Exhibit

Net sales for the second quarter 2019 increased 2 percent to $626 million from $613 million in the prior year quarter, as growth was led by the Company’s Final Mile and Diversified Products Group Segments. Operating income was $47.5 million in the second quarter of 2019 and the Company achieved a consolidated operating margin of 7.6 percent during the second quarter of 2019, which represents an improvement of 10 basis points from the second quarter of 2018, highlighting the success of both short and long-term initiatives targeting margin expansion.

“I am very pleased with our operating performance during the second quarter. We delivered revenue of $626 million which is an all-time record for Wabash National and we generated our strongest operating margins in two years, driven by the Wabash Management System," explained Brent Yeagy, president and chief executive officer. "The strength of our free cash generation allowed us the flexibility not only to pay our regular quarterly dividend and make progress on debt-reduction, but also to repurchase shares during the quarter.”



	Commercial Trailer Products						Diversified Products						Final Mile Products
Three Months Ended June 30,	2019			2018			2019			2018			2019			2018
	(dollars in thousands)
New trailers shipped	14,250			15,650			750			650			—			—
Net sales	$	400,864		$	402,507		$	97,026		$	94,085		$	134,817		$	121,209
Gross profit	$	46,906		$	47,513		$	20,123		$	16,692		$	21,289		$	20,923
Gross profit margin	11.7		%	11.8		%	20.7		%	17.7		%	15.8		%	17.3		%
Income (loss) from operations	$	39,918		$	40,784		$	8,911		$	4,395		$	9,221		$	10,258
Income (loss) from operations margin	10.0		%	10.1		%	9.2		%	4.7		%	6.8		%	8.5		%

Commercial Trailer Products’ net sales for the second quarter was $401 million, a decrease of $1.6 million, or 0.4 percent as compared to the prior year quarter. Gross profit margin for the second quarter decreased 10 basis points as compared to the prior year period primarily due to product and customer mix. Operating income decreased $0.9 million, or 2.1 percent, from the second quarter last year to $39.9 million, or 10.0 percent of net sales.

Diversified Products’ net sales for the second quarter were $97 million, an increase of $2.9 million, or 3.1 percent, as compared to the prior year, due primarily to increased demand for liquid tank trailers. Gross profit and profit margin as compared to the prior year period increased $3.4 million and 300 basis points, respectively, as the segment benefited from product mix and cost recovery among other internal initiatives driven by the Wabash Management System. Operating income in the second quarter of 2019 was $8.9 million, or 9.2 percent of net sales, representing an increase of $4.5 million as compared to the prior year period.

Final Mile Products’ net sales for the second quarter totaled $135 million, an increase of $13.6 million, or 11.2 percent, as compared to the prior year, due to strong market and customer demand. Gross profit margin for the second quarter decreased 150 basis points as compared to the prior year period primarily due to product mix and higher employee-related costs. Operating income was $9.2 million, or 6.8 percent of net sales, compared to $10.3 million, or 8.5 percent of net sales in the prior year period.

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 operating EBITDA, adjusted operating income, adjusted net income and adjusted earnings per diluted share. 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.

Operating EBITDA is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, acquisition expenses and related charges, and other non-operating income and expense. Management believes providing operating 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 operating 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 operating EBITDA to net income is included in the tables following this release.

Adjusted operating income, a non-GAAP financial measure, excludes 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 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 to provide investors with a better understanding of the Company’s view of our results as compared to prior periods. A reconciliation of adjusted operating income to operating income, the most comparable GAAP financial measure, is included in the tables following this press release.

Adjusted net income and adjusted earnings per diluted share, each reflect adjustments for acquisition expenses, the losses attributable to the Company’s extinguishment of debt, income or losses recognized on the sale and/or closure of former Company locations. 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 each of adjusted net income and adjusted earnings per diluted share to net income and net income per diluted share is included in the tables following this release.

