Trucking company Roadrunner Transportation Systems Inc. RRTS 3.15% is searching for ways to pay off a costly lifeline from hedge fund Elliott Management Corp. as it tries to reverse sliding profits and navigate the fallout from several years of accounting problems.
Elliott is a major shareholder, owning about 8.6% of the carrier’s common stock and some $336 million in preferred shares Roadrunner sold the hedge fund over the past 16 months to help pay down debt and fund operations.
Dividends attached to the preferred stock weigh on Roadrunner’s earnings because they are treated as interest expense on the company’s balance sheet. As of June 30, 2018, the dividend rate for the preferred shares ranged between 15% and 18%.
Illinois-based Roadrunner—one of the 15 largest trucking companies in the U.S. in 2017, according to research group SJ Consulting, with more than $2.09 billion in revenue—has engaged Barclays Capital Inc. to advise on its capital structure and is weighing various options. Those include a possible rights offering or debt “that would come at a lower cost than the preferred shares,” Roadrunner Chief Executive Curt Stoelting said in an interview this week.
“We’re exploring all possible, practical options,” Mr. Stoelting said. “At this point we don’t view divesting of more businesses as a primary solution,” although he said that could be part of a solution “down the road.” He said the company expects to “complete something” by the end of the month but is not putting itself up for sale.
Roadrunner, which lost $65.6 million in the first half of this year following a $91.2 million net loss in all of 2017, is overhauling its operations. Interest expenses related to the preferred stock added $38.7 million to its losses in the first half of this year, the company said in its second-quarter report.
But revenues are still falling in its less-than-truckload unit as surging freight demand is driving record growth and profits at rival carriers, and the company’s losses are widening.
Mr. Stoelting said there is “no concern” that Roadrunner could undertake a full restructuring or seek bankruptcy protection. “We are stable and operating with plenty of liquidity... if we were going to have a financial problem it would have been last year, before we had the financial injection from Elliott,” he said.
Roadrunner’s financial woes came to a head this week when the company’s stock plummeted nearly 18% in trading on Monday to fall below $1 a share on the Nasdaq exchange. A company whose stock remains below $1 a share for 30 straight days can face a process leading to potential delisting from Nasdaq.
The stock remained below $1 throughout this week, and was trading at 83 cents a share on at mid-day Friday, up 7.5%, or 6 cents, from the previous day’s close.
Roadrunner, built up in recent years through a rapid series of acquisitions, said last year it would restate several years’ worth of earnings reports, citing accounting errors at recently acquired subsidiaries.
In May 2017, Elliott purchased $540.5 million in preferred shares, money the struggling company used to pay down debt and fund operations while lining up new lenders. Roadrunner has since redeemed more than half that initial investment through a new asset-based lending arrangement with BMO Harris Bank N.A. and other lenders and proceeds from the sale of its Unitrans cold-chain logistics subsidiary.
‘We’ve definitely cleaned house. It’s a different operation….with much more of an emphasis on corporate compliance and internal controls.’
In the months since the initial Elliott investment, Roadrunner has installed new leadership and reissued several years’ worth of financial statements. In June two former executives were indicted for their alleged role in an accounting and securities fraud scheme that prosecutors said resulted in the loss of more than $245 million in shareholder value.
“We’ve definitely cleaned house,” Mr. Stoelting said. “It’s a different operation….with much more of an emphasis on corporate compliance and internal controls than we had in the past.”
The company sold Elliott another $35 million in preferred shares this year to provide working capital, and the interest is piling up.
As of June 30, 2018, Roadrunner had about $336 million in preferred stock liability, up 27.6% from $263.3 million at the end of 2017. Two tranches of the investment have mandatory redemption dates in 2023, while the others are set for 2025.
The company also has $191.6 million in bank debt, including $44.6 million on a term loan whose principal is due in quarterly installments as of March 31, 2018, according to the company’s second-quarter financial statements.
Write to Jennifer Smith at [email protected]