e8vk
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) July 15, 2009
LANDSTAR SYSTEM, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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021238
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06-1313069 |
(State or other jurisdiction
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(Commission
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(I.R.S. Employer |
of incorporation)
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File Number)
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Identification No.) |
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13410 Sutton Park Drive South, Jacksonville, Florida
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32224 |
(Address of principal executive offices)
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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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 July 15, 2009, Landstar System, Inc. (the Company) issued a press release announcing results
for the second quarter of fiscal 2009. A copy of the press release is attached hereto as Exhibit
99.1.
In the press release attached hereto as Exhibit 99.1, the Company provided the following
information that may be deemed a non-GAAP financial measure: operating margin for the fiscal
quarter ended June 27, 2009, exclusive of one-time costs related to the acquisition of two supply
chain transportation integration companies.
Management believes that it is appropriate to present this financial information for the following
reasons: (1) disclosure of these matters will allow investors to better understand the underlying
trends in the Companys financial condition and results of operations; (2) this information will
facilitate comparisons by investors of the Companys results as compared to the results of peer
companies; and (3) management considers this financial information in its decision making.
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
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Exhibits |
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99.1 |
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News Release dated July 15, 2009 of Landstar System, Inc. |
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: July 15, 2009 |
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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exv99w1
Exhibit 99.1
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For Immediate Release
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Contact: Jim Gattoni |
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Landstar System, Inc.
www.landstar.com |
July 15, 2009
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904-398-9400 |
LANDSTAR SYSTEM REPORTS SECOND QUARTER
RESULTS AND INCREASED DIVIDEND
Jacksonville, FL Landstar System, Inc. (NASDAQ: LSTR) reported 2009 second quarter net income of
$17.9 million, or $0.35 per diluted share, from revenue of $491.2 million. Included in the 2009
second quarter was $2.0 million of costs, or $0.02 per diluted share, related to two acquisitions
that were completed in the first week of the 2009 third quarter. Net income for the 2008 second
quarter was $29.8 million, or $0.56 per diluted share, from revenue of $697.7 million.
Revenue hauled by BCO Independent Contractors in the second quarter of 2009 was $288.6 million, or
59 percent of revenue, compared to $375.4 million, or 54 percent of revenue, in the 2008 second
quarter. Moreover, in the second quarters of 2009 and 2008, the Company invoiced customers $27.3
million and $90.3 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 $165.2 million, or 34 percent of revenue, in the 2009 second quarter compared to
$261.7 million, or 38 percent of revenue, in the 2008 second quarter. Included in third-party
truck brokerage revenue in the 2009 and 2008 second quarters was $9.2 million and $39.9 million,
respectively, of fuel surcharges invoiced to customers. Revenue hauled by rail, air and ocean
cargo carriers was $28.2 million, or 6 percent of revenue, in the 2009 second quarter compared to
$51.5 million, or 7 percent of revenue, in the 2008 second quarter.
LANDSTAR SYSTEM/2
Revenue in the twenty-six-week period ended June 27, 2009 was $960 million compared to $1.306
billion for the 2008 twenty-six-week period. Net income for the twenty-six-week period ended June
27, 2009 was $31.8 million, or $0.61 per diluted share, compared to net income of $53.5 million, or
$1.01 per diluted share, for the twenty-six-week period ended June 28, 2008.
Revenue hauled by BCO Independent Contractors in the 2009 twenty-six-week period was $550.7
million, or 57 percent of revenue, compared to $700.2 million, or 54 percent of revenue, in the
2008 twenty-six-week period. In the twenty-six-week periods of 2009 and 2008, the Company invoiced
customers $51.5 million and $148.1 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 $329.5 million, or 34 percent of revenue, in the 2009
twenty-six-week period compared to $490.3 million, or 38 percent of revenue, in the 2008
twenty-six-week period. Included in the third-party truck brokerage revenue in the 2009 and 2008
twenty-six-week periods was $19.0 million and $67.7 million, respectively, of fuel surcharges
invoiced to customers. Revenue hauled by rail, air and ocean cargo carriers was $61.8 million, or
6 percent of revenue, in the 2009 twenty-six-week period compared to $97.3 million, or 7 percent of
revenue, in the 2008 twenty-six-week period.
Landstar System, Inc. also announced that its Board of Directors has declared a quarterly dividend
of $0.045 per share. This represents a 13 percent increase in the Companys quarterly dividend.
