Landstar System, Inc.
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) April 17, 2008
LANDSTAR SYSTEM, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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021238
(Commission
File Number)
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06-1313069
(I.R.S. Employer
Identification No.) |
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13410 Sutton Park Drive South, Jacksonville, Florida
(Address of principal executive offices)
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32224
(Zip Code) |
(904) 398-9400
(Registrants telephone number, including area code)
N/A
(Former name or former address, 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition
On
April 17, 2008, Landstar System, Inc. (the Company) issued a press release announcing results
for the first quarter of fiscal 2008. A copy of the press release is attached hereto as Exhibit
99.1.
Historically,
the Company reported the results of three individual operating segments: the
carrier segment, the global logistics segment and the insurance segment.
Beginning in the thirteen-week period ended March 29, 2008, the
Company revised the presentation format of its segment disclosure to consolidate the previously reported three
segments to two segments: the transportation logistics segment and
the insurance segment. This change
in segment reporting reflects increased centralization and consolidation of the administrative and
sales functions across all of the Companys operating subsidiaries and the increased similarity of
the services provided by the operations of the Companys various operating subsidiaries, primarily
with respect to truck brokerage services. As a result of this change in presentation, the revenue and operating
results formerly separated into the carrier and global logistics segments, together with corporate
overhead, which was previously included as other in the segment information, have been
consolidated into the transportation logistics segment. This change in segment reporting had no impact on
the Companys consolidated balance sheets, income statements,
cash flows or changes in shareholders
equity for any periods. This change in segment reporting also had no
impact on financial reporting with
respect to the Companys insurance segment. Prior year segment information has been adjusted to
reflect the change in segment reporting.
The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibit
99.1 hereto, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act
of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of
1933.
Item 9.01 Financial Statements and Exhibits
Exhibits
99.1 News
Release dated April 17, 2008 of Landstar System, Inc.
2
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 hereunto duly
authorized.
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LANDSTAR SYSTEM, INC.
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Date: April 17, 2008 |
By: |
/s/ James B. Gattoni
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Name: |
James B. Gattoni |
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Title: |
Vice President and Chief Financial Officer |
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3
EX-99.1 News Release
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For Immediate Release
April 17, 2008
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Contact: Jim Gattoni
Landstar System, Inc.
www.landstar.com
904-398-9400 |
LANDSTAR SYSTEM REPORTS 18 PERCENT INCREASE IN
EARNINGS PER DILUTED SHARE
Jacksonville, FL Landstar System, Inc. (NASDAQ: LSTR) reported revenue in the 2008 first quarter
increased approximately 6 percent to $609 million compared to $577 million for the 2007 first
quarter. Net income for the thirteen-week period ended March 29, 2008 was $23.7 million, or $0.45
per diluted share, compared to net income of $21.6 million, or $0.38 per diluted share, for the
thirteen-week period ended March 31, 2007.
Revenue
hauled by BCO Independent Contractors in the first quarter of 2008 was $324.8 million, or
54 percent of transportation logistics revenue, compared to $320.5 million, or 57 percent of
transportation logistics revenue, in the 2007 first quarter.
Moreover, in the first quarters of
2008 and 2007, the Company invoiced customers $57.8 million and $34.7 million, respectively, in
fuel surcharges that were passed on 100 percent to BCO Independent Contractors and excluded from
revenue. Revenue hauled by third-party truck brokerage carriers was $228.6 million, or 38 percent
of transportation logistics revenue, in the 2008 first quarter compared to $205.9 million, or 36
percent of transportation logistics revenue, in the 2007 first quarter. Revenue hauled by rail,
air, and ocean cargo carriers was $45.8 million or 8 percent of transportation logistics revenue, in the
2008 first quarter compared to $37.6 million, or 7 percent of transportation logistics revenue, in
the 2007 first quarter.
