-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IvrfSIvynbq+6rJSgtrkbTPCmG2mYzr+TsO1EDHz8/OgkCHJgpVTHcaOGhA3uoeD c6sdIkKhnEBNBSwk3z8sxw== 0000930661-98-002378.txt : 19981116 0000930661-98-002378.hdr.sgml : 19981116 ACCESSION NUMBER: 0000930661-98-002378 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981113 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERITRUCK DISTRIBUTION CORP CENTRAL INDEX KEY: 0001004153 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 752619368 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-99716 FILM NUMBER: 98748028 BUSINESS ADDRESS: STREET 1: 301 COMMERCE ST STREET 2: STE 1101 CITY: FORT WORTH STATE: TX ZIP: 76102-5384 BUSINESS PHONE: 8173326020 MAIL ADDRESS: STREET 1: 301 COMMERCE ST STREET 2: SUITE 1101 CITY: FORT WORTH STATE: TX ZIP: 76102 8-K 1 FORM 8-K 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: November 13, 1998 ----------------- AMERITRUCK DISTRIBUTION CORP. ----------------------------- (Exact name of registrant as specified in its charter) Delaware 33-99716 75-2619368 - -------------------------------------------------------------------------------- (State of Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) CITY CENTER TOWER II, SUITE 1101 301 COMMERCE STREET, FORT WORTH, TX 76102-5384 ---------------------------------------------- Address of principal executive offices Registrant's telephone number, including area code: (817) 332-6020 -------------- ITEM 5. OTHER EVENTS On November 9, 1998, the Company announced it filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code with the United States Bankruptcy Court in the Northern District of Texas, Dallas Division. A copy of the information release is filed as Exhibit 10.1 to this Current Report on Form 8-K. The petition has been assigned Case No. 398-39559-HCA-11. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Exhibit Number Description ------ ----------- 10.1 Information Release dated November 9, 1998 SIGNATURE 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. AMERITRUCK DISTRIBUTION CORP. Dated: November 13, 1998 By: /s/ Kenneth H. Evans, Jr. ------------------------- Kenneth H. Evans, Jr., Executive Vice President and Chief Financial Officer EX-10.1 2 INFORMATION RELEASE DATED NOVEMBER 9, 1998 Exhibit 10.1 AMERITRUCK DISTRIBUTION CORP. NEWS FOR IMMEDIATE RELEASE 301 COMMERCE ST., SUITE 1101, FORT WORTH, TX 76102 TELEPHONE: (817) 332-6020 AMERITRUCK DISTRIBUTION CORP. FILES VOLUNTARY CHAPTER 11 PETITION DAY-TO-DAY OPERATIONS OF SPECIALIZED CARRIER AND REGIONAL LTL GROUPS NOT AFFECTED FORT WORTH, TEXAS, NOVEMBER 9, 1998....AMERITRUCK DISTRIBUTION CORP. reported today that it and its subsidiaries, including: AmeriTruck Equipment Corp.; AmeriTruck Logistics Services, Inc.; AmeriTruck Refrigerated Transport, Inc.; CMS Transportation Services, Inc.; KTL, Inc.; Scales Transport Corporation; Scales Leasing Company, Inc.; W&L Services Corp.; W&L Motor Lines, Inc.; AmeriTruck Operations Services, Inc.; Best Way Motor Lines, Inc., Pro- Trans Services, Inc.; and Ameri-Truck, LTD, Inc., filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code with the United States Bankruptcy Court in the Northern District of Texas. Company officials said that in September, 1998 it retained Price Waterhouse Coopers L.L.P. to assist it in formulating and implementing an operating plan and also engaged the investment banking firm, CKM Capital L.L.C., to assist the Company in addressing its liquidity and capital structure issues. As a result of an exhaustive strategic and operational analysis completed by the Company and its advisors, the Company has sought approval from the Bankruptcy Court to liquidate its AmeriTruck Refrigerated Transport, Inc. "ART" business unit. If approved by the Court, the Company will liquidate the assets of ART, and use the proceeds to reduce its debt load. The Company also said that in order to continue to service some of its long-standing customers that require refrigerated transport services, it would transition certain refrigerated business to other sister companies under the AmeriTruck umbrella. Michael L. Lawrence, AmeriTruck Chairman and CEO said, "Our primary objective is to work in the best interest of our customers, employees and creditors. While we are not pleased to seek Chapter 11 relief, we think this action provides us with the best opportunity to develop a plan to stabilize AmeriTruck's operating