The dividend is payable on August 28, 2009 to stockholders of record at the close of business on
August 10, 2009. It is the intention of the Board of Directors to continue to pay a quarterly
dividend. Under the Companys authorized share purchase programs, the Company currently has a
total of 2,556,200 shares of its common stock available for purchase.
In the 2009 second quarter, Landstars revenue continued to be negatively impacted by the severe
recession in the domestic and global economies, said Landstar President and Chief Executive
Officer Henry Gerkens. As was the case in the 2009 first quarter, revenue declines were
experienced in just about every sector, including revenue generated from the U.S. Department of
Defense. As anticipated, significant revenue
LANDSTAR SYSTEM/3
declines occurred in the automotive sector and in our substitute line haul service offering. From
a load volume perspective, the number of loads hauled in the 2009 second quarter decreased 16
percent compared to the 2008 second quarter, better than the 17 percent decline experienced in the
2009 first quarter compared to the 2008 first quarter, demonstrating a slow improvement in overall
demand. However, this improvement was more than offset by continued pressure on price which was
caused in part by lower fuel surcharge revenue on freight hauled by third-party truck brokerage
carriers and rail, ocean and air cargo carriers. Revenue per load for revenue hauled by BCO
Independent Contractors in the 2009 second quarter was 11 percent below the 2008 second quarter and
revenue per load on freight hauled by third-party truck brokerage carriers, which includes the
impact of lower fuel surcharges invoiced to customers in the 2009 second quarter, decreased 24
percent compared to the 2008 second quarter.
Irrespective of the current economic environment, Landstar continues to generate outstanding
returns. Trailing twelve month return on average shareholders equity remained high at 35 percent
and trailing twelve month return on invested capital, net income divided by the sum of average
equity plus average debt, was 24 percent.
Landstars net revenue margin, defined as revenue less purchased transportation and commissions to
agents divided by revenue, was 17.2%, up from 15.3% in the 2008 second quarter. And, as a direct
result of Landstars variable cost business model and other cost reduction actions taken in 2009,
Landstar was able to generate an operating profit margin of 6.1%, despite the revenue decline. If
one were to exclude the $2.0 million in one-time acquisition costs, the operating margin was 6.5%,
a very respectable margin in a very difficult operating climate.
In the first week of the Companys fiscal third quarter, Landstar completed the acquisitions of
two supply chain transportation integration companies. I am excited about the opportunities that
these acquisitions will provide to our independent agent and capacity network, Gerkens said. The
technology platforms acquired with these businesses should provide our independent agents the
ability to offer customers complete supply chain solutions with industry leading technology and, in
turn, provide
LANDSTAR SYSTEM/4
additional loading opportunities to our vast capacity network. Landstar now possesses the tools to
become a major player in the freight under management business. The Company expects that the
acquisitions will not have a material effect on its revenue and earnings for the third and fourth
quarters of 2009.
Gerkens continued, I do not foresee a significant change in the current freight environment as we
move through the third quarter. However, there has been a slight improvement in volume trends. In
addition, some of the very difficult revenue comparisons experienced during the first half of 2009
begin to ease toward the end of the 2009 third quarter and into the 2009 fourth quarter. I believe
the worst is over. That being said, there continues to be some level of uncertainty in the
marketplace and, as such, Landstar will not be providing guidance at this time. However, I
continue to believe that the sensitivity analysis provided with prior earnings releases continues
to reflect how Landstars variable cost business model would react to varying levels of revenue.
It should be noted that the Companys 2008 third quarter results included revenue, net income, and
diluted earnings per share of $27.6 million, $1.7 million and $0.03, respectively, for bus capacity
provided in connection with evacuation assistance related to the storms that impacted the Gulf
Coast.
Landstar will provide a live webcast of its quarterly earnings conference call this afternoon at 5
pm ET. To access the webcast, visit the Companys website at www.landstar.com; click on Investor
Relations and Webcasts, then click on Landstars Second Quarter 2009 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;
LANDSTAR SYSTEM/5
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 2008 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.
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. All Landstar
transportation companies are certified to ISO 9001:2000 quality management system standards.
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/6
Landstar System, Inc.
