Market Newsdesk

All Third Quarter 2021 comparisons are made vs. the Third Quarter 2019

• 
  On a GAAP basis, total sales increased 30%, net income was $14 million, and diluted EPS was $0.20, inclusive of an $86 million debt extinguishment charge, or $1.22 per share
  
• 
  Comparable store sales increased 16%
  
• 
  On a non-GAAP basis, Adjusted EBIT was $140 million
  
• 
  On a non-GAAP basis, Adjusted EPS was $1.36
  

BURLINGTON, N.J., Nov. 23, 2021 (GLOBE NEWSWIRE) — Burlington Stores, Inc. (NYSE: BURL), a nationally recognized off-price retailer of high-quality, branded apparel, footwear, accessories, and merchandise for the home at everyday low prices, today announced its results for the third quarter ended October 30, 2021.

Michael O’Sullivan, CEO, stated, “We are very pleased with our third quarter results. We continued to demonstrate our ability to chase the business and deliver great value to our customers. With Total Sales up 30% in Q3, and up 32% YTD, clearly we are taking significant market share.”

Mr. O’Sullivan went on, “As predicted, freight and supply chain headwinds pressured margins in Q3. We fully expect these headwinds to moderate over time and, as they do, this should generate very attractive off-price buying opportunities as well as significantly lower expenses.”

Mr. O’Sullivan continued, “As the economy moves into a more inflationary environment, we think that shoppers will be even more attracted to our great values. Our value differentiation vs. most other retailers has grown this year, as they have raised realized prices. If these higher realized prices are sustained then we believe that in the coming quarters we will have the opportunity to drive additional sales, to raise retails, or to do both.”

Mr. O’Sullivan concluded, “This year we have been very excited about the performance of our new stores, especially our smaller prototype. Based on this performance and on the tremendous market share opportunity that we see ahead of us, we have decided to accelerate the pace of our new store opening program.”

Fiscal 2021 Third Quarter Operating Results (for the 13-week period ended October 30, 2021 compared with the 13-week period ended November 2, 2019)

• Total sales increased 30% compared to the third quarter of Fiscal 2019 to $2,300 million, while comparable store sales increased 16% compared to the third quarter of Fiscal 2019.
• Gross margin rate was 41.4% vs. 42.4% for the third quarter of Fiscal 2019, a decrease of 100 basis points. Merchandise margins increased 80 basis points, which was more than offset by a 180 basis point increase in freight expense.
• Product sourcing costs, which are included in selling, general and administrative expenses (SG&A), were $173 million vs. $90 million in the third quarter of Fiscal 2019. Product sourcing costs include the costs of processing goods through our supply chain and buying costs.
• SG&A was 33.0% as a percentage of net sales vs. 32.9% in the third quarter of Fiscal 2019. Adjusted SG&A, as defined below, was 25.3% as a percentage of net sales vs. 27.4% in the third quarter of Fiscal 2019, an improvement of 210 basis points.
• Other Income and Other Revenue were $7 million in the aggregate vs. $16 million in the third quarter of Fiscal 2019. This decline was primarily due to a non-recurring insurance gain of $8 million recognized in the third quarter of Fiscal 2019. This decrease had a 60 basis point negative impact on Adjusted EBIT margin in the third quarter of Fiscal 2021.
• The effective tax rate was 56.8% vs. 19.2% in the third quarter of Fiscal 2019. This increase was primarily due to an $86 million loss on debt extinguishment charge related to the partial repurchase of our Convertible Notes, most of which is not tax deductible. The Adjusted Effective Tax Rate was 25.5% vs. 19.6% in the third quarter of Fiscal 2019, primarily driven by a reduced benefit from stock-based compensation and an increase in disallowed executive compensation.
• Net income was $14 million, or $0.20 per share vs. $96 million, or $1.44 per share for the third quarter of Fiscal 2019. This decrease was primarily due to the $86 million loss on debt extinguishment charge noted above, or $1.22 per share. Adjusted Net Income was $93 million, or $1.36 per share vs. $103 million, or $1.53 per share for the third quarter of Fiscal 2019.
• Diluted weighted average shares outstanding amounted to 68.2 million during the quarter compared with 67.2 million during the third quarter of Fiscal 2019.
• Adjusted EBITDA was $205 million vs. $192 million in the third quarter of Fiscal 2019, a decrease of 190 basis points as a percentage of sales. Adjusted EBIT was $140 million, flat vs. the third quarter of Fiscal 2019, a decrease of 180 basis points as a percentage of sales. Excluding the decline in Other Income and Other Revenue, as described above, Adjusted EBIT margin declined 120 basis points vs. the third quarter of Fiscal 2019.
• Given the volatility in Fiscal 2020 results caused by COVID-19 and to assist with comparability, all third quarter and year-to-date Fiscal 2021 comparisons are made vs. the third quarter and year-to-date Fiscal 2019. For a discussion of results for the third quarter and year-to-date of Fiscal 2021 as compared to the third quarter and year-to-date Fiscal 2020, refer to our Quarterly Report on Form 10-Q for the quarter ended October 30, 2021, which will be filed with the Securities and Exchange Commission (the “SEC”).

First Nine Months Fiscal 2021 Results

• Total sales increased 32% compared to the first nine months of Fiscal 2019. Net income increased 11% compared to the same period in Fiscal 2019 to $287 million, or $4.21 per share vs. $3.84 per share in the prior period, an increase of 10%. Adjusted EBIT increased 49%, or $186 million compared to the first nine months of Fiscal 2019, to $561 million, an increase of 100 basis points as a percentage of sales. Adjusted Net Income of $402 million was up 44% vs. the prior period, while Adjusted EPS was $5.89 vs. $4.15 in the prior year period, an increase of 42%.

Inventory

• Merchandise inventories were $1,060 million vs. $1,004 million at the end of the third quarter of Fiscal 2019. Comparable store inventories decreased 24%, partially offset by inventory from the addition of 106 net new stores opened since the end of the third quarter of Fiscal 2019. Reserve inventory was 30% of total inventory at the end of the third quarter of Fiscal 2021 compared to 21% at the end of the third quarter of Fiscal 2019.

Liquidity and Debt

• The Company ended the third quarter of Fiscal 2021 with $1,726 million in liquidity, comprised of $1,185 million in unrestricted cash and $541 million in availability on its ABL Facility. The Company ended the third quarter with $1,629 million in outstanding total debt, including $953 million on its Term Loan Facility, $645 million in Convertible Notes, and no borrowings on the ABL Facility.

