Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 24, 2024

WABASH NATIONAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)


Delaware	001-10883	52-1375208
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


3900 McCarty Lane
Lafayette	Indiana	47905
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (765) 771-5310

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

WNC

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 24, 2024, Wabash National Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2024. A copy of the Company’s press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The press release and a teleconference visual presentation are also available on the Company's Investor Relations website at ir.wabashnational.com.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

EXHIBIT INDEX


Exhibit No.						Description

99.1						Wabash National Corporation Press Release dated July 24 , 2024
104						Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	WABASH NATIONAL CORPORATION

Date: July 24, 2024	By:	/s/ Michael N. Pettit
		Michael N. Pettit
		Senior Vice President and Chief Financial Officer

Media Contact:

Dana Stelsel

Director, Communications

(765) 771-5766

dana.stelsel@onewabash.com

Investor Relations:

Ryan Reed

VP, Corporate Development, IR and FP&A

(765) 490-5664

ryan.reed@onewabash.com

Wabash Announces Second Quarter 2024 Results

▪Quarterly revenue of $551 million; within prior quarterly outlook range

▪Operating income of $44 million with operating margin of 7.9%

▪Quarterly diluted earnings per share of $0.64 exceeds prior quarterly outlook range

▪Total backlog of $1.3B; Q2 sequential reduction slightly more than usual seasonality

▪2024 revenue and EPS outlook ranges reduced to $2.0B - $2.2B and $1.50 - $1.60, respectively

LAFAYETTE, Ind. – July 24, 2024 – Wabash (NYSE: WNC), the innovation leader of connected solutions for the transportation, logistics and distribution industries, today reported results for the quarter ended June 30, 2024.

The Company's net sales for the second quarter of 2024 were $550.6 million, reflecting a 19.8% decrease compared to the same quarter of the previous year. The Company achieved consolidated gross profit of $89.7 million, equivalent to 16.3% of sales. Operating income amounted to $43.8 million, representing 7.9% of sales for the quarter. Second quarter diluted earnings per share was $0.64.

As of June 30, 2024, total Company backlog stood at approximately $1.3 billion, a decrease of 28% compared to the first quarter of 2024 as new order activity slowed. While backlog has sequentially declined during the second quarter in each of the last five years, the reduction in 2024 was slightly more than prior years due to continued freight market weakness. Backlog expected to be shipped within the following 12-months amounted to approximately $1.0 billion as of June 30, 2024.

"While the demand environment has incrementally weakened during the first half of 2024, our team has executed well, as shown by second quarter EPS generation that exceeded our prior outlook range," said Brent Yeagy, president and chief executive officer. "We are in the process of demonstrating a new level of stability within our through-the-cycle financial performance thanks to the enhanced diversity of our first-to-final mile portfolio of transportation solutions and our complementary parts and services business. Our EPS outlook midpoint of $1.55 falls squarely in the middle of the financial performance of peak years like 2018 or 2019, reflecting the resilience we have built within our portfolio and the structural improvements we've made to our base business."

For the full-year ending December 31, 2024, the Company reduced its revenue outlook to a range of approximately $2.0 billion to $2.2 billion with a midpoint of $2.1 billion and reduced its EPS guidance to a range of $1.50 to $1.60 with a midpoint of $1.55.

“With greater information on customers' capital expenditure plans, we feel it's appropriate to reduce our full year guidance," explained Yeagy. "As we have continued to refine our financial outlook for the year, it's important to remember that the overarching theme remains unchanged: Wabash is on track to achieve the best financial performance on record during a correction in our industry. Furthermore, as we look to 2025, we anticipate that there is a wide range of potential market outcomes that will allow Wabash to generate year-on-year EPS growth given the strength we anticipate in TaaS specifically, Parts & Services more broadly, and our truck body business. Wabash has never been better positioned to capitalize on the next period of freight expansion. We are focused on continuing our progress toward achieving outsized strategic growth that is both more resilient and more profitable."

Business Segment Highlights

The table below is a summary of select segment operating and financial results prior to the elimination of intersegment sales for the second quarter of 2024 and 2023. A complete disclosure of the results by individual segment is included in the tables following this release.


