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 20, 2006
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 April 20, 2006, Landstar System, Inc. (Landstar) issued a press release announcing results for the first
quarter of fiscal 2006. A copy of the press release is attached
hereto as Exhibit 99.1.
In the press release attached hereto as Exhibit 99.1, Landstar provided the following information
that may be deemed non-GAAP financial measures: (1) with respect to the fiscal quarter periods
ended April 1, 2006 and March 26, 2005, revenue per load for the global logistics segment,
excluding revenue and loads related to emergency transportation services provided primarily under
the FAA Contract.
Each of the foregoing financial measures should be considered in addition to, and not as a
substitute for, the corresponding GAAP financial information also presented in the press release.
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 Landstars financial condition and results of operations; (2) this information will
facilitate comparisons by investors of Landstars results as compared to the results of peer
companies; (3) a significant portion of the emergency transportation services previously provided
under the FAA Contract were provided on the basis of a daily rate for the use of transportation
equipment in question, and therefore load and per load information is not necessarily available or
appropriate for a significant portion of the related revenue; and (4) 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 April 20, 2006 of Landstar System, Inc. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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LANDSTAR SYSTEM, INC.
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Date: April 20, 2006 |
By: |
/s/ Robert C. LaRose
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Name: |
Robert C. LaRose |
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Title: |
Executive Vice President and Chief Financial Officer |
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RCL/ac
3
News Release
Exhibit 99.1
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Landstar System, Inc.
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13410 Sutton Park Drive, South |
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Jacksonville, FL 32224 |
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904 398 9400 |
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For Immediate Release
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Contact: Bob LaRose |
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Landstar System, Inc. |
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www.landstar.com |
April 20, 2006
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904-398-9400 |
LANDSTAR SYSTEM REPORTS FIRST QUARTER REVENUE INCREASE OF
21 PERCENT AND A 52 PERCENT INCREASE IN EARNINGS PER DILUTED
SHARE TO A RECORD $.41 PER DILUTED SHARE
Jacksonville, FL Landstar System, Inc. (NASDAQ: LSTR) reported revenue rose 21 percent to a
record $610 million in the 2006 first quarter from $502 million in the 2005 first quarter. Net
income for the 2006 first quarter was a record $24.4 million, or $.41 per diluted share, compared
to net income of $16.8 million, or $.27 per diluted share, for the 2005 first quarter. Operating
margin was 6.8 percent in the 2006 first quarter compared to 5.7 percent in the 2005 first quarter.
Landstars carrier group of companies generated $428 million of revenue in the 2006 first quarter,
compared with revenue of $371 million in the 2005 first quarter. In the 2006 and 2005 first
quarters, the carrier group invoiced customers $33.8 million and $20.6 million, respectively, of
fuel surcharges that were passed on 100 percent to business capacity owners and excluded from
revenue. Revenue at Landstar Global Logistics was $173 million in the 2006 first quarter compared
with $124 million in the 2005 first quarter. The 2006 and 2005 first quarter for Landstar Global
Logistics included approximately $35 million and $7 million of revenue, respectively, from disaster
relief services provided under a contract between Landstar Express America and the United States
Department of Transportation/Federal Aviation Administration.
LANDSTAR SYSTEM/2
Landstar
System, Inc. also announced that its Board of Directors has declared
a quarterly dividend of $0.025 per share. The dividend is payable on
May 31, 2006, to stockholders of record at the close of business
on May 10, 2006. It is the intention of the Board of Directors
to continue to pay a quarterly dividend on a go forward basis.
Landstars 2006 first quarter performance was the best first quarter operating performance in its
history, said Landstar President and CEO Henry Gerkens. Consolidated revenue increased by 21
percent and diluted earnings per share increased 52 percent. Both revenue and earnings were the
highest first quarter amounts in Landstar history. This increase reflected strong revenue growth
at the carrier segment of 15 percent and a 40 percent increase in revenue at Landstar Global
Logistics. On a consolidated basis, revenue generated through BCOs increased 9 percent, truck
brokerage revenue increased 34 percent and rail intermodal revenue increased 44 percent. In
addition to strong revenue growth, we continue to improve our operating margin, which increased 116
basis points compared to the 2005 first quarter to 6.8 percent.
Trailing twelve-month return on average equity remained high at 55 percent and return on invested
capital, net income divided by the sum of average equity plus average debt, was 36 percent. During
the 2006 first quarter, we purchased 249,300 shares of common stock at a total cost of $11,131,000,
while reducing long-term debt by $63 million, Gerkens said. The Company has the ability to
purchase an additional 2,275,927 shares of its common stock under its authorized share repurchase
program.
So far, demand for our services remains strong. Based upon the continuation of the current
operating environment, I would anticipate revenue growth for the 2006 second quarter to be within a
range of 16 to 20 percent compared to the 2005 second quarter. I anticipate earnings for the
second quarter of 2006 to be within a range of $.42 to $.48 per diluted share, including an
anticipated charge of approximately $.02 per diluted share attributable to the adoption of
Statement of Financial Accounting Standards No. 123R, Share-Based Payment, said Gerkens.
