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 25, 2012
Universal Truckload Services, Inc.
(Exact name of registrant as specified in its charter)
| Michigan | 0-51142 | 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 October 25, 2012, the Registrant issued a press release announcing the Registrant’s financial and operating results for the thirteen weeks and thirty-nine weeks ended September 29, 2012, 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 |
Description | |
| 99.1 | Press Release dated October 25, 2012 announcing the Registrant’s financial and operating results for the thirteen weeks and thirty-nine weeks ended September 29, 2012. | |
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: October 26, 2012 | /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. Reports Revenue and Net Income for the Thirteen Weeks and Thirty-nine Weeks Ended September 29, 2012
Warren, MI – October 25, 2012 — Universal Truckload Services, Inc. (NASDAQ: UACL) today announced financial results for the thirteen weeks and thirty-nine weeks ended September 29, 2012.
Universal Truckload Services, Inc. is a leading asset-light provider of transportation services to customers throughout the United States and in the Canadian provinces of Ontario and Quebec. Our trucking services include flatbed and dry van operations, and rail-truck and steamship-truck intermodal support services. We also offer brokerage services, which allows us to supplement our capacity and provide our customers with freight transportation by using third party capacity, as well as full service international freight forwarding and customs house brokerage services. Following our acquisition of LINC Logistics Company on October 1, 2012, we have increased the scope of our service offerings by adding a leading provider of custom-developed third-party logistics solutions with operations in the United States, Canada and Mexico. Our value-added logistics services now include material handling and consolidation, sequencing and sub-assembling, kitting and repacking, and returnable container management. The financial and operating results presented below do not include that of LINC Logistics Company.
For the thirteen weeks ended September 29, 2012, operating revenues decreased 2.3%, or $4.2 million, to $183.3 million from $187.5 million for the thirteen weeks ended October 1, 2011, and our operating ratio increased 20 basis points to 95.7% for the thirteen weeks ended September 29, 2012 from 95.5% for the thirteen weeks ended October 1, 2011. Included in operating revenues are fuel surcharges of $23.0 million and $23.3 million for the thirteen weeks ended September 29, 2012 and October 1, 2011, respectively. Income from operations decreased by 7.4%, or $0.6 million, to $7.8 million for the thirteen weeks ended September 29, 2012 from $8.4 million for the thirteen weeks ended October 1, 2011, and net income increased by $0.1 million, to $5.5 million, or $0.36 per basic and diluted share, for the thirteen weeks ended September 29, 2012, from $5.4 million, or $0.35 per basic and diluted share, for the thirteen weeks ended October 1, 2011. Included in net income for the thirteen weeks ended September 29, 2012 were $0.6 million, or $0.04 per basic and diluted share, of after-tax gains on the sales of marketable securities classified as available for sale.
Universal’s truckload revenue for the thirteen weeks ended September 29, 2012 decreased by 2.4% to $108.2 million from $110.9 million in the corresponding period of 2011. Brokerage revenue for the thirteen weeks ended September 29, 2012 decreased by 9.3% to $44.0 million from $48.6 million in the corresponding period of 2011. Intermodal revenue for the thirteen weeks ended September 29, 2012 increased by 10.6% to $31.0 million from $28.1 million in the corresponding period of 2011. Included in intermodal revenue for the thirteen weeks ended September 29, 2012 is $2.1 million of revenue from our acquisition completed in the second quarter of 2012.
For the thirty-nine weeks ended September 29, 2012, operating revenues increased 3.6%, or $19.1 million, to $544.2 million from $525.1 million for the thirty-nine weeks ended October 1, 2011, and our operating ratio improved 30 basis points to 96.2% for the thirty-nine weeks ended September 29, 2012 from 96.5% for the thirty-nine weeks ended October 1, 2011. Included in operating revenues are fuel surcharges of $69.3 million and $66.2 million for the thirty-nine weeks ended September 29, 2012 and October 1, 2011, respectively. Income from operations increased by 12.6%, or $2.3 million, to $20.7 million for the thirty-nine weeks ended September 29, 2012 from $18.4 million for the thirty-nine weeks ended October 1, 2011, and net income increased by $1.8 million, to $14.1 million, or $0.91 per basic and diluted share, for the thirty-nine weeks ended September 29, 2012, from $12.3 million, or $0.79 per basic and diluted share, for the thirty-nine weeks ended October 1, 2011. Included in net income for the thirty-nine weeks ended September 29, 2012 were $1.2 million, or $0.08 per basic and diluted share, of after-tax gains on the sales of marketable securities classified as available for sale compared to $0.6 million, or $0.04 per basic and diluted share, for the thirty-nine weeks ended October 1, 2011.