As of the first quarter of 2008, the Company revised the format of its financial statement segment
reporting presentation to consolidate from three segments (carrier, global logistics and insurance)
to two segments (transportation logistics and insurance). This
LANDSTAR
SYSTEM/2
change in segment reporting reflects increased centralization and consolidation of the
administrative and sales functions across all of the Companys operating subsidiaries and the
increased similarity of the services provided by the operations of the Companys various operating
subsidiaries, primarily with respect to truck brokerage services. As a result of this change in
presentation, the revenue and operating results formerly reported in the carrier and global
logistics segments, together with corporate overhead which was formerly included as other in the
segment information, have been consolidated into the transportation logistics segment. This change
in segment reporting has no impact on reporting with respect to the Companys insurance segment.
Landstar System, Inc. announced that its Board of Directors has declared a quarterly dividend of
$0.0375 per share. The dividend is payable on May 30, 2008 to stockholders of record at the close
of business on May 9, 2008. It is the intention of the Board of Directors to continue to pay a
quarterly dividend.
I am pleased with the Companys 2008 first quarter performance, said Landstar President and
Chief Executive Officer Henry Gerkens. Despite a continuing weak freight environment, Landstar
continued to increase its revenue. Consolidated revenue in the 2008 first quarter increased
approximately 6 percent over the 2007 first quarter, as revenue hauled by truck brokerage carriers
increased 11 percent, revenue hauled by rail carriers increased 25 percent and revenue hauled by
ocean cargo carriers increased 41 percent. Landstar also improved its operating margin to 6.7
percent in the 2008 first quarter compared to 6.4 percent in the 2007 first quarter. Landstars
solid results are directly attributable to sound execution and its unique non asset based business
model.
Additionally, Landstar continues to generate outstanding returns. Trailing twelve month return on
average shareholders equity remained high at 53 percent and trailing twelve month return on
invested capital, net income divided by the sum of average equity plus average debt, was 33
percent. During the 2008 first quarter, the Company reduced debt by $17 million and increased cash
and short-term investments by $21 million, ending the quarter with $105 million in cash and
short-term investments. As of March 29, 2008, there were 734,400 shares of the Companys common stock available for purchase by the
Company under its most recently authorized share purchase program.
LANDSTAR
SYSTEM/3
Gerkens continued, I anticipate the second quarter of 2008 to be similar to that of the 2008 first
quarter. As such, I would anticipate revenue for the second quarter of 2008 as compared to the
second quarter of 2007 to increase in the mid to upper single digits. Based upon the above revenue
forecast, I would anticipate Landstars earnings for the 2008 second quarter to be within a range
of $0.51 to $0.57 per diluted share.
Landstar will provide a live webcast of its quarterly earnings conference call this afternoon at 2
pm ET. To access the webcast, visit the Companys website at www.landstar.com; click on Investor
Relations and Webcasts, then click on Landstars First Quarter 2008 Earnings Release Conference
Call.
The following is a safe harbor statement under the Private Securities Litigation Reform Act of
1995. Statements contained in this press release that are not based on historical facts are
forward-looking statements. This press release contains forward-looking statements, such as
statements which relate to Landstars business objectives, plans, strategies, expectations and
intentions. Terms such as anticipates, believes, estimates, intention, plans,
predicts, may, should, will, the negative thereof and similar expressions are intended to
identify forward-looking statements. Such statements are by nature subject to uncertainties and
risks, including but not limited to: an increase in the frequency or severity of accidents or
workers compensation claims; unfavorable development of existing claims; dependence on independent
sales agents; dependence on third party capacity providers; disruptions or failures in our computer
systems; a downturn in domestic or international economic growth or growth in the transportation
sector; substantial industry competition; and other operational, financial or legal risks or
uncertainties detailed in Landstars Form 10K for the 2007 fiscal year, described in Item 1A Risk
Factors, and other SEC filings from time to time. These risks and uncertainties could cause actual
results or events to differ materially from historical results or those anticipated. Investors
should not place undue reliance on such forward-
looking statements, and Landstar undertakes no obligation to publicly update or revise any
forward-looking statements.
LANDSTAR
SYSTEM/4
About Landstar:
Landstar System, Inc. delivers safe, specialized transportation and logistics services to a broad
range of customers worldwide. The Company identifies and fulfills shippers needs through the
coordination of individual businesses comprised of independent sales agents and third-party
transportation and logistics capacity providers. Through its operating subsidiaries, Landstar
delivers excellence in complete transportation logistics services and solutions. Landstar System,
Inc. is headquartered in Jacksonville, Florida. Its common stock trades on The NASDAQ Stock Market®
under the symbol LSTR.
