
“REX American’s ethanol production operations continue to produce industry-leading results across varying market environments,” said Zafar Rizvi, REX Chief Executive Officer. “This quarter the REX team was again able to deliver standout gross margin and earnings per share. By keeping a focus on managing our expenses and seizing on opportunities available to us in the corn market REX continues to consistently deliver positive returns for our shareholders.
“The One Earth Energy carbon capture and sequestration facility is moving forward. We continue to monitor developments in Illinois and remain positive on the ultimate outcome of the regulatory process in the state. The EPA Class VI well permit process is moving forward, with overall approval of the injection wells anticipated in second quarter 2025. The required utility interconnection work has begun and we anticipate its completion by end of the first quarter 2025, in line with when we expect completion of the expansion of our ethanol production facility’s capacity to 175 million gallons per year. In our permitting work, construction efforts, and in our ongoing ethanol operations, we are working within conditions to achieve the optimal outcome every day, and realize the best possible results for our shareholders,” concluded Mr. Rizvi.
Conference Call Information
REX will host a conference call at 11:00 a.m. ET today to discuss the Company’s quarterly results and will also host a question and answer session. To access the conference call, interested parties may dial (877) 269-7751 (US) or (201) 389-0908 (international). Participants can also view an updated presentation, as well as listen to a live webcast of the call by going to the Investors section on the REX website at www.rexamerican.com. A replay will be available shortly after the live conference call and can be accessed by dialing (844) 512-2921 (US) or (412) 317-6671 (international). The passcode for the replay is 13748164. The replay will be available for 30 days after the call.
About REX American Resources Corporation
REX American Resources Corporation has interests in six ethanol production facilities, which in aggregate have production capacity
totaling approximately 730 million gallons per year. REX’s effective ownership of annual volumes is approximately 300 million
gallons. Further information about REX is available at www.rexamerican.com.
Forward-Looking Statements
This news announcement contains or may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the effect of pandemics such as COVID-19 on the Company’s business operations, including impacts on supplies, demand, personnel and other factors, the impact of legislative and regulatory changes, the price volatility and availability of corn, distillers grains, ethanol, distillers corn oil, commodity market risk, gasoline and natural gas, ethanol plants operating efficiently and according to forecasts and projections, logistical interruptions, success in permitting and developing the planned carbon sequestration facility near the One Earth Energy ethanol plant, changes in the international, national or regional economies, the impact of inflation, the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S. foreign trade policy, changes in foreign currency exchange rates and the effects of terrorism or acts of war. The Company does not intend to update publicly any forward-looking statements except as required by law.
Investor Contacts
Douglas Bruggeman
Chief Financial Officer
Caldwell Bailey
ICR, Inc.
rexamerican@icrinc.com
REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share amounts)
Unaudited
| Three Months Ended | Six Months Ended | |||||||||||||||
| July 31, | July 31, | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Net sales and revenue | $ | 148,155 | $ | 211,977 | $ | 309,386 | $ | 424,691 | ||||||||
| Cost of sales | 128,382 | 193,625 | 275,162 | 396,173 | ||||||||||||
| Gross profit | 19,773 | 18,352 | 34,224 | 28,518 | ||||||||||||
| Selling, general and administrative expenses | (6,440) | (8,618) | (12,551) | (14,387) | ||||||||||||
| Equity in income of unconsolidated affiliates | 1,747 | 3,047 | 3,465 | 4,537 | ||||||||||||
| Interest and other income, net | 4,416 | 3,271 | 10,321 | 6,072 | ||||||||||||
| Income before income taxes and noncontrolling interests | 19,496 | 16,052 | 35,459 | 24,740 | ||||||||||||
| Provision for income taxes | (4,489) | (3,768) | (8,179) | (5,756) | ||||||||||||
| Net Income | 15,007 | 12,284 | 27,280 | 18,984 | ||||||||||||
| Net Income attributable to noncontrolling interests | (2,629) | (3,229) | (4,711) | (4,693) | ||||||||||||
| Net income attributable to REX common shareholders | $ | 12,378 | $ | 9,055 | 22,569 | $ | 14,291 | |||||||||