Universal’s truckload revenue for the thirty-nine weeks ended September 29, 2012 increased by 1.0% to $322.3 million from $319.0 million in the corresponding period of 2011. Included in truckload revenue for the thirty-nine weeks ended September 29, 2012 is $1.3 million of revenue from our acquisition completed in the first quarter of 2011. Brokerage revenue for the thirty-nine weeks ended September 29, 2012 increased by 7.0% to $136.5 million from $127.6 million in the corresponding period of 2011. Included in brokerage revenue for the thirty-nine weeks ended September 29, 2012 is $0.7 million of revenue from our acquisition completed in the first quarter of 2011. Intermodal revenue for the thirty-nine weeks ended September 29, 2012 increased by 8.7% to $85.4 million from $78.6 million in the corresponding period of 2011. Included in intermodal revenue for the thirty-nine weeks ended September 29, 2012 is $3.2 million of revenue from our acquisition completed in the second quarter of 2012.
“While our earnings were negatively impacted in the third quarter by persistently weak economic headwinds, we remain confident in our long-term strategy,” stated Don Cochran, Universal’s President and CEO. “We continue to develop and diversify our service offerings to an expanding customer base through strategic acquisitions that should add value to all of our operating units’.
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 Condensed Consolidated Statements of Income
(In thousands, except per share data)
| Thirteen Weeks Ended | Thirty-nine Weeks Ended | |||||||||||||||
| September 29, 2012 |
October 1, 2011 |
September 29, 2012 |
October 1, 2011 |
|||||||||||||
| Operating revenues: |
||||||||||||||||
| Truckload |
$ | 108,241 | $ | 110,896 | $ | 322,342 | $ | 319,007 | ||||||||
| Brokerage |
44,048 | 48,588 | 136,463 | 127,558 | ||||||||||||
| Intermodal |
31,032 | 28,062 | 85,419 | 78,572 | ||||||||||||
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| Total operating revenues |
183,321 | 187,546 | 544,224 | 525,137 | ||||||||||||
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| Operating expenses: |
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| Purchased transportation |
140,021 | 144,413 | 416,894 | 404,503 | ||||||||||||
| Commissions expense |
10,527 | 10,974 | 31,152 | 31,555 | ||||||||||||
| Other operating expense |
3,895 | 3,519 | 12,138 | 10,458 | ||||||||||||
| Selling, general, and administrative |
13,923 | 13,116 | 42,180 | 39,062 | ||||||||||||
| Insurance and claims |
4,181 | 4,155 | 12,231 | 12,481 | ||||||||||||
| Depreciation and amortization |
2,977 | 2,947 | 8,943 | 8,715 | ||||||||||||
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| Total operating expenses |
175,524 | 179,124 | 523,538 | 506,774 | ||||||||||||
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| Income from operations |
7,797 | 8,422 | 20,686 | 18,363 | ||||||||||||
| Interest income, net |
6 | 4 | 19 | 48 | ||||||||||||
| Other non-operating income |
1,186 | 233 | 2,359 | 1,391 | ||||||||||||
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| Income before provision for income taxes |
8,989 | 8,659 | 23,064 | 19,802 | ||||||||||||
| Provision for income taxes |
3,477 | 3,224 | 8,956 | 7,533 | ||||||||||||
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| Net income |
$ | 5,512 | $ | 5,435 | $ | 14,108 | $ | 12,269 | ||||||||
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| Earnings per common share: |
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| Basic |
$ | 0.36 | $ | 0.35 | $ | 0.91 | $ | 0.79 | ||||||||
| Diluted |
$ | 0.36 | $ | 0.35 | $ | 0.91 | $ | 0.79 | ||||||||
| Weighted average number of common shares outstanding: |
||||||||||||||||
| Basic |
15,491 | 15,574 | 15,507 | 15,607 | ||||||||||||
| Diluted |
15,491 | 15,574 | 15,507 | 15,607 | ||||||||||||
| Dividends paid per common share: |
$ | — | $ | 1.00 | $ | 1.00 | $ | 1.00 | ||||||||
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UNIVERSAL TRUCKLOAD SERVICES, INC.