(Tables follow)
LANDSTAR SYSTEM/5
Landstar System, Inc.
Consolidated Statements of Income
(Dollars in thousands, except per share amounts)
(Unaudited)
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Thirteen Weeks Ended |
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March 29, |
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March 31, |
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2008 |
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2007 |
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Revenue |
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$ |
608,828 |
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$ |
576,649 |
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Investment income |
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1,096 |
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1,740 |
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Costs and expenses: |
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Purchased transportation |
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465,029 |
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434,058 |
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Commissions to agents |
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46,814 |
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46,632 |
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Other operating costs |
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6,584 |
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5,506 |
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Insurance and claims |
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9,521 |
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17,540 |
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Selling, general and administrative |
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35,857 |
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33,165 |
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Depreciation and amortization |
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5,130 |
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4,617 |
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Total costs and expenses |
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568,935 |
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541,518 |
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Operating income |
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40,989 |
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36,871 |
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Interest and debt expense |
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2,142 |
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1,592 |
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Income before income taxes |
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38,847 |
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35,279 |
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Income taxes |
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15,104 |
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13,675 |
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Net income |
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$ |
23,743 |
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$ |
21,604 |
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Earnings per common share |
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$ |
0.45 |
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$ |
0.39 |
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Diluted earnings per share |
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$ |
0.45 |
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$ |
0.38 |
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Average number of shares outstanding: |
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Earnings per common share |
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52,601,000 |
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55,926,000 |
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Diluted earnings per share |
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53,003,000 |
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56,470,000 |
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Dividends paid per common share |
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$ |
0.0375 |
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$ |
0.0300 |
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LANDSTAR SYSTEM/6
Landstar System, Inc.
Selected Segment Information
(Dollars in thousands)
(Unaudited)
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Thirteen Weeks Ended |
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March 29, |
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March 31, |
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2008 |
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2007 |
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Revenue |
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Transportation logistics segment |
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$ |
599,600 |
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$ |
567,439 |
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Insurance segment |
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9,228 |
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9,210 |
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Revenue |
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$ |
608,828 |
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$ |
576,649 |
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Operating Income |
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Transportation logistics segment |
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$ |
32,386 |
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$ |
33,512 |
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Insurance segment |
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8,603 |
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3,359 |
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Operating income |
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$ |
40,989 |
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$ |
36,871 |
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LANDSTAR SYSTEM/7
Landstar System, Inc.
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited)
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March 29, |
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Dec. 29, |
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2008 |
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2007 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
80,980 |
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$ |
60,750 |
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Short-term investments |
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24,046 |
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22,921 |
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Trade accounts receivable, less allowance
of $4,264 and $4,469 |
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303,588 |
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310,258 |
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Other receivables, including advances to independent
contractors, less allowance of $4,987 and $4,792 |
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19,896 |
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11,170 |
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Deferred income taxes and other current assets |
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17,252 |
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28,554 |
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Total current assets |
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445,762 |
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433,653 |
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Operating property, less accumulated depreciation
and amortization of $93,254 and $88,284 |
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128,291 |
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132,369 |
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Goodwill |
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31,134 |
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31,134 |
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Other assets |
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33,010 |
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31,845 |
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Total assets |
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$ |
638,197 |
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$ |
629,001 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current liabilities: |
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Cash overdraft |
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$ |
27,211 |
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$ |
25,769 |
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Accounts payable |
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110,980 |
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117,122 |
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Current maturities of long-term debt |
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23,525 |
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|
23,155 |
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Insurance claims |
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|
27,705 |
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|
28,163 |
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Accrued income taxes |
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|
15,278 |
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|
14,865 |
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Other current liabilities |
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41,239 |
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40,501 |
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Total current liabilities |
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245,938 |
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249,575 |
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Long-term debt, excluding current maturities |
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124,172 |
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|
141,598 |
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Insurance claims |
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|
36,458 |
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|
37,631 |
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Deferred income taxes |
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|
21,063 |
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|
19,411 |
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Shareholders equity: |
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Common stock, $0.01 par value, authorized 160,000,000
shares, issued 65,856,787 and 65,630,383 shares |
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659 |
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|
656 |
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Additional paid-in capital |
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140,590 |
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132,788 |
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Retained earnings |
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623,308 |
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|
601,537 |
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Cost of 13,121,109 shares of common
stock in treasury |
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(554,252 |
) |
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(554,252 |
) |
Accumulated other comprehensive income |
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261 |
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57 |
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Total shareholders equity |
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210,566 |
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180,786 |
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Total liabilities and shareholders equity |
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$ |
638,197 |
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$ |
629,001 |
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LANDSTAR SYSTEM/8
Landstar System, Inc.
