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) February 26, 2009
Universal Truckload Services, Inc.
(Exact name of registrant as specified in its charter)
| Michigan | 120510 | 38-3640097 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
12755 E. Nine Mile Road, Warren, Michigan
(Address of principal executive offices)
48089
(Zip Code)
(586) 920-0100
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, 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 (see General Instruction A.2. below):
| ¨ | 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)) |
| Item 2.02. | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On February 26, 2009, Universal Truckload Services, Inc., or the Company, issued a press release announcing the Company’s financial and operating results for the thirteen and fifty-two weeks ended December 31, 2008, a copy of which is furnished as Exhibit 99.1 to this Form 8-K.
| Item 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
| (d) | Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Press Release dated February 26, 2009 announcing the Company’s financial and operating results for the thirteen and fifty-two weeks ended December 31, 2008. |
SIGNATURES
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, thereunto duly authorized.
| UNIVERSAL TRUCKLOAD SERVICES, INC. | ||||
| Date: February 27, 2009 | /s/ Robert E. Sigler | |||
| Robert E. Sigler | ||||
| Vice President, Chief Financial Officer, Secretary and Treasurer | ||||
Exhibit 99.1
For further information:
Robert Sigler
Vice President and Chief Financial Officer
586.920.0100
Universal Truckload Services, Inc. Announces Financial Results for the Thirteen and Fifty-two Weeks Ended December 31, 2008
Warren, MI – February 26, 2009 — Universal Truckload Services, Inc. (NASDAQ: UACL) today announced financial results for the thirteen and fifty-two weeks ended December 31, 2008.
For the thirteen weeks ended December 31, 2008, operating revenues increased 3.2%, or $5.5 million, to $177.0 million from $171.5 million for the thirteen weeks ended December 31, 2007. Included in operating revenues are fuel surcharges of $20.2 million and $18.2 million for the fourth quarters of 2008 and 2007, respectively. Net income decreased 45.2%, or $2.2 million, to $2.6 million, or $0.16 per diluted share for the fourth quarter of 2008, from $4.8 million, or $0.30 per share, for the fourth quarter of 2007. Included in net income for the fourth quarter were $0.6 million, or $0.04 per share, of after-tax charges for other-than-temporary impairments of marketable equity securities classified as available for sale.
Universal’s truckload revenue in the fourth quarter of 2008 decreased by 2.1% to $97.9 million from $100.0 million in the corresponding period of 2007. Included in truckload revenue in the fourth quarter of 2008 is $5.8 million from our acquisitions completed since the fourth quarter of 2007. Brokerage revenue in the fourth quarter of 2008 increased by 20.5% to $54.2 million from $45.0 million in the corresponding period of 2007. Included in brokerage revenue in the fourth quarter of 2008 is $1.1 million from our acquisitions completed since the fourth quarter of 2007. Intermodal revenue in the fourth quarter of 2008 decreased by 6.4% to $24.9 million from $26.6 million in the corresponding period of 2007. Included in Intermodal revenue in the fourth quarter of 2008 is $2.4 million from our acquisitions completed in the first half of 2008.
For the fifty-two weeks ended December 31, 2008, operating revenues increased 11.6%, or $79.2 million, to $759.5 million from $680.4 million for the fifty-two weeks ended December 31, 2007. Included in operating revenues are fuel surcharges of $101.3 million and $65.8 million for 2008 and 2007, respectively. Net income decreased 16.5%, or $2.9 million, to $14.9 million, or $0.93 per share for 2008, from $17.8 million, or $1.11 per share for 2007. Included in net income for 2008 were $2.2 million, or $0.14 per share, of after-tax charges for other-than-temporary impairments of marketable equity securities classified as available for sale.
Universal’s truckload revenue in 2008 increased by 9.0% to $438.2 million from $402.1 million in the corresponding period of 2007. Included in truckload revenue in 2008 is $25.5 million from our acquisitions completed since the fourth quarter of 2007. Brokerage revenue in 2008 increased by 21.2% to $208.3 million from $171.8 million in the corresponding period of 2007. Included in brokerage revenue in 2008 is $3.9 million from our acquisitions completed since the fourth quarter of 2007. Intermodal revenue in 2008 increased by 6.2% to $113.0 million from $106.5 million in the corresponding period of 2007. Included in Intermodal revenue in 2008 is $9.1 million from our acquisitions completed in the first half of 2008.
