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 26, 2012
LANDSTAR SYSTEM, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 021238 | 06-1313069 | ||
| (State or other jurisdiction | (Commission | (I.R.S. Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 13410 Sutton Park Drive South, Jacksonville, Florida | 32224 | |
| (Address of principal executive offices) | (Zip Code) |
(904) 398-9400
(Registrant’s 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:
| ¨ | 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 April 26, 2012, Landstar System, Inc. issued a press release announcing results for the first quarter of fiscal 2012. A copy of the press release is attached hereto as Exhibit 99.1.
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 26, 2012 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.
| LANDSTAR SYSTEM, INC. | ||||||
| Date: April 26, 2012 | By: | /s/ James B. Gattoni | ||||
| Name: | James B. Gattoni | |||||
| Title: | Vice President and Chief Financial Officer | |||||
Exhibit 99.1
For Immediate Release
Contact: Jim Gattoni
Landstar System, Inc.
www.landstar.com
904-398-9400
April 26, 2012
LANDSTAR SYSTEM REPORTS 33 PERCENT INCREASE IN DILUTED EARNINGS
PER SHARE TO A FIRST QUARTER RECORD OF $0.57
Jacksonville, FL – Landstar System, Inc. (NASDAQ: LSTR) reported 2012 record first quarter diluted earnings per share of $0.57 from net income of $26.8 million, compared to net income of $20.6 million, or $0.43 per diluted share, for the 2011 first quarter. Operating margin, representing operating income divided by gross profit (gross profit defined as revenue less the cost of purchased transportation and commissions to agents) was 40.8 percent in the 2012 first quarter compared to 35.4 percent in the 2011 first quarter. Revenue for the 2012 first quarter was a first quarter record of $649.0 million compared to $572.0 million in the 2011 first quarter.
Truck transportation revenue hauled by independent business capacity owners (“BCOs”) and truck brokerage carriers in the 2012 first quarter was $600.2 million, or 92 percent of revenue, compared to $520.6 million, or 91 percent of revenue, in the 2011 first quarter. In the 2012 and 2011 first quarters, the Company invoiced customers $71.1 million and $58.1 million, respectively, of fuel surcharges that were passed 100 percent to BCOs and excluded from revenue. Included in revenue hauled by third-party truck capacity providers in the 2012 and 2011 first quarters were $25.4 million and $19.3 million, respectively, of fuel surcharges invoiced to customers on revenue hauled by third-party truck brokerage carriers. Revenue hauled by rail, air and ocean cargo carriers was $35.1 million, or 5 percent of revenue, in the 2012 first quarter compared to $37.9 million, or 7 percent of revenue, in the 2011 first quarter. Transportation management fee revenue generated by the supply chain solutions companies was $4.9 million and $4.8 million in the 2012 and 2011 first quarters, respectively.
LANDSTAR SYSTEM/2
Trailing twelve-month return on average shareholder’s equity was 41 percent and trailing twelve-month return on invested capital, net income divided by the sum of average equity plus average debt, was 29 percent. Landstar also announced that its Board of Directors has declared a quarterly dividend of $0.055 per share. The dividend is payable on June 1, 2012 to stockholders of record at the close of business on May 10, 2012. It is the intention of the Board of Directors to continue to pay a quarterly dividend.
“Landstar’s 2012 first quarter performance was the best first quarter operating performance in Landstar history,” said Landstar Chairman, President and CEO Henry Gerkens. “Revenue in the 2012 first quarter increased approximately $77 million over the 2011 first quarter, to record first quarter revenue of $649.0 million, gross profit in the 2012 first quarter increased 10 percent over the 2011 first quarter, to record first quarter gross profit of $105.9 million, operating income in the 2012 first quarter increased 27 percent over the 2011 first quarter, to record first quarter operating income of $43.2 million, and diluted earnings per share in the 2012 first quarter increased 33 percent over the 2011 first quarter, to record first quarter diluted earnings per share of $0.57. It was a great start to what we expect will be a very exciting year for Landstar. The record first quarter performance was driven by a 15 percent increase in truck transportation revenue in the 2012 first quarter over the 2011 first quarter, which was comprised of a 9 percent increase in the number of loads hauled on truck capacity and a 6 percent increase in revenue per load on truck transportation revenue.”
