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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 25, 2023
 
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
001-33866   45-0357838
(Commission File Number)   (IRS Employer
Identification No.)
 
644 East Beaton Drive
West Fargo, North Dakota 58078
(Address of Principal Executive Offices)  (Zip Code)
 
(701) 356-0130
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.00001 par value per share TITN The Nasdaq Stock Market LLC
 
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 a 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. o Item 2.02 Results of Operations and Financial Condition



 
On May 25, 2023, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the three months ended April 30, 2023.  The Company will be conducting a conference call to discuss its first quarter of fiscal 2024 financial results at 7:30 a.m. Central time on May 25, 2023.  The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.

Item 9.01                                           Financial Statements and Exhibits.
 
(a)                                 Financial statements:  None
 
(b)                                 Pro forma financial information:  None
 
(c)                                  Shell Company Transactions:  None
 
(d)           Exhibits:  See “Exhibit Index” on page immediately prior to signatures.






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.
 
 
  TITAN MACHINERY INC.
   
Date: May 25, 2023 By /s/ Robert Larsen
  Robert Larsen
  Chief Financial Officer




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549
 
EXHIBIT INDEX
to
FORM 8-K
 
TITAN MACHINERY INC.
 
Date of Report: Commission File No.:
May 25, 2023 001-33866
 
Exhibit No.   ITEM
     
 
Press Release dated May 25, 2023
104 Cover page interactive data file (embedded within the Inline XBRL document)



EX-99.1 2 afy24q1ex991earningsrelease.htm EX-99.1 Document

Titan Machinery Inc. Announces Results for Fiscal First Quarter Ended April 30, 2023

- Revenue for First Quarter of Fiscal 2024 Increased 23.6% to $569.6 million -
- First Quarter of Fiscal 2024 EPS Increased 55% to $1.19 -
- Reiterates Fiscal 2024 EPS Modeling Assumption Range of $4.50-$5.10 -