Universal also announced that on February 25, 2009, its Board of Directors has approved a one-time cash dividend of $1.00 per share. The dividend is payable on March 20, 2009 to stockholders of record at the close of business on March 7, 2009. In the fourth quarter of 2008, Universal purchased an additional 80,800 shares of its common stock for a total cost of $1.1 million. Universal has purchased a cumulative total of 115,100 shares of its common stock at a total cost of $1.7 million and is authorized to purchase an additional 684,900 shares of its common stock under the previously announced stock repurchase plan.
“Even with the severe economic downturn in both domestic and foreign markets, UTSI’s asset light model continues to provide positive results,” stated Universal’s President and CEO Don Cochran. “We are pleased that we are able to pay this special dividend to our shareholders. It does not however represent a fundamental change in our long term strategy to use free cash flow and prudent borrowings to fund our growth, both organically and through strategic acquisitions. We believe we are well positioned to continue to pursue our growth objectives in the future and maintain adequate liquidity and financial flexibility to fund acquisitions similar to those executed in the recent past.”
Universal Truckload Services, Inc. is primarily a non-asset based provider of transportation services to shippers throughout the United States and in the Canadian provinces of Ontario and Quebec. The Company’s trucking services include both flatbed and dry van operations and the Company provides rail-truck and steamship-truck intermodal support services. The Company also offers truck brokerage services.
Some of the statements contained in this press release might be considered forward-looking statements. These statements identify prospective information. Forward-looking statements are based on information available at the time and/or management’s good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. These forward-looking statements are subject to a number of factors that may cause actual results to differ materially from the expectations described. Additional information about the factors that may adversely affect these forward-looking statements is contained in the Company’s reports and filings with the Securities and Exchange Commission. The Company assumes no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws.
* * * * * * * * * * * * * * * *
UNIVERSAL TRUCKLOAD SERVICES, INC.
Unaudited Consolidated Statements of Income
(In thousands, except per share data)
| Thirteen Weeks Ended December 31, |
Year Ended December 31, | |||||||||||||
| 2008 | 2007 | 2008 | 2007 | |||||||||||
| Operating revenues: |
||||||||||||||
| Truckload |
$ | 97,915 | $ | 99,987 | $ | 438,203 | $ | 402,082 | ||||||
| Brokerage |
54,176 | 44,963 | 208,289 | 171,814 | ||||||||||
| Intermodal |
24,877 | 26,578 | 113,025 | 106,463 | ||||||||||
| Total operating revenues |
176,968 | 171,528 | 759,517 | 680,359 | ||||||||||
| Operating expenses: |
||||||||||||||
| Purchased transportation |
137,386 | 131,405 | 592,982 | 520,064 | ||||||||||
| Commissions expense |
11,953 | 11,653 | 47,333 | 45,081 | ||||||||||
| Other operating expense, net |
2,504 | 1,818 | 9,510 | 9,429 | ||||||||||
| Selling, general, and administrative |
13,281 | 12,063 | 52,036 | 48,418 | ||||||||||
| Insurance and claims |
4,472 | 5,236 | 21,388 | 21,178 | ||||||||||
| Depreciation and amortization |
2,516 | 2,198 | 9,638 | 8,163 | ||||||||||
| Total operating expenses |
172,112 | 164,373 | 732,887 | 652,333 | ||||||||||
| Income from operations |
4,856 | 7,155 | 26,630 | 28,026 | ||||||||||
| Non operating income (expense) |
(608 | ) | 331 | (2,387 | ) | 622 | ||||||||
| Interest income (expense), net |
(54 | ) | 91 | 12 | 322 | |||||||||
| Income before provision for income taxes |
4,194 | 7,577 | 24,255 | 28,970 | ||||||||||
| Provision for income taxes |
1,561 | 2,773 | 9,369 | 11,134 | ||||||||||
| Net income |
$ | 2,633 | $ | 4,804 | $ | 14,886 | $ | 17,836 | ||||||
| Earnings per common share: |
||||||||||||||
| Basic |
$ | 0.16 | $ | 0.30 | $ | 0.93 | $ | 1.11 | ||||||
| Diluted |
$ | 0.16 | $ | 0.30 | $ | 0.93 | $ | 1.11 | ||||||
| Average common shares outstanding: |
||||||||||||||
| Basic |
16,028 | 16,104 | 16,073 | 16,115 | ||||||||||
| Diluted |
16,028 | 16,104 | 16,077 | 16,122 | ||||||||||
UNIVERSAL TRUCKLOAD SERVICES, INC.
