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Wabash National Corporation Announces Second Quarter Results

LAFAYETTE, Ind., July 22 -- Wabash National Corporation today announced results for the three and six month periods ended June 30, 2003. Net sales for the second quarter were $230 million compared to $210 million for the same period last year. Net loss for the second quarter was $27 million, including a $29 million non-cash charge related to planned asset divestitures, compared to a net loss of $22 million for the same period last year. Diluted loss per share was $1.05 for the quarter, including a $1.09 per share charge related to planned asset divestitures, compared to a loss of $0.96 per share for the 2002 quarter. For the six months ended June 30, 2003, net sales were $453 million and a net loss of $26 million, including the $29 million charge, compared to net sales of $372 million and a net loss of $36 million for the same period last year. Diluted loss per share for the six months ended June 30, 2003 and 2002 was $1.02, including the $1.09 per share charge, and $1.61, respectively.

Commenting on the quarter, William P. Greubel, President and Chief Executive Officer, stated, "The fundamental changes currently taking place within the Company could prove to be a watershed period as we move to structurally improve the Company, both operationally and financially. The following are just some of the significant highlights from the quarter:

  * Sales increased 3% from the 2003 first quarter on the continuing
    improvement in demand for new trailers while operating income, before
    the $29 million charge, improved 48% over first quarter 2003 levels.
    We are indeed becoming earnings focused as opposed to share focused. We
    successfully started up two new production lines during the quarter, one
    line for our new Wabash FreightPro sheet and post trailer and one line
    for DuraPlate(R) containers. We believe trailer industry demand will
    continue to improve over the next several quarters. Our demand
    continues to be affected by our large customers managing their equipment
    capacity very closely;

  * We are in the final planning stages of reorganizing our channels of
    sales and distribution which will allow us to improve our opportunities
    to exploit our product and service offerings in the mid to large sized
    fleet segments of the trailer industry while maintaining our strategic
    relationships with the premier trucking companies in the U.S.;

  * As announced, we have signed a definitive agreement to sell
    substantially all of the assets of our leasing and rental business and
    our aftermarket parts business. Total consideration from the sale of
    these assets and the retained assets is approximately $65-$70 million of
    which $55 million will be paid in cash upon closing. We expect the
    transaction to close in the third quarter and is subject to lender
    approval and buyer financing. As noted above, we recorded an impairment
    charge of $29 million in the quarter to recognize the planned disposal
    of these assets at less than book value. This non-cash charge will not
    affect the Company's compliance under its existing bank covenants. Upon
    closing this transaction, all proceeds from this divestiture will go
    toward debt retirement which, including this amount, will total
    approximately $90 million year-to-date;

  * We also announced the selection of Fleet Capital to lead and fully
    underwrite a new $250 million syndicated bank financing for the Company.
    The new financing, which is subject to Fleet Bank credit approval and
    Wabash board approval, will be a three year asset based revolver and
    term loan that will be used to replace existing indebtedness and will
    substantially lower our cost of debt. Closing on the transaction is
    expected to occur during the third quarter of this year. Successfully
    refinancing our existing debt will result in charges of approximately
    $24 million, including prepayment penalties of approximately $20 million
    and a non-cash charge of approximately $4 million for the write-off of
    previously deferred debt costs, which will be recognized when the
    financing is completed. These charges will not affect the Company's
    compliance under its existing bank covenants; and

  * We are in the process of evaluating what we believe will be the final
    piece to our new capital structure, which will mark the culmination of
    two years of work to turn the Company around and to secure its future.

We continue to meet or exceed our objectives. We have active and sound management leading our turnaround. Associate involvement has been excellent. Our capital structure will soon be very solid. We intend to focus our free cash flow in the future on continuing to pay down debt. We shall augment our profitability by focusing our products and services on the entire van market going forward. As the trailer industry improves, we have positioned ourselves to take full advantage of the recovery."

Wabash National Corporation designs, manufactures, and markets standard and customized truck trailers under the Wabash(TM) brand name. The Company is one of the world's largest manufacturers of truck trailers and a leading manufacturer of composite trailers. The Company's wholly owned subsidiary, Wabash National Trailer Centers, is one of the leading retail distributors of new and used trailers and aftermarket parts throughout the U.S. and Canada.

This press release contains certain forward-looking statements, as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are, however, 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 Company's ability to achieve profitability, increased competition, reliance on certain customers and corporate partnerships, shortages of raw materials, availability of capital, dependence on industry trends, export sales and new markets, acceptance of new technology and products, and government regulation. Readers should review and consider the various disclosures made by the Company in this press release and in its reports filed with the Securities and Exchange Commission.

               WABASH NATIONAL CORPORATION AND SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
             (Dollars in thousands, except per share amounts)
                                Unaudited

                                     Three Months           Six Months
                                    Ended June 30,         Ended June 30,
                                   2003       2002        2003       2002

  NET SALES                      $230,231   $210,251    $452,739   $372,203

  COST OF SALES                   206,542    204,024     406,709    365,937

    Gross profit                   23,689      6,227      46,030      6,266

  GENERAL AND ADMINISTRATIVE
   EXPENSES                         7,894     14,807      18,433     28,898

  SELLING EXPENSES                  6,022      6,030      11,240     11,779

  LOSS ON ASSET IMPAIRMENT         28,500        ---      28,500        ---

   Loss from operations           (18,727)   (14,610)    (12,143)   (34,411)