West Fargo, ND – May 25, 2023 – Titan Machinery Inc. (Nasdaq: TITN), a leading network of full-service agricultural and construction equipment stores, today reported financial results for the fiscal first quarter ended April 30, 2023.
David Meyer, Titan Machinery’s Chairman and Chief Executive Officer, stated, "We are off to a solid start to fiscal 2024 with strong first quarter results consistent with our expectations going into the year. Notably, each of our operating segments achieved expansion in pre-tax margins versus the prior year period. Our Agriculture segment continued to drive growth, reflecting healthy underlying industry fundamentals and strong customer demand. Our equipment business remains strong, albeit hampered by the constrained supply in key product categories. Our parts and service business also performed well, despite a later start to the planting season in some of our northern markets. We are poised for this momentum in our parts and service business to carry into our fiscal second quarter as our customers complete their spring field work. We are well positioned to capitalize on the opportunities that lie ahead and are committed to providing world-class service to our customers and delivering strong results for our shareholders."
Fiscal 2024 First Quarter Results
Consolidated Results
For the first quarter of fiscal 2024, revenue increased to $569.6 million compared to $461.0 million in the first quarter last year. Equipment revenue was $429.4 million for the first quarter of fiscal 2024, compared to $356.4 million in the first quarter last year. Parts revenue was $96.6 million for the first quarter of fiscal 2024, compared to $68.6 million in the first quarter last year. Revenue generated from service was $34.9 million for the first quarter of fiscal 2024, compared to $29.5 million in the first quarter last year. Revenue from rental and other was $8.7 million for the first quarter of fiscal 2024, compared to $6.6 million in the first quarter last year.
Gross profit for the first quarter of fiscal 2024 was $118.6 million, compared to $88.7 million in the first quarter last year. The Company's gross profit margin increased to 20.8% in the first quarter of fiscal 2024, compared to 19.2% in the first quarter last year. The year-over-year increase in gross profit margin in the first quarter was primarily driven by improved new equipment margins.
Operating expenses were $81.3 million for the first quarter of fiscal 2024, compared to $64.2 million in the first quarter last year. The year-over-year increase was driven by higher operating expenses related to the acquisitions that have occurred in the past year, as well as higher variable expenses on increased sales volume. Operating expenses as a percentage of revenue increased 40 basis points to 14.3% for the first quarter of fiscal 2024, compared to 13.9% of revenue in the prior year period. The prior year period benefited from a $1.4 million gain associated with the sale of our North Dakota consumer products store, which offset operating expenses during such period.
Floorplan and other interest expense was $2.5 million in the first quarter of fiscal 2024, compared to $1.5 million for the same period last year.
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In the first quarter of fiscal 2024, net income was $27.0 million, or earnings per diluted share of $1.19, compared to net income of $17.5 million, or earnings per diluted share of $0.78, for the first quarter of last year.
The Company generated $43.6 million in EBITDA in the first quarter of fiscal 2024, reflecting an increase of 45.7% versus the $29.9 million generated in the first quarter of last year.
Segment Results
Agriculture Segment - Revenue for the first quarter of fiscal 2024 was $423.2 million, compared to $318.5 million in the first quarter last year. The revenue increase was primarily driven by the acquisitions of Mark's Machinery in April 2022, Heartland Ag Systems in August 2022, and Pioneer Farm Equipment in February 2023, and also benefited from same-store growth of 3.8% which was achieved on top of a strong performance in the prior year. Pre-tax income for the first quarter of fiscal 2024 was $24.2 million, compared to $16.4 million in the first quarter of the prior year.
Construction Segment - Revenue for the first quarter of fiscal 2024 was $72.0 million, compared to $67.0 million in the first quarter last year. Revenue growth was primarily driven by a same-store sales increase of 9.9%, which was partially offset by lost sales contributions from the Company’s fiscal 2023 first quarter divestiture of its consumer products store in North Dakota. Pre-tax income for the first quarter of fiscal 2024 was $4.5 million, compared to $3.2 million in the first quarter last year. The prior year first quarter included a $1.4 million gain associated with the aforementioned divestiture.
International Segment - Revenue for the first quarter of fiscal 2024 was $74.4 million, compared to $75.5 million in the first quarter last year; foreign currency fluctuations accounted for a $3.2 million decrease in revenue. Net of the effect of these foreign currency fluctuations, revenue increased $2.1 million or 2.8%. Pre-tax income for the first quarter of fiscal 2024 was $6.4 million. This compares to pre-tax income of $4.3 million in the first quarter last year.
Balance Sheet and Cash Flow
Cash at the end of the first quarter of fiscal 2024 was $38.4 million. Inventories increased to $854.2 million as of April 30, 2023, compared to $703.9 million as of January 31, 2023. This change in inventory reflects increases of $127.8 million, $16.8 million, and $4.1 million, in new equipment, used equipment, and parts inventory, respectively. The increase in inventory includes $22.0 million that was attributable to the Pioneer acquisition made during the first quarter of fiscal 2024. Outstanding floorplan payables were $443.0 million on $781.0 million total available floorplan lines of credit as of April 30, 2023, compared to $258.4 million outstanding floorplan payables as of January 31, 2023.
For the first three months ended April 30, 2023, the Company's net cash used for operating activities was $77.7 million, compared to net cash provided by operating activities of $5.3 million for the first three months ended April 30, 2022. This decrease in operating cash flow was driven by an increase in inventory, which reflects an increase in new wholegoods inventory levels for some equipment categories.
Additional Management Commentary
Mr. Meyer added, "Our first quarter performance supports the guidance that we provided in March, and we are reiterating our full year fiscal 2024 modeling assumptions today. While we continue to see strong demand in all three of our operating segments, we anticipate ebbs and flows between quarters for the balance of our fiscal year due to timeliness of equipment shipments and supply chain constraints. We remain focused on procuring these high demand equipment categories to support our customers needs and positioning our business for the long-term while continuing to pursue accretive acquisitions." The Company is reiterating its previous expectations for Fiscal 2024.
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Fiscal 2024 Modeling Assumptions
Assumptions
Segment Revenue
Agriculture(1)
Up 20-25%
Construction Flat - Up 5%
International
Up 8-13%
Diluted EPS(2)
$4.50 - $5.10
(1) Includes the full year impact of the Mark's Machinery acquisition, which closed in April 2022, the Heartland Ag acquisition, which closed in August 2022, and the Pioneer Farm Equipment acquisition, which closed in February 2023.
(2) Includes an estimated loss of approximately $0.07 per share for our Ukraine subsidiary, which would be similar to actual results for such subsidiary in Fiscal 2023.
Conference Call and Presentation Information
The Company will host a conference call and audio webcast today at 7:30 a.m. Central time (8:30 a.m. Eastern time). Investors interested in participating in the live call can dial (877) 704-4453 from the U.S. International callers can dial (201) 389-0920. A telephone replay will be available approximately two hours after the call concludes and will be available through Thursday, June 8, 2023, by dialing (844) 512-2921 from the U.S., or (412) 317-6671 from international locations, and entering confirmation code 13738299.

