RAIL FreightCar America Inc

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): May 8, 2024

_______________________________

FREIGHTCAR AMERICA, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware	000-51237	25-1837219
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

125 S. Wacker Drive, Suite 1500

Chicago, Illinois 60606

(Address of Principal Executive Offices) (Zip Code)

(800) 458-2235

(Registrant's telephone number, including area code)

N/A

(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, par value $0.01 per share	RAIL	Nasdaq Global Market

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. ☐

---

Section 2 - Financial Information

Item 2.02. Results of Operations and Financial Condition.

On May 8, 2024, FreightCar America, Inc. issued a press release announcing its financial results for the first quarter of 2024, as well as reaffirming certain guidance for 2024. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Section 7 - Regulation FD

 

Item 7.01. Regulation FD Disclosure.

 

On May 8, 2024, the Company posted to its website at www.freightcaramerica.com an investor presentation to be used from time to time in meetings with investors and analysts. A copy of the investor presentation is attached hereto as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information furnished under Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Section 9 - Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1		Earnings release dated May 8, 2024, issued by FreightCar America, Inc.
Exhibit 99.2		Investor Presentation May 2024.
Exhibit 104		Cover Page Interactive Data File (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.

	FREIGHTCAR AMERICA, INC.
Date: May 8, 2024	By:	/s/ Michael A. Riordan
		Michael A. Riordan
		Vice President, Finance, Chief Financial Officer and Treasurer

---

Press Release

 

FreightCar America, Inc. Reports First Quarter 2024 Results

 

Company delivers 99% year-over-year revenue growth and record quarterly deliveries for new plant

 

Reaffirms revenue, Adjusted EBITDA, and delivery outlook for 2024

 

CHICAGO, May 8, 2024 – FreightCar America, Inc. (NASDAQ: RAIL) (“FreightCar America” or the “Company”), a diversified manufacturer of railroad freight cars, today reported results for the first quarter ended March 31, 2024.

 

First Quarter 2024 Highlights

 

 

Nick Randall, President and Chief Executive Officer of FreightCar America, commented, “First quarter revenue grew 99% year-over-year and in line with our expectations. We were pleased by our ability to deliver another quarterly record number of railcars out of our Mexico facility, marking our second consecutive quarter of 1,000+ units of production.”

 

Randall concluded, “The health of the rail industry continued to improve during the first quarter, and as a result, we continue to maintain our view on industry demand for 35,000 to 40,000 new railcars for the year. As such, we remain confident in the year as we reiterate our stated guidance, with strong revenue and Adjusted EBITDA growth for 2024. With the factory now complete, we have the ability to produce 5,000+ railcars per year and are in our best position yet to efficiently execute. As I step into my new role as CEO, I am focused on our profitable growth through driving efficiencies, realizing the benefits of volume leverage, and improving margins as we flex the full capacity of our facility.”

 

Fiscal Year 2024 Outlook

The Company has reaffirmed outlook for fiscal year 2024 is as follows:

	Fiscal 2024 Outlook	Year-over-Year Growth at Midpoint
Revenue	$520 - $572 million	52.5%

---

Adjusted EBITDA	$32 - $38 million	74.1%
Railcar Deliveries	4,000 – 4,400 Railcars	39.0%

 

Mike Riordan, Chief Financial Officer of FreightCar America, commented, “With the start of the year playing out in line with what we initially expected, we are reaffirming our full year guidance ranges. Furthermore, with the completion of the new manufacturing campus, and as we look ahead, we believe that we are extremely well positioned to enhance shareholder value by capturing incremental share, while remaining focused on margin, as industry demand improves.”

 

First Quarter 2024 Conference Call & Webcast Information

 

The Company will host a conference call and live webcast on Thursday, May 9 at 11:00 a.m. (Eastern Time) to discuss its first quarter 2024 financial results. FreightCar America invites shareholders and other interested parties to listen to its financial results conference call via the following live and recorded methods:

 

Live Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1663434&tp_key=081d332e65

 

Recorded Webcast: A recorded webcast will be available until Thursday, May 23, 2024, on FreightCar America’s website following the conference call date at: https://investors.freightcaramerica.com/news-events/event-calendar/

 

Teleconference: Dial-in numbers for the live Conference Call are (877) 407-0789 or (201) 689-8562. Please call in at least 10 minutes prior to the start time of the call. An audio replay may be accessed at (844) 512-2921 or (412) 317-6671; Passcode: 13745456.