Wabash National will discuss its results during its quarterly investor conference call on Wednesday, July 31, 2019, beginning at 10:00 a.m. EDT. The call and an accompanying slide presentation will be accessible on the "Investors" section of the Company’s website www.wabashnational.com. The conference call will also be accessible by dialing (844) 778-4139, conference ID 7848058. A replay of the call will be available on the site shortly after the conclusion of the presentation.

Headquartered in Lafayette, Indiana, Wabash National Corporation (NYSE: WNC) is a diversified industrial manufacturer and a leading producer of semi-trailers, truck bodies and liquid transportation systems. Established in 1985, the Company manufactures a diverse range of products including: dry freight and refrigerated trailers, platform trailers, bulk tank trailers, dry and refrigerated truck bodies, truck-mounted tanks, intermodal equipment, structural composite panels and products, trailer aerodynamic solutions, and specialty food grade and pharmaceutical equipment. Its innovative products are sold under the following brand names: Wabash National®, Beall®, Benson®, Brenner® Tank, Bulk Tank International, DuraPlate®, Extract Technology®, Supreme®, Transcraft®, Walker Engineered Products, and Walker Transport. Learn more at www.wabashnational.com.

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 continued integration of Supreme into the Company’s business, adverse reactions to the transaction by customers, suppliers or strategic partners, uncertain economic conditions including the possibility that customer demand may not meet our expectations, 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 and costs of indebtedness. 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.



	June 30, 2019			December 31, 2018
Assets
Current assets:
Cash and cash equivalents	$	140,155		$	132,690
Accounts receivable, net	170,177			181,064
Inventories	264,567			184,404
Prepaid expenses and other	40,550			51,261
Total current assets	615,449			549,419
Property, plant, and equipment, net	208,718			206,991
Goodwill	311,085			311,084
Intangible assets	200,089			210,328
Other assets	39,488			26,571
Total assets	$	1,374,829		$	1,304,393
Liabilities and Stockholders' Equity
Current liabilities:
Current portion of long-term debt	$	—		$	1,880
Current portion of finance lease obligations	317			299
Accounts payable	200,641			153,113
Other accrued liabilities	120,356			116,384
Total current liabilities	321,314			271,676
Long-term debt	489,865			503,018
Finance lease obligations	544			714
Deferred income taxes	32,691			34,905
Other non-current liabilities	28,850			20,231
Total liabilities	873,264			830,544
Commitments and contingencies
Stockholders' equity:
Common stock 200,000,000 shares authorized, $0.01 par value, 54,675,691 and 55,135,788 shares outstanding, respectively	749			744
Additional paid-in capital	634,465			629,039
Retained earnings	186,934			150,244
Accumulated other comprehensive loss	(3,896		)	(3,343		)
Treasury stock at cost, 20,331,511 and 19,372,735 common shares, respectively	(316,687		)	(302,835		)
Total stockholders' equity	501,565			473,849
Total liabilities and stockholders' equity	$	1,374,829		$	1,304,393



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net sales	$	626,053		$	612,690		$	1,159,227		$	1,104,009
Cost of sales	538,403			527,375			1,002,887			954,576
Gross profit	87,650			85,315			156,340			149,433
General and administrative expenses	26,509			25,778			56,649			50,887
Selling expenses	8,494			8,556			16,717			16,901
Amortization of intangible assets	5,109			4,940			10,238			9,881
Acquisition expenses	—			—			—			68
Income from operations	47,538			46,041			72,736			71,696
Other income (expense):
Interest expense	(7,020		)	(7,151		)	(14,110		)	(14,605		)
Other, net	1,081			4,037			912			11,953
Other expense, net	(5,939		)	(3,114		)	(13,198		)	(2,652		)
Income before income tax	41,599			42,927			59,538			69,044
Income tax expense	10,639			11,025			13,798			15,870
Net income	$	30,960		$	31,902		$	45,740		$	53,174
Net income per share:
Basic	$	0.56		$	0.55		$	0.83		$	0.92
Diluted	$	0.56		$	0.54		$	0.82		$	0.89
Weighted average common shares outstanding (in thousands):
Basic	55,197			57,879			55,233			57,836
Diluted	55,668			59,274			55,719			60,023