	Wabash National Corporation
Three Months Ended June 30,	2024		2023
New Units Shipped
Trailers	9,245		11,825
Truck bodies	3,925		4,025

	Transportation Solutions				Parts & Services
Three Months Ended June 30,	2024		2023		2024		2023
	(Unaudited, dollars in thousands)

Net sales	$	498,705	$	630,682	$	54,901	$	62,066
Gross profit	$	74,675	$	133,945	$	14,969	$	17,082
Gross profit margin	15.0%		21.2%		27.3%		27.5%
Income from operations	$	56,918	$	115,806	$	12,087	$	12,937
Income from operations margin	11.4%		18.4%		22.0%		20.8%

During the second quarter, Transportation Solutions generated net sales of $498.7 million, a decrease of 20.9% compared to the same quarter of the previous year. Operating income for the quarter amounted to $56.9 million, representing 11.4% of sales.

Parts & Services' net sales for the second quarter were $54.9 million, a decrease of 11.5% compared to the prior year quarter. Operating income for the quarter amounted to $12.1 million, or 22.0% of sales.

Non-GAAP Measures

In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), the financial information included in this release contains non-GAAP financial measures, including adjusted EBITDA, free cash flow, adjusted operating income and margin, adjusted net income attributable to common stockholders, adjusted diluted earnings per share, adjusted segment EBITDA, and adjusted segment EBITDA margin. These non-GAAP measures should not be considered a substitute for, or superior to, financial measures and results calculated in accordance with GAAP, including net income, and reconciliations to GAAP financial statements should be carefully evaluated.

Adjusted EBITDA includes noncontrolling interest & excludes loss from unconsolidated entity and is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, impairment and other, net, and other non-operating income and expense (including any loss on debt extinguishment charges). Management believes providing adjusted EBITDA is useful for investors to understand the Company’s performance and results of operations period to period with the exclusion of the items identified above. Management believes the presentation of adjusted EBITDA, when combined with the GAAP presentations of operating income and net income, is beneficial to an investor’s understanding of the Company’s operating performance. A reconciliation of adjusted EBITDA to net income, the most comparable GAAP financial measure, is included in the tables following this release.

Free cash flow is defined as net cash provided by (used in) operating activities minus cash payments for capital expenditures minus expenditures for revenue generating assets. Management believes providing free cash flow is useful for investors to understand the Company’s performance and results of cash generation period to period with the exclusion of the item identified above. Management believes the presentation of free cash flow, when combined with the GAAP presentations of cash provided by operating activities, is beneficial to an investor’s understanding of the Company’s operating performance. A reconciliation of free cash flow to cash used in operating activities, the most comparable GAAP financial measure, is included in the tables following this release.

Adjusted operating income and margin, non-GAAP financial measures, exclude certain costs, expenses, other charges, gains or income that are included in the determination of operating income under U.S. GAAP, but that management would not consider important in evaluating the quality of the Company’s operating results as they are not indicative of the Company’s core operating results or may obscure trends useful in evaluating the Company’s continuing activities. Accordingly, the Company presents adjusted operating income and margin excluding these special items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends. Further, the Company presents adjusted operating income and margin to provide investors with a better understanding of the Company’s view of our results as compared to prior periods. Adjusted operating income margin is calculated by dividing adjusted operating income by total net sales. A reconciliation of adjusted operating income to operating income, the most comparable GAAP financial measure, is included in the tables following this release.

Adjusted net income attributable to common stockholders and adjusted diluted earnings per share reflect no adjustments for any period presented. Management believes providing adjusted measures and excluding certain items facilitates comparisons to the Company’s prior year periods and, when combined with the GAAP presentation of net income and diluted net income per share, is beneficial to an investor’s understanding of the Company’s performance. A reconciliation of adjusted net income attributable to common stockholders and adjusted diluted earnings per share to net income attributable to common stockholders and diluted earnings per share, the most comparable GAAP financial measures, are included in the tables following this release.

Adjusted segment EBITDA, a non-GAAP financial measure, includes noncontrolling interest & excludes loss from unconsolidated entity and is calculated by adding back segment depreciation and amortization expense to segment operating income, and excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income under GAAP, but that management would not consider important in evaluating the quality of the Company’s segment operating results as they are not indicative of each segment's core operating results or may obscure trends useful in evaluating the segment's continuing activities. Adjusted segment EBITDA Margin is calculated by dividing Adjusted segment EBITDA by segment total net sales. A reconciliation of adjusted segment EBITDA to income from operations, the most comparable GAAP financial measure, is included in the tables following this release.

