Group 1 - REV Group, a specialty vehicle manufacturer, reported growth in its topline after experiencing consecutive declines in the past four quarters [1] - The growth was primarily attributed to a double-digit contraction in previous periods [1] Group 2 - The company is engaged in the technology, industrial, and conglomerate sectors, focusing on businesses with strong foundations for long-term success [1] - The analysis emphasizes a combination of financial examination and narrative to provide insights into market performance [1]

Company Overview - REV Group's revenue for the trailing twelve months (TTM) ended April 30, 2024, was $2.6 billion[15] - As of April 30, 2024, REV Group had $38.2 million in cash and net debt of $181.8 million[15] - The market capitalization of REV Group as of June 6, 2024, was $1,428 million[15] - As of May 29, 2024, the shares outstanding were 51.9 million, with a closing price of $27.51 on June 6, 2024[15] Strategic Actions - REV Group sold Collins Bus for $303 million in an all-cash transaction[17] - The company expects net cash proceeds of over $250 million from strategic actions[17] - REV Group returned approximately $311 million to shareholders year-to-date, including ~$179 million in special cash dividends, ~$126 million in share repurchases, and ~$6 million in regular quarterly dividends[19] Financial Performance - The company's leverage ratio is 1.1x net debt to trailing twelve-month Adjusted EBITDA[44] - REV Group anticipates $67 million in adjusted free cash flow for FY24E[50] - From FY20 to FY23, REV Group generated $333 million of free cash flow, compared to an outflow of ($90 million) in FY17-FY19[50] Specialty Vehicles Segment - The Specialty Vehicles segment has an installed base of over 70,000 units[27] - The backlog for Specialty Vehicles is $4.064 billion as of 2Q24[27]

Company Overview - The Shyft Group, Inc. is a leader in specialty vehicle manufacturing, assembly, and upfit for commercial, retail, and service markets in North America, reporting sales of $786 million in 2024 [5] - Aebi Schmidt Group is a global leader in intelligent solutions for infrastructure and agricultural applications, generating net sales of over 1 billion EUR in 2024 and employing around 3,000 people [6][7] Merger Details - Shareholders of Shyft approved the merger agreement with Aebi Schmidt, with approximately 99% of votes in favor, representing about 81% of total outstanding shares as of May 13, 2025 [2][3] - The merger is expected to close on or around July 1, 2025, with the combined company to be named "Aebi Schmidt Group" and trading on NASDAQ under the ticker symbol "AEBI" [1][3] - Each share of Shyft common stock will be exchanged for approximately 1.04 shares of the combined company's common stock upon completion of the merger [3] Strategic Implications - The merger aims to create a differentiated global leader in the specialty vehicles industry, enhancing scale, capabilities, and customer value [4] - The combined entity is expected to unlock meaningful value for customers and shareholders, positioning itself for continued growth [4]

Core Insights - REV Group reported an 8% increase in consolidated mid-point revenue guidance and a 45% year-over-year increase in adjusted EBITDA guidance for fiscal 2025, driven by strong operational gains in the specialty vehicle segment [1] - The company announced a $20 million plant expansion, a strategic exit from the Lance Camper operation, and raised capital expenditure plans while addressing $15 million in expected tariff headwinds [1][6] Specialty Vehicle Segment Performance - The specialty vehicle segment, excluding divested bus operations, achieved a 12.2% revenue increase and a 74.3% surge in adjusted EBITDA compared to the prior year quarter, with record shipment levels in the Spartan Emergency Response business [2] - Segment backlog reached $4.3 billion at quarter-end, supported by a book-to-bill ratio of 1.1 and strong demand for fire apparatus [3][2] Portfolio Optimization - The divestiture of the Lance Camper operation resulted in a one-time $30 million non-cash loss, partially offset by a $16.6 million tax benefit, allowing the company to focus on scalable operations with stronger competitive positioning [4][5] - The motorized RV division continues to drive nearly all EBITDA for the recreation segment, maintaining a 6.2% adjusted EBITDA margin despite a 10% decline in REV brand retail sales [4] Tariff Impact and Strategic Adjustments - New tariffs are expected to impact adjusted EBITDA by $10 million in specialty vehicles and $5 million in recreation for the second half of the fiscal year, prompting a shift to U.S. suppliers for chassis sourcing [6][7] - The company has increased full-year capital expenditure guidance to $45 million–$50 million, with $20 million allocated for expansion projects [6] Future Outlook - Management raised consolidated FY2025 revenue guidance to $2.35 billion–$2.45 billion and adjusted EBITDA guidance to $200 million–$220 million, anticipating specialty vehicle outperformance to offset tariff pressures [8] - Net income guidance, including the Lance Camper divestiture loss, is now projected at $88 million–$107 million, with adjusted net income at $100 million–$130 million [8]