Convertible Note and Common Stock Repurchases

• During the third quarter, the Company entered into privately negotiated transactions to repurchase approximately $160 million principal amount of the Company’s outstanding 2.25% Convertible Notes. The total transaction value of approximately $242 million, included $91 million in cash and $151 million in stock, and resulted in the issuance of 513,991 shares of common stock. After the completion of this transaction, approximately $645 million of the Convertible Notes remained outstanding.
• In addition, during the third quarter the Company repurchased 512,363 shares of common stock for $150 million under its share repurchase program. As of the end of the third quarter, the Company had $250 million remaining on its current share repurchase authorization. 

Outlook


Given the uncertainty surrounding the pace of the recovery of consumer demand and the ongoing COVID-19 pandemic, the Company is not providing sales or earnings guidance for Fiscal 2021 (the 52-weeks ending January 29, 2022) at this time. 

The Company is updating the following Fiscal 2021 guidance items:

• Capital expenditures, net of landlord allowances, is now expected to be approximately $425 million;
• The Company now expects to open 101 new stores, while relocating or closing 24 stores, for a total of 77 net new stores in Fiscal 2021;
• Depreciation & amortization, exclusive of favorable lease costs, is now expected to be approximately $250 million;
• Interest expense is now expected to be approximately $68 million; and
• The effective tax rate is now expected to be approximately 23%.

Note Regarding Non-GAAP Financial Measures

The foregoing discussion of the Company’s operating results includes references to Adjusted SG&A, Adjusted EBITDA, Adjusted Net Income, Adjusted Earnings per Share (or Adjusted EPS), Adjusted EBIT (or Operating Margin), and Adjusted Effective Tax Rate. The Company believes these supplemental measures are useful in evaluating the performance of our business and provide greater transparency into our results of operations. In particular, we believe that excluding certain items that may vary substantially in frequency and magnitude from what we consider to be our core operating results are useful supplemental measures that assist in evaluating our ability to generate earnings and leverage sales, and to more readily compare core operating results between past and future periods.  These non-GAAP financial measures are defined and reconciled to the most comparable GAAP measures later in this document.

Third Quarter 2021 Conference Call

The Company will hold a conference call on November 23, 2021 at 8:30 a.m. ET to discuss the Company’s third quarter results and longer-term expectations for the business. The U.S. toll free dial-in for the conference call is 1-866-437-5084 (passcode: 1079197) and the international dial-in number is 1-409-220-9374.

A live webcast of the conference call will be available on the investor relations page of the company’s website at www.burlingtoninvestors.com. For those unable to participate in the conference call, a replay will be available after the conclusion of the call on November 23, 2021 beginning at 11:30 a.m. ET through November 30, 2021 at 11:59 p.m. ET. The U.S. toll-free replay dial-in number is 1-855-859-2056 and the international replay dial-in number is 1-404-537-3406. The replay passcode is 1079197.

About Burlington Stores, Inc.

Burlington Stores, Inc., headquartered in New Jersey, is a nationally recognized off-price retailer with Fiscal 2020 net sales of $5.8 billion. The Company is a Fortune 500 company and its common stock is traded on the New York Stock Exchange under the ticker symbol “BURL.” The Company operated 832 stores as of the end of the third quarter of Fiscal 2021, in 45 states and Puerto Rico, principally under the name Burlington Stores. The Company’s stores offer an extensive selection of in-season, fashion-focused merchandise at up to 60% off other retailers’ prices, including women’s ready-to-wear apparel, menswear, youth apparel, baby, beauty, footwear, accessories, home, toys, gifts and coats.

For more information about the Company, visit www.burlington.com.

Investor Relations Contacts:

David J. Glick
Daniel Delrosario
855-973-8445
[email protected]

Allison Malkin
ICR, Inc.
203-682-8225

Safe Harbor for Forward-Looking and Cautionary Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this release, including those about our expected sales trend, our liquidity position, inventory plans, and the economic environment, as well as statements describing our outlook for future periods, are forward-looking statements. Forward-looking statements discuss our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. We do not undertake to publicly update or revise our forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied in such statements will not be realized. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements. All forward-looking statements are subject to risks and uncertainties that may cause actual events or results to differ materially from those we expected, including general economic conditions; pandemics, including the duration of the COVID-19 pandemic and actions taken to slow its spread and the related impact on consumer confidence and spending; increased freight and labor costs associated with industry-wide supply chain issues; our ability to successfully implement one or more of our strategic initiatives and growth plans; the availability of desirable store locations on suitable terms; changing consumer preferences and demand; industry trends, including changes in buying, inventory and other business practices; competitive factors, including pricing and promotional activities of major competitors and an increase in competition within the markets in which we compete; the availability, selection and purchasing of attractive merchandise on favorable terms; import risks, including  tax and trade policies, tariffs and government regulations; weather patterns, including, among other things, changes in year-over-year temperatures; our future profitability; our ability to control costs and expenses; unforeseen cyber-related problems or attacks; any unforeseen material loss or casualty; the effect of inflation; regulatory and tax changes; our relationships with employees; the impact of current and future laws and the interpretation of such laws; terrorist attacks, particularly attacks on or within markets in which we operate; natural and man-made disasters, including fire, snow and ice storms, flood, hail, hurricanes and earthquakes; our substantial level of indebtedness and related debt-service obligations; restrictions imposed by covenants in our debt agreements; availability of adequate financing; our dependence on vendors for our merchandise; domestic events affecting the delivery of merchandise to our stores; existence of adverse litigation; and each of the factors that may be described from time to time in our filings with the SEC. For each of these factors, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended.