 

About FreightCar America

FreightCar America, headquartered in Chicago, Illinois, is a leading designer, producer and supplier of railroad freight cars, railcar parts and components. We also specialize in railcar repairs, complete railcar rebody services and railcar conversions that repurpose idled rail assets back into revenue service. Since 1901, our customers have trusted us to build quality railcars that are critical to economic growth and instrumental to the North American supply chain. To learn more about FreightCar America, visit www.freightcaramerica.com.

Forward-Looking Statements

 

This press release contains statements relating to our expected financial performance, financial condition, and/or future business prospects, events and/or plans that are “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent our estimates and assumptions only as of the date of this press release. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements due to certain risks and uncertainties. These risks and uncertainties relate to, among other things, the cyclical nature of our business; adverse economic and market conditions including inflation; material disruption in the movement of rail traffic for deliveries; fluctuating costs of raw materials including steel and aluminum; delays in the delivery of raw materials; our ability to maintain relationships with our suppliers of railcar components; our reliance upon a small number of customers that represent a large percentage of our sales; the variable purchase patterns of our customers and the timing of completion, delivery and customer acceptance of orders; the highly competitive nature of our industry; the risk of lack of acceptance of our new railcar offerings, and other competitive factors. The factors listed above are not exhaustive. New factors emerge from time to time that may cause our business not to develop as we expect, and it is not possible for us to predict all of them. We expressly disclaim

---

any duty to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future events or otherwise.

 

Non-GAAP Financial Measures

 

This press release includes measures not derived in accordance with generally accepted accounting principles (“GAAP”), such as EBITDA, Adjusted EBITDA, Adjusted net loss and Adjusted EPS. These non-GAAP measures should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP and may also be inconsistent with similar measures presented by other companies. Reconciliations of these measures to the applicable most closely comparable GAAP measures, and reasons for the Company’s use of these measures, are presented in the attached pages.
 

 

Investor Contact:	RAILIR@Riveron.com

# # #

---

FreightCar America, Inc.

Consolidated Balance Sheets

(In thousands, except for share data)

 

		March 31, 2024				December 31, 2023
Assets
Current assets
Cash, cash equivalents and restricted cash equivalents		$	13,977			$	40,560
Accounts receivable, net of allowance for doubtful accounts of $82 and $18 respectively			35,040				6,408
VAT receivable			3,959				2,926
Inventories, net			109,778				125,022
Assets held for sale			629				—
Related party asset			902				638
Prepaid expenses			6,533				4,867
Total current assets			170,818				180,421
Property, plant and equipment, net			30,673				31,258
Railcars available for lease, net			—				2,842
Right of use asset operating lease			2,724				2,826
Right of use asset finance lease			39,676				40,277
Other long-term assets			4,778				1,835
Total assets		$	248,669			$	259,459
Liabilities, Mezzanine Equity and Stockholders’ Deficit
Current liabilities
Accounts and contractual payables		$	75,918			$	84,417
Related party accounts payable			2,394				2,478
Accrued payroll and other employee costs			4,975				5,738
Accrued warranty			1,468				1,602
Current portion of long-term debt			30,002				29,415
Other current liabilities			7,309				13,711
Total current liabilities			122,066				137,361
Warrant liability			52,454				36,801
Accrued pension costs			1,106				1,046
Lease liability operating lease, long-term			3,038				3,164
Lease liability finance lease, long-term			41,084				41,273
Other long-term liabilities			2,278				2,562
Total liabilities			222,026				222,207
Commitments and contingencies
Mezzanine equity
Series C Preferred stock, $0.01 par value, 85,412 shares authorized, 85,412 shares issued and outstanding at each of March 31, 2024 and December 31, 2023, respectively. Liquidation value $99,285 and $95,048 at March 31, 2024 and December 31, 2023, respectively.			83,602				83,458
Stockholders’ deficit
Preferred stock, $0.01 par value, 2,500,000 shares authorized (100,000 shares each    designated as Series A voting and Series B non-voting, 0 shares issued and outstanding    at March 31, 2024 and December 31, 2023)			—				—
Common stock, $0.01 par value, 50,000,000 shares authorized, 18,345,488 and 17,903,437    shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively			214				210
Additional paid-in capital			94,783				94,067
Accumulated other comprehensive income			2,607				2,365
Accumulated deficit			(154,563	)			(142,848	)
Total stockholders' deficit			(56,959	)			(46,206	)
Total liabilities, mezzanine equity and stockholders’ deficit		$	248,669			$	259,459

 

 

 

 

 

 

 

 

 

 

 

 

 

 

---

FreightCar America, Inc.

