Hello, and welcome to The Greenbrier Companies First Quarter Fiscal Year 2020 Earnings Conference Call. Following today's presentation we will conduct a question and answer session. [Operator Instructions]. At the request of Greenbrier Companies, this conference call is being recorded for instant replay purposes. At this time, I would like to turn the conference over to Mr. Justin Roberts, Vice President and Treasurer. Mr. Roberts, you may begin.

Thank you, Sarah. Good morning, everyone, and welcome to our first quarter of fiscal 2020 conference call. On today's call, I'm joined by Greenbrier's Chairman and CEO, Bill Furman; Lorie Tekorius, President and COO; and Adrian Downes, Senior Vice President and CFO. They will discuss the results for first quarter in fiscal 2020. Following our introductory remarks, we will open up the call for questions. In addition to the press release issued this morning, which includes supplemental data, additional financial information and key metrics can be found in a slide presentation posted today on the IR section of our website. Also, if you are in Portland today, our annual meeting will be occurring today at 2:00 PM Pacific at the Vincent Hotel. A link to a webcast of the meeting is also live on our website and you can follow along to the activities and events as well. Matters discussed on today's conference call include forward-looking statements within the meaning of the Private Securities and Litigation Reform Act of 1995. Throughout our discussion today, we will describe some of the important factors that could cause Greenbrier's actual results in 2020 and beyond to differ materially from those expressed in any forward-looking statement made by or on behalf of Greenbrier. And with that I will hand it over to Bill.

Thank you, Justin and good morning everyone. As we enter 2020, Greenbrier enters its fifth decade of operations and we're operating at a much larger scale than the very small leasing company founded nearly 40 years ago with only 300 railcars in Huntington, West Virginia. Just in the last year, we’ve achieved much greater scale through the acquisition of the ARI Manufacturing Assets, building on our various initiatives in international markets. In normalized markets, Greenbrier with its present platform should be capable of reaching $4 billion in annual revenue and perhaps more. Of course, we have to get margin and financial performance to match that revenue, but we believe we're firmly on the right track to do so. Our top objectives for calendar 2020 is to continue to integrate and extract value from the growth over the last two years. In its early stages, growth often results in uneven short-term financial performance. We ask our shareholders to be patient while we go through this process. And although this can be expected, we are dedicated with an action plan to improve operating performance and align financial metrics to our increased scale all to produce shareholder value. Greenbrier, as you know has a four part strategy. First, we're strengthening our North American core markets. Setting aside ARI for a moment, North American manufacturing operations during the first quarter of fiscal 2020 were broadly in line with our expectations. We continue to progress on key areas including cost reduction, succession planning, smart manufacturing initiatives, quality and customer satisfaction. The ARI acquisition strengthens our geographic footprint, bringing product diversity and a larger scale in domestic markets. Second leg of Greenbrier’s strategy. international operations has also brought diversity and stability. These investments are producing results. In Q1 and in the last quarter of fiscal 2019,…

Thank you, Bill, and good morning everyone. I'll briefly provide some additional detail on the quarter. Deliveries were 6,200 railcar units and we received orders for approximately 4,500 units valued at $450 million with over a thousand of these coming from our international markets in Europe and Brazil. Orders in the quarter were primarily for tank cars, covered hoppers and gondolas. And even though we're operating in a weaker economic environment for freight car demand in North America, our backlog worldwide remained strong at 28,500 units valued at $3.1 billion. And while our headline performance in the quarter was less than we expected, we continue to make solid progress in turning around previously challenged areas of our business, such as Europe and Repair. I'll provide some additional color on these operations shortly. The operating inefficiencies at one of our ARI facilities in Q1 were exacerbated by several loss production days due to a component supplier issue, and a complete disruption of gas service to the facility through the fault of the external provider. Further, this is our first full quarter executing on our customer's agreements. Some of these agreements are quite different from our typical contracts, and we're just starting to harmonize them with our own. The challenges within ARI are both isolated and familiar. Similar to issues we're successfully fixing in Europe. We're executing on corrective actions and we expect to see a turnaround in the next three to six months. Lower deliveries from our wholly-owned manufacturing facilities for the quarter meant a higher share of deliveries came from our 50-50 joint venture GIMSA in Mexico, which limits the amount of the income that flows through to our bottom-line. Most of this is just a function of timing that will reverse trend in Q2 and Q3. Overall, Greenbrier's North…