BURLINGTON STORES, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (unaudited) (All amounts in thousands, except per share data)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
		2021				2020				2019				2021				2020				2019
REVENUES:
Net sales		$	2,299,610			$	1,664,728			$	1,774,949			$	6,703,089			$	3,472,606			$	5,059,860
Other revenue			4,431				2,507				6,634				10,159				8,480				17,939
Total revenue			2,304,041				1,667,235				1,781,583				6,713,248				3,481,086				5,077,799
COSTS AND EXPENSES:
Cost of sales			1,347,559				915,847				1,022,912				3,869,432				2,245,581				2,954,651
Selling, general and administrative expenses			759,785				645,278				583,641				2,126,904				1,621,964				1,632,862
Costs related to debt issuances and amendments			89				(719	)			—				3,419				3,633				(375	)
Depreciation and amortization			64,663				54,984				52,729				183,087				163,679				155,631
Impairment charges – long-lived assets			1,488				2,575				—				3,235				5,575				—
Other income – net			(3,055	)			(1,290	)			(9,264	)			(10,267	)			(4,236	)			(13,017	)
Loss on extinguishment of debt			86,362				—				—				117,756				202				—
Interest expense			15,609				27,456				12,149				52,710				70,508				38,954
Total costs and expenses			2,272,500				1,644,131				1,662,167				6,346,276				4,106,906				4,768,706
Income (loss) before income tax expense (benefit)			31,541				23,104				119,416				366,972				(625,820	)			309,093
Income tax expense (benefit)			17,922				15,088				22,957				79,769				(253,327	)			50,302
Net income (loss)		$	13,619			$	8,016			$	96,459			$	287,203			$	(372,493	)		$	258,791
Diluted net income (loss) per common share		$	0.20			$	0.12			$	1.44			$	4.21			$	(5.66	)		$	3.84
Weighted average common shares – diluted			68,205				66,720				67,159				68,228				65,867				67,387

BURLINGTON STORES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (All amounts in thousands)
		October 30,				January 30,				October 31,				November 2,
		2021				2021				2020				2019
ASSETS
Current assets:
Cash and cash equivalents		$	1,185,383			$	1,380,276			$	1,348,691			$	140,514
Restricted cash and cash equivalents			6,582				6,582				6,582				6,582
Accounts receivable—net			90,705				62,161				72,728				117,493
Merchandise inventories			1,059,749				740,788				866,986				1,004,386
Assets held for disposal			4,358				6,655				—				—
Prepaid and other current assets			425,288				314,154				339,874				146,170
Total current assets			2,772,065				2,510,616				2,634,861				1,415,145
Property and equipment—net			1,499,780				1,438,863				1,442,358				1,375,484
Operating lease assets			2,653,776				2,469,366				2,465,972				2,338,179
Goodwill and intangible assets—net			285,064				285,064				285,064				285,844
Deferred tax assets			4,119				4,422				4,596				4,066
Other assets			63,023				72,761				75,945				88,869
Total assets		$	7,277,827			$	6,781,092			$	6,908,796			$	5,507,587
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	1,174,252			$	862,638			$	920,944			$	888,434
Current operating lease liabilities			346,167				304,629				293,765				293,756
Other current liabilities			544,852				512,830				522,122				422,154
Current maturities of long term debt			14,224				3,899				3,815				3,302
Total current liabilities			2,079,495				1,683,996				1,740,646				1,607,646
Long term debt			1,614,645				1,927,770				2,169,495				982,348
Long term operating lease liabilities			2,560,663				2,400,782				2,396,315				2,258,130
Other liabilities			94,507				103,940				111,019				96,249
Deferred tax liabilities			211,710				199,850				204,745				171,626
Stockholders’ equity			716,807				464,754				286,576				391,588
Total liabilities and stockholders’ equity		$	7,277,827			$	6,781,092			$	6,908,796			$	5,507,587

BURLINGTON STORES, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) (All amounts in thousands)
		Nine Months Ended
		October 30,				October 31,				November 2,
		2021				2020				2019
OPERATING ACTIVITIES
Net income (loss)		$	287,203			$	(372,493	)		$	258,791
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization			183,087				163,679				155,631
Deferred income taxes			46,725				(19,503	)			(1,484	)
Loss on extinguishment of debt			117,756				202				—
Non-cash stock compensation expense			53,356				43,451				30,542
Non-cash lease expense			(6,997	)			1,617				10,905
Cash received from landlord allowances			24,552				26,043				36,006
Changes in assets and liabilities:
Accounts receivable			(27,223	)			44,551				(27,441	)
Merchandise inventories			(318,961	)			(89,739	)			(50,709	)
Accounts payable			307,684				161,317				36,014
Other current assets and liabilities			(79,855	)			(118,079	)			29,345
Long term assets and liabilities			1,332				5,479				3,362
Other operating activities			19,708				36,538				(4,089	)
Net cash provided by (used in) operating activities			608,367				(116,937	)			476,873
INVESTING ACTIVITIES
Cash paid for property and equipment			(238,468	)			(214,437	)			(259,699	)
Lease acquisition costs			(559	)			—				(959	)
Proceeds from insurance recoveries related to property and equipment			5,746				—				5,131
Other investing activities			—				(897	)			(521	)
Net cash (used in) investing activities			(233,281	)			(215,334	)			(256,048	)
FINANCING ACTIVITIES
Proceeds from long term debt—ABL Line of Credit			—				400,000				1,294,400
Principal payments on long term debt—ABL Line of Credit			—				(150,000	)			(1,294,400	)
Proceeds from long term debt—Term B-6 Loans			956,608				—				—
Principal payments on long term debt—Term B-5 Loans			(961,415	)			—				—
Proceeds from long term debt—Convertible Note			—				805,000				—
Principal payment on long term debt—Convertible Note			(92,289	)			—				—
Proceeds from long term debt—Secured Note			—				300,000				—
Principal payments on long term debt—Secured Note			(323,905	)			—				—
Purchase of treasury shares			(166,473	)			(62,802	)			(236,023	)
Other financing activities			17,495				(14,310	)			28,138
Net cash (used in) provided by financing activities			(569,979	)			1,277,888				(207,885	)
(Decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents			(194,893	)			945,617				12,940
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period			1,386,858				409,656				134,156
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period		$	1,191,965			$	1,355,273			$	147,096

Reconciliation of Non-GAAP Financial Measures

(Unaudited)
(Amounts in thousands, except per share data)

The following tables calculate the Company’s Adjusted Net Income (Loss), Adjusted EPS, Adjusted EBITDA, Adjusted EBIT, Adjusted SG&A and Adjusted Effective Tax Rate, all of which are considered non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

Adjusted Net Income (Loss) is defined as net income (loss), exclusive of the following items, if applicable: (i) net favorable lease costs; (ii) costs related to debt issuances and amendments; (iii) loss on extinguishment of debt; (iv) impairment charges; (v) amounts related to certain litigation matters; (vi) non-cash interest expense on Convertible Notes; (vii) costs related to closing the e-commerce store; and (viii) other unusual, non-recurring or extraordinary expenses, losses, charges or gains, all of which are tax effected to arrive at Adjusted Net Income (Loss).