Information reconciling any forward-looking Adjusted EBITDA, Adjusted Operating Income, Adjusted Operating Income Margin, Free Cash Flow, Adjusted EBITDA Margin, and Adjusted EPS to GAAP financial measures is unavailable to us without unreasonable effort. We cannot provide reconciliations of the above noted forward looking non-GAAP measures to GAAP financial measures because certain items required for such reconciliations are outside of our control and/or cannot be reasonably predicted. Preparation of such reconciliations would require a forward-looking balance sheet, statement of income and statement of cash flows, prepared in accordance with GAAP, and such forward-looking financial statements are unavailable to us without unreasonable effort.

Second Quarter 2024 Conference Call

Wabash will discuss its results during its quarterly investor conference call on Wednesday, July 24, 2024, beginning at 12:00 p.m. EDT. The call and an accompanying slide presentation will be accessible on the "Investors" section of the Company’s website at www.onewabash.com. The conference call will also be accessible by dialing (800) 715-9871, conference ID 9986205. A replay of the call will be available on the site shortly after the conclusion of the presentation.

About

Wabash (NYSE: WNC) is the visionary leader of connected solutions for the transportation, logistics and distribution industries that is Changing How the World Reaches You®. Headquartered in Lafayette, Indiana, the company enables customers to thrive by providing insight into tomorrow and delivering pragmatic solutions today to move everything from first to final mile. Wabash designs, manufactures, and services a diverse range of products, including: dry freight and refrigerated trailers, flatbed trailers, tank trailers, dry and refrigerated truck bodies,

structural composite panels and products, trailer aerodynamic solutions, and specialty food grade processing equipment. Learn more at www.onewabash.com.

Safe Harbor Statement

This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements convey the Company’s current expectations or forecasts of future events. All statements contained in this press release other than statements of historical fact are forward-looking statements. These forward-looking statements include, among other things, all statements regarding the Company’s outlook for trailer and truck body shipments, backlog, expectations regarding demand levels for trailers, truck bodies, non-trailer equipment and our other diversified product offerings, pricing, profitability and earnings, cash flow and liquidity, opportunity to capture higher margin sales, new product innovations, our growth and diversification strategies, our expectations for improved financial performance during the course of the year and our expectations with regards to capital allocation. These and the Company’s other forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Without limitation, these risks and uncertainties include the highly cyclical nature of our business, uncertain economic conditions including the possibility that customer demand may not meet our expectations, our backlog may not reflect future sales of our products, increased competition, reliance on certain customers and corporate partnerships, risks of customer pick-up delays, shortages and costs of raw materials including the impact of tariffs or other international trade developments, risks in implementing and sustaining improvements in the Company’s manufacturing operations and cost containment, dependence on industry trends and timing, supplier constraints, labor costs and availability, customer acceptance of and reactions to pricing changes, costs of indebtedness, and our ability to execute on our long-term strategic plan. Readers should review and consider the various disclosures made by the Company in this press release and in the Company’s reports to its stockholders and periodic reports on Forms 10-K and 10-Q.

# # #

WABASH NATIONAL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited - dollars in thousands)


	June 30, 2024		December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	77,285	$	179,271
Accounts receivable, net	243,248		182,990
Inventories, net	272,926		267,635
Prepaid expenses and other	50,506		51,457
Total current assets	643,965		681,353
Property, plant, and equipment, net	331,744		325,444
Goodwill	188,423		188,409
Intangible assets, net	80,269		86,418
Investment in unconsolidated entity	—		1,647
Other assets	94,911		79,543
Total assets	$	1,339,312	$	1,362,814
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of long-term debt	$	—	$	—

Accounts payable	175,483		156,608
Other accrued liabilities	147,873		195,601
Total current liabilities	323,356		352,209
Long-term debt	396,800		396,465

Deferred income taxes	13,219		17,013
Other non-current liabilities	55,146		47,028
Total liabilities	788,521		812,715
Commitments and contingencies
Noncontrolling interest	366		603
Wabash National Corporation stockholders’ equity:
Common stock 200,000,000 shares authorized, $0.01 par value, 44,225,215 and 45,393,260 shares outstanding, respectively	781		774
Additional paid-in capital	684,504		677,886
Retained earnings	443,734		403,923
Accumulated other comprehensive losses	(2,101)		(428)
Treasury stock at cost, 33,904,416 and 32,128,755 common shares, respectively	(576,493)		(532,659)
Total Wabash National Corporation stockholders' equity	550,425		549,496
Total liabilities, noncontrolling interest, and equity	$	1,339,312	$	1,362,814

