RADIANT LOGISTICS, INC annual report, FY2021

Radiant Logistics, Inc. — FY2021 Form 10-K

Reporting period: Fiscal year ended June 30, 2021, compared with fiscal 2020. The filing is an annual report, not a report for calendar 2020 Q4. Radiant is a non-asset-based third-party logistics provider operating primarily in the United States and Canada.

Financial performance and liquidity

MetricFY2021FY2020Change
Revenue$889.1 million$855.2 millionUp 4.0%
Net revenues (non-GAAP)$220.8 million$209.4 millionUp 5.5%
GAAP gross profit$208.8 million$197.3 millionUp 5.8%
GAAP gross margin23.5%23.1%Up 0.4 percentage points
Income from operations$26.0 million$17.5 millionUp 48.4%
Net income attributable to Radiant$22.9 million$10.5 millionUp 117.8%
Diluted EPS$0.45$0.21Up $0.24
Adjusted EBITDA (non-GAAP)$48.8 million$38.3 millionUp 27.5%
Cash provided by operating activities$14.1 million$29.9 millionDown $15.8 million

Transportation revenue rose 4.2%; net transportation revenue margin increased to 23.4% from 23.1%. Value-added services revenue declined 1.3%, while net value-added services margin improved to 65.9% from 61.9%.

At June 30, 2021, cash was $13.7 million, current assets $176.3 million, and current liabilities $126.4 million, implying working capital of approximately $50.0 million. Notes payable totaled $28.4 million, including $15.0 million drawn on the $150 million revolving facility and $13.7 million of Canadian term loans. Operating and finance lease liabilities totaled $44.4 million. The company reported compliance with debt covenants.

Investing activities used $11.1 million, primarily for $11.4 million of property, technology, and equipment purchases. Financing activities used $23.7 million. Operating cash flow fell mainly because of higher receivables, partly offset by increased payables.

Material changes and notable items

  • Profitability improved, supported by higher net revenues and lower personnel and SG&A costs. SG&A declined 17.3%, including lower bad-debt expense, claims, professional services, and travel.
  • FY2021 earnings included a $6.0 million gain from forgiveness of $5.9 million of PPP loans and accrued interest. The company says the loans were forgiven during the year.
  • Operating expenses included a $4.4 million loss from the change in fair value of contingent acquisition consideration, compared with a $1.8 million loss in FY2020.
  • Operating cash flow was substantially lower year over year as accounts receivable and contract assets increased. Cash declined from $34.8 million to $13.7 million.
  • Strategic operating partners generated approximately 52% of consolidated net revenues, down from 55% in FY2020. No customer exceeded 10% of FY2021 revenue; one customer represented 14.8% in FY2020.
  • The company repurchased 268,969 shares for $1.9 million in FY2021, resuming repurchases in the fourth quarter after pausing earlier in the pandemic.

Outlook, risks, and contingencies

  • Management described FY2021 as showing an “encouraging recovery,” but said the continuing effects of COVID-19, economic uncertainty, and new variants make future impacts difficult to predict. No financial guidance was provided.
  • Management expects to continue organic growth and acquisitions, while integrating technology and back-office systems. It plans to spend more than $3.5 million on technology enhancements in FY2022.
  • Key exposures include dependence on strategic operating partners and third-party carriers, freight-capacity and pricing changes, economic and seasonal fluctuations, acquisition integration and financing, foreign-exchange movements, and cybersecurity and technology risks.
  • Management and the independent auditor identified material weaknesses in controls over revenue recording and operating-partner commission calculations. Management concluded disclosure controls and internal control over financial reporting were ineffective as of June 30, 2021; the auditor issued an adverse opinion on internal control. The auditor nevertheless gave an unqualified opinion on the financial statements. Management said remediation was being evaluated.
  • Estimated acquisition earn-out liabilities were $7.3 million, with disclosed payments expected through FY2024. The filing reported no potentially material legal proceedings as of June 30, 2021.
  • The auditor identified goodwill valuation as a critical audit matter. Goodwill was $72.6 million, and the company reported no impairment in its latest test; future impairment depends on forecasts and valuation assumptions.

Most important facts for investors to verify

  • How quickly and effectively the company remediates the revenue and commission-control material weaknesses, and whether later filings report any misstatements or control improvements.
  • Whether operating cash flow recovers as receivables and contract assets normalize, given the decline to $14.1 million.
  • How much FY2021 earnings growth depended on the one-time PPP forgiveness gain and whether underlying operating performance is sustained.
  • Future freight margins, carrier capacity and costs, and the retention and economics of the strategic operating-partner network.
  • Debt availability and covenant headroom, planned technology spending, and the timing and amount of acquisition earn-out payments.