performance by completing additional restructuring initiatives, including exiting unprofitable business segments. We will now have the opportunity to take further actions to streamline our operations and bring expenses in line with revenues." "There were a number of factors that led to our decision to seek protection. While our Specialized Carrier and Regional LTL Groups are generating positive contributions to operating earnings, our AmeriTruck Refrigerated Transport business unit has continued to sustain operating losses. We have completed a number of restructuring initiatives in the last year to improve the performance at ART, however, we have been unsuccessful in our turnaround efforts. Severe competitive pressures coupled with higher than anticipated operating expenses continue to negatively impact ART." "During the past three years, AmeriTruck has funded its acquisition growth strategy largely through debt. Consequently, the Company has operated with a highly leveraged capital structure. In recent months, as a result of the weak performance posted by ART and AmeriTruck's significant debt servicing requirements, the Company has experienced severe liquidity problems." Lawrence said, "We regret the impact the decision to liquidate ART will have on our customers, employees, suppliers and other business partners. However, after a thorough analysis, we have determined that this is the best alternative to begin stabilizing the Company's operating performance and improve its capital structure." Lawrence emphasized that neither AmeriTruck employees nor customers in the business segments in which AmeriTruck plans to continue to operate should notice any difference in operations as a result of the filing. "In fact, the filing will give the Company the time it needs to develop a reorganization plan without sacrificing important customer services," said Lawrence. The Company said that it expected to cease operations of ART as soon as practicable and anticipated that the closing could affect up to 1,000 employees companywide. AmeriTruck has retained the Dallas firm of Neligan & Averch L.L.P. as local bankruptcy counsel and intends to retain Milbank, Tweed, Hadley & McCloy, as Special Bankruptcy Counsel. AmeriTruck Distribution Corp., headquartered in Fort Worth, Texas is the parent company of W&L Services Corp., Hickory, NC; AmeriTruck Refrigerated Transport, Inc. and CMS Transportation Services, Inc., Atlanta, GA; Scales Transport Corporation and AmeriTruck Logistics Services, Inc., Gainesville, GA; and KTL, Inc., Largo, FL. Operating in specialized segments of the transportation services industry, these companies serve customers with special needs including time-sensitive delivery, special handling, unconventional pick- up and delivery times, in-house logistics services, dedicated fleets and temperature control. The Company employs approximately 2,400 full-time and part- time associates. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Statements made in this press release that are not historical facts may be deemed forward-looking statements, and, as such, are subject to certain risks and uncertainties. Actual results may differ materially from those anticipated as a result of these certain risks and uncertainties, including, but not limited to, the ability of the Company to complete a Chapter 11 reorganization plan, to negotiate satisfactory terms with lenders, vendors and creditors, to obtain court approval of post-petition financing. In addition, further deterioration of the Company's financial performance, adverse change in the Company's ongoing business relationships with customers, vendors and suppliers and adverse economic conditions could impact the Company's ability to successfully develop a reorganization plan. Further information concerning factors that could cause actual results to differ materially from those in the forward-looking statements are contained from time to time in the Company's SEC filings, including but not limited to the Company's report on Form 10-k for the year ended December 31, 1997, and the Company's report on Form 10-q for the quarters ended March 31, 1998 and June 30, 1998. Copies of these filings may be obtained by contacting the Company or the SEC. MEDIA/INVESTOR CONTACTS: AT THE COMPANY: KENNETH H. EVANS, JR., CFO (817) 332- 6020 OR MELODYE DEMASTUS, MELROSE CONSULTING (614) 529-4497. ### -----END PRIVACY-ENHANCED MESSAGE-----