Gerkens continued, “Demand for the Company’s truck transportation services was strong in the 2012 first quarter. Overall, available truckload capacity continues to lag demand, leading to continued strength in pricing. I anticipate that this trend will continue as we enter the second quarter, which has historically been a seasonally stronger quarter. Assuming the current operating trends continue throughout the 2012 second quarter, I would expect 2012 second quarter diluted earnings per share to be within a range of $0.71 to $0.76.”
Landstar will provide a live webcast of its quarterly earnings conference call this afternoon at 2:00 pm ET. To access the webcast, visit the Company’s website at www.landstar.com; click on “Investor Relations” and “Webcasts,” then click on “Landstar’s First Quarter 2012 Earnings Release Conference Call.”
LANDSTAR SYSTEM/3
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 Landstar’s 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 Landstar’s Form 10K for the 2011 fiscal year, described in Item 1A Risk Factors, and in 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. is a non-asset based provider of integrated supply chain solutions. Landstar delivers safe, specialized transportation and logistics services to a broad range of customers worldwide utilizing a network of agents, third-party capacity owners and employees. All Landstar transportation services companies are certified to ISO 9001:2008 quality management system standards and RC14001:2008 environmental, health, safety and security 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/4
Landstar System, Inc. and Subsidiary
Consolidated Statements of Income
(Dollars in thousands, except per share amounts)
(Unaudited)
| Thirteen Weeks Ended | ||||||||
| March 31, 2012 |
March 26, 2011 |
|||||||
| Revenue |
$ | 649,023 | $ | 571,986 | ||||
| Investment income |
387 | 528 | ||||||
| Costs and expenses: |
||||||||
| Purchased transportation |
492,922 | 431,378 | ||||||
| Commissions to agents |
50,232 | 44,171 | ||||||
| Other operating costs |
6,472 | 7,944 | ||||||
| Insurance and claims |
11,095 | 11,266 | ||||||
| Selling, general and administrative |
38,799 | 37,264 | ||||||
| Depreciation and amortization |
6,740 | 6,399 | ||||||
|
|
|
|
|
|||||
| Total costs and expenses |
606,260 | 538,422 | ||||||
|
|
|
|
|
|||||
| Operating income |
43,150 | 34,092 | ||||||
| Interest and debt expense |
724 | 828 | ||||||
|
|
|
|
|
|||||
| Income before income taxes |
42,426 | 33,264 | ||||||
| Income taxes |
15,579 | 12,707 | ||||||
|
|
|
|
|
|||||
| Net income |
26,847 | 20,557 | ||||||
| Less: Net loss attributable to noncontrolling interest |
— | (62 | ) | |||||
|
|
|
|
|
|||||
| Net income attributable to Landstar System, Inc. and subsidiary |
$ | 26,847 | $ | 20,619 | ||||
|
|
|
|
|
|||||
| Earnings per common share attributable to Landstar System, Inc. and subsidiary |
$ | 0.57 | $ | 0.43 | ||||
|
|
|
|
|
|||||
| Diluted earnings per share attributable to Landstar System, Inc. and subsidiary |
$ | 0.57 | $ | 0.43 | ||||
|
|
|
|
|
|||||
| Average number of shares outstanding: |
||||||||
| Earnings per common share |
46,800,000 | 47,870,000 | ||||||
|
|
|
|
|
|||||
| Diluted earnings per share |
47,061,000 | 47,900,000 | ||||||
|
|
|
|
|
|||||
| Dividends paid per common share |
$ | 0.055 | $ | 0.050 | ||||
|
|
|
|
|
|||||
LANDSTAR SYSTEM/5
Landstar System, Inc. and Subsidiary
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited)
| Mar. 31, 2012 |
Dec. 31, 2011 |
|||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 53,614 | $ | 80,900 | ||||
| Short-term investments |
31,584 | 27,944 | ||||||
| Trade accounts receivable, less allowance of $6,896 and $6,591 |
