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Daseke, Inc.
2/6/2023
Good morning, everyone, and thank you for joining today's conference call to discuss Deskey's financial results for the fourth quarter and full year ended December 31st, 2022. With us today are Jonathan Shetko, CEO and board member, Aaron Coley, EVP and CFO, Adrienne Griffin, VP of Investor Relations and Treasure, and Tracy Graham, VP of FP&A and Business Analytics. After prepared remarks, the management team will take your questions. As a reminder, you may now download the PDF of the presentation slides that will accompany the remarks made on today's conference call, as indicated in the press release issued earlier today. You may access these slides in the investor relations section of Deskey's website. I would now like to turn the call over to Adrienne Griffin, who will read the company's safe harbor statement that provides important caution regarding forward-looking statements within the meanings of the Private Security Litigation Reform Act of 1995. Adrienne, please go ahead.
Thank you, Michelle, and good morning, everyone. Please turn to slide two for a review of our safe harbor and non-GAAP statements. Today's presentation contains forward-looking statements within the meaning of the Private Security Litigation Reform Act of 1995. Projected financial information, including our guidance outlook, are forward-looking statements. Forward-looking statements, including those with respect to revenues, earnings, performance, strategies, prospects, and other aspects of Dasky's business, are based on management's current estimates, projections, and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from our expectations and projections. I would also like to highlight our decision to update our reporting segment results. Previously, the company had disclosed a corporate segment which was not an operating segment and included acquisition transaction expenses, corporate salaries, interest expense, and other corporate administrative expenses and intersegment eliminations. Beginning with the fourth quarter of 2022, we began eliminating intersegment revenue and expenses at the segment level and allocating corporate costs to our two reportable segments based upon respective segment revenue. All financial information discussed and included in our materials aligns with the new allocations and eliminations. I encourage you to read our filings with the Securities and Exchange Commission for a discussion of the risks that can affect our business and not to place any undue reliance on any forward-looking statements. We undertake no obligation to revise our forward-looking statements to reflect events or circumstances occurring after today, whether as a result of new information, future events, or otherwise. Acceptance may be required under applicable securities laws. During the call, there will also be a discussion of some items that do not conform to the U.S. generally accepted accounting principles or GAAP, including and not limited to adjusted EBITDA, adjusted operating ratio, adjusted operating income, adjusted net income or loss, free cash flow, and net debt. Reconciliations of these non-GAAP measures to their most directly comparable GAAP measures are included in the appendix of the investor presentation and press release issued this morning. both of which are available in the investors tab of the Dasky website, www.dasky.com. In terms of the structure of our call today, I will start by turning the call over to Jonathan, who will review our business operations and the progress we are making as we execute against our strategic priorities. And then Aaron, who will provide a financial review of the fourth quarter and full year 2022. And Jonathan will then speak about our 2023 outlook, and wrap up our remarks with a few closing comments before we open the line for your questions. With that, I'll turn the call over. Jonathan?
Thank you. Good morning, everyone. I'd like to start the call today by welcoming Adrienne to the team. She joins us as the Vice President of Investor Relations and Treasurer, and we are pleased to have her focus on further elevating our IR and Treasury functions. I would also like to thank each of the DASCI team members and especially acknowledge the disciplined commitment of our professional driver community. It's due to the collective effort of Team Dasky that we will today report our company's third consecutive year of record-adjusted EBITDA. I'd like to spend just a moment on this slide three. Whether you are a longtime holder of Dasky or new to our story, given the amount of change we have successfully affected over the last years, we thought it made sense to provide this snapshot slide to help everyone appreciate who we are today. As mentioned, 2022 was yet another record year for our company. both in total revenue and adjusted EBITDA. This performance is a noteworthy bellwether of our progress and highlights the continued earnings potential of our business, as demonstrated by comparing this past year's record adjusted EBITDA of $234.9 million, which was generated during the peak rate environment of the current cycle, to the last cycle of peak rates in 2018, where an EBITDA was approximately $60 million less at $174.3 million. This is a peak-to-peak improvement of nearly 35% and was generated by a 2022 fleet that was 16% leaner than our 2018 fleet before we began to work on initiatives to improve our asset utilization. With that as a backdrop, I'd like to move to slide four, where I will share some of our 2022 accomplishments that set the stage for our 2023 outlook. In 2022, we delivered solid revenue growth posted our third consecutive year of record-adjusted EBITDA. We executed a meaningful, transformational share repurchase from our founder, which was accretive, and removed a perceived overhang on our stock, given the percentage of the company the founder's ownership represented. We affirm our ongoing commitment to enhance the strength of our balance sheet through accelerated deleveraging. We have been more vocal about the resiliency of our operating model, one that is unquestionably different from any other publicly traded transportation and logistics peer. a blend of asset-light and asset-based capabilities exclusively serving the industrial economy with strong diversification by in-market and sub-vertical. And through a combination of transformation initiatives and strengthening macro environment, we believe we are well positioned to outperform when the cycle does inflect. If you will turn with me to slide five, I'd like to discuss our fourth quarter 2022 share repurchases. On September 30th, we announced the $40 million share repurchase plan ultimately purchasing over 803,000 shares under this plan at a weighted average price of $6.05, before supplanting this plan with the announcement of a founder share repurchase on November 14th. We subsequently closed on the founder share repurchase, repurchasing all shares then held by Dasky's founder through negotiated terms very favorable to our company and common shareholders. In total, we purchased nearly 30% of our then-issued and outstanding common shares funded with $45 million of cash on hand and the issuance of Series B perpetual redeemable preferred stock. I'll note that the Series B preferreds are redeemable at our sole option in whole or in part for $67.6 million plus any accrued and unpaid dividends. The Series B preferreds are not convertible and have no affirmative or negative covenants. As is outlined in this slide, these transactions were immediately and significantly accretive based upon adjusted pro forma EPS of $1.52 for full year 2022. Simply put, this repurchase will provide one of the most profound uplifts for our shareholders in the coming years, providing exponential growth opportunity as our consistent performance and strategic execution gives rise to a more aptly valued share price. And while the allocation of capital in support of this buyback fits squarely within our shareholder value creation framework, with our focus now on delevering, The company has no intention to repurchase any additional stock in the foreseeable future. With that, I will now hand the call over to Aaron, who will provide a more detailed walkthrough of our fourth quarter and four-year results. Aaron?
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