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 Investors
and then the webcast icon.
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
LANDSTAR SYSTEM/3
facts are forward-looking statements. This press release contains forward-looking statements,
such as statements, which relate to Landstars business objectives, plans, strategies and
expectations. Terms such as anticipates, believes, estimates, plans, predicts, may,
should, will, the negative thereof and similar expressions, including any such expressions with
respect to the level of comfort with analyst estimates, 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 accident claims; dependence on independent sales agents;
dependence on third party capacity providers; disruptions or failures in our computer systems; a
downturn in domestic 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 2005 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 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
capacity providers. Landstars carrier group, which is comprised of Landstar Gemini, Inc., Landstar
Inway, Inc., Landstar Ligon, Inc., Landstar Ranger, Inc. and Landstar Carrier Services, Inc.,
delivers excellence in complete over-the-road transportation services. Landstars global logistics
group, which is comprised of Landstar Global Logistics, Inc. and its subsidiaries Landstar Express
America, Inc. and Landstar Logistics, Inc., provides international and domestic multimodal
(over-the-road, air, ocean and rail) transportation, expedited and contract logistics services. All
Landstar operating 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/4
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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April 1, |
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March 26, |
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2006 |
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2005 |
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Revenue |
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$ |
610,042 |
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$ |
502,212 |
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Investment income |
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379 |
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539 |
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Costs and expenses: |
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Purchased transportation |
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458,250 |
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377,578 |
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Commissions to agents |
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47,011 |
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39,126 |
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Other operating costs |
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12,068 |
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8,698 |
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Insurance and claims |
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11,552 |
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13,125 |
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Selling, general and administrative(1) |
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35,836 |
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31,815 |
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Depreciation and amortization |
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4,093 |
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3,962 |
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Total costs and
expenses(1) |
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568,810 |
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474,304 |
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Operating income(1) |
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41,611 |
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28,447 |
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Interest and debt expense |
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1,850 |
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937 |
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Income before income taxes(1) |
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39,761 |
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27,510 |
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Income taxes(1) |
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15,411 |
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10,692 |
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Net income(1) |
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$ |
24,350 |
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$ |
16,818 |
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Earnings per common share(1) |
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$ |
0.41 |
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$ |
0.28 |
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Diluted earnings per share(1) |
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$ |
0.41 |
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$ |
0.27 |
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Average number of shares outstanding: |
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Earnings per common share |
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58,901,000 |
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60,396,000 |
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Diluted earnings per share(1) |
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59,919,000 |
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61,765,000 |
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Dividends paid per common share |
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$ |
0.025 |
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(1) |
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On January 1, 2006, the Company adopted the provisions of Statement of Financial Accounting Standard No. 123R,
Share-Based Payment (FAS 123R), under the modified retrospective method. The adoption of FAS 123R resulted in
the recognition of a $1,411,000 pretax charge for the thirteen week period ended April 1, 2006, which net of related
income tax benefits, reduced net income by $944,000, or $.02 per common share ($.02 per diluted share). |
In the thirteen week period ended March 26, 2005, the implementation of FAS 123R resulted in the recognition of a
$1,512,000 pretax charge, which net of related income tax benefits, reduced net income by $1,060,000, or $.02 per
common share ($.02 per diluted share).
LANDSTAR
SYSTEM/5
Landstar System, Inc.
Selected Segment Information
(Dollars in thousands)
(Unaudited)
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Thirteen Weeks Ended |
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April 1, |
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March 26, |
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2006 |
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2005 |
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External Revenue |
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Carrier segment |
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$ |
428,313 |
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$ |
371,043 |
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Global Logistics segment |
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173,425 |
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123,696 |
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Insurance segment |
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8,304 |
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7,473 |
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External revenue |
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$ |
610,042 |
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$ |
502,212 |
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Operating Income |
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Carrier segment (1) |
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$ |
40,571 |
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$ |
31,031 |
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Global Logistics segment (1) |
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8,727 |
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5,166 |
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Insurance segment |
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6,676 |
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4,092 |
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Other (1) |
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(14,363 |
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(11,842 |
) |
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Operating income (1) |
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$ |
41,611 |
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$ |
28,447 |
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(1) |
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Amounts for the thirteen weeks ended March 26, 2005, have been adjusted to reflect the provisions of
Statement of Financial Accounting Standard No. 123R, Share-based Payment, under the modified retrospective
method implemented by the Company January 1, 2006. |
LANDSTAR
SYSTEM/6
Landstar System, Inc.