Adjusted EPS is defined as Adjusted Net Income (Loss) divided by the diluted weighted average shares outstanding, as defined in the table below.

Adjusted EBITDA is defined as net income (loss), exclusive of the following items, if applicable: (i) interest expense; (ii) interest income; (iii) loss on extinguishment of debt; (iv) income tax expense (benefit); (v) depreciation and amortization; (vi) impairment charges; (vii) costs related to debt issuances and amendments; (viii) amounts related to certain litigation matters; (ix) costs related to closing the e-commerce store; and (x) other unusual, non-recurring or extraordinary expenses, losses, charges or gains.

Adjusted EBIT (or Adjusted Operating Margin) is defined as net income (loss), exclusive of the following items, if applicable: (i) interest expense; (ii) interest income; (iii) loss on extinguishment of debt; (iv) income tax expense (benefit); (v) impairment charges; (vi) net favorable lease costs; (vii) costs related to debt issuances and amendments; (viii) amounts related to certain litigation matters; (ix) costs related to closing the e-commerce store; and (x) other unusual, non-recurring or extraordinary expenses, losses, charges or gains.

Adjusted SG&A is defined as SG&A less product sourcing costs, favorable lease costs, amounts related to certain litigation matters and costs related to closing the e-commerce store.

Adjusted Effective Tax Rate is defined as the GAAP effective tax rate less the tax effect of the reconciling items to arrive at Adjusted Net Income (footnote (g) in the table below).

The Company presents Adjusted Net Income (Loss), Adjusted EPS, Adjusted EBITDA, Adjusted EBIT, Adjusted SG&A and Adjusted Effective Tax Rate, because it believes they are useful supplemental measures in evaluating the performance of the Company’s business and provide greater transparency into the results of operations. In particular, the Company believes that excluding certain items that may vary substantially in frequency and magnitude from what the Company considers to be its core operating results are useful supplemental measures that assist in evaluating the Company’s ability to generate earnings and leverage sales, and to more readily compare core operating results between past and future periods.

The Company believes that these non-GAAP measures provide investors helpful information with respect to the Company’s operations and financial condition. Other companies in the retail industry may calculate these non-GAAP measures differently such that the Company’s calculation may not be directly comparable.

The following table shows the Company’s reconciliation of net income (loss) to Adjusted Net Income (Loss) and Adjusted EPS for the periods indicated:

		(unaudited)
		(in   thousands, except per share data)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
		2021				2020				2019				2021				2020				2019
Reconciliation of net income (loss) to Adjusted Net Income (Loss):
Net income (loss)		$	13,619			$	8,016			$	96,459			$	287,203			$	(372,493	)		$	258,791
Net favorable lease costs (a)			5,275				5,776				8,355				17,188				18,402				28,262
Non-cash interest expense on convertible notes (b)			—				7,542				—				—				16,295				—
Costs related to debt issuances and amendments (c)			89				(719	)			—				3,419				3,633				(375	)
Loss on extinguishment of debt (d)			86,362				—				—				117,756				202				—
Impairment charges			1,488				2,575				—				3,235				5,575				—
Litigation matters (e)			—				—				—				—				20,788				—
E-commerce closure (f)			—				556				—				—				1,526				—
Tax effect (g)			(13,891	)			(4,209	)			(2,140	)			(26,835	)			(26,634	)			(7,070	)
Adjusted Net Income (Loss)		$	92,942			$	19,537			$	102,674			$	401,966			$	(332,706	)		$	279,608
Diluted weighted average shares outstanding (h)			68,205				66,720				67,159				68,228				65,867				67,387
Adjusted Earnings per Share		$	1.36			$	0.29			$	1.53			$	5.89			$	(5.05	)		$	4.15

The following table shows the Company’s reconciliation of net income (loss) to Adjusted EBITDA for the periods indicated:

		(unaudited)
		(in thousands)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
		2021				2020				2019				2021				2020				2019
Reconciliation of net income (loss) to Adjusted EBITDA:
Net income (loss)		$	13,619			$	8,016			$	96,459			$	287,203			$	(372,493	)		$	258,791
Interest expense			15,609				27,456				12,149				52,710				70,508				38,954
Interest income			(38	)			(163	)			(103	)			(156	)			(1,178	)			(496	)
Loss on extinguishment of debt (d)			86,362				—				—				117,756				202				—
Costs related to debt issuances and amendments (c)			89				(719	)			—				3,419				3,633				(375	)
Litigation matters (e)			—				—				—				—				20,788				—
E-commerce closure (f)			—				556				—				—				1,526				—
Depreciation and amortization (i)			69,938				60,712				61,035				200,275				181,934				183,570
Impairment charges			1,488				2,575				—				3,235				5,575				—
Income tax expense (benefit)			17,922				15,088				22,957				79,769				(253,327	)			50,302
Adjusted EBITDA		$	204,989			$	113,521			$	192,497			$	744,211			$	(342,832	)		$	530,746

The following table shows the Company’s reconciliation of net income (loss) to Adjusted EBIT for the periods indicated:

		(unaudited)
		(in thousands)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
		2021				2020				2019				2021				2020				2019
Reconciliation of net income (loss) to Adjusted EBIT:
Net income (loss)		$	13,619			$	8,016			$	96,459			$	287,203			$	(372,493	)		$	258,791
Interest expense			15,609				27,456				12,149				52,710				70,508				38,954
Interest income			(38	)			(163	)			(103	)			(156	)			(1,178	)			(496	)
Loss on extinguishment of debt (d)			86,362				—				—				117,756				202				—
Costs related to debt issuances and amendments (c)			89				(719	)			—				3,419				3,633				(375	)
Net favorable lease costs (a)			5,275				5,776				8,355				17,188				18,402				28,262
Impairment charges			1,488				2,575				—				3,235				5,575				—
Litigation matters (e)			—				—				—				—				20,788				—
E-commerce closure (f)			—				556				—				—				1,526				—
Income tax expense (benefit)			17,922				15,088				22,957				79,769				(253,327	)			50,302
Adjusted EBIT		$	140,326			$	58,585			$	139,817			$	561,124			$	(506,364	)		$	375,438

The following table shows the Company’s reconciliation of SG&A to Adjusted SG&A for the periods indicated:

		(unaudited)
		(in thousands)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
Reconciliation of SG&A to Adjusted SG&A:		2021				2020				2019				2021				2020				2019
SG&A		$	759,785			$	645,278			$	583,641			$	2,126,904			$	1,621,964			$	1,632,862
Net favorable lease costs (a)			(5,275	)			(5,727	)			(8,306	)			(17,188	)			(18,255	)			(27,939	)
Product sourcing costs			(173,468	)			(143,525	)			(89,538	)			(459,861	)			(290,289	)			(250,250	)
Litigation matters (e)			—				—				—				—				(20,788	)			—
E-commerce closure (f)			—				(556	)			—				—				(1,526	)			—
Adjusted SG&A		$	581,042			$	495,470			$	485,797			$	1,649,855			$	1,291,106			$	1,354,673

The following table shows the reconciliation of the Company’s effective tax rates on a GAAP basis to the Adjusted Effective Tax Rates for the periods indicated:

		(unaudited)
		Three Months Ended												Nine Months Ended
		October 30,				October 31,				November 2,				October 30,				October 31,				November 2,
		2021				2020				2019				2021				2020				2019
Effective tax rate on a GAAP basis			56.8	%			65.3	%			19.2	%			21.7	%			40.5	%			16.3	%
Adjustments to arrive at Adjusted Effective Tax Rate			(31.3	)			(15.6	)			0.4				(0.7	)			—				0.7
Adjusted Effective Tax Rate			25.5	%			49.7	%			19.6	%			21.0	%			40.5	%			17.0	%

(a) Net favorable lease costs represents the non-cash expense associated with favorable and unfavorable leases that were recorded as a result of purchase accounting related to the April 13, 2006 Bain Capital acquisition of Burlington Coat Factory Warehouse Corporation. These expenses are recorded in the line item “Selling, general and administrative expenses” in our Condensed Consolidated Statements of Income (Loss).
(b) Represents non-cash accretion of original issue discount on Convertible Notes. The original issue discount was eliminated as of the beginning of Fiscal 2021, as a result of adopting Accounting Standards Update 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.”
(c) Represents costs incurred in connection with the review and execution of refinancing opportunities, as well as the issuance of Secured Notes and Convertible Notes.
(d) Amounts relate to the partial repurchase of the Convertible Notes, the full redemption of the Secured Notes, as well as the refinancing of the Term Loan Facility.
(e) Represents amounts charged for certain litigation matters.
(f) Represents costs related to the closure of our e-commerce store.
(g) Tax effect is calculated based on the effective tax rates (before discrete items) for the respective periods, adjusted for the tax effect for the impact of items (a) through (f). The effective tax rate for Fiscal 2020 includes the benefit of loss carrybacks to prior years with higher statutory tax rates.
(h) Diluted weighted average shares outstanding starts with basic shares outstanding and adds back any potentially dilutive securities outstanding during the period.
(i) Includes favorable lease costs included in the line item “Selling, general and administrative expenses” in our Condensed Consolidated Statements of Income (Loss). During the three months ended October 30, 2021, October 31, 2020 and November 2, 2019, favorable lease costs were $5.3 million, $5.7 million and $8.3 million, respectively. During the nine months ended October 30, 2021, October 31, 2020 and November 2, 2019, favorable lease costs were $17.2 million, $18.3 million and $27.9 million, respectively.

– Revenue for Third Quarter of Fiscal 2022 Increased 25.8% to $454.0 million –

– GAAP EPS for Third Quarter of Fiscal 2022 was $0.97 and Adjusted EPS was $0.96 –

– Increases Fiscal 2022 Modeling Assumptions, Expects Fiscal 2022 EPS in Range of $2.40-$2.60 –

WEST FARGO, N.D., Nov. 23, 2021 (GLOBE NEWSWIRE) — Titan Machinery Inc. (Nasdaq: TITN), a leading network of full-service agricultural and construction equipment stores, today reported financial results for the fiscal third quarter ended October 31, 2021.

David Meyer, Titan Machinery’s Chairman and Chief Executive Officer, stated, “The ongoing strength of the broader agriculture sector continues to fuel demand for equipment across our business and equipment revenue grew 37% on a consolidated basis in the third quarter. The combination of our larger base of revenues, healthy inventory position, and lean infrastructure has allowed for powerful operating leverage that drove a 109% increase in pre-tax income for the quarter. At the segment-level, this operating leverage is visible in our Agriculture segment, which benefited from better than expected crop yields across our footprint, and produced a pre-tax margin of 7%, which is a record quarterly high margin for the segment. Our Construction and International segments are also generating strong gains in profitability, each producing another solid quarter and building upon the improvements made fiscal year-to-date. We are excited about finishing the fiscal year on a strong note after a successful harvest and construction season and will continue to work toward delivering the unmatched customer service that Titan Machinery is known for.”

Fiscal 2022 Third Quarter Results

Consolidated Results

For the third quarter of fiscal 2022, revenue increased to $454.0 million compared to $360.9 million in the third quarter last year. Equipment sales were $329.8 million for the third quarter of fiscal 2022, compared to $240.9 million in the third quarter last year. Parts sales were $80.5 million for the third quarter of fiscal 2022, compared to $76.8 million in the third quarter last year. Revenue generated from service was $32.0 million for the third quarter of fiscal 2022, compared to $30.7 million in the third quarter last year. Revenue from rental and other was $11.6 million for the third quarter of fiscal 2022, compared to $12.5 million in the third quarter last year. Rental revenue was down due to a decrease in inventory rentals, a reduced rental fleet and the January 2021 divestiture of the Company’s construction stores in Arizona. While the fleet was smaller compared to the prior year, the dollar utilization of the fleet improved to 31.4% in the quarter compared to 25.7% in the same period last year.

Gross profit for the third quarter of fiscal 2022 was $92.5 million, compared to $72.6 million in the third quarter last year. The Company’s gross profit margin increased to 20.4% in the third quarter of fiscal 2022, compared to 20.1% in the third quarter last year. Gross profit margin primarily increased due to stronger equipment margins, which were partially offset by mix, with a greater proportion of equipment revenue this year versus higher margin parts and service revenue as compared to the third quarter of the prior year.

Operating expenses increased by $8.8 million to $62.9 million for the third quarter of fiscal 2022, compared to $54.1 million in the third quarter last year, primarily due to higher variable expenses on increased revenues. Operating expenses as a percentage of revenue decreased 110 basis points to 13.9% for the third quarter of fiscal 2022, compared to 15.0% of revenue in the prior year period. The Company did not recognize any impairments related to goodwill or intangible and long-lived assets in the current year period, but did recognize impairments of $2.6 million in the third quarter of fiscal 2021.