Thank you, Lorie, and good morning everyone. Quarterly financial information is available in the press release and supplemental slides on our website. I'll discuss a few highlights and also affirm FY2020 guidance. Highlights for the first quarter include revenue of 769 million and deliveries of 6200 units. Aggregate gross margin of 12%. The decline from Q4 is driven by expected seasonality and deliveries and syndicated units and to a lesser extent by the operating inefficiencies that Bill and Lorie spoke to. Net earnings attributable to Greenbrier of $7.7 million or $0.23 per share include approximately $2.2 million net of tax or $0.07 per share of integration and acquisition related expenses. Excluding the integration and acquisition related expenses, adjusted net earnings attributable to Greenbrier are $9.9 million or $0.30 per share. Additionally, as part of the accounting for the ARI acquisition, Greenbrier realized the step up in depreciation and amortization of 2.9 million or $0.09 per share. This depreciation and amortization step up is not being added back. Adjusted EBITDA in the quarter was 74.2 million or 9.6% of revenue. New railcar backlog of 28,500 units valued at 3.1 billion. Subsequent to the end of the quarter, we agreed in principle to remove 575 units from backlog in exchange for financial consideration. Internationally, Europe continued its strong deliveries and had another profitable quarter. Total liquidity at November 30 was nearly 600 million and includes more than 250 million of cash providing flexibility for the business over the long-term. Greenbrier's Board of Directors is focused on balanced deployment of capital to create long-term shareholder value. Greenbrier has declared a quarterly dividend for 23 consecutive quarters with periodic increases. Today, we announced an 8% increase in our quarterly dividend to $0.27 per share. The increase in the dividends demonstrates the high confidence that…

Thank you. [Operator Instructions] Our first question comes from Bascome Majors with Susquehanna. Your line is now open.

Yes, thanks for taking my questions this morning. A couple for you, number one on the backlog adjustment where you took some compensation for -- from that customer, was that recognized in the quarter or will that be recognized in a future quarter, and can you just help us size up where that is and how much it was on your financial report? Thank you.

So Bascome this is Lorie, happy new year. It was not recorded in our first quarter results. That is a result of something that happened during the second quarter. We're probably not going to get into any more detail or to quantify exactly what that financial settlement was.

Would that show up in manufacturing or in the leasing business segment?

Manufacturing.

And to Adrian's last comment on the cadence of earnings, you commented on the second quarter and the second half. Can you walk us through -- I mean, do you have a sense between 3Q and 4Q where the bulk of that earnings ramp up sequentially is happening? And can you kind of walk us through the drivers of that assumption? Just thinking about how we kind of go from where we expect to be in Q2 to where you expect to exit the year?

Yeah, Bascome, this is Justin. So we would expect that Q2 will be a little bit more, probably similar to Q1. But we're going to see a pretty big step up in Q3 probably similar to what we saw in our fiscal 2019, and then another similar step up in our fiscal Q4 from that fiscal Q3 level. Part of the driver of this relates to syndication activities. So, as we are producing railcars at our facilities, putting them on our balance sheet and then syndicating them, some of it is just a matter of timing and finishing up production runs and then packaging them. It's not an overnight process as it were. So ultimately, those are kind of the biggest drivers. We do have some line changeovers in Q2 that will kind of impact some of that activity, which is why we're -- we see a bit of a dip, I guess in Q2, but ultimately it's really just driven by the higher levels of syndication in Q3 and then into Q4.

So this was more about syndication than it is necessarily about manufacturing changeovers it sounds like at least directionally.

I would say directionally you're correct. Our production rates are -- there's not any kind of a big ramp or anything occurring from that perspective.

Okay, last one for me. You made some comments on syndication, certainly the activity was much lower this quarter than it has been. Can you just on high level talk about how those conversations are going with those partners? I mean, we've had, I guess some changes in the rail, leased railcars and asset class in the last few years with volatility in funding costs, but also some declines in utilization that may have surprised some people. Just, how do those conversations go with your customers, what is their risk appetite? And, how are they thinking about this business short and long-term? Thank you.