Consolidated Statements of Operations

(In thousands, except for share and per share data)

 

		Three Months Ended
		March 31,
		2024				2023
Revenues		$	161,058			$	80,999
Cost of sales			149,655				73,514
Gross profit			11,403				7,485
Selling, general and administrative expenses			7,493				6,388
Operating income			3,910				1,097
Interest expense			(2,391	)			(6,600	)
(Loss) gain on change in fair market value of Warrant liability			(15,653	)			613
Other expense			(14	)			(36	)
Loss before income taxes			(14,148	)			(4,926	)
Income tax (benefit) provision			(2,577	)			111
Net loss		$	(11,571	)		$	(5,037	)
Net loss per common share – basic		$	(0.54	)		$	(0.19	)
Net loss per common share – diluted		$	(0.54	)		$	(0.19	)
Weighted average common shares outstanding – basic			29,580,182				26,545,463
Weighted average common shares outstanding – diluted			29,580,182				26,545,463

 

 

 

FreightCar America, Inc.

Segment Data

(In thousands)

 

		Three Months Ended
		March 31,
		2024				2023
Revenues:
Manufacturing		$	155,728			$	77,599
Corporate and Other			5,330				3,400
Consolidated revenues		$	161,058			$	80,999
Operating income (loss):
Manufacturing		$	8,279			$	5,628
Corporate and Other			(4,369	)			(4,531	)
Consolidated operating income		$	3,910			$	1,097

 

 

 

 

 

 

 

 

 

 

 

 

 

---

FreightCar America, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

		Three Months Ended March 31,
		2024				2023
Cash flows from operating activities
Net loss		$	(11,571	)		$	(5,037	)
Adjustments to reconcile net loss to net cash flows used in operating activities:
Depreciation and amortization			1,396				1,072
Non-cash lease expense on right-of-use assets			703				731
Loss (gain) on change in fair market value for Warrant liability			15,633				(613	)
Stock-based compensation recognized			760				(91	)
Non-cash interest expense			1,539				4,264
Other non-cash items, net			207				(1	)
Changes in operating assets and liabilities:
Accounts receivable			(28,632	)			904
VAT receivable			(999	)			2,960
Inventories			16,963				(19,698	)
Related party asset, net			(348	)			(362	)
Accounts and contractual payables			(7,884	)			9,695
Income taxes payable, net			(3,937	)			(517	)
Lease liability			(1,057	)			(1,191	)
Other assets and liabilities			(8,115	)			180
Net cash flows used in operating activities			(25,322	)			(7,704	)
Cash flows from investing activities
Purchase of property, plant and equipment			(966	)			(1,960	)
Net cash flows used in investing activities			(966	)			(1,960	)
Cash flows from financing activities
Borrowings on revolving line of credit			13,037				31,688
Repayments on revolving line of credit			(12,450	)			(31,884	)
Employee stock settlement			(40	)			(106	)
Financing lease payments			(842	)			(147	)
Net cash flows used in financing activities			(295	)			(449	)
Net decrease in cash and cash equivalents			(26,583	)			(10,113	)
Cash, cash equivalents and restricted cash equivalents at beginning of period			40,560				37,912
Cash, cash equivalents and restricted cash equivalents at end of period		$	13,977			$	27,799
Supplemental cash flow information
Interest paid		$	852			$	2,340
Income taxes paid		$	403			$	151
Non-cash transactions
Change in unpaid construction in process		$	(155	)		$	539
Accrued PIK interest paid through issuance of PIK Note		$	—			$	1,658
Issuance of equity fee		$	—			$	535

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

---

 

Non-GAAP Financial Measures (Unaudited)

 

FreightCar America, Inc.

Reconciliation of loss before taxes to EBITDA(1) and Adjusted EBITDA(2)

(In thousands)

(Unaudited)

 

		Three Months Ended March 31,
		2024				2023
Loss before income taxes		$	(14,148	)		$	(4,926	)
Depreciation & Amortization			1,396				1,072
Interest Expense, net			2,391				6,600
EBITDA			(10,361	)			2,746
Change in Fair Value of Warrant (a)			15,653				(613	)
Stock Based Compensation			760				(91	)
Other, net			15				36
Adjusted EBITDA		$	6,067			$	2,078

 

(1) EBITDA represents earnings before interest, taxes, depreciation and amortization. We believe EBITDA is useful to investors in evaluating our operating performance compared to that of other companies in our industry. In addition, our management uses EBITDA to evaluate our operating performance. The calculation of EBITDA eliminates the effects of financing, income taxes and the accounting effects of capital spending. These items may vary for different companies for reasons unrelated to the overall performance of the company’s business. EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider EBITDA in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of EBITDA is not necessarily comparable to that of other similar titled measures reported by other companies.