  OTHER INCOME (EXPENSE):
    Interest expense              (10,391)    (7,816)    (18,259)   (13,489)
    Foreign exchange gains
     and losses, net                2,733      2,211       5,589      1,958
    Other, net                       (883)    (1,462)     (1,025)    (2,271)

    Loss before income taxes      (27,268)   (21,677)    (25,838)   (48,213)

  INCOME TAX BENEFIT                  ---        ---         ---    (11,947)

    Net loss                      (27,268)   (21,677)    (25,838)   (36,266)

  PREFERRED STOCK DIVIDENDS           264        443         528        886

  NET LOSS APPLICABLE TO
   COMMON STOCKHOLDERS           $(27,532)  $(22,120)   $(26,366)  $(37,152)

  BASIC AND DILUTED NET LOSS
   PER SHARE                     $  (1.05)  $  (0.96)   $  (1.02)  $  (1.61)

  COMPREHENSIVE INCOME LOSS:
    Net loss                     $(27,268)  $(21,677)   $(25,838)  $(36,266)
    Foreign currency
     translation adjustment           243        171         444        166

  NET COMPREHENSIVE LOSS         $(27,025)  $(21,506)   $(25,394)  $(36,100)

                                         Retail &
  Three months ended   Manufacturing   Distribution  Eliminations   Total
  2003
    Net Sales            $ 167,483      $  75,375    $ (12,627)   $ 230,231
    Operating Results    $  10,592      $ (29,595)        $276    $ (18,727)
  2002
    Net Sales            $ 130,848      $  89,264    $  (9,861)   $ 210,251
    Operating Results    $  (1,701)     $ (13,038)   $     129    $ (14,610)

  Six months ended
  2003
    Net Sales            $ 334,140      $ 153,731    $ (35,132)   $ 452,739
    Operating Results    $  18,815      $ (31,257)   $     299    $ (12,143)
  2002
    Net Sales            $ 213,249      $ 175,617    $ (16,663)   $ 372,203
    Operating Results    $ (18,196)     $ (16,786)   $     571    $ (34,411)

               WABASH NATIONAL CORPORATION AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                          (Dollars in thousands)
                                Unaudited

                                                   June 30,    December 31,
                                                     2003          2002

                                 ASSETS
  CURRENT ASSETS:
     Cash and cash equivalents                        $6,615       $35,659
     Accounts receivable, net                         85,846        34,396
     Current portion of finance contracts              7,962         9,528
     Inventories                                     139,461       134,872
     Prepaid expenses and other                       21,409        18,299
        Total current assets                         261,293       232,754

  PROPERTY, PLANT AND EQUIPMENT, net                 137,096       145,703

  EQUIPMENT LEASED TO OTHERS, net                     64,867       100,837

  FINANCE CONTRACTS, net of current portion           16,890        22,488

  GOODWILL, net                                       35,444        34,652

  OTHER ASSETS                                        17,929        29,135
                                                    $533,519      $565,569

            LIABILITIES AND STOCKHOLDERS' EQUITY
  CURRENT LIABILITIES:
     Current maturities of long-term debt           $277,393       $42,961
     Current maturities of capital lease
      obligations                                     45,733        12,860
     Accounts payable                                 65,018        60,457
     Other accrued liabilities                        60,324        61,424
       Total current liabilities                     448,468       177,702

  LONG-TERM DEBT, net of current maturities           12,384       239,043

  LONG-TERM CAPITAL LEASE OBLIGATIONS, net of
   current maturities                                  1,945        51,993

  OTHER NONCURRENT LIABILITIES AND CONTINGENCIES      21,654        22,847

  STOCKHOLDERS' EQUITY:
         Total stockholders' equity                   49,068        73,984
                                                    $533,519      $565,569

               WABASH NATIONAL CORPORATION AND SUBSIDIARIES

  EBITDA

The company uses EBITDA and Adjusted EBITDA, income (loss) before income taxes, interest expense, depreciation and amortization; and specific identified charges in the case of adjusted EBITDA, as an internal measure of performance, and believes it is useful and commonly used measure of financial performance in addition to income (loss) before income taxes and other profitability measures of performance under GAAP. EBITDA should not be construed as an alternative to operating income and income (loss) before taxes as an indicator of the Company's operation in accordance with GAAP. Our definition of EBITDA can differ from that of other companies. The following table reconciles net income, the most comparable measure under GAAP, to EBITDA and Adjusted EBITDA for the periods indicated (dollars in millions).

                                   Three Months Ended     Six Months Ended
                                        June 30,               June 30,
                                     2003      2002        2003       2002

   EBITDA reconciliation:
     Net loss                      $(27.3)   $(21.7)     $(25.8)    $(36.3)

       Income tax benefit               -         -           -      (11.9)
     Interest expense                10.4       7.8        18.3       13.5
     Depreciation and
      amortization                    6.6       7.6        13.3       15.0
   EBITDA                           (10.3)     (6.3)        5.8      (19.7)
     Loss on asset impairment        28.5         -        28.5          -

   Adjusted EBITDA                  $18.2     $(6.3)      $34.3     $(19.7)

  Operating Income

The following table reconciles operating income, the most comparable measure under GAAP, to operating income before the loss on asset impairment for the periods indicated (dollars in millions).

                                   Three Months Ended     Six Months Ended
                                        June 30,              June 30,
                                     2003      2002        2003       2002

  Operating income (loss)
   reconciliation:
    Operating loss                 $(18.7)   $(14.6)     $(12.1)    $(34.4)
    Loss on asset impairment         28.5         -        28.5          -
  Operating income (loss) before
   loss on asset impairment        $  9.8    $(14.6)     $ 16.4     $(34.4)