I'll start out, and I'll let Bill step in maybe a few or Justin if they've got opinion, but I would say that we tend to partner with very strong folks who have -- are taking a long-term perspective on investing in 40 to 50 year lived assets. So, there's been a lot of news lately about railcar leasing and that whole market. We've done a lot of checking in with our customers like we do on a regular basis. We haven't seen anyone pulling back or shying away, it's just like you would do with any sort of investment portfolio. They're thinking about their exposures, they're thinking about the car types they want to be invested in, and what does the long-term growth look like, but we haven't seen anyone running for the hills.

Yes, I think it is important to recognize that we're talking about domestic demographics here. We’ve recognized the publicity that has come out recently about leasing and bank leasing in particular. We actually have a very strong customer base of partners who we view as partners in the operating lease sphere, who are in this business year-after-year and enter into multiyear transactions. And in fact, we did enter into a multiyear transaction as part of the quarter with an operating lessor. In that group, people are having issues with utilization as you can imagine in lease rates, as you can imagine with so many cars stored and with the effects of PSR. But in terms of the appetite for investing in a long-term asset, railcars attached to a lease, we still see a strong appetite for that. We are concerned about the effects of too much supply and balancing demand and we’re analyzing carefully to what degree we contribute to do that through our models. So, we're planning to make some changes in our model, some improvements in our model this year. And I think that that business, with the exception of the areas on the bank side, which hits our syndication somewhat is still very strong. Yields have come down, but money – rates, cost of money has come down. And I think the two drivers there is that with lower money costs and with a lot of capital coming into this market, and then with a slump in railcar loadings and stored cars, this is something that we've seen many, many years in succession and it will be largely self correcting.

Our next question comes from Justin Long with Stephens Inc.

Thanks and good morning. So, maybe to start with a question around some of the temporary operational issues in the quarter that you highlighted, may be this is a question for Adrian, but, is there any way to quantify the impact that had on manufacturing margins in the quarter? If we look at the 11.5% that you reported. What would that look like on a normalized basis if you stripped out those temporary headwinds? And then we’d just love to get your thoughts on manufacturing margins going forward and the cadence of that for the remaining quarters this year?

So, we definitely had headwinds on the issues and that did show up in our margins. We're not going to quantify it exactly. But we will see our margins ramp up still in the low double-digits range over the course of the year as those items resolve themselves.

And look at we are not in any way, diminishing the effect of this first quarter on our expectations at ARI, we had kind of a perfect storm of a number of issues. As Lorie touched upon, but including during the due diligence, we weren't able to see full transparency some of the costs and some of the items for competitive reasons and antitrust reasons that were going into makeup, but we just had a series of effects. If we can normalize that and get that back up to our expectations, this coming -- this quarter or next quarter, I think that would have a meaningful effect on manufacturing margins.

But to just clarify what she said on the second quarter earlier, it was mentioned that it should be that the worst quarter of the year. So is the assumption that manufacturing margins get worse sequentially in 2Q and then kind of normalize in the back half?

And I would say if they get worse it's going to be a few basis points. It's not going to be go from 12%, down to 9%. It's more a matter of is that 50 basis points, something like that.

And we do expect to considerable improvement, relatively speaking in the ARI numbers. That was a very big disappointment. But again, we understand now diagnosed the reasons for it. And we don't expect that to continue at that rate for that kind of problem to continue at that rate back we expect considerable improvement in the second quarter.

And I think, part of the reason Adrian was saying that the second quarter would probably be our lightest quarter is more around the syndication timings that we were chatting about with Bascome as opposed to anticipating further significant headwind at the ARI facility.

And then maybe lastly, Lorie, you mentioned four orders in the quarter over a thousand came from international sources. For the orders that were received subsequent to quarter end, could you share what the mix was between international and North America and anything you'd like to highlight in terms of the mix impact from what we're seeing in terms of the mix of international versus North American orders right now?

And I will say that, it's kind of nice this quarter to be able to finally talk to you guys about the fact that all of the investment that we're making internationally as part of our four pillars, our strategy, to grow internationally is starting to come to fruition. The time that we've invested in both Brazil, the GCC and Europe are really starting to turn around. I would say the majority of the orders post quarter and for the Q2 orders, probably about what half of those maybe were international.

Half to two-thirds.

Half to two-thirds were international. So we’re really excited about that. One of the biggest part of that is going to be the order for Brazil. That is something that will give us some great visibility over the course of the next several years. As that market really does start to -- concessions get approved and that market starts to pick back up.