 

(2) Adjusted EBITDA represents EBITDA before the following charges:

 

 

We believe that Adjusted EBITDA is useful to investors evaluating our operating performance compared to that of other companies in our industry because it eliminates the impact of certain non-cash charges and other special items that affect the comparability of results in past quarters. Adjusted EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider Adjusted EBITDA in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of Adjusted EBITDA is not necessarily comparable to that of other similarly titled measures reported by other companies.

 

 

 

 

 

 

 

 

 

 

 

 

 

---

FreightCar America, Inc.

Reconciliation of Net loss and Adjusted net income (loss) (1)

(Unaudited)

 

		Three Months Ended March 31,
		2024				2023
Net loss		$	(11,571	)		$	(5,037	)
Change in Fair Value of Warrant (a)			15,653				(613	)
Stock Based Compensation			760				(91	)
Other, net			15				36
Total non-GAAP adjustments			16,428				(668	)
Income tax impact on non-GAAP adjustments (b)			-				-
Adjusted net income (loss)		$	4,857			$	(5,705	)

 

(1) Adjusted net income (loss) represents net income (loss) before the following charges:

 

 

We believe that Adjusted net income (loss) is useful to investors evaluating our operating performance compared to that of other companies in our industry because it eliminates the impact of certain non-cash charges and other special items that affect the comparability of results in past quarters. Adjusted net income (loss) is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider Adjusted net income (loss) in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of Adjusted net loss is not necessarily comparable to that of other similarly titled measures reported by other companies.

 

 

 

 

---

FreightCar America, Inc.

Reconciliation of EPS and Adjusted EPS(1)

(Unaudited)

 

		Three Months Ended March 31,
		2024				2023
EPS		$	(0.54	)		$	(0.19	)
Change in Fair Value of Warrant (a)			0.53				(0.02	)
Stock Based Compensation			0.03				-
Other, net			-				-
Total non-GAAP adjustments pre-tax per-share			0.56				(0.02	)
Income tax impact on non-GAAP adjustments per share (b)			-				-
Adjusted EPS		$	0.02			$	(0.21	)

 

(1) Adjusted EPS represents basic EPS before the following charges:

 

 

We believe that Adjusted EPS is useful to investors evaluating our operating performance compared to that of other companies in our industry because it eliminates the impact of certain non-cash charges and other special items that affect the comparability of results in past quarters. Adjusted EPS is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider Adjusted EPS in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of Adjusted EPS is not necessarily comparable to that of other similarly titled measures reported by other companies.

---

Investor Presentation May 2024

---

Disclosures Forward-Looking Statements This presentation contains statements relating to our expected financial performance, financial condition, and/or future business prospects, events and/or plans that are “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent our estimates and assumptions only as of the date of this press release. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements due to certain risks and uncertainties. These risks and uncertainties relate to, among other things, the cyclical nature of our business; adverse economic and market conditions including inflation; material disruption in the movement of rail traffic for deliveries; fluctuating costs of raw materials including steel and aluminum; delays in the delivery of raw materials; our ability to maintain relationships with our suppliers of railcar components; our reliance upon a small number of customers that represent a large percentage of our sales; the variable purchase patterns of our customers and the timing of completion, delivery and customer acceptance of orders; the highly competitive nature of our industry; the risk of lack of acceptance of our new railcar offerings, and other competitive factors. The factors listed above are not exhaustive. New factors emerge from time to time that may cause our business not to develop as we expect, and it is not possible for us to predict all of them. We expressly disclaim any duty to provide updates to any forward-looking statements made in this presentation, whether as a result of new information, future events or otherwise. Non-GAAP Financial Measures This presentation includes measures not derived in accordance with generally accepted accounting principles (“GAAP”), such as EBITDA, Adjusted EBITDA, Adjusted net loss and Adjusted EPS. These non-GAAP measures should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP and may also be inconsistent with similar measures presented by other companies. Reconciliations of these measures to the applicable most closely comparable GAAP measures, and reasons for the Company’s use of these measures, are presented in the “Appendix.”