WABASH NATIONAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited - dollars in thousands, except per share amounts)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net sales	$	550,610	$	686,620	$	1,065,886	$	1,307,572
Cost of sales	460,952		535,593		899,782		1,040,518
Gross profit	89,658		151,027		166,104		267,054
General and administrative expenses	33,969		37,318		70,642		73,358
Selling expenses	7,936		7,194		14,978		14,078
Amortization of intangible assets	2,993		3,203		6,149		6,406

Impairment and other, net	997		2		997		2
Income from operations	43,763		103,310		73,338		173,210
Other income (expense):
Interest expense	(4,948)		(4,987)		(9,936)		(9,981)
Other, net	1,572		475		3,181		862
Other expense, net	(3,376)		(4,512)		(6,755)		(9,119)
Loss from unconsolidated entity	(1,415)		—		(2,901)		—
Income before income tax expense	38,972		98,798		63,682		164,091
Income tax expense	9,768		24,324		16,191		38,221
Net income	29,204		74,474		47,491		125,870
Net income attributable to noncontrolling interest	246		146		366		329
Net income attributable to common stockholders	$	28,958	$	74,328	$	47,125	$	125,541


Net income attributable to common stockholders per share:
Basic	$	0.65	$	1.57	$	1.04	$	2.64
Diluted	$	0.64	$	1.54	$	1.03	$	2.58
Weighted average common shares outstanding (in thousands):
Basic	44,896		47,452		45,139		47,610
Diluted	45,365		48,373		45,751		48,737

Dividends declared per share	$	0.08	$	0.08	$	0.16	$	0.16

WABASH NATIONAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited - dollars in thousands)


	Six Months Ended June 30,
	2024		2023
Cash flows from operating activities
Net income	$	47,491	$	125,870
Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation	20,306		13,760
Amortization of intangibles	6,149		6,406
Net loss on sale of property, plant and equipment	—		2

Deferred income taxes	(3,763)		6,653
Stock-based compensation	6,618		5,681

Non-cash interest expense	478		477
Equity in loss of unconsolidated entity	2,901		—

Accounts receivable	(60,258)		23,829
Inventories	(5,291)		(98,600)
Prepaid expenses and other	995		(9,148)
Accounts payable and accrued liabilities	(25,292)		69,793
Other, net	3,278		1,608
Net cash (used in) provided by operating activities	(6,388)		146,331
Cash flows from investing activities
Cash payments for capital expenditures	(36,288)		(55,820)
Expenditures for revenue generating assets	—		(3,244)

Investment in unconsolidated entity	(7,100)		—
Net cash used in investing activities	(43,388)		(59,064)
Cash flows from financing activities
Proceeds from exercise of stock options	7		155
Dividends paid	(7,775)		(8,366)
Borrowings under revolving credit facilities	431		103,731
Payments under revolving credit facilities	(431)		(103,731)




Debt issuance costs paid	(5)		(102)
Stock repurchases	(43,834)		(37,896)
Distribution to noncontrolling interest	(603)		(512)
Net cash used in financing activities	(52,210)		(46,721)
Cash and cash equivalents:
Net (decrease) increase in cash, cash equivalents, and restricted cash	(101,986)		40,546
Cash, cash equivalents, and restricted cash at beginning of period	179,271		58,245
Cash, cash equivalents, and restricted cash at end of period	$	77,285	$	98,791
Supplemental disclosures of cash flow information:
Cash paid for interest	$	9,394	$	9,545
Net cash paid for income taxes	$	23,664	$	40,905
Period end balance of payables for property, plant, and equipment	$	5,474	$	18,362

WABASH NATIONAL CORPORATION

SEGMENTS AND RELATED INFORMATION

(Unaudited - dollars in thousands)


	Wabash National Corporation
Three Months Ended June 30,	2024		2023
Units Shipped
New trailers	9,245		11,825
New truck bodies	3,925		4,025
Used trailers	20		15

Three Months Ended June 30,	Transportation Solutions		Parts & Services		Corporate and Eliminations		Consolidated
2024



New Trailers	$	383,145	$	—	$	(681)	$	382,464
Used Trailers	—		1,144		—		1,144
Components, parts and service	—		34,453		—		34,453
Equipment and other	115,560		19,304		(2,315)		132,549
Total net external sales	$	498,705	$	54,901	$	(2,996)	$	550,610
Gross profit	$	74,675	$	14,969	$	—	$	89,644
Income (loss) from operations	$	56,918	$	12,087	$	(25,242)	$	43,763
Adjusted income (loss) from operations1	$	56,918	$	12,087	$	(25,242)	$	43,763