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
| September 29, 2012 |
December 31, 2011 |
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| Assets |
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| Cash and cash equivalents |
$ | 214 | $ | 878 | ||||
| Marketable securities |
11,167 | 16,059 | ||||||
| Accounts receivable – net |
81,275 | 74,776 | ||||||
| Other current assets |
37,311 | 29,881 | ||||||
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| Total current assets |
129,967 | 121,594 | ||||||
| Property and equipment – net |
93,884 | 89,985 | ||||||
| Other long-term assets – net |
31,809 | 29,619 | ||||||
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| Total assets |
$ | 255,660 | $ | 241,198 | ||||
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| Liabilities and shareholders’ equity |
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| Total current liabilities |
$ | 83,431 | $ | 67,904 | ||||
| Total long-term liabilities |
12,816 | 11,158 | ||||||
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| Total liabilities |
96,247 | 79,062 | ||||||
| Total shareholders’ equity |
159,413 | 162,136 | ||||||
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| Total liabilities and shareholders’ equity |
$ | 255,660 | $ | 241,198 | ||||
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UNIVERSAL TRUCKLOAD SERVICES, INC.
Unaudited Summary of Operating Data
| Thirteen Weeks Ended |
Thirty-nine Weeks Ended |
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| September 29, 2012 |
October 1, 2011 |
September 29, 2012 |
October 1, 2011 |
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| Average number of tractors provided by owner-operators |
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| Truckload |
2,493 | 2,531 | 2,445 | 2,478 | ||||||||||||
| Intermodal |
721 | 674 | 676 | 668 | ||||||||||||
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| Total |
3,214 | 3,205 | 3,121 | 3,146 | ||||||||||||
| Truckload Revenues: |
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| Average operating revenues per loaded mile |
$ | 3.27 | $ | 3.10 | $ | 3.18 | $ | 2.93 | ||||||||
| Average operating revenues per loaded mile, excluding fuel surcharges |
$ | 2.74 | $ | 2.57 | $ | 2.64 | $ | 2.43 | ||||||||
| Average operating revenues per load |
$ | 1,143 | $ | 1,137 | $ | 1,125 | $ | 1,093 | ||||||||
| Average operating revenues per load, excluding fuel surcharges |
$ | 958 | $ | 944 | $ | 935 | $ | 910 | ||||||||
| Average length of haul (2) |
350 | 367 | 354 | 374 | ||||||||||||
| Number of loads |
94,694 | 97,513 | 286,633 | 291,902 | ||||||||||||
| Brokerage Revenues: |
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| Average operating revenues per loaded mile (1) |
$ | 2.51 | $ | 2.49 | $ | 2.54 | $ | 2.38 | ||||||||
| Average operating revenues per load (1) |
$ | 1,448 | $ | 1,455 | $ | 1,446 | $ | 1,393 | ||||||||
| Average length of haul (1) (2) |
576 | 585 | 570 | 586 | ||||||||||||
| Number of loads (1) |
27,106 | 30,236 | 84,232 | 82,529 | ||||||||||||
| Intermodal Revenues: |
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| Drayage (in thousands) |
$ | 26,199 | $ | 25,592 | $ | 71,909 | $ | 71,108 | ||||||||
| Domestic Intermodal (in thousands) |
$ | 1,975 | $ | — | $ | 5,322 | — | |||||||||
| Depot (in thousands) |
$ | 2,858 | $ | 2,470 | $ | 8,188 | $ | 7,464 | ||||||||
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| Total (in thousands) |
$ | 31,032 | $ | 28,062 | $ | 85,419 | $ | 78,572 | ||||||||
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| Average operating revenues per loaded mile (3) |
$ | 4.33 | $ | 4.29 | $ | 4.37 | $ | 4.18 | ||||||||
| Average operating revenues per loaded mile, excluding fuel surcharges (3) |
$ | 3.49 | $ | 3.53 | $ | 3.52 | $ | 3.44 | ||||||||
| Average operating revenues per load (3) |
$ | 320 | $ | 318 | $ | 302 | $ | 314 | ||||||||
| Average operating revenues per load, excluding fuel surcharges (3) |
$ | 258 | $ | 262 | $ | 244 | $ | 258 | ||||||||
| Number of loads (3) |
81,956 | 80,486 | 237,799 | 226,527 | ||||||||||||
| (1) | Excludes operating data from Universal Logistics Solutions, Inc., and D. Kratt International, Inc., in order to improve the relevance of the statistical data related to our brokerage services and improve the comparability to our peer companies. |
| (2) | Average length of haul is computed using loaded miles. |
| (3) | Excludes operating data from Universal Logistics Solutions, Inc., in order to improve the relevance of the statistical data related to our intermodal services and improve the comparability to our peer companies. |