Floorplan and other interest expense was $1.3 million in the third quarter of fiscal 2022, compared to $1.7 million for the same period last year. The decrease was primarily due to lower floorplan borrowings.

In the third quarter of fiscal 2022, net income was $21.8 million, or earnings per diluted share of $0.97, compared to net income of $9.9 million, or earnings per diluted share of $0.44, for the third quarter of last year.

On an adjusted basis, net income for the third quarter of fiscal 2022 was $21.7 million, or adjusted earnings per diluted share of $0.96, compared to adjusted net income of $12.0 million, or adjusted earnings per diluted share of $0.53, for the third quarter of last year.

Adjusted EBITDA was $35.3 million in the third quarter of fiscal 2022, compared to $24.8 million in the third quarter of last year.

Segment Results

Agriculture Segment – Revenue for the third quarter of fiscal 2022 was $281.5 million, compared to $220.6 million in the third quarter last year. The increase in revenue was primarily driven by strong demand for equipment. Pre-tax income for the third quarter of fiscal 2022 was $19.6 million, compared to $13.6 million of pre-tax income and adjusted pre-tax income of $13.8 million in the third quarter last year.

Construction Segment – Revenue for the third quarter of fiscal 2022 was $79.7 million, compared to $79.0 million in the third quarter last year. While revenue was essentially flat versus the prior year period, same-store sales increased 11.1% primarily due to increased equipment demand, but was offset by the lost contributions from the Company’s Arizona stores following the January 2021 divestiture. Pre-tax income for the third quarter of fiscal 2022 was $3.6 million, compared to $1.4 million in the third quarter last year.

International
Segment – Revenue for the third quarter of fiscal 2022 was $92.7 million, compared to $61.2 million in the third quarter last year. The increase in revenue was primarily driven by strong equipment sales. Pre-tax income for the third quarter of fiscal 2022 was $6.3 million, compared to a pre-tax loss of $2.4 million in the third quarter last year. Adjusted pre-tax income for the third quarter of fiscal 2022 was $6.1 million, compared to $0.2 million in the third quarter last year.

Fiscal 2022 First Nine Months Results

Revenue was $1.2 billion for the first nine months of fiscal 2022, compared to $974.5 million for the same period last year. Net income for the first nine months of fiscal 2022 was $43.6 million, or $1.93 per diluted share, compared to net income of $18.6 million, or $0.83 per diluted share, for the same period last year. On an adjusted basis, net income for the first nine months of fiscal 2022 was $44.8 million, or $1.98 per diluted share, compared to an adjusted net income of $22.0 million, or $0.97 per diluted share, in the same period last year. Adjusted EBITDA was $78.6 million in the first nine months of fiscal 2022, compared to $51.7 million in the same period last year.

Balance Sheet and Cash Flow

Cash at the end of the third quarter of fiscal 2022 was $90.5 million. Inventories decreased modestly to $412.7 million as of October 31, 2021, compared to $418.5 million as of January 31, 2021. This inventory decrease includes a $14.7 million decrease in equipment inventory, which reflects an increase in new equipment inventory of $28.9 million and a $43.6 million decrease in used equipment inventory, and a $7.7 million increase in parts inventory. Outstanding floorplan payables were $174.7 million on $753.0 million total available floorplan lines of credit as of October 31, 2021, compared to $161.8 million outstanding floorplan payables as of January 31, 2021.

In the first nine months of fiscal 2022, net cash provided by operating activities was $72.3 million, compared to net cash provided by operating activities of $60.8 million in the first nine months of fiscal 2021.

Jaycox Implement Acquisition

On October 20, 2021, the Company announced that it entered into a definitive purchase agreement to acquire the assets of Jaycox Implement, Inc. (“Jaycox”), which consists of three full-line Case IH agriculture dealerships located in Worthington, MN, Luverne, MN, and Lake Park, IA. In the trailing twelve-month period ended June 30, 2021, Jaycox generated revenue of approximately $91 million. This all cash transaction is expected to close in early December 2021 and is expected to be immediately accretive to earnings per diluted share.

Mr. Meyer concluded, “While supply chains remain challenged, we are getting factory shipments, as well as leveraging our parts and equipment inventories collaboratively across our network of stores. This has allowed us to take care of our customers during the critical harvest and pre-winter construction season – which enabled us to continue to deliver strong top line growth. Looking to the fourth quarter, we remain confident that we will be able to sustain our increased sales momentum and profitability, which we believe will allow us to deliver a record year of earnings per share. We are deploying our cash by pursuing quality acquisitions that will continue to enhance our footprint and deliver shareholder value such as the recent announcement of the Jaycox transaction.”

Fiscal 2022 Modeling Assumptions

The following are the Company’s current expectations for fiscal 2022 modeling assumptions.

	Current Assumptions		Previous Assumptions
Segment Revenue
Agriculture(1)	Up 23-28%		Up 18-23%
Construction(2)	Up 2-7%		Up 2-7%
International(3)	Up 35-40%		Up 27-32%
Diluted EPS (4)	$2.40 – $2.60		$2.00 – $2.20
(1) Includes the full year impact of the HorizonWest acquisition completed in May 2020. Assumes anticipated partial quarter contribution of the Jaycox acquisition following expected closing in early December 2021.
(2) Includes the full year impact of the Phoenix and Tucson, AZ store divestitures in January 2021. Adjusting full year fiscal 2021 net sales by $27 million, representing the fiscal 2021 net sales of these divested stores, results in a same-store sales assumption of up approximately 10-15%.
(3) Assumes an immaterial impact from the divestiture of our single store dealership in Serbia in the third quarter of fiscal 2022.
(4) Includes expenses related to ERP implementation.

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) 705-6003 from the U.S. International callers can dial (201) 493-6725. A telephone replay will be available approximately two hours after the call concludes and will be available through Tuesday, December 7, 2021, by dialing (844) 512-2921 from the U.S., or (412) 317-6671 from international locations, and entering confirmation code 13725145.

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.

Change in Non-GAAP Measures

Beginning in the third quarter of fiscal 2022, the Company discontinued the use of the Adjusted Cash-flow measure and revised its presentation of two non-GAAP measures, Adjusted Net Income and Adjusted Diluted EPS, to better align with SEC guidance. The adjustment for income tax valuation allowance, a non-cash tax expense related to the use of deferred tax assets in certain jurisdictions, will no longer be included in these two non-GAAP measures. For comparability, references to prior periods’ non-GAAP measures have also been updated to show the effect of omitting the income tax valuation allowance from Adjusted Net Income and Adjusted Diluted EPS – see tables included in the Non-GAAP Reconciliations section below.