2023



New Trailers	$	523,537	$	—	$	(2,002)	$	521,535
Used Trailers	—		517		—		517
Components, parts and service	—		39,794		—		39,794
Equipment and other	107,145		21,755		(4,126)		124,774
Total net external sales	$	630,682	$	62,066	$	(6,128)	$	686,620
Gross profit	$	133,945	$	17,082	$	—	$	151,027
Income (loss) from operations	$	115,806	$	12,937	$	(25,433)	$	103,310
Adjusted income (loss) from operations1	$	115,806	$	12,937	$	(25,433)	$	103,310

1 Adjusted operating income (loss), a non-GAAP financial measure, excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income (loss) under U.S. GAAP, but that management would not consider important in evaluating the quality of the Company’s operating results as they are not indicative of the Company’s core operating results or may obscure trends useful in evaluating the Company’s continuing activities. Accordingly, the Company presents adjusted operating income (loss) excluding these special items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends. Further, the Company presents adjusted operating income (loss) to provide investors with a better understanding of the Company’s view of our results as compared to prior periods.

WABASH NATIONAL CORPORATION

SEGMENTS AND RELATED INFORMATION

(Unaudited - dollars in thousands)


	Wabash National Corporation
Six Months Ended June 30,	2024		2023
Units Shipped
New trailers	17,745		23,610
New truck bodies	7,615		7,835
Used trailers	35		30

Six Months Ended June 30,	Transportation Solutions		Parts & Services		Corporate and Eliminations		Consolidated
2024



New Trailers	$	749,303	$	—	$	(1,501)	$	747,802
Used Trailers	—		2,488		—		2,488
Components, parts and service	—		70,083		—		70,083
Equipment and other	219,830		31,564		(5,881)		245,513
Total net external sales	$	969,133	$	104,135	$	(7,382)	$	1,065,886
Gross profit	$	137,800	$	28,304	$	—	$	166,104
Income (loss) from operations	$	101,173	$	22,607	$	(50,442)	$	73,338
Adjusted income (loss) from operations1	$	101,173	$	22,607	$	(50,442)	$	73,338

2023



New Trailers	$	1,008,785	$	—	$	(2,364)	$	1,006,421
Used Trailers	—		1,056		—		1,056
Components, parts and service	—		75,476		—		75,476
Equipment and other	199,968		32,674		(8,023)		224,619
Total net external sales	$	1,208,753	$	109,206	$	(10,387)	$	1,307,572
Gross profit	$	237,549	$	29,505	$	—	$	267,054
Income (loss) from operations	$	202,922	$	22,146	$	(51,858)	$	173,210
Adjusted income (loss) from operations1	$	202,922	$	22,146	$	(51,858)	$	173,210

WABASH NATIONAL CORPORATION

SEGMENT AND COMPANY FINANCIAL INFORMATION

(Unaudited - dollars in thousands)


Adjusted Operating Income1	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Transportation Solutions
Income from operations	$	56,918	$	115,806	$	101,173	$	202,922
Adjustments:

N/A	—		—		—		—
Adjusted operating income	56,918		115,806		101,173		202,922

Parts & Services
Income from operations	12,087		12,937		22,607		22,146
Adjustments:

N/A	—		—		—		—
Adjusted operating income	12,087		12,937		22,607		22,146








Corporate
Loss from operations	(25,242)		(25,433)		(50,442)		(51,858)
Adjustments:
N/A	—		—		—		—


Adjusted operating loss	(25,242)		(25,433)		(50,442)		(51,858)

Consolidated
Income from operations	43,763		103,310		73,338		173,210
Adjustments:

N/A	—		—		—		—


Adjusted operating income	$	43,763	$	103,310	$	73,338	$	173,210

WABASH NATIONAL CORPORATION

RECONCILIATION OF GAAP FINANCIAL MEASURES TO

NON-GAAP FINANCIAL MEASURES

(Unaudited - dollars in thousands, except per share amounts)


Adjusted EBITDA1:	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income	$	29,204	$	74,474	$	47,491	$	125,870
Income tax expense	9,768		24,324		16,191		38,221
Interest expense	4,948		4,987		9,936		9,981
Depreciation and amortization	13,719		10,470		26,455		20,166
Stock-based compensation	3,372		2,915		6,618		5,681