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited)
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April 1, |
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Dec. 31, |
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2006 |
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2005 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
49,401 |
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$ |
29,398 |
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Short-term investments |
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20,496 |
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20,693 |
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Trade accounts receivable, less allowance
of $5,439 and $4,655 |
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437,286 |
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534,274 |
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Other receivables, including advances to independent
contractors, less allowance of $4,444 and $4,342 |
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21,644 |
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11,384 |
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Deferred income taxes and other current assets(1) |
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17,797 |
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21,106 |
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Total current assets(1) |
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546,624 |
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616,855 |
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Operating property, less accumulated depreciation
and amortization of
$71,501 and $68,561 |
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85,449 |
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89,131 |
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Goodwill |
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31,134 |
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31,134 |
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Other assets |
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29,821 |
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28,694 |
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Total assets(1) |
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$ |
693,028 |
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$ |
765,814 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current liabilities: |
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Cash overdraft |
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$ |
23,995 |
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$ |
29,829 |
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Accounts payable |
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146,141 |
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164,509 |
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Current maturities of long-term debt |
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12,250 |
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12,122 |
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Insurance claims |
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31,923 |
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27,887 |
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Other current liabilities |
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62,579 |
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65,149 |
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Total current liabilities |
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276,888 |
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299,496 |
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Long-term debt, excluding current maturities |
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91,735 |
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154,851 |
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Insurance claims |
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32,244 |
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37,840 |
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Deferred income taxes |
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18,471 |
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17,938 |
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Shareholders equity: |
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Common stock, $.01 par value, authorized 160,000,000
shares, issued 64,391,342 and 64,151,902 shares |
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644 |
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642 |
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Additional paid-in capital(1) |
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90,043 |
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84,532 |
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Retained earnings(1) |
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415,425 |
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392,549 |
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Cost of 5,579,583 and 5,344,883 shares of common
stock in treasury |
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(232,301 |
) |
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(221,776 |
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Accumulated other comprehensive loss |
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(74 |
) |
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(211 |
) |
Notes receivable arising from exercises of stock options |
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(47 |
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(47 |
) |
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Total shareholders equity(1) |
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273,690 |
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255,689 |
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Total liabilities and shareholders equity(1) |
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$ |
693,028 |
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$ |
765,814 |
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(1) |
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Amounts as of December 31, 2005, have been adjusted to reflect the provisions of Statement
of Financial Accounting Standard No. 123R, Share-based Payment, under the modified retrospective
method implemented by the Company January 1, 2006. |
LANDSTAR
SYSTEM/7
Landstar System, Inc.
Supplemental Information
(Unaudited)
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Thirteen Weeks Ended |
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April 1, |
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March 26, |
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2006 |
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2005 |
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Carrier Segment |
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External revenue generated through (in thousands): |
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Business Capacity Owners (1) |
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$ |
303,793 |
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$ |
282,675 |
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Other third party truck capacity providers |
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124,520 |
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88,368 |
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$ |
428,313 |
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$ |
371,043 |
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Revenue per revenue mile |
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$ |
1.99 |
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$ |
1.80 |
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Revenue per load |
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$ |
1,580 |
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$ |
1,444 |
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Average length of haul (miles) |
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793 |
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|
802 |
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Number of loads |
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271,000 |
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|
257,000 |
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Global Logistics Segment |
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External revenue generated through (in thousands): |
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Business Capacity Owners (1) (2) |
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$ |
24,832 |
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$ |
17,838 |
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Other third party truck capacity providers |
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100,627 |
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|
79,081 |
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Rail, Air, Ocean and Bus Carriers(3) |
|
|
47,966 |
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|
|
26,777 |
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|
|
|
|
|
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$ |
173,425 |
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$ |
123,696 |
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Revenue per load (4) |
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$ |
1,500 |
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$ |
1,541 |
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Number of loads (4) |
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92,000 |
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76,000 |
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As of |
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As of |
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April 1, |
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March 26, |
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|
2006 |
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|
2005 |
|
Capacity |
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|
|
|
|
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Business Capacity Owners (1) (5) |
|
|
8,219 |
|
|
|
7,828 |
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|
|
|
|
|
|
|
Other third party truck capacity providers: |
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|
|
|
|
|
|
|
Approved and active (6) |
|
|
13,698 |
|
|
|
11,737 |
|
Approved |
|
|
8,381 |
|
|
|
7,255 |
|
|
|
|
|
|
|
|
|
|
|
22,079 |
|
|
|
18,992 |
|
|
|
|
|
|
|
|
Total available truck capacity providers |
|
|
30,298 |
|
|
|
26,820 |
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|
|
|
|
|
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(1) |
|
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 revenue generated through Carrier Segment Business Capacity Owners. |
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(3) |
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Included in the 2006 thirteen week period was $10,856,000 of revenue attributable to buses provided under the FAA contract. |
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(4) |
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Number of loads and revenue per load exclude the effect of revenue derived from emergency transportation
services provided under the FAA contract. |
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(5) |
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Trucks provided by business capacity owners were 8,932 and 8,659, respectively. |
|
(6) |
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Active refers to other third party truck capacity providers who have moved at least one load in the past 180 days. |