A copy of the presentation that will accompany the prepared remarks on the conference call is available on the Company’s website under Investor Relations at www.titanmachinery.com. An archive of the audio webcast will be available on the Company’s website under Investor Relations at www.titanmachinery.com for 30 days following the audio webcast.
Non-GAAP Financial Measures
This press release and the attached financial tables contain certain non-GAAP financial measures as defined under SEC rules, such as EBITDA. As required by SEC rules, the Company has provided a reconciliation of this non-GAAP financial measure to the most directly comparable GAAP financial measure in the schedule included in this press release. The Company believes that presentation of this non-GAAP financial measure improves the transparency of the Company’s disclosures and provides a meaningful presentation of the Company’s results.
About Titan Machinery Inc.
Titan Machinery Inc., founded in 1980 and headquartered in West Fargo, North Dakota, owns and operates a network of full service agricultural and construction equipment dealer locations in North America and Europe, servicing farmers, contractors, ranchers and commercial applicators. The network consists of US locations in Colorado, Idaho, Iowa, Kansas, Minnesota, Missouri, Montana, Nebraska, North Dakota, South Dakota, Washington, Wisconsin and Wyoming and its European stores are located in Bulgaria, Germany, Romania, and Ukraine. The Titan Machinery locations represent one or more of the CNH Industrial Brands, including Case IH, New Holland Agriculture, Case Construction, New Holland Construction, and CNH Industrial Capital. Additional information about Titan Machinery Inc. can be found at www.titanmachinery.com.
Forward Looking Statements
Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “potential,” “believe,” “estimate,” “expect,” “intend,” “may,” “could,” “will,” “plan,” “anticipate,”
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and similar words and expressions are intended to identify forward-looking statements. These statements are based upon the current beliefs and expectations of our management. Forward-looking statements made in this release, which include statements regarding modeling assumptions and expected results of operations for the fiscal year ending January 31, 2024 and may include statements regarding Agriculture, Construction, and International segment initiatives and improvements, segment revenue realization, growth and profitability expectations, the performance of our Ukrainian subsidiary within our International segment, inventory availability expectations, leverage expectations, agricultural and construction equipment industry conditions and trends, involve known and unknown risks and uncertainties that may cause Titan Machinery’s actual results in future periods to differ materially from the forecasted assumptions and expected results. The Company’s risks and uncertainties include, among other things, our ability to successfully integrate and realize growth opportunities and synergies in connection with the Heartland Ag System's acquisition, the risk that we assume unforeseen or other liabilities in connection with the Heartland Ag System's acquisition and the impact of any conditions or obligations imposed on us under the new Case IH dealer agreements for the commercial application equipment business. In addition, risks and uncertainties also include the impact of the Russia-Ukraine conflict on our Ukrainian subsidiary, our substantial dependence on CNH Industrial including CNH Industrial's ability to design, manufacture and allocate inventory to our stores necessary to satisfy our customers' demands, supply chain disruptions impacting our suppliers, including CNH Industrial, the continued availability of organic growth and acquisition opportunities, potential difficulties integrating acquired stores, industry supply levels, fluctuating agriculture and construction industry economic conditions, the success of recently implemented initiatives within the Company’s operating segments, the uncertainty and fluctuating conditions in the capital and credit markets, difficulties in conducting international operations, foreign currency risks, governmental agriculture policies, seasonal fluctuations, the ability of the Company to manage inventory levels, weather conditions, disruption in receiving ample inventory financing, and increased competition in the geographic areas served. These and other risks are more fully described in Titan Machinery’s filings with the Securities and Exchange Commission, including the Company’s most recently filed Annual Report on Form 10-K, as updated in subsequently filed Quarterly Reports on Form 10-Q, as applicable. Titan Machinery conducts its business in a highly competitive and rapidly changing environment. Accordingly, new risks and uncertainties may arise. It is not possible for management to predict all such risks and uncertainties, nor to assess the impact of all such risks and uncertainties on Titan Machinery’s business or the extent to which any individual risk or uncertainty, or combination of risks and uncertainties, may cause results to differ materially from those contained in any forward-looking statement. Other than as required by law, Titan Machinery disclaims any obligation to update such risks and uncertainties or to publicly announce results of revisions to any of the forward-looking statements contained in this release to reflect future events or developments.
Investor Relations Contact:
ICR, Inc.
Jeff Sonnek, jeff.sonnek@icrinc.com
646-277-1263
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TITAN MACHINERY INC.
Consolidated Condensed Balance Sheets
(in thousands)
(Unaudited)
April 30, 2023 January 31, 2023
Assets
Current Assets
Cash $ 38,357  $ 43,913 
Receivables, net of allowance for expected credit losses 131,284  95,844 
Inventories, net 854,154  703,939 
Prepaid expenses and other 19,792  25,554 
Total current assets 1,043,587  869,250 
Noncurrent Assets
Property and equipment, net of accumulated depreciation 233,830  217,782 
Operating lease assets 47,684  50,206 
Deferred income taxes 2,169  1,246 
Goodwill 30,691  30,622 
Intangible assets, net of accumulated amortization 18,330  18,411 
Other 1,814  1,178 
Total noncurrent assets 334,518  319,445 
Total Assets $ 1,378,105  $ 1,188,695 
Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable $ 43,195  $ 40,834 
Floorplan payable 442,950  258,372 
Current maturities of long-term debt 7,481  7,241 
Current operating lease liabilities 9,888  9,855 
Deferred revenue 97,532  119,845 
Accrued expenses and other 48,042  58,159 
Income taxes payable 11,151  3,845 
Total current liabilities 660,239  498,151 
Long-Term Liabilities
Long-term debt, less current maturities 93,445  89,950 
Operating lease liabilities 45,770  48,513 
Deferred income taxes 9,567  9,563 
Other long-term liabilities 5,051  6,212 
Total long-term liabilities 153,833  154,238 
Stockholders' Equity
Common stock —  — 
Additional paid-in-capital 256,207  256,541 
Retained earnings 311,749  284,784 
Accumulated other comprehensive loss (3,923) (5,019)
Total stockholders' equity 564,033  536,306 
Total Liabilities and Stockholders' Equity $ 1,378,105  $ 1,188,695 