---

Company Overview

---

Re-engineered Business Model Built to Achieve Profitable Growth INDUSTRY-LEADING PURE PLAY MANUFACTURER OF HIGH-QUALITY RAILCARS $438M Revenue Up 24.3% YoY 1. See appendix for reconciliation of non-GAAP measures 3,507 Railcar Deliveries 175K+ Railcars in Service Today LTM as of 3/31/2024 10.4% Gross Margin Up 380 bps YoY 5,000+ Capacity $6,875 Adj. EBITDA1 / Railcar Up 200% YoY

---

2020 – 2024 Product, Footprint and Cost Transformation Completed closures of all legacy, US manufacturing plants 1000th railcar produced at Castaños, Mexico facility Achieving industry leading margins 5000th railcar produced at Castaños, Mexico facility 1900s – 2000s Established Leadership Capturing Coal Car Demand 2010s – 2020s Pivot to a New Company Transitioning From Over a Century of Coal Car Industry Dominance Refinanced company and ‘greenfielded’ a state-of-the–art manufacturing campus in Castaños, Mexico Exited from leasing business to align FCA with key customers as a pure manufacturer Completed buildout of the lower cost, vertically integrated Castaños campus with capacity of 5,000+ units / year and flexibility to produce most freight car types Major declines in coal production significantly impacted FCA’s primary business and resulted in a reduction in coal car revenue from 92% to 1% between 2012-2016 COVID-19 and an industry downturn impacted demand for new railcars of all types and further challenged FCA’s business and U.S. based multi-plant footprint 80% market share in coal car manufacturing for more than a century Johnstown America changes name to FreightCar America (“FCA”) In 2005, FCA completed IPO To address industry-wide challenges, the new management team initiated a multi-year product, footprint, and cost transformation

---

Company Leadership Michael Riordan Chief Financial Officer Joined FCA in 2020 as part of turn-around team Focused on strategic planning and capital management 17+ years in finance, accounting and operations Matthew Tonn Chief Commercial Officer Joined FCA in 2019 to lead Company’s realignment in the broader freight and third- party lessor markets Proven track record for business development, growth and start-ups 30+ years of experience in the rail equipment markets Nicholas Randall Chief Executive Officer Joined FCA in 2023 to prepare Company for its next phase of development Technical expertise in manufacturing excellence and supply chain management 20+ years of expertise in leading automotive and aerospace companies Joined FCA in 2022 to lead Legal and Compliance Business-minded attorney with deep commercial and M&A experience 15+ years in the legal industry, with a mix of private practice, in-house and government experience 80+ years of industrial manufacturing experience 6 Celia Perez General Counsel

---

Historical Company: FY19 Transformed FCA: FY23 Evolution of Enhanced Earnings Quality 7 ($18,020) Adj. EBITDA1 / Railcar 10,000+ railcar capacity $6,658 Adj. EBITDA1 / Railcar # Manufacturing Locations 2 manufacturing locations 1 manufacturing location 5,000+ railcar capacity 2,276 railcar deliveries 3,022 railcar deliveries 1. See appendix for reconciliation of non-GAAP measures

---

WORLD-CLASS MANUFACTURER OF RAIL EQUIPMENT, GENERATING INDUSTRY LEADING MARGINS WITH SIGNIFICANT OPPORTUNITY FOR FURTHER EXPANSION Executing Strategic Pivot to Drive Profitable Growth Minimized fixed costs to provide agility during cyclical downturns Breakeven Adj. EBITDA at extremely low volumes Fast changeovers / reduced downtime Vertically integrated Ample ability to source lower cost skilled labor Manufacturing Footprint / Cost Commercialization Strategy Pillars for Value Creation 2024 & Beyond Strategic focus – scaling the business at a higher margin Drive Profitable Growth in Railcar Manufacturing Recapitalize Debt Structure Future Product Expansion Pure play manufacturer, fully committed to serving leasing customers that represent the majority of industry purchases Well-positioned to respond to customer delivery requirements by achieving fast and efficient order-to-fulfillment times State of the art manufacturing and industry-respected technical team able to efficiently deliver customized product requirements

---

Manufacturing Campus Positioned to Scale Castaños, Mexico Facility: Plant designed for efficient future expansion Castaños Railcar Capacity | Timing of Ramping Facility Line 4 Line 3 Line 2 Line 1 0.7M 2K 5K+ Sq. ft. employees Annual car capacity 2023 completion 4 Production lines Vertically integrated paint, fabrication, wheel & axle shops 9