We might also mention that we have right sized and reduced the scale of the actual factory in Brazil. So, the factory capability more matches the market, we started a very high market share in Brazil, we're not trying to target that market share. But this core order is important in terms of the predicament places the other customers, because the amount of capacity in Brazil available to build for this next expected five year increase in demand, which is significant, is not a great -- it's been reduced and it's not a lot of car building capacity to meet this demand. So we think this is the first the first block, it will fall toward a stronger performance. We also had very strong performance in orders in Europe and we had transaction related to GCC, that was really helpful.

Our next question comes from Matt Elkott with Cowen. Your line is now open.

Thank you. Good morning. Just a quick follow up on the cars that were taken out of the backlog. Did you guys say if they were for fiscal 2021 deliveries or this year?

We did not say at this point, although, I mean it was for production later on this fiscal year. We are not -- we do have ways to fill that gap effectively. So we're not concerned from that perspective.

Okay, so they were for this fiscal year delivery and the financial benefit from the cancellation will be recognizing in this fiscal year as well.

Correct.

Okay, and did you guys say if they were ARI cars or the legacy Greenbrier cars?

We did not, because post late July we evaluated all combined. So this is just part of our order book and it's an adjustment based on the customers' needs and looking at their forward demands.

Thank you. And can you tell us what type of cars they are?

We prefer not to get into that level of detail.

Got it. Switching over to the leasing business, I saw that the lease utilization dropped by about 370 basis points. Can you guys talk about the reasons behind that?

I'm sure -- again as we talked about with railcar loadings being down and cars going into storage, you can appreciate that as we get into renewal situations on cars, there are fewer cars that get renewed right away. Our leasing and commercial team feel very comfortable with what's going on as they're evaluating renewals. The one thing to remember with our fleet is a fairly small fleet. So it only takes a couple hundred cars being off lease to really move that percentage utilization.

Okay, and then staying on the demand in North America, it looks like your orders in the first fiscal quarter were about 3500 in North America. If you assume a certain market share, I guess we're trending pretty much along replacement demand for the industry if not slightly below that. Are you guys surprised that despite progressively worse real traffic declines and ongoing PSR implementation, orders have not really dropped below much below replacement demand for the industry as a whole?

I think it's an interesting point, I think this is one of potentially the perverse impacts of PSR. Because if someone who needs to use a railcar is not getting it, they are having to go out and acquire it themselves. So it's shifting some of that ownership of where we get that and I think that’s what bringing some of that demand back to the market. The other thing, I mean as Bill mentioned we are in a bit of a self inflicted recession for the rail freight business and that’s a great time for some people who wants to step into the market to place orders.

Those are people who are strong advocates for PSR and we have one of our board of directors who is a rail roader also from Arkansas, and very wise person believes that this will have not only a self correcting effect but it will make the railroads much more efficient and it will create the ability for them to grow their market share. I think they are losing some traffic to trucks and they are also encountering a lot of very stiff resistance through political channels, even at the STB, because many shippers don’t like the changes. However, it is healthy for the railroads over the long-term, one has to assume that it will be healthy for the rail and supply industry.

Our next question comes from Steve Barger with KeyBanc. Your line is now open.

Good morning. In North America does your ARI deal mean there has been enough consolidation that you would expect more rational pricing in downturns, or do you think lower traffic in the PSR conversation makes people get more aggressive about locking and sharing in a smaller market?

That’s really a great question, I think there is still quite a bit of capacity in the industry, to sell over capacity, and I think that particularly those players that have maybe a weaker position in the market can be very price aggressive. But I think on balance, the ARI acquisition was very helpful for longer term stability in the business and it certainly has helped our market share. I think the two largest competitors today Trinity and Greenbrier and we don't measure our success by market share but we’ve got both companies have full range of products and the other two major competitors or players have a narrower range. So we are able to participate in this point in a much broader front product wise and it can create an adverse behavioral tendency. We are watching closely freight car, they’ve had a lot of issues. But I don't think that that’s a real candidate for either any of the current parties to be interested in trying to further consolidate.

Outside of freight car would you expect any further consolidation or do you think that this is what's it's going to look like for a while?

