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) October 27, 2016

Universal Logistics Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

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))

 

 

 

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Item 2.02 Results of Operations and Financial Condition.

On October 27, 2016, Universal Logistics Holdings, Inc. (the “Company”) issued a press release announcing the Company's financial and operating results for the thirteen and thirty-nine weeks ended October 1, 2016, a copy of which is furnished as Exhibit 99.1 to this Form 8-K.

Item 8.01 Other Events.

On October 27, 2016, the Company issued a press release announcing that the Company’s Board of Directors declared a quarterly cash dividend of $0.07 per share of common stock.  The dividend is payable to the Company's shareholders of record at the close of business on November 7, 2016, and is expected to be paid on November 17, 2016.  A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

 

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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.

 

 

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EXHIBIT INDEX

 

 

Exhibit 99.1

 

 

For further information:

Jude Beres

Chief Financial Officer

JBeres@UniversalLogistics.com

(586) 920-0100

Universal Logistics Holdings, Inc. Reports Third Quarter 2016 Financial Results

Warren, MI – October 27, 2016 — Universal Logistics Holdings, Inc. (NASDAQ: ULH) today reported third quarter 2016 net income of $5.0 million, or $0.18 per basic and diluted share, on total operating revenues of $271.5 million.  This compares to $9.2 million, or $0.32 per basic and diluted share, during third quarter 2015 on total operating revenues of $284.2 million.

Operating revenues from transportation services decreased $14.5 million, including a decline of $3.3 million in separately-identified fuel surcharges, to $163.6 million for the quarter ended October 1, 2016.  This compares to $178.1 million for the same period last year. The reduction in transportation services also reflects a 10.3% year-over-year decrease in average operating revenue per load, excluding fuel surcharges.  The declines in transportation service revenues were however partly offset by a 2.7% increase in the number of loads hauled.  During the quarter ended October 1, 2016, Universal hauled 154,700 transportation services loads compared to 150,668 during the same period last year.  

Overall, value-added services revenues increased $3.6 million to $72.0 million in the third quarter of 2016, compared to $68.4 million in the same period last year.  The positive momentum in our value-added services was driven by the launch of several new programs over the past twelve months.  This increase however has been partially offset by a decline in our value-added service operations supporting the heavy-truck market.  Revenues attributable to these operations declined $8.7 million to $16.6 million during the third quarter of 2016, compared to $25.3 million during the same period last year.  

Revenues from intermodal services declined by $1.8 million to $35.9 million in the third quarter of 2016 from $37.7 million during the same period last year.  The decline reflects a $1.8 million decrease in revenues attributable to fuel surcharges, as well as a $0.5 million decrease in depot revenues.  Compared to the same period last year, both the average operating revenue per load, excluding fuel surcharges, and the number of intermodal loads hauled increased modestly during the third quarter of 2016 by 1.1% and 0.8%, respectively.

Consolidated income from operations decreased $6.9 million to $10.0 million, compared to $16.9 million in third quarter 2015, and included a $4.1 million decline in operating income from our operations supporting heavy-truck.  During the third quarter of 2016, EBITDA decreased by $6.4 million to $19.1 million compared to $25.5 million in the same period last year.  As a percentage of total operating revenues, operating income and EBITDA margins for the third quarter 2016 were 3.7% and 7.0%, respectively.  These profitability metrics compare to 6.0% and 9.0%, respectively, in third quarter 2015.  

Income from operations in Universal’s logistics segment, which includes value-added and dedicated transportation services, declined to $5.4 million in the third quarter 2016, from $10.1 million in the same period last year.  During the third quarter 2016, income from operations in Universal’s transportation segment, which is primarily comprised of truckload and intermodal services, decreased to $4.6 million, compared to $8.1 million during the same period last year on total operating revenues of $169.7 million compared to $186.9 million one year earlier.  