Financial Data and Key Metrics Changes - The company reported sales of $204.6 million for Q1 2025, a 3% increase from $197.9 million in the prior year [15] - Adjusted EBITDA for the quarter was $12.3 million, representing 6% of sales, up from $6.1 million or 3.1% of sales in Q1 2024 [16] - GAAP net loss was $1.4 million or negative $0.04 per share, compared to a net loss of $4.7 million or negative $0.14 per share in the previous year [15][16] Business Line Data and Key Metrics Changes - Fleet Vehicles and Services segment achieved sales of $96.1 million, down 11% from $107.8 million a year ago, reflecting softness in parcel end markets [17] - Specialty Vehicles segment delivered sales of $82.2 million, a 9% decrease from $90.1 million in the prior year, with adjusted EBITDA margins remaining in the high teens [18] Market Data and Key Metrics Changes - The FES backlog was $245.3 million at quarter end, down 31% versus the prior year and flat compared to year-end 2024 [18] - Specialty Vehicles backlog was $90 million at quarter end, up 8% versus the prior year and up 31% versus year-end, driven primarily by high content service truck bodies [19] Company Strategy and Development Direction - The company is focused on customer-centric innovation and expanding its product portfolio, particularly in electric vehicles and service trucks [6][10] - The proposed merger with Abbe Schmidt is expected to create a leading global force in the specialty vehicles industry, driving growth in high-margin markets [23][24] Management's Comments on Operating Environment and Future Outlook - Management remains cautious about the timing of recovery in the parcel and motorhome markets but expects approximately 70% of full-year adjusted EBITDA to be delivered in the second half of the year [21] - The company is affirming its 2025 outlook with sales projected between $870 million to $970 million and adjusted EBITDA of $62 million to $72 million [20][21] Other Important Information - The company incurred $2.2 million in transaction costs related to the proposed merger with Abbe Schmidt [16] - The merger is anticipated to be approved in a special meeting of shareholders in mid-2025 [24] Q&A Session Summary Question: Update on BlueArc vehicle orders and revenue - Management confirmed that the order for 150 vehicles for FedEx is in process, with some revenue carryover expected into Q2 [29] Question: Impact of tariffs on guidance - Management stated that they are closely monitoring tariffs and have implemented pricing strategies to mitigate risks, which is reflected in their unchanged guidance [31][34] Question: Trends in Abbe Schmidt's business - Management refrained from commenting on Abbe Schmidt's financials as the S-four filing is still with the SEC [37] Question: Customer order timing related to tariffs - Management indicated that there was no significant pull-forward of orders due to tariff concerns [41] Question: Outlook for parcel and final mile vehicles - Management noted an increase in quoting activity from parcel customers, suggesting a potentially better second half of the year [43] Question: Update on battery supply chain - Management expressed confidence in the battery supply chain, stating that performance is meeting expectations and there are no issues in the field [49]