377,985 | 368,377 | ||||||
| Other receivables, including advances to independent contractors, less allowance of $5,365 and $5,384 |
60,241 | 53,263 | ||||||
| Deferred income taxes and other current assets |
13,596 | 21,308 | ||||||
|
|
|
|
|
|||||
| Total current assets |
537,020 | 551,792 | ||||||
|
|
|
|
|
|||||
| Operating property, less accumulated depreciation and amortization of $149,465 and $145,804 |
144,732 | 142,146 | ||||||
| Goodwill |
57,470 | 57,470 | ||||||
| Other assets |
72,504 | 57,041 | ||||||
|
|
|
|
|
|||||
| Total assets |
$ | 811,726 | $ | 808,449 | ||||
|
|
|
|
|
|||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Cash overdraft |
$ | 22,751 | $ | 25,905 | ||||
| Accounts payable |
165,851 | 163,307 | ||||||
| Current maturities of long-term debt |
15,709 | 17,212 | ||||||
| Insurance claims |
72,529 | 76,624 | ||||||
| Other current liabilities |
43,497 | 48,065 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
320,337 | 331,113 | ||||||
|
|
|
|
|
|||||
| Long-term debt, excluding current maturities |
99,524 | 115,130 | ||||||
| Insurance claims |
25,047 | 27,494 | ||||||
| Deferred income taxes and other non-current liabilities |
38,470 | 34,135 | ||||||
| Shareholders’ equity: |
||||||||
| Common stock, $0.01 par value, authorized 160,000,000 shares, issued 66,833,233 and 66,602,486 shares |
668 | 666 | ||||||
| Additional paid-in capital |
168,829 | 165,712 | ||||||
| Retained earnings |
971,429 | 947,156 | ||||||
| Cost of 19,882,431 and 19,882,289 shares of common stock in treasury |
(813,691 | ) | (813,684 | ) | ||||
| Accumulated other comprehensive income |
1,113 | 727 | ||||||
|
|
|
|
|
|||||
| Total shareholders’ equity |
328,348 | 300,577 | ||||||
|
|
|
|
|
|||||
| Total liabilities and shareholders’ equity |
$ | 811,726 | $ | 808,449 | ||||
|
|
|
|
|
|||||
LANDSTAR SYSTEM/6
Landstar System, Inc. and Subsidiary
Supplemental Information
(Unaudited)
| Thirteen Weeks Ended | ||||||||
| March 31, 2012 |
March 26, 2011 |
|||||||
| Revenue generated through (in thousands): |
||||||||
| Business Capacity Owners (1) |
$ | 329,362 | $ | 306,894 | ||||
| Truck Brokerage Carriers |
270,842 | 213,723 | ||||||
| Rail intermodal |
17,382 | 16,465 | ||||||
| Ocean and air cargo carriers |
17,669 | 21,393 | ||||||
| Other (2) |
13,768 | 13,511 | ||||||
|
|
|
|
|
|||||
| $ | 649,023 | $ | 571,986 | |||||
|
|
|
|
|
|||||
| Number of loads: |
||||||||
| Business Capacity Owners (1) |
199,200 | 192,040 | ||||||
| Truck Brokerage Carriers |
158,030 | 135,740 | ||||||
| Rail intermodal |
7,160 | 7,260 | ||||||
| Ocean and air cargo carriers |
3,980 | 3,780 | ||||||
|
|
|
|
|
|||||
| 368,370 | 338,820 | |||||||
|
|
|
|
|
|||||
| Revenue per load: |
||||||||
| Business Capacity Owners (1) |
$ | 1,653 | $ | 1,598 | ||||
| Truck Brokerage Carriers |
1,714 | 1,575 | ||||||
| Rail intermodal |
2,428 | 2,268 | ||||||
| Ocean and air cargo carriers |
4,439 | 5,660 | ||||||
| March 31, 2012 |
March 26, 2011 |
|||||||
| Truck Capacity Providers |
||||||||
| Business Capacity Owners (1) (3) |
7,825 | 7,697 | ||||||
| Truck Brokerage Carriers: |
||||||||
| Approved and active (4) |
18,946 | 16,773 | ||||||
| Approved |
9,382 | 9,347 | ||||||
|
|
|
|
|
|||||
| 28,328 | 26,120 | |||||||
|
|
|
|
|
|||||
| Total available truck capacity providers |
36,153 | 33,817 | ||||||
|
|
|
|
|
|||||
| (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 and transportation management fee revenue generated by the transportation logistics segment. |
| (3) | Trucks provided by Business Capacity Owners were 8,350 and 8,226 at March 31, 2012 and March 26, 2011, respectively. |
| (4) | Active refers to Truck Brokerage Carriers who have moved at least one load in the past 180 days. |