It’s anybody's guess. I don’t expect it but certainly we're not planning to drive it, we're planning to assimilate and get margin and profitability out of the platform we’ve created over the past couple of years. We are going to really stick to our knitting and get ROIC up, get cash flow up and run it now with the tools that we have.

To that point, now that you're seeing some benefit from the international investments. Can you talk about unit economics? For example, what does gross margin look like for 1000 hoppers in Brazil versus 1000 in Europe versus North America?

Generally comparable and will possibly coming up turning a little higher. Similarly, in Europe margins can be greater. Some of them are smaller or lower. But I think that both of these units have had sporadic earnings performance. This is unfortunately one of the things that happens with a longer-term plan. But they're both now poised to obtain pricing leverage. And I think we have 50% of the market roughly, 40% of the market in Europe. We have approximately 40% of the market in North America. We have something closer to 60% 70% in South America. And currently, we're the only company in Saudi Arabia with an established footprint. So we think we have a good position in the GCC. And margins, I think these international operations are going to be good.

Do you expect the international businesses will produce free cash flow in FY '20?

I would say for fiscal '20 being not specific to a particular year. I'd say probably breakeven to modest positive cash flow.

Okay, so that just leads me to my last question. Operating cash flow is negative in FY'19.You expect deliveries to increase this year, which has working capital implications. So I guess, given all the moving parts that we've talked about, do you expect positive operating cash flow for the year in FY'20?

Yes, we do.

Thanks.

Next question comes from Allison Poliniak with Wells Fargo. Your line is now open.

Hi, good morning guys.

Good morning Allison.

Going back to the ARI challenges, is there any interest in assets, [Technical Difficulty] asking in a different way is there other ways of understanding incremental units that jump to have to deliver as a result, and how should we think about that in Q2?

So your phone connection was a little bit garbled. But I think your question was you're trying to tie lower deliveries out of our ARI facilities to the higher GIMSA deliveries, which had a disproportionate impact on the bottom line?

Yes. Like incrementally units that GIMSA had to take on as a result of the challenges, can you help us understand that?

So Allison this is Justin. So effectively, we had a greater proportion of our deliveries in the quarter, came out of our GIMSA of which only our GIMSA joint venture, which only about half of it drops to the bottom line. We would expect with an improvement an ARI in Q2, and then the rest of the remaining quarters as well. That will move back to a more balanced delivery cadence. And so, from that perspective, we don't necessarily see a significant shift in our margins in Q2 or Q3 from that perspective, it's really more a matter of improved performance with more dropping to the bottom line from that perspective.

[Technical Difficulty] Understood. And then just trying to understand your commentary on the repair and wheels. It sounds like two conflicting things repairs or better wheels get the work with volumes, what should we think about the asset base for the margin in that business for this year.

You know, I think the margin for that business will be a bit lower than what we saw in fiscal '19 in aggregate, but overall, it'll be not very much lower and again, the wheels activity is driven by a couple of things in this quarter. It can be a lower quarter due to where the traffic is moving and will build up inventory in anticipation of cold weather and traffic patterns shifting. We haven't seen that happen yet in the first quarter so we're expecting that in the second quarter. Then with railcar loadings and more cars going into storage, you've got fewer cars on the road, so fewer change out of the wheels. Then there was a third impact of scrap pricing, but we're expecting that to reverse. So, we're starting to see the signs in this quarter that in February up some pickup.

And our last question comes from Ari Rosa with Bank of America.

So, first question I wanted to ask, and I know a number of people hit on this, but referring to the operating efficiencies, maybe you could just elaborate specifically on kind of what some of those issues are, or were and what's being done to address them?

So I'll take a couple and I'm sure that my colleagues will jump in. We definitely had a supplier issue. So a critical part of a tank car that was supplied did not meet spec and we had to spend time getting that corrected, getting replacement having to go through the process of replacing that. So that would have been the supplier issue. There were also some other production inefficiencies as we evaluated the design of the particular car that was being built and some, what we would consider some cosmetic issues with a jacket that we did some reinforcements to, our focus does tend to be on the customer. So instead of arguing about that we focused on what can we do to keep our customer happy that impacted the number of days of production. And then as I mentioned, it was kind of felt at times like the perfect storm or the not so perfect storm. We had, there was interruption and gap that flows to that facility by the provider. So I think we lost about five production days with that.