 

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“We are encouraged by the growth in our value-added business and are launching new programs at the fastest pace in our recent history,” stated Jeff Rogers, Universal’s Chief Executive Officer.  “Despite these positive trends, we continue to face challenges in the heavy-truck market where we’ve seen our operating revenues decline in excess of 30% compared to last year.  Although I do believe we are at or near the bottom of the cycle in this market, we do expect the current conditions to persist for at least the near term.  Our focus is going to be to execute well on things within our control.  We are going to continue to provide operational and service excellence for our customers, pursue the opportunities in our sales pipeline and make smart decisions on spending.  Our focus is on the long-term, and we are confident in the resiliency of our business model.”

Universal calculates and reports selected financial metrics in connection with lending arrangements, or in an effort to isolate and exclude the impact of non-operating expenses related to our corporate development activities.  These statistics are described in more detail below in the section captioned “Non-GAAP Financial Measures.”

As of October 1, 2016, Universal held cash and cash equivalents totaling $1.5 million and marketable securities totaling $13.8 million.  Outstanding debt, net of debt issue costs, was $248.9 million and capital expenditures totaled $36.2 million in the third quarter 2016.

Universal Logistics Holdings, Inc. also announced today that its Board of Directors has declared a quarterly cash dividend of $0.07 per share of common stock.  The dividend is payable to shareholders of record at the close of business on November 7, 2016 and is expected to be paid on November 17, 2016.

Conference call:

We invite investors and analysts to our quarterly earnings conference call.  During the call, Jeff Rogers, Chief Executive Officer,  Jude Beres, Chief Financial Officer, and Steven Fitzpatrick, Vice President of Finance and Investor Relations, will discuss Universal’s third quarter 2016 financial performance, the demand outlook in our key markets and other trends impacting our business.

Quarterly Earnings Conference Call Dial-in Details:

 

A replay of the conference call will be available beginning two hours after the call through November 25, 2016, by calling (855) 859-2056 (toll free) or +1 (404) 537-3406 (toll) and using conference ID 90900872. The call will also be available on investors.goutsi.com.    

About Universal:

Universal Logistics Holdings, Inc. is a leading asset-light provider of customized transportation and logistics solutions throughout the United States, and in Mexico, Canada and Colombia.  We provide our customers with supply chain solutions that can be scaled to meet their changing demands and volumes.  We offer our customers a broad array of services across their entire supply chain, including transportation, intermodal, and value-added services. 

 

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Forward Looking Statements

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.

 

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UNIVERSAL LOGISTICS HOLDINGS, INC.

Unaudited Condensed Consolidated Statements of Income

(In thousands, except per share data)

 

 

 

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UNIVERSAL LOGISTICS HOLDINGS, INC.

Unaudited Condensed Consolidated Balance Sheets

(In thousands)

 

 

 

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UNIVERSAL LOGISTICS HOLDINGS, INC.

Unaudited Summary of Operating Data

 

 

 

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UNIVERSAL LOGISTICS HOLDINGS, INC.

Unaudited Summary of Operating Data - Continued

 

 

 

 

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Non-GAAP Financial Measures

In addition to providing consolidated financial statements based on generally accepted accounting principles in the United States of America (GAAP), we are providing additional financial measures that are not required by or prepared in accordance with GAAP (non-GAAP). We present EBITDA as supplemental measures of our performance. We define EBITDA as net income plus (i) interest expense, net, (ii) provision for income taxes and (iii) depreciation and amortization, and less other non-operating income, or EBITDA. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis.

In accordance with the requirements of Regulation G issued by the Securities and Exchange Commission, we are presenting the most directly comparable GAAP financial measure and reconciling the non-GAAP financial measure to the comparable GAAP measure. Set forth below is a reconciliation of net income, the most comparable GAAP measure, to EBITDA for each of the periods indicated:

 

 

We present EBITDA because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.

EBITDA has limitations as an analytical tool. Some of these limitations are:

Because of these limitations, EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and EBITDA only supplementally.