Consolidated Statements of Income
(Dollars in thousands, except per share amounts)
(Unaudited)
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Twenty Six Weeks Ended |
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Thirteen Weeks Ended |
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June 27, |
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June 28, |
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June 27, |
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June 28, |
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2009 |
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2008 |
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2009 |
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2008 |
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Revenue |
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$ |
960,411 |
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$ |
1,306,479 |
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$ |
491,164 |
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$ |
697,651 |
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Investment income |
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675 |
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1,869 |
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250 |
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773 |
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Costs and expenses: |
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Purchased transportation |
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717,891 |
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1,003,345 |
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366,567 |
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538,316 |
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Commissions to agents |
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78,251 |
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99,590 |
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39,927 |
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52,776 |
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Other operating costs |
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14,838 |
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13,940 |
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7,388 |
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7,356 |
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Insurance and claims |
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18,799 |
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19,034 |
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9,797 |
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9,513 |
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Selling, general and administrative (1) |
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66,612 |
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70,958 |
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32,243 |
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35,101 |
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Depreciation and amortization |
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11,201 |
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10,307 |
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5,716 |
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5,177 |
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Total costs and expenses (1) |
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907,592 |
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1,217,174 |
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461,638 |
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648,239 |
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Operating income (1) |
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53,494 |
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91,174 |
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29,776 |
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50,185 |
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Interest and debt expense |
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2,136 |
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3,878 |
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973 |
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1,736 |
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Income before income taxes (1) |
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51,358 |
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87,296 |
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28,803 |
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48,449 |
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Income taxes |
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19,607 |
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33,788 |
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10,946 |
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18,684 |
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Net income (1) |
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$ |
31,751 |
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$ |
53,508 |
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$ |
17,857 |
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$ |
29,765 |
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Earnings per common share (1) |
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$ |
0.62 |
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$ |
1.01 |
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$ |
0.35 |
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$ |
0.56 |
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Diluted earnings per share (1) |
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$ |
0.61 |
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$ |
1.01 |
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$ |
0.35 |
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$ |
0.56 |
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Average number of shares outstanding: |
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Earnings per common share |
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51,453,000 |
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52,726,000 |
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51,330,000 |
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52,851,000 |
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Diluted earnings per share |
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51,636,000 |
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53,198,000 |
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51,487,000 |
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53,373,000 |
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Dividends paid per common share |
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$ |
0.0800 |
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$ |
0.0750 |
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$ |
0.0400 |
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$ |
0.0375 |
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(1) |
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The 2009 twenty-six and thirteen-week periods include $2,005 of costs related to the
acquisition of two supply chain transportation
integration companies in the first week of the Companys fiscal third quarter. Net of related
income tax benefits, these costs
reduced net income for the twenty-six and thirteen-week periods ended June 27, 2009 by $1,243, or
$0.02 per common
share ($0.02 per diluted share). |
LANDSTAR SYSTEM/7
Landstar System, Inc.
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited)
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June 27, |
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Dec. 27, |
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2009 |
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2008 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
92,091 |
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$ |
98,904 |
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Short-term investments |
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23,791 |
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23,479 |
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Trade accounts receivable, less allowance
of $7,092 and $6,230 |
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237,516 |
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315,065 |
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Other receivables, including advances to independent
contractors, less allowance of $5,344 and $4,298 |
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12,639 |
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10,083 |
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Deferred income taxes and other current assets |
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28,128 |
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27,871 |
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Total current assets |
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394,165 |
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475,402 |
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Operating property, less accumulated depreciation
and amortization of $115,023 and $106,635 |
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124,513 |
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124,178 |
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Goodwill |
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31,134 |
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31,134 |
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Other assets |
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33,512 |
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32,816 |
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Total assets |
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$ |
583,324 |
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$ |
663,530 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current liabilities: |
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Cash overdraft |
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$ |
20,471 |
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$ |
32,065 |
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Accounts payable |
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91,858 |
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105,882 |
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Current maturities of long-term debt |
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25,881 |
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24,693 |
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Insurance claims |
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27,410 |
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23,545 |
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Accrued income taxes |
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11,948 |
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12,239 |
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Other current liabilities |
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34,435 |
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38,161 |
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Total current liabilities |
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212,003 |
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236,585 |
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Long-term debt, excluding current maturities |
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37,778 |
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111,752 |
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Insurance claims |
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|
34,459 |
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|
38,278 |
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Deferred income taxes |
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|
27,825 |
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|
23,779 |
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Shareholders equity: |
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Common stock, $0.01 par value, authorized 160,000,000
shares, issued 66,181,267 and 66,109,547 shares |
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|
662 |
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|
661 |
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Additional paid-in capital |
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158,543 |
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154,533 |
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Retained earnings |
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731,959 |
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|
704,331 |
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Cost of 14,868,687 and 14,424,887 shares of common
stock in treasury |
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(619,609 |
) |
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(605,828 |
) |
Accumulated other comprehensive loss |
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(296 |
) |
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(561 |
) |
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Total shareholders equity |
|
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271,259 |
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|
253,136 |
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Total liabilities and shareholders equity |
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$ |
583,324 |
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$ |
663,530 |
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LANDSTAR SYSTEM/8
Landstar System, Inc.