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
| December 31, | ||||||
| 2008 | 2007 | |||||
| Assets |
||||||
| Cash and cash equivalents |
$ | 28,767 | $ | 5,416 | ||
| Marketable securities |
8,808 | 17,961 | ||||
| Accounts receivable – net |
70,590 | 86,626 | ||||
| Other current assets |
9,948 | 8,248 | ||||
| Total current assets |
118,113 | 118,251 | ||||
| Property and equipment – net |
61,334 | 57,149 | ||||
| Other long-term assets – net |
32,100 | 31,788 | ||||
| Total assets |
$ | 211,547 | $ | 207,188 | ||
| Liabilities and shareholders’ equity |
||||||
| Total current liabilities |
$ | 40,040 | $ | 48,443 | ||
| Total long-term liabilities |
7,030 | 7,303 | ||||
| Total liabilities |
47,070 | 55,746 | ||||
| Total shareholders’ equity |
164,477 | 151,442 | ||||
| Total liabilities and shareholders’ equity |
$ | 211,547 | $ | 207,188 | ||
UNIVERSAL TRUCKLOAD SERVICES, INC.
Summary of Operating Data
(Unaudited)
| Thirteen Weeks Ended December 31, |
Year Ended December 31, | |||||||||||
| 2008 | 2007 | 2008 | 2007 | |||||||||
| Average number of tractors provided by owner-operators |
||||||||||||
| Truckload |
2,819 | 2,870 | 2,803 | 2,937 | ||||||||
| Intermodal |
765 | 822 | 815 | 839 | ||||||||
| Total |
3,584 | 3,692 | 3,618 | 3,776 | ||||||||
| Truckload Revenues: |
||||||||||||
| Average operating revenues per loaded mile (1) |
$ | 2.79 | $ | 2.59 | $ | 2.84 | $ | 2.47 | ||||
| Average operating revenues per loaded mile, excluding fuel surcharges (1) |
$ | 2.34 | $ | 2.22 | $ | 2.32 | $ | 2.15 | ||||
| Average operating revenues per load (1) |
$ | 1,107 | $ | 976 | $ | 1,079 | $ | 959 | ||||
| Average operating revenues per load, excluding fuel surcharges (1) |
$ | 927 | $ | 837 | $ | 881 | $ | 835 | ||||
| Average length of haul (1)(2) |
397 | 377 | 380 | 388 | ||||||||
| Number of loads (1) |
88,473 | 102,442 | 406,284 | 419,185 | ||||||||
| Brokerage Revenues: |
||||||||||||
| Average operating revenues per loaded mile (1) |
$ | 2.64 | $ | 2.12 | $ | 2.52 | $ | 2.05 | ||||
| Average operating revenues per load (1) |
$ | 1,567 | $ | 1,358 | $ | 1,486 | $ | 1,303 | ||||
| Average length of haul (1)(2) |
594 | 640 | 589 | 635 | ||||||||
| Number of loads (1) |
31,983 | 28,799 | 125,432 | 110,312 | ||||||||
| Intermodal Revenues: |
||||||||||||
| Drayage (in thousands) |
$ | 22,478 | $ | 24,538 | $ | 102,984 | $ | 97,795 | ||||
| Depot (in thousands) |
$ | 2,399 | $ | 2,040 | $ | 10,041 | $ | 8,668 | ||||
| Total (in thousands) |
$ | 24,877 | $ | 26,578 | $ | 113,025 | $ | 106,463 | ||||
| Average operating revenues per loaded mile |
$ | 3.82 | $ | 4.92 | $ | 4.44 | $ | 4.63 | ||||
| Average operating revenues per loaded mile, excluding fuel surcharges |
$ | 3.09 | $ | 4.13 | $ | 3.54 | $ | 3.98 | ||||
| Average operating revenues per load |
$ | 334 | $ | 304 | $ | 338 | $ | 289 | ||||
| Average operating revenues per load, excluding fuel surcharges |
$ | 270 | $ | 255 | $ | 269 | $ | 248 | ||||
| Number of loads |
67,211 | 80,602 | 304,869 | 338,287 | ||||||||
| (1) | Excludes operating data from CrossRoad Carriers, Inc. in order to improve the relevance of the statistical data related to our truckload and brokerage services and improve the comparability to our peer companies. |
| (2) | Average length of haul is computed using loaded miles. |