Dividends declared per share	$	0.080		$	0.075		$	0.160		$	0.150



	Six Months Ended June 30,
	2019			2018
Cash flows from operating activities:
Net income	$	45,740		$	53,174
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	10,957			10,330
Amortization of intangibles	10,238			9,881
Net loss (gain) on sale of property, plant and equipment	481			(9,743		)
Loss on debt extinguishment	53			174
Deferred income taxes	(2,214		)	(81		)
Stock-based compensation	5,377			5,390
Non-cash interest expense	523			1,110
Changes in operating assets and liabilities
Accounts receivable	10,886			(46,564		)
Inventories	(80,163		)	(56,057		)
Prepaid expenses and other	(325		)	1,756
Accounts payable and accrued liabilities	58,210			72,792
Other, net	1,210			(1,691		)
Net cash provided by operating activities	60,973			40,471
Cash flows from investing activities:
Capital expenditures	(14,995		)	(11,117		)
Proceeds from sale of property, plant and equipment	38			16,426
Other, net	—			3,060
Net cash (used in) provided by investing activities	(14,957		)	8,369
Cash flows from financing activities:
Proceeds from exercise of stock options	55			910
Dividends paid	(9,061		)	(9,271		)
Borrowings under revolving credit facilities	288			423
Payments under revolving credit facilities	(288		)	(423		)
Principal payments under finance lease obligations	(152		)	(143		)
Principal payments under term loan credit facility	(15,470		)	(940		)
Principal payments under industrial revenue bond	—			(92		)
Debt issuance costs paid	(71		)	—
Convertible senior notes repurchase	—			(80,200		)
Stock repurchase	(13,852		)	(21,413		)
Net cash used in financing activities	(38,551		)	(111,149		)
Cash, cash equivalents, and restricted cash:
Net increase (decrease) for the period	7,465			(62,309		)
At beginning of period	132,690			191,521
At end of period	$	140,155		$	129,212
Supplemental disclosures of cash flow information:
Cash paid for interest	$	13,661		$	14,071
Cash paid for income taxes	$	10,567		$	12,700



Three Months Ended June 30,	Commercial Trailer Products		Diversified Products		Final Mile Products		Corporate and Eliminations			Consolidated
2019
New trailers shipped	14,250		750		—		—			15,000
Used trailers shipped	—		25		—		—			25

New Trailers	$	385,842	$	49,325	$	—	$	—		$	435,167
Used Trailers	13		739		—		—			752
Components, parts and service	10,622		29,007		4,447		(6,575		)	37,501
Equipment and other	4,387		17,955		130,370		(79		)	152,633
Total net external sales	$	400,864	$	97,026	$	134,817	$	(6,654	)	$	626,053
Gross profit	$	46,906	$	20,123	$	21,289	$	(668	)	$	87,650
Income (Loss) from operations	$	39,918	$	8,911	$	9,221	$	(10,512	)	$	47,538

2018
New trailers shipped	15,650		650		—		—			16,300
Used trailers shipped	250		50		—		—			300

New Trailers	$	385,131	$	37,602	$	—	$	—		$	422,733
Used Trailers	2,499		628		—		—			3,127
Components, parts and service	9,042		31,926		2,623		(5,091		)	38,500
Equipment and other	5,835		23,929		118,586		(20		)	148,330
Total net external sales	$	402,507	$	94,085	$	121,209	$	(5,111	)	$	612,690
Gross profit	$	47,513	$	16,692	$	20,923	$	187		$	85,315
Income (Loss) from operations	$	40,784	$	4,395	$	10,258	$	(9,396	)	$	46,041



Six Months Ended June 30,	Commercial Trailer Products		Diversified Products		Final Mile Products		Corporate and Eliminations			Consolidated
2019
New trailers shipped	26,650		1,450		—		—			28,100
Used trailers shipped	50		50		—		—			100