Impairment and other, net	997		2		997		2
Other, net	(1,572)		(475)		(3,181)		(862)
Loss from unconsolidated entity	1,415		—		2,901		—
Adjusted EBITDA	$	61,851	$	116,697	$	107,408	$	199,059


Adjusted Net Income Attributable to Common Stockholders2:	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income attributable to common stockholders	$	28,958	$	74,328	$	47,125	$	125,541
Adjustments:







Adjusted net income attributable to common stockholders	$	28,958	$	74,328	$	47,125	$	125,541


Adjusted Diluted Earnings Per Share2:	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Diluted earnings per share	$	0.64	$	1.54	$	1.03	$	2.58
Adjustments:







Adjusted diluted earnings per share	$	0.64	$	1.54	$	1.03	$	2.58

Weighted average diluted shares outstanding (in thousands)	45,365		48,373		45,751		48,737

1 Adjusted EBITDA includes noncontrolling interest & excludes loss from unconsolidated entity and is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, impairment and other, net, and other non-operating income and expense (including any loss on debt extinguishment charges). Management believes providing adjusted EBITDA is useful for investors to understand the Company’s performance and results of operations period to period with the exclusion of the items identified above. Management believes the presentation of adjusted EBITDA, when combined with the GAAP presentations of operating income and net income, is beneficial to an investor’s understanding of the Company’s operating performance.

2 Adjusted net income attributable to common stockholders and adjusted diluted earnings per share reflect no adjustments for any period presented.

WABASH NATIONAL CORPORATION

RECONCILIATION OF FREE CASH FLOW1

(Unaudited - dollars in thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net cash provided by (used in) operating activities	$	11,022	$	76,847	$	(6,388)	$	146,331
Cash payments for capital expenditures	(17,103)		(24,397)		(36,288)		(55,820)
Expenditures for revenue generating assets	—		(3,244)		—		(3,244)
Free cash flow1	$	(6,081)	$	49,206	$	(42,676)	$	87,267

1 Free cash flow is defined as net cash provided by (used in) operating activities minus cash payments for capital expenditures minus expenditures for revenue generating assets. Management believes providing free cash flow is useful for investors to understand the Company’s performance and results of cash generation period to period with the exclusion of the item identified above. Management believes the presentation of free cash flow, when combined with the GAAP presentations of cash (used in) provided by operating activities, is beneficial to an investor’s understanding of the Company’s operating performance.

WABASH NATIONAL CORPORATION

RECONCILIATION OF ADJUSTED SEGMENT EBITDA1

AND ADJUSTED SEGMENT EBITDA MARGIN1

(Unaudited - dollars in thousands)


	Transportation Solutions						Parts & Services
Three Months Ended June 30,	2024			2023			2024			2023
Income from operations	$	56,918		$	115,806		$	12,087		$	12,937
Depreciation and amortization	12,093			9,379			529			553
Impairment and other, net	(4)			2			—			—

Other, net	—			—			(14)			—

Adjusted segment EBITDA	$	69,007		$	125,187		$	12,602		$	13,490

Adjusted segment EBITDA margin	13.8		%	19.8		%	23.0		%	21.7		%

	Transportation Solutions						Parts & Services
Six Months Ended June 30,	2024			2023			2024			2023
Income from operations	$	101,173		$	202,922		$	22,607		$	22,146
Depreciation and amortization	23,411			18,007			1,075			1,049
Impairment and other, net	(4)			2			—			—

Other, net	14			—			(13)			—

Adjusted segment EBITDA	$	124,594		$	220,931		$	23,669		$	23,195

Adjusted segment EBITDA margin	12.9		%	18.3		%	22.7		%	21.2		%

1 Adjusted segment EBITDA, a non-GAAP financial measure, includes noncontrolling interest & excludes loss from unconsolidated entity and is calculated by adding back segment depreciation and amortization expense to segment operating income, and excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income under GAAP, but that management would not consider important in evaluating the quality of the Company’s segment operating results as they are not indicative of each segment's core operating results or may obscure trends useful in evaluating the segment's continuing activities. Adjusted segment EBITDA margin is calculated by dividing Adjusted segment EBITDA by segment total net sales.

Cover Page Cover Page	Jul. 24, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 24, 2024
Entity Registrant Name	WABASH NATIONAL CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-10883
Entity Tax Identification Number	52-1375208
Entity Address, Address Line One	3900 McCarty Lane
Entity Address, City or Town	Lafayette
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47905
City Area Code	765
Local Phone Number	771-5310
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	WNC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000879526