Supplemental Information
(Unaudited)
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Thirteen Weeks Ended |
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March 29, |
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March 31, |
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2008 |
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2007 |
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Revenue generated through (in thousands): |
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Business Capacity Owners (1) |
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$ |
324,804 |
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$ |
320,533 |
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Truck Brokerage Carriers |
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228,633 |
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|
205,897 |
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Rail intermodal |
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33,789 |
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|
|
26,971 |
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Ocean carriers |
|
|
8,434 |
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|
|
5,970 |
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Air carriers |
|
|
3,589 |
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|
|
4,615 |
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Other (2) |
|
|
9,579 |
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|
|
12,663 |
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$ |
608,828 |
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|
$ |
576,649 |
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Number of loads: |
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Business Capacity Owners (1) |
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203,200 |
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|
|
205,600 |
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Truck Brokerage Carriers |
|
|
142,030 |
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|
|
137,820 |
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Rail intermodal |
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|
14,980 |
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|
|
12,100 |
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Ocean carriers |
|
|
1,250 |
|
|
|
1,040 |
|
Air carriers |
|
|
1,990 |
|
|
|
3,280 |
|
|
|
|
|
|
|
|
|
|
|
363,450 |
|
|
|
359,840 |
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|
|
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Revenue per load: |
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|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Business Capacity Owners (1) |
|
$ |
1,598 |
|
|
$ |
1,559 |
|
Truck Brokerage Carriers |
|
|
1,610 |
|
|
|
1,494 |
|
Rail intermodal |
|
|
2,256 |
|
|
|
2,229 |
|
Ocean carriers |
|
|
6,747 |
|
|
|
5,740 |
|
Air carriers |
|
|
1,804 |
|
|
|
1,407 |
|
|
|
|
|
|
|
|
|
|
|
|
March 29, |
|
|
March 31, |
|
|
|
2008 |
|
|
2007 |
|
Truck Capacity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Capacity Owners (1)(3) |
|
|
8,277 |
|
|
|
8,510 |
|
|
|
|
|
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|
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Truck Brokerage Carriers: |
|
|
|
|
|
|
|
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Approved and active (4) |
|
|
15,820 |
|
|
|
14,784 |
|
Approved |
|
|
9,515 |
|
|
|
8,758 |
|
|
|
|
|
|
|
|
|
|
|
25,335 |
|
|
|
23,542 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total available truck capacity providers |
|
|
33,612 |
|
|
|
32,052 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Agent Locations |
|
|
1,375 |
|
|
|
1,338 |
|
|
|
|
|
|
|
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(1) |
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Business Capacity Owners are independent contractors who provide truck capacity to the Company under exclusive
lease arrangements. |
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(2) |
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Includes premium revenue generated by the insurance segment, warehousing revenue generated by the Transportation
Logistics segment and revenue derived from transportation services provided in support of disaster relief efforts provided
primarily under a contract between Landstar Express America, Inc. and the United States Department of Transportation/
Federal Aviation Administration. |
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(3) |
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Trucks provided by Business Capacity Owners were 8,856 and 9,158 at March 29, 2008 and March 31, 2007, respectively. |
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(4) |
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Active refers to Truck Brokerage Carriers who have moved at least one load in the past 180 days. |