Supplemental Information
(Unaudited)
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Twenty Six Weeks Ended |
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Thirteen Weeks Ended |
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June 27, |
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June 28, |
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June 27, |
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June 28, |
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2009 |
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2008 |
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2009 |
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2008 |
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Revenue generated through (in thousands): |
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|
|
|
|
|
|
|
|
|
|
|
|
|
Business Capacity Owners (1) |
|
$ |
550,665 |
|
|
$ |
700,195 |
|
|
$ |
288,600 |
|
|
$ |
375,391 |
|
Truck Brokerage Carriers |
|
|
329,479 |
|
|
|
490,334 |
|
|
|
165,236 |
|
|
|
261,701 |
|
Rail intermodal |
|
|
36,728 |
|
|
|
71,598 |
|
|
|
17,410 |
|
|
|
37,809 |
|
Ocean cargo carriers |
|
|
17,518 |
|
|
|
18,220 |
|
|
|
8,667 |
|
|
|
9,786 |
|
Air cargo carriers |
|
|
7,508 |
|
|
|
7,449 |
|
|
|
2,121 |
|
|
|
3,860 |
|
Other (2) |
|
|
18,513 |
|
|
|
18,683 |
|
|
|
9,130 |
|
|
|
9,104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
960,411 |
|
|
$ |
1,306,479 |
|
|
$ |
491,164 |
|
|
$ |
697,651 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of loads: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Capacity Owners (1) |
|
|
365,000 |
|
|
|
429,080 |
|
|
|
194,350 |
|
|
|
225,880 |
|
Truck Brokerage Carriers |
|
|
240,020 |
|
|
|
288,970 |
|
|
|
122,370 |
|
|
|
146,940 |
|
Rail intermodal |
|
|
18,290 |
|
|
|
31,000 |
|
|
|
8,710 |
|
|
|
16,020 |
|
Ocean cargo carriers |
|
|
2,590 |
|
|
|
2,590 |
|
|
|
1,350 |
|
|
|
1,340 |
|
Air cargo carriers |
|
|
5,100 |
|
|
|
3,870 |
|
|
|
1,840 |
|
|
|
1,880 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
631,000 |
|
|
|
755,510 |
|
|
|
328,620 |
|
|
|
392,060 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue per load: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Capacity Owners (1) |
|
$ |
1,509 |
|
|
$ |
1,632 |
|
|
$ |
1,485 |
|
|
$ |
1,662 |
|
Truck Brokerage Carriers |
|
|
1,373 |
|
|
|
1,697 |
|
|
|
1,350 |
|
|
|
1,781 |
|
Rail intermodal |
|
|
2,008 |
|
|
|
2,310 |
|
|
|
1,999 |
|
|
|
2,360 |
|
Ocean cargo carriers |
|
|
6,764 |
|
|
|
7,035 |
|
|
|
6,420 |
|
|
|
7,303 |
|
Air cargo carriers |
|
|
1,472 |
|
|
|
1,925 |
|
|
|
1,153 |
|
|
|
2,053 |
|
|
|
|
|
|
|
|
|
|
|
|
June 27, |
|
|
June 28, |
|
|
|
2009 |
|
|
2008 |
|
Truck Capacity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Capacity Owners (1) (3) |
|
|
8,286 |
|
|
|
8,222 |
|
|
|
|
|
|
|
|
Truck Brokerage Carriers: |
|
|
|
|
|
|
|
|
Approved and active (4) |
|
|
14,827 |
|
|
|
16,080 |
|
Approved |
|
|
11,082 |
|
|
|
9,219 |
|
|
|
|
|
|
|
|
|
|
|
25,909 |
|
|
|
25,299 |
|
|
|
|
|
|
|
|
Total available truck capacity providers |
|
|
34,195 |
|
|
|
33,521 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Agent Locations |
|
|
1,436 |
|
|
|
1,409 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Business Capacity Owners are independent contractors who provide truck capacity to the Company
under exclusive
lease arrangements. |
|
(2) |
|
Includes premium revenue generated by the insurance segment and warehousing revenue generated
by the transportation
logistics segment. |
|
(3) |
|
Trucks provided by Business Capacity Owners were 8,875 and 8,804 at June 27, 2009 and June 28,
2008, respectively. |
|
(4) |
|
Active refers to Truck Brokerage Carriers who have moved at least one load in the past 180
days. |