New Trailers	$	711,661	$	95,124	$	—	$	—		$	806,785
Used Trailers	150		1,326		—		—			1,476
Components, parts and service	20,955		64,891		7,863		(14,495		)	79,214
Equipment and other	9,143		35,333		227,803		(527		)	271,752
Total net external sales	$	741,909	$	196,674	$	235,666	$	(15,022	)	$	1,159,227
Gross profit	$	82,846	$	40,222	$	34,813	$	(1,541	)	$	156,340
Income (Loss) from operations	$	66,239	$	16,955	$	11,090	$	(21,548	)	$	72,736

2018
New trailers shipped	28,300		1,200		—		—			29,500
Used trailers shipped	750		50		—		—			800

New Trailers	$	695,449	$	71,441	$	—	$	—		$	766,890
Used Trailers	6,906		1,714		—		—			8,620
Components, parts and service	17,690		65,894		5,036		(11,853		)	76,767
Equipment and other	9,884		50,239		191,632		(23		)	251,732
Total net external sales	$	729,929	$	189,288	$	196,668	$	(11,876	)	$	1,104,009
Gross profit	$	84,036	$	33,990	$	32,455	$	(1,048	)	$	149,433
Income (Loss) from operations	$	70,265	$	9,423	$	10,867	$	(18,859	)	$	71,696



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Commercial Trailer Products
Income from operations	$	39,918		$	40,784		$	66,239		$	70,265

Diversified Products
Income from operations	8,911			4,395			16,955			9,423

Final Mile Products
Income from operations	9,221			10,258			11,090			10,867
Adjustments:
Acquisition expenses and related charges	—			(164		)	—			751
Adjusted operating income	9,221			10,094			11,090			11,618

Corporate
Income from operations	(10,512		)	(9,396		)	(21,548		)	(18,859		)
Adjustments:
Acquisition expenses and related charges	—			—			—			68
Adjusted operating income	(10,512		)	(9,396		)	(21,548		)	(18,791		)

Consolidated
Income from operations	47,538			46,041			72,736			71,696
Adjustments:
Acquisition expenses and related charges	—			(164		)	—			819
Adjusted operating income	$	47,538		$	45,877		$	72,736		$	72,515



Operating EBITDA¹:	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net income	$	30,960		$	31,902		$	45,740		$	53,174
Income tax expense	10,639			11,025			13,798			15,870
Interest expense	7,020			7,151			14,110			14,605
Depreciation and amortization	10,646			10,107			21,195			20,211
Stock-based compensation	2,791			2,733			5,377			5,390
Acquisition expenses	—			—			—			68
Other non-operating income	(1,081		)	(4,037		)	(912		)	(11,953		)
Operating EBITDA	$	60,975		$	58,881		$	99,308		$	97,365



Adjusted Net Income²:	Three Months Ended June 30,					Six Months Ended June 30,
	2019		2018			2019		2018
Net income	$	30,960	$	31,902		$	45,740	$	53,174
Adjustments:
Facility transactions³	—		(3,506		)	—		(10,629		)
Loss on debt extinguishment	—		—			—		174
Acquisition expenses and related charges	—		(164		)	—		819
Tax effect of aforementioned items	—		954			—		2,505
Adjusted net income	$	30,960	$	29,186		$	45,740	$	46,043



Adjusted Diluted Earnings Per Share²:	Three Months Ended June 30,					Six Months Ended June 30,
	2019		2018			2019		2018
Diluted earnings per share	$	0.56	$	0.54		$	0.82	$	0.89
Adjustments:
Facility transactions³	—		(0.06		)	—		(0.18		)
Acquisition expenses and related charges	—		—			—		0.01
Tax effect of aforementioned items	—		0.02			—		0.04
Adjusted diluted earnings per share	$	0.56	$	0.49		$	0.82	$	0.77

Weighted average number of diluted shares outstanding (in thousands)	55,668		59,274			55,719		60,023


•	Revenue grew at 2 percent year-over-year, all-time quarterly sales record of $626M


•	Strong cash generation and active capital deployment in Q2


•	Full year 2019 EPS outlook raised at midpoint by $.05 to $1.65, range narrowed to $1.58 to $1.72 per share