---

Vertically-Integrated Facility Driving Significant Margin Improvement Optimized operational efficiency and cost-effectiveness 10 Proximity to low-cost regional supply base Gross Profit / RAILCAR Ability to effectively manage supply chain challenges due to consolidated footprint and vertical integration Access to a skilled labor force in MX with higher retention than domestic labor force Achieved $6,658 in Adj. EBITDA / Railcar1 at ~60% capacity 1. FY 2023 as of 12/31/23; See appendix for reconciliation of non-GAAP measures Early stages of realizing benefits of operational efficiencies: 10

---

Uniquely Positioned within Market FCA’s flexible manufacturing and industry respected technical team allow for product run sizes and order customization considered undesirable by the competition By maintaining open capacity starting in months 8 – 9, combined with flexibility designed into its manufacturing tooling and processes, FCA is well-positioned to win business that must be delivered on short timelines FCA’s business is approximately equally divided between Class I Railroads, Leasing Companies and Shippers FCA’s nimble commercial structure is designed to thrive in dynamic market environments, on volumes as low as 3,500 units per year with an Adj. EBITDA breakeven below 2,000 units per year FY20 through FY23 45 Different car designs delivered 30 Unique Customers Order Fulfillment 4-9 Months Industry leading order fulfillment time As a pure play, FCA has a unique relationship with lessors Pure Play Manufacturer That Does Not Compete with Its Customers Niche Manufacturing Capability Optimized Backlog Leasing comprises a majority of industry railcar orders

---

2020 PIMCO $40M secured term loan Pillars for Value Creation GROWTH STRATEGY With the additional growth, FreightCar America will be positioned to recapitalize its debt structure Completed new state-of-the-art 0.7M ft2 campus Well trained, 2,000-person workforce with commitment to lean manufacturing and ability to scale Achieving industry leading margins Facilities, people, proximity to the U.S. border and deep knowledge of Mexico create potential whitespace opportunities Broad Portfolio Completed transition to Mexico Achieved Adj. EBITDA breakeven Achieved positive operating cash flow Shed legacy lease fleet Refinanced term loan Drive Profitable Growth in Railcar Manufacturing Recapitalize Debt Structure Future Product Expansion 2021 2022 2023 Gondolas Open Top Hoppers Flat Cars Box Cars Conversions Additional Whitespace Opportunities Covered Hoppers Ability to Expand Offerings

---

Financial Overview

---

1Q24 Financial Results Adjusted EBITDA1 Solid quarterly results realizing strong revenue growth and record quarterly deliveries 14 Revenue ($ in millions) Gross Profit See appendix for reconciliation of non-GAAP measures Revenues of $161.1M, up 98.8% YoY 1,223 railcar deliveries in 1Q24, up from 738 railcar deliveries in 1Q23 due to an increase in production capacity as well as timing of finished railcars shipped in early January ‘24 as a result of the temporary rail line border closure at the end of December ’23. Gross Margin of 7.1%, down 216 bps YoY Q1 margin decrease was primarily due to startup costs associated with launching our fourth production line and a shift in the mix of railcars delivered between periods. Adj. EBITDA margin of 3.1%, down 40 bps YoY

---

Historical Financial Performance Adjusted EBITDA2 ($ in millions) 15 1. Reflects midpoint of FY24 guidance as of 3/18/2024 2. See appendix for reconciliation of non-GAAP measures Revenue ($ in millions) / Railcar Deliveries (units) 2020-2023 CAGR Deliveries 42% | Revenue 35% 1 1

---

Cash Flow Operating Cash Flow ($ in millions) Key Metrics FY23 Delivered second consecutive year of positive operating cash flow $40.5M Cash $29.4M Total Debt $12.7M Capital Expenditures 16 1 1. Reflects product changeovers, plant construction and temporary closure of the US / Mexico border at year-end

---

Full Year 2024 Guidance 17 Metric 4,000 - 4,400 $520 -$572M $32 -$38M 39.0% 52 .5% 74 .1% Railcar Deliveries Revenue Adj. EBITDA1 Target YoY Growth at Midpoint Cars 1. The Company does not provide a reconciliation of forward-looking Adjusted EBITDA due to the inherent difficulty in forecasting and quantifying the adjustments that are necessary to calculate such non-GAAP measure without unreasonable effort. Material changes to any one of these items could have a significant effect on future GAAP results.