Non-GAAP Financial Measures

Within this release, the Company refers to certain adjusted financial measures, which have directly comparable GAAP financial measures as identified in this release. The Company believes that these non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, can provide more information to assist investors in evaluating current period performance and in assessing future performance. For these reasons, internal management reporting also includes non-GAAP financial measures. Generally, the non-GAAP financial measures include adjustments for items such as impairment charges, Ukraine remeasurement gains/losses and charges associated with our Enterprise Resource Planning (ERP) system transition during fiscal 2021. These non-GAAP financial measures should be considered in addition to, and not superior to or as a substitute for, the GAAP financial measures presented in this release and the Company’s financial statements and other publicly filed reports. Non-GAAP financial measures presented in this release may not be comparable to similarly titled measures used by other companies. Investors are encouraged to review the reconciliations of adjusted financial measures used in this release to their most directly comparable GAAP financial measures. These reconciliations are attached to this release. The tables included in the Non-GAAP Reconciliations section reconcile adjusted net income (loss), adjusted EBITDA, adjusted diluted earnings (loss) per share, and adjusted income (loss) before income taxes (all non-GAAP financial measures) for the periods presented, to their respective most directly comparable GAAP financial measure.

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. The network consists of US locations in Colorado, Iowa, Minnesota, Montana, Nebraska, North Dakota, South Dakota, 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,” 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 may include statements regarding Agriculture, Construction, and International segment initiatives and improvements, the timing for the closing of the Jaycox acquisition and its impact on the Company’s earning per diluted share, segment revenue realization, growth and profitability expectations, inventory expectations, leverage expectations, agricultural and construction equipment industry conditions and trends, and modeling assumptions and expected results of operations for the fiscal year ending January 31, 2022, involve known and unknown risks and uncertainties that may cause Titan Machinery’s actual results in current or future periods to differ materially from the forecasted assumptions and expected results. The Company’s risks and uncertainties include, among other things, the duration, scope and impact of the COVID-19 pandemic on the Company’s operations, a substantial dependence on a single distributor, the continued availability of organic growth and acquisition opportunities, potential difficulties integrating acquired stores, including pursuant to the Jaycox acquisition, 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 reduce 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 risk factors may arise. It is not possible for management to predict all such risk factors, nor to assess the impact of all such risk factors on Titan Machinery’s business or the extent to which any individual risk factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Other than required by law, Titan Machinery disclaims any obligation to update such factors 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, [email protected]
646-277-1263

TITAN MACHINERY INC.
Consolidated Condensed Balance Sheets
(in thousands, except per share data)
(Unaudited)
	October 31, 2021				January 31, 2021
Assets
Current Assets
Cash	$	90,540			$	78,990
Receivables, net of allowance for expected credit losses	85,842				69,109
Inventories	412,674				418,458
Prepaid expenses and other	15,121				13,677
Total current assets	604,177				580,234
Noncurrent Assets
Property and equipment, net of accumulated depreciation	175,328				147,165
Operating lease assets	59,950				74,445
Deferred income taxes	6,726				3,637
Goodwill	1,433				1,433
Intangible assets, net of accumulated amortization	6,535				7,785
Other	1,070				1,090
Total noncurrent assets	251,042				235,555
Total Assets	$	855,219			$	815,789
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable	$	24,312			$	20,045
Floorplan payable	174,659				161,835
Current maturities of long-term debt	5,667				4,591
Current operating lease liabilities	9,922				11,772
Deferred revenue	35,207				59,418
Accrued expenses and other	49,133				48,791
Income taxes payable	6,783				11,048
Total current liabilities	305,683				317,500
Long-Term Liabilities
Long-term debt, less current maturities	70,502				44,906
Operating lease liabilities	59,264				73,567
Other long-term liabilities	6,192				8,535
Total long-term liabilities	135,958				127,008
Stockholders’ Equity
Common stock	—				—
Additional paid-in-capital	253,782				252,913
Retained earnings	160,482				116,869
Accumulated other comprehensive income (loss)	(686		)		1,499
Total stockholders’ equity	413,578				371,281
Total Liabilities and Stockholders’ Equity	$	855,219			$	815,789

TITAN MACHINERY INC.
Consolidated Condensed Statements of Operations
(in thousands, except per share data)
(Unaudited)
	Three Months Ended October 31,								Nine Months Ended October 31,
	2021				2020				2021				2020
Revenue
Equipment	$	329,814			$	240,901			$	878,528			$	662,060
Parts	80,521				76,778				208,464				194,846
Service	32,026				30,696				89,405				84,282
Rental and other	11,614				12,497				27,914				33,357
Total Revenue	453,975				360,872				1,204,311				974,545
Cost of Revenue
Equipment	288,576				215,770				772,584				593,048
Parts	55,654				53,556				146,184				136,205
Service	10,249				10,254				29,314				28,263
Rental and other	7,016				8,741				17,754				23,379
Total Cost of Revenue	361,495				288,321				965,836				780,895
Gross Profit	92,480				72,551				238,475				193,650
Operating Expenses	62,943				54,115				176,460				160,252
Impairment of Goodwill	—				1,453				—				1,453
Impairment of Intangible and Long-Lived Assets	—				1,102				1,498				1,318
Income from Operations	29,537				15,881				60,517				30,627
Other Income (Expense)
Interest and other income (expense)	616				(360		)		1,935				333
Floorplan interest expense	(259		)		(757		)		(1,027		)		(2,811		)
Other interest expense	(1,071		)		(940		)		(3,292		)		(2,884		)
Income Before Income Taxes	28,823				13,824				58,133				25,265
Provision for Income Taxes	7,007				3,912				14,521				6,691
Net Income	21,816				9,912				43,612				18,574
Diluted Earnings per Share	$	0.97			$	0.44			$	1.93			$	0.83
Diluted Weighted Average Common Shares	22,222				22,137				22,238				22,091