| Weighted average shares outstanding – basic | 17,548 | 17,460 | 17,528 | 17,427 | ||||||||||||
| Basic net income per share attributable to REX common shareholders | $ | 0.71 | $ | 0.52 | $ | 1.29 | $ | 0.82 | ||||||||
| Weighted average shares outstanding – diluted | 17,671 | 17,460 | 17,648 | 17,427 | ||||||||||||
| Diluted net income per share attributable to REX common shareholders | $ | 0.70 | $ | 0.52 | $ | 1.28 | $ | 0.82 | ||||||||
REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
Unaudited
| July 31, | January 31, | |||||||
| 2024 | 2024 | |||||||
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 261,040 | $ | 223,397 | ||||
| Short-term investments | 84,942 | 155,260 | ||||||
| Accounts receivable | 24,262 | 23,185 | ||||||
| Inventory | 29,162 | 26,984 | ||||||
| Refundable income taxes | 5,272 | 5,728 | ||||||
| Prepaid expenses and other | 14,236 | 17,549 | ||||||
| Total current assets | 418,914 | 452,103 | ||||||
| Property and equipment, net | 190,188 | 155,587 | ||||||
| Operating lease right-of-use assets | 13,221 | 13,038 | ||||||
| Other assets | 19,285 | 9,138 | ||||||
| Equity method investment | 38,401 | 34,936 | ||||||
| TOTAL ASSETS | $ | 680,009 | $ | 664,802 | ||||
| LIABILITIES AND EQUITY CURRENT LIABILITIES: | ||||||||
| Accounts payable – trade | $ | 31,254 | $ | 42,073 | ||||
| Current operating lease liabilities | 3,482 | 4,469 | ||||||
| Accrued expenses and other current liabilities | 17,173 | 19,717 | ||||||
| Total current liabilities | 51,909 | 66,259 | ||||||
| LONG-TERM LIABILITIES: | ||||||||
| Deferred taxes | 1,598 | 1,598 | ||||||
| Long-term operating lease liabilities | 9,716 | 8,378 | ||||||
| Other long-term liabilities | 600 | 970 | ||||||
| Total long-term liabilities | 11,914 | 10,946 | ||||||
| EQUITY | ||||||||
| REX shareholders’ equity: | ||||||||
| Common stock | 299 | 299 | ||||||
| Paid-in capital | 5,961 | 3,769 | ||||||
| Retained earnings | 724,330 | 701,761 | ||||||
| Treasury stock | (190,957) | (191,911) | ||||||
| Total REX shareholders’ equity | 539,633 | 513,918 | ||||||
| Noncontrolling interests | 76,553 | 73,679 | ||||||
| Total equity | 616,186 | 587,597 | ||||||
| TOTAL LIABILITIES AND EQUITY | $ | 680,009 | $ | 664,802 | ||||
REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
Unaudited
| Six Months Ended | ||||||||
| July 31, | July 31, | |||||||
| 2024 | 2023 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net Income including noncontrolling interest | $ | 27,280 | $ | 18,984 | ||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation | 8,824 | 8,915 | ||||||
| Amortization of operating lease right-of-use assets | 3,153 | 2,671 | ||||||
| Income from equity method investments | (3,465) | (4,537) | ||||||
| Interest income from investments | (3,292) | (3,967) | ||||||
| Deferred income taxes | 5,495 | 3,947 | ||||||
| Stock based compensation expense | 1,772 | 3,892 | ||||||
| Loss on disposal of property and equipment – net | 78 | 205 | ||||||
| Changes in assets and liabilities: | ||||||||
| Accounts receivable | (1,077) | (6,836) | ||||||
| Inventories | (2,178) | 2,784 | ||||||
| Refundable income taxes | 456 | (2,692) | ||||||
| Other assets | (12,344) | (7,162) | ||||||
| Accounts payable – trade | (14,009) | (12,595) | ||||||
| Other liabilities | (4,985) | 3,019 | ||||||
| Net cash provided by operating activities | 5,708 | 6,628 | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Capital expenditures | (40,219) | (8,173) | ||||||
| Purchase of short-term investments | (156,125) | (194,400) | ||||||
| Maturity of short-term investments | 229,735 | 227,490 | ||||||
| Deposits | 203 | (20) | ||||||
| Proceeds from sale of real estate and property and equipment | 178 | 10 | ||||||
| Net cash provided by investing activities | 33,772 | 24,907 | ||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Payments to noncontrolling interests holders | (1,837) | (716) | ||||||
| Net cash used in financing activities | (1,837) | (716) | ||||||
| NET INCREASE IN CASH AND CASH EQUIVALENTS | 37,643 | 30,819 | ||||||
| CASH AND CASH EQUIVALENTS – Beginning of period | 223,397 | 71,347 | ||||||
| CASH AND CASH EQUIVALENTS – End of period | $ | 261,040 | $ | 102,166 | ||||
| Non-cash financing activities – Stock awards accrued | $ | 798 | $ | 570 | ||||
| Non-cash financing activities – Stock awards issued | $ | 2,172 | $ | 965 | ||||
| Non-cash investing activities – Accrued capital expenditures | $ | 4,573 | $ | 1,029 | ||||
| Non-cash investing activities – Capital additions transferred from prepaid expenses | $ | 188 | $ | - | ||||
| Right-of-use assets acquired and liabilities incurred upon lease execution | $ | 3,335 | $ | 312 | ||||
Source: REX American Resources Corporation