I will only add that, those are some of the major drivers, there were others, the two companies on the operating side are on different IT platforms. And we've had a little integration issues having to do with understanding that cost system. We've also had other production flow issues that just having in accumulating, just had a very major effect on one facility that builds tank cars. The company had been struggling with some quality issues which have been addressed, but we still had a legacy of some of those, and some inspection logistics that we're relating to that would allow cars to ship. So there's just a number of these, I can assure you we're going through this very carefully in our board meetings, our manufacturing people are on top of it, we believe. And we think that is a very good company. We're very pleased with the people. We think it will be a very good geographic diversification for us. So we hope that we can report next quarter and quarter after this, that we got this under control.

Second question, I wanted to ask was. This is kind of a longer term outlook question, but looking at the market in this condition of oversupply that you described, Bill. Obviously, earnings are pretty substantially where they were a couple of years ago when the market was maybe a little bit hotter. Isn't there a prospect for getting back to kind of $4 a share and EPS or even $5 a share in EPS, which is kind of what the numbers looked like a couple years ago and obviously you guys have gone through some operational improvements. Obviously, you've done these acquisitions you've expanded internationally. But it doesn't seem to be flowing to the bottom-line quite like maybe we would have expected to if, we had gone back a couple years and said, okay, you're going to go through all of these operational improvements and expansions in terms of geographic reach. And this is what the EPS picture is going to look like. So in terms of getting back to back $4 level. Is it really a factor of waiting for the North American markets or rebound? Are there other things that you guys can do in terms of cutting costs or improving margins or something of that sort than maybe starts to see that EPS number creep back up?

I think that's a great question and it goes right to the heart of shareholder value. We’re cognizant that our TSR has declined. We're a cyclical company. We have a longer term plan to build a much larger scale company. We have, if you go back, our numbers have gone from 2 billion or striving to get to 4 billion in revenue. And it's fair to say that we've had some execution issues in getting out of the gate. The European operation was a very big disappointment, but last year that's turned around and we're making profitable contribution. More importantly, the drag on earnings has been eliminated. In fact, all four areas we were having difficulties with last year have been greatly remediated. So I think that means we can get back to where we were to see that, it's hard to remember that these businesses are substantive ventures, and they can't be operated really quarter-to-quarter and judged by quarter-to-quarter performance. But I think that the longer view in the next year or two is stabilizing the market. We should be able to eclipse where we have been before. We certainly didn't take these complicated steps to make the company bigger, to make less money. We are doing it to return profit to our shareholders and to be responsible as a responsible citizen in the community to our communities we're in -- having a strong employee base and serve our customers.

Maybe I'll just ask one follow up there. Maybe you could, I don't know. Is there way to quantify the magnitude of the headwind that's represented by this kind of overcapacity, or oversupply in North America? I mean, is it really a matter of seeing a pickup in railcar volumes before we can actually anticipate, that condition corrects itself?

A turnaround in the negative effects of precision railroading PSR is that inflection point occurs in the traffic, and there are some indications that that is beginning to occur. It is just the fact that traffic is down, forgetting about PSR but traffic is down velocity always improves. So velocity has improved, its rate of change is slowing if the rail roads reclaim their franchises and they're not looking at reporting only quarter to quarter profits but they're looking at the basic franchise over two or three year basis, they should be able to reclaim market share. Secondly, this trading cloud in double stacks intermodal and it cannot be underestimated. The tensions with China have created very severe effects on agricultural movements and other movements in the United States, many American producers have lost their markets to say for example Brazil which is one of the reasons we wanted to have a footprint down there. So I believe that this is -- actually the industry is healthy. The good news is the rail roads have very healthy financial performance and I don't think they're going to abandon the franchise and if they were attempt to do so I don't think the U.S. government over time would allow them to do it. They're too vital to the U.S. economy.

Great. That’s really helpful color there. Clearly we appreciate that there are some headwinds that are out of your control. So nice job operating through some of those. Thanks for the time.

Thank you very much everyone for your time and attention today and have a good rest of your Wednesday. And again, just a reminder if you're either in Portland or interested in dialing in, we will have our Annual Shareholder Meeting at 2 o'clock Pacific today. Thank you very much.

Thank you that does conclude today's call. Thank you all for participating. You may disconnect your lines at this time.