TITAN MACHINERY INC.
Consolidated Condensed Statements of Cash Flows
(in thousands)
(Unaudited)
	Nine Months Ended October 31,
	2021				2020
Operating Activities
Net income	$	43,612			$	18,574
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	16,336				17,731
Impairment	1,498				2,771
Other, net	7,145				12,033
Changes in assets and liabilities
Inventories	3,181				76,495
Manufacturer floorplan payable	45,801				(46,466		)
Other working capital	(45,298		)		(20,324		)
Net Cash Provided by Operating Activities	72,275				60,814
Investing Activities
Property and equipment purchases	(29,693		)		(16,205		)
Proceeds from sale of property and equipment	667				795
Acquisition consideration, net of cash acquired	—				(6,790		)
Other, net	20				(16		)
Net Cash Used for Investing Activities	(29,006		)		(22,216		)
Financing Activities
Net change in non-manufacturer floorplan payable	(30,104		)		(40,779		)
Net proceeds from (payments on) long-term debt and finance leases	(213		)		909
Other, net	(998		)		(909		)
Net Cash Used for Financing Activities	(31,315		)		(40,779		)
Effect of Exchange Rate Changes on Cash	(404		)		268
Net Change in Cash	11,550				(1,913		)
Cash at Beginning of Period	78,990				43,721
Cash at End of Period	$	90,540			$	41,808

TITAN MACHINERY INC.
Segment Results
(in thousands)
(Unaudited)
	Three Months Ended October 31,											Nine Months Ended October 31,
	2021				2020				% Change			2021				2020				% Change
Revenue
Agriculture	$	281,506			$	220,625			27.6	%		$	730,422			$	583,326			25.2	%
Construction	79,735				79,030				0.9	%		229,286				216,862				5.7	%
International	92,734				61,217				51.5	%		244,603				174,357				40.3	%
Total	$	453,975			$	360,872			25.8	%		$	1,204,311			$	974,545			23.6	%
Income (Loss) Before Income Taxes
Agriculture	$	19,618			$	13,575			44.5	%		$	42,910			$	26,490			62.0	%
Construction	3,564				1,448				146.1	%		6,518				(50		)		n/m
International	6,260				(2,424		)		n/m			9,498				(3,136		)		n/m
Segment Income Before Income Taxes	29,442				12,599				133.7	%		58,926				23,304				n/m
Shared Resources	(619		)		1,225				n/m			(793		)		1,961				n/m
Total	$	28,823			$	13,824			108.5	%		$	58,133			$	25,265			130.1	%

TITAN MACHINERY INC.
Non-GAAP Reconciliations
(in thousands, except per share data)
(Unaudited)
		Three Months Ended October 31,								Nine Months Ended October 31,
		2021				2020				2021				2020
Adjusted Net Income
Net Income		$	21,816			$	9,912			$	43,612			$	18,574
Adjustments
ERP transition costs		—				766				—				2,250
Impairment charges		—				2,555				1,498				2,771
Ukraine remeasurement (gain) / loss		(113		)		338				(296		)		973
Total Pre-Tax Adjustments		(113		)		3,659				1,202				5,994
Less: Tax Effect of Adjustments (1)		—				1,566				—				2,613
Total Adjustments		(113		)		2,093				1,202				3,381
Adjusted Net Income		$	21,703			$	12,005			$	44,814			$	21,955
Adjusted Diluted EPS
Diluted EPS		$	0.97			$	0.44			$	1.93			$	0.83
Adjustments (2)
ERP transition costs		—				0.03				—				0.10
Impairment charges		—				0.11				0.07				0.12
Ukraine remeasurement (gain) / loss		(0.01		)		0.02				(0.02		)		0.04
Total Pre-Tax Adjustments		(0.01		)		0.16				0.05				0.26
Less: Tax Effect of Adjustments (1)		—				0.07				—				0.12
Total Adjustments		(0.01		)		0.09				0.05				0.14
Adjusted Diluted EPS		$	0.96			$	0.53			$	1.98			$	0.97
Adjusted Income Before Income Taxes
Income Before Income Taxes		$	28,823			$	13,824			$	58,134			$	25,264
Adjustments
ERP transition costs		—				766				—				2,250
Impairment charges		—				2,555				1,498				2,771
Ukraine remeasurement (gain) / loss		(113		)		338				(296		)		973
Total Adjustments		(113		)		3,659				1,202				5,994
Adjusted Income Before Income Taxes		$	28,710			$	17,483			$	59,336			$	31,258
Adjusted Income Before Income Taxes – Agriculture
Income Before Income Taxes		$	19,618			$	13,575			$	42,910			$	26,490
Impairment charges		—				244				—				244
Adjusted Income Before Income Taxes		$	19,618			$	13,819			$	42,910			$	26,734
Adjusted Income Before Income Taxes – Construction
Income (Loss) Before Income Taxes		$	3,564			$	1,448			$	6,518			$	(50	)
Impairment charges		—				—				—				216
Adjusted Income Before Income Taxes		$	3,564			$	1,448			$	6,518			$	166
Adjusted Income Before Income Taxes – International
Income (Loss) Before Income Taxes		$	6,260			$	(2,424	)		$	9,498			$	(3,136	)
Adjustments
Impairment charges		—				2,311				1,498				2,311
Ukraine remeasurement (gain) / loss		(113		)		338				(296		)		973
Total Adjustments		(113		)		2,649				1,202				3,284
Adjusted Income Before Income Taxes		$	6,147			$	225			$	10,700			$	148
Adjusted EBITDA
Net Income		$	21,816			$	9,912			$	43,612			$	18,574
Adjustments
Interest expense, net of interest income		840				898				2,941				2,690
Provision for income taxes		7,007				3,912				14,521				6,691
Depreciation and amortization		5,734				6,445				16,336				17,731
EBITDA		35,397				21,167				77,410				45,686
Adjustments
ERP transition costs		—				766				—				2,250
Impairment charges		—				2,555				1,498				2,771
Ukraine remeasurement (gain) / loss		(113		)		338				(296		)		973
Total Adjustments		(113		)		3,659				1,202				5,994
Adjusted EBITDA		$	35,284			$	24,826			$	78,612			$	51,680
(1) The tax effect of U.S. related adjustments was calculated using a 26% tax rate, determined based on a 21% federal statutory rate and a 5% blended state income tax rate. The tax effect of the Germany related adjustments was calculated using a 29% tax rate. Included in the tax effect of the adjustments is the tax impact of foreign currency changes in Ukraine of $0.7 million for the three months ended October 31, 2020 and $1.3 million for the nine months ended October 31, 2020.
(2) Adjustments are net of amounts allocated to participating securities where applicable.