Company Overview - The Shyft Group, Inc. is a leader in specialty vehicle manufacturing, assembly, and upfit for commercial, retail, and service specialty vehicle markets in North America [4] - Shyft operates two core business units: Shyft Fleet Vehicles and Services™ and Shyft Specialty Vehicles™ [4] - The company reported sales of $786 million in 2024 and employs approximately 2,900 people across various facilities [4] Merger Announcement - Aebi Schmidt Group has filed a registration statement on Form S-4 with the SEC regarding a proposed merger with Shyft [1][2] - The merger is expected to close in mid-2025, subject to SEC approval and shareholder approval from Shyft [2] - Upon completion, the combined company will be named Aebi Schmidt Group and will trade on Nasdaq under the ticker symbol "AEBI" [3][7] Financial Projections - The registration statement includes pro forma U.S. GAAP financial results for 2024, projecting combined revenues of $1.9 billion and adjusted EBITDA of $148 million [2][7] Aebi Schmidt Group Overview - Aebi Schmidt is a global leader in intelligent solutions for infrastructure maintenance, generating over 1 billion EUR in net sales in 2024 [5] - The company employs around 3,000 people and operates in 16 sales organizations and over a dozen production facilities worldwide [5]

Financial Data and Key Metrics Changes - The company reported Q4 sales of $201.4 million, slightly down from $202.3 million in the prior year [12] - GAAP net loss was $3.4 million or $0.1 per share, an improvement from a net loss of $4.4 million or $0.13 per share in the previous year [12] - Adjusted EBITDA for the quarter was $15.9 million or 7.9% of sales, up from $2.3 million or 1.1% of sales in Q4 2023 [13] - Adjusted net income for the quarter was $5 million, with adjusted EPS increasing to $0.15 per share compared to a loss of $0.03 per share in Q4 2023 [13] Business Line Data and Key Metrics Changes - Fleet Vehicles and Service segment sales were $110.7 million, down 7% from $119 million a year ago, with adjusted EBITDA improving to $12.1 million from a loss of $2.6 million [12][14] - Specialty Vehicles segment sales increased to $87.5 million, a 5% increase from $83.4 million in the prior year, with adjusted EBITDA at $16.6 million or 19% of sales [15] Market Data and Key Metrics Changes - Fleet Vehicles and Service backlog was $244.8 million at year-end, down 24.7% versus 2023, reflecting continued softness in the parcel market [14] - Specialty Vehicles backlog was $68.5 million at the end of the year, down 18.8% versus 2023, primarily due to a decrease in motorhome orders [15] Company Strategy and Development Direction - The proposed merger with Abby Schmidt aims to create a competitive leader in the specialty vehicles market, enhancing scale and capabilities [6][20] - The company is focused on operational improvements and increasing efficiencies, which resulted in adjusted EBITDA growth and margin improvements [7][10] Management's Comments on Operating Environment and Future Outlook - Management remains cautious about near-term demand for parcel and motorhome vehicles, expecting softness to persist through midyear but anticipating a modest recovery in the second half of the year [17] - The company expects 2025 sales to range from $870 million to $970 million, including approximately $50 million related to BlueArc [18] Other Important Information - The company achieved a significant milestone by bringing BlueART to production, successfully shifting EV trucks to FedEx [9] - The balance sheet remains solid with net leverage less than two times, allowing flexibility for strategic investments [9] Q&A Session Summary Question: Update on BlueArc and delivery cadence - The company is in production phase for FedEx orders and has vehicles performing well in the field, but additional orders are needed to fulfill the $50 million sales target [28][30][33] Question: Outlook for parcel demand recovery - Management is closely monitoring key parcel customers and anticipates a replacement cycle for vehicles, expecting recovery in the second half of the year [39] Question: Specialty Vehicle order trends - Weakness in the motorhome market is driving order flow issues, but steady orders are expected in the work truck segment [41][42] Question: Infrastructure growth expectations - The merger with Abby Schmidt is expected to accelerate growth, particularly in infrastructure-focused segments [47] Question: Sustainability of Fleet Vehicles and Service margins - The company expects to maintain low double-digit margins in the Fleet Vehicles and Service segment due to operational efficiencies [48][49] Question: Impact of tariffs on pricing - The company is evaluating tariff impacts and has plans to mitigate risks through supply chain strategies and potential price increases [55]