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TITAN MACHINERY INC.
Consolidated Condensed Statements of Operations
(in thousands, except per share data)
(Unaudited)
Three Months Ended April 30,
2023 2022
Revenue
Equipment $ 429,376  $ 356,366 
Parts 96,606  68,562 
Service 34,933  29,523 
Rental and other 8,716  6,556 
Total Revenue 569,631  461,007 
Cost of Revenue
Equipment 368,262  310,234 
Parts 65,103  47,310 
Service 12,409  10,760 
Rental and other 5,277  4,009 
Total Cost of Revenue 451,051  372,313 
Gross Profit 118,580  88,694 
Operating Expenses 81,315  64,152 
Income from Operations 37,265  24,542 
Other Income (Expense)
Interest and other income 720  492 
Floorplan interest expense (1,272) (254)
Other interest expense (1,274) (1,196)
Income Before Income Taxes 35,439  23,584 
Provision for Income Taxes 8,474  6,044 
Net Income $ 26,965  $ 17,540 
Diluted Earnings per Share $ 1.19  $ 0.78 
Diluted Weighted Average Common Shares 22,448  22,321 

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TITAN MACHINERY INC.
Consolidated Condensed Statements of Cash Flows
(in thousands)
(Unaudited)
Three Months Ended April 30,
2023 2022
Operating Activities
Net income $ 26,965  $ 17,540 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 6,948  5,224 
Other, net 1,482  1,739 
Changes in assets and liabilities, net of effects of acquisitions
Inventories (140,107) (69,321)
Manufacturer floorplan payable 86,259  51,069 
Receivables (32,307) 9,846 
Other working capital (26,944) (10,776)
Net Cash Provided by (Used for) Operating Activities (77,704) 5,321 
Investing Activities
Property and equipment purchases (10,928) (5,111)
Proceeds from sale of property and equipment 2,850  836 
Acquisition consideration, net of cash acquired (17,463) (7,675)
Other, net (759)
Net Cash Used for Investing Activities (26,300) (11,944)
Financing Activities
Net change in non-manufacturer floorplan payable 97,266  2,000 
Net proceeds from long-term debt and finance leases 1,924  6,672 
Other, net (994) (683)
Net Cash Provided by Financing Activities 98,196  7,989 
Effect of Exchange Rate Changes on Cash 252  (420)
Net Change in Cash (5,556) 946 
Cash at Beginning of Period 43,913  146,149 
Cash at End of Period $ 38,357  $ 147,095 

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TITAN MACHINERY INC.
Segment Results
(in thousands)
(Unaudited)
Three Months Ended April 30,
2023 2022 % Change
Revenue
Agriculture $ 423,195  $ 318,548  32.9  %
Construction 71,996  66,964  7.5  %
International 74,440  75,495  (1.4) %
Total $ 569,631  $ 461,007  23.6  %
Income Before Income Taxes
Agriculture $ 24,152  $ 16,449  46.8  %
Construction 4,533  3,210  41.2  %
International 6,384  4,325  47.6  %
Segment Income Before Income Taxes 35,069  23,984  46.2  %
Shared Resources 370  (400) n/m
Total $ 35,439  $ 23,584  50.3  %

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TITAN MACHINERY INC.
Non-GAAP Reconciliations
(in thousands)
(Unaudited)
Three Months Ended April 30,
2023 2022
EBITDA
Net Income $ 26,965  $ 17,540 
Adjustments
Interest expense, net of interest income 1,165  1,110 
Provision for income taxes 8,474  6,044 
Depreciation and amortization 6,948  5,206 
EBITDA 43,552  29,900 
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