---

Revenue / Capacity Strong Revenue Generation with Increased Capacity 5,000+ Annual Railcar Capacity Achieved FY23 revenue of $358M at ~60% capacity Investment Highlights Common Stock 18.3 million Employee Options 0.91 million Public Warrants 12.4 million Fully Diluted Shares Outstanding 31.2 million Market Capitalization1 $65.1 million Net Debt2 $61.4 million Preferred Shares3 $99.3 million Enterprise Value $225.8 million Closing share price of $3.55 per share as of April 23, 2024 Includes current portion of long-term debt and leases as well as long-term lease liabilities, less cash and cash equivalents For more information, see Note 12 to Consolidated Financial Statements in form 10-K filed on 3/18/24 (https://investors.freightcaramerica.com/documents/sec-filings/sec-filings-details/default.aspx?FilingId=17377826) Equity Capital (as of 3/31/24) Revenue / Capacity Industry Leading Margin Profile 11.7% FY23 Gross Margin $6,658 FY23 Adj. EBITDA/railcar Revenue / Capacity Positioned to Generate Free Cash Flow Anticipate 3rd consecutive year of operating cash flow in 2024 FY24E maintenance CapEx at ~0.5% – 0.75% of revenue 18

---

Common Stock $ 3.85 $ 4.00 $ 4.50 $ 5.50 $ 6.50 $ 7.50 $ 8.50 $ 10.00 $ 15.00 $ 20.00 Shares held by Affiliates 6.11 6.11 6.11 6.11 6.11 6.11 6.11 6.11 6.11 6.11 Shares held by Other Shareholders 11.79 11.79 11.79 11.79 11.79 11.79 11.79 11.79 11.79 11.79 Subtotal 17.90 17.90 17.90 17.90 17.90 17.90 17.90 17.90 17.90 17.90 Potentially Dilutive (1)                     Employee Options 0.91 0.98 1.17 1.45 1.65 1.80 1.92 2.05 2.31 2.45 Public Warrants - - 0.34 0.57 0.74 0.86 0.95 1.05 1.25 1.34 Subtotal 0.91 0.98 1.51 2.02 2.39 2.66 2.87 3.10 3.56 3.79 Convertible Instruments                     Public Warrants 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 Subtotal 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 12.40 Total as of 3/31/2024 31.21 31.28 31.81 32.32 32.69 32.96 33.17 33.40 33.86 34.09 Represents shares and diluted securities outstanding at various price per share levels (Shares in millions) Diluted Share Count at Various Prices Potentially Dilutive Employee Options are computed using the Treasury Stock Method and reflect the additional shares that would be outstanding if stock options were exercised during the period 19

---

Appendix

---

Reconciliation of (Loss) Income Before Taxes to EBITDA and Adjusted EBITDA EBITDA represents earnings before interest, taxes, depreciation and amortization. We believe EBITDA is useful to investors in evaluating our operating performance compared to that of other companies in our industry. In addition, our management uses EBITDA to evaluate our operating performance. The calculation of EBITDA eliminates the effects of financing, income taxes and the accounting effects of capital spending. These items may vary for different companies for reasons unrelated to the overall performance of the company’s business. EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider EBITDA in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of EBITDA is not necessarily comparable to that of other similar titled measures reported by other companies 21 Three Months Ended March 31 2024 2023 Loss Before Income Taxes $(14,148) $(4,926) Depreciation & Amortization 1,396 1,072 Interest Expense, Net 2,391 6,600 EBITDA (10,361) 2,746 Loss/(gain) on change in fair market value of Warrant (a) 15,653 (613) Stock Based Compensation 760 (91) Other, Net 15 36 Adjusted EBITDA $6,067 $2,078 This adjustment removes the non-cash (income) expense associated with the change in fair market value of the warrant liability. Adjusted EBITDA represents EBITDA before the following charges:

---

Reconciliation of (Loss) Income Before Taxes to EBITDA and Adjusted EBITDA EBITDA represents earnings before interest, taxes, depreciation and amortization. We believe EBITDA is useful to investors in evaluating our operating performance compared to that of other companies in our industry. In addition, our management uses EBITDA to evaluate our operating performance. The calculation of EBITDA eliminates the effects of financing, income taxes and the accounting effects of capital spending. These items may vary for different companies for reasons unrelated to the overall performance of the company’s business. EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider EBITDA in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of EBITDA is not necessarily comparable to that of other similar titled measures reported by other companies 22 FY FY FY FY FY 2019 2020 2021 2022 2023 Loss Before Income Taxes $(75,353) $(85,899) $(40,034) $(36,535) $(22,088) Depreciation & Amortization 12,438 9,202 4,304 4,135 4,606 Interest Expense, Net 609 2,225 13,317 25,423 15,031 EBITDA (62,306) (74,472) (22,413) (6,977) (2,451) Loss/(gain) on change in fair market value of Warrant (A) 3,657 14,894 (1,486) 2,229 Restructuring and Impairment Charges (B) 22,371 18,325 6,530 Impairment on Leased Railcars (C) 18,951 158 4,515 4,091 Gain on OPEB Settlement (D) (6,637) (Gain)/Loss on Debt Extinguishment (E) (10,122) 14,880 Alabama Grant Amortization (F) (2,219) (2,219) (2,216) (1,857) Mexican Permanent VAT (G) 2,769 Loss on Pension Settlement (H) 8,105 313 Transaction Costs (I) 465 491 153 Startup Costs (J) 1,113 Consulting Costs (K) 129 1,073 Corporate Realignment (L) 1,323 Retention and Success (M) 144 3,130 Legal Reserve (N) 756 Plant Transition Costs (O) 2,239 2,386 Loss/(Gain) on Sale of Railcars Available for Lease (P) 7,266 (622) Stock Based Compensation (Q) 1,225 1,034 2,977 2,106 1,240 Other, Net (858) (576) (817) (2,426) 440 Adjusted EBITDA $(41,014) $(29,466) $(7,247) $8,411 $20,120

---

This adjustment removes the non-cash expense associated with the change in fair market value of warrant liability. Incurred certain restructuring costs related to severance and other costs related to shutdown of the Shoals and Roanoke facilities. During the fourth quarters of 2020, 2021, 2022 and 2023, recorded a non-cash impairment charge on leased railcar fleet. During the fourth quarter of 2019, recognized a non-cash gain on the settlement of the OPEB plan. Recorded a non-cash gain on extinguishment of PPP Loan in the third quarter of 2021, and a non-cash loss on debt extinguishment of term loan in the second quarter of 2023. Amortized deferred grant income to cost of goods sold that represents a non-cash reduction to gross margin (loss). Transitioned to tolling manufacturing structure in the third quarter of 2022 and as a result incurred permanent VAT costs. Recorded a non-cash pre-tax pension settlement loss in the third quarter of 2023 and 2022. Incurred certain costs in the fourth quarter of 2020 for nonrecurring professional services associated with the acquisition of Castaños joint venture. Incurred certain costs during 2022 related to new production line. Incurred certain non-recurring consulting costs during 2021 and 2022. Incurred certain non-recurring corporate realignment costs in 2022. m) During 2019, implemented retention and success bonus programs for certain employees during restructuring. During the first and fourth quarters of 2021, recognized charges related to a legal dispute. During 2020, implemented a program to shift production originally planned for U.S. plants to the Castaños facility. This adjustment represents non-recurring costs associated with moving inventory and equipment to the Castaños facility. Recognized a pre-tax loss on sale of railcars available for lease during 2019 and a pre-tax gain related to sales of leased railcar fleet in the second quarter of 2023. This adjustment removes the non-cash expense associated with the stock-based compensation. Reconciliation of (Loss) Income Before Taxes to EBITDA and Adjusted EBITDA Adjusted EBITDA represents EBITDA before the following charges:

---

We believe that Adjusted EBITDA is useful to investors evaluating our operating performance compared to that of other companies in our industry because it eliminates the impact of certain non-cash charges and other special items that affect the comparability of results in past quarters. Adjusted EBITDA is not a financial measure presented in accordance with U.S. GAAP. Accordingly, when analyzing our operating performance, investors should not consider Adjusted EBITDA in isolation or as a substitute for net income, cash flows from operating activities or other statements of operations or statements of cash flow data prepared in accordance with U.S. GAAP. Our calculation of Adjusted EBITDA is not necessarily comparable to that of other similarly titled measures reported by other companies. Reconciliation of (Loss) Income Before Taxes to EBITDA and Adjusted EBITDA

---

Thank you!

v3.24.1.u1

Document And Entity Information	May 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 08, 2024
Entity Registrant Name	FREIGHTCAR AMERICA, INC.
Entity Central Index Key	0001320854
Entity File Number	000-51237
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	25-1837219
Entity Address, Address Line One	125 S. Wacker Drive
Entity Address, Address Line Two	Suite 1500
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60606
City Area Code	800
Local Phone Number	458-2235
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	RAIL
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---