-----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, Tau3gcyPZnV5dby0ilGWASHXYS0ND++2oguw3f/l8fbyVsZI/rCTmYA6ctUWewOO /MH3KxfWbxSr55YESrPOWg== 0001181431-09-036947.txt : 20090730 0001181431-09-036947.hdr.sgml : 20090730 20090730131702 ACCESSION NUMBER: 0001181431-09-036947 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090724 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090730 DATE AS OF CHANGE: 20090730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PACER INTERNATIONAL INC CENTRAL INDEX KEY: 0001091735 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 620935669 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49828 FILM NUMBER: 09973029 BUSINESS ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 200 CITY: WALNUT CREEK STATE: CA ZIP: 94596 BUSINESS PHONE: 8002254222 MAIL ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 200 CITY: WALNUT CREEK STATE: CA ZIP: 94596 8-K 1 rrd249312.htm 8-K Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  07/24/2009
 
Pacer International, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  000-49828
 
Tennessee
  
62-0935669
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
2300 Clayton Road, Suite 1200
Concord, CA 94520
(Address of principal executive offices, including zip code)
 
(877) 917-2237
(Registrant’s telephone number, including area code)
 
(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 8.01.    Other Events
 
On July 24, 2009, Pacer International, Inc. ("Pacer"), Pacer Transport, Inc. ("Transport"), S & H Transport, Inc. ("S&HT") and S & H Leasing, Inc. ("S&HL" and collectively with Transport and S&HT, the "Sellers") entered into a Limited Asset Purchase Agreement with Universal Truckload Services, Inc. (the "Purchaser") and UTS Leasing ("UTSL"). Under the terms of the Purchase Agreement, the Purchaser will purchase certain assets, including customer, owner operator and agent lists and files and owned trailers. In connection with its purchase of these assets, the Purchaser will also assume two real property leases, and UTSL will assume, subject to receipt of appropriate consents, equipment leases for tractors and trailers used in the operation. Pacer and the Sellers have agreed to a 30-month noncompetition covenant with respect to conducting business as an independent contractor-agency based transportation company for flat bed trucks or specialized heavy haul equipment in the United States, Mexico or Canada.
The Sellers will retain all receivables and payables generated through the closing date.
The completion of the transaction is subject to customary closing conditions and is expected to occur in August 2009.
 
 
Item 9.01.    Financial Statements and Exhibits
 
The following exhibits are filed as part of this report:

Exhibit 99.1        Press Release dated July 27, 2009

 

 

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.
 
           
Pacer International, Inc.
 
 
Date: July 29, 2009
     
By:
 
/s/    Brian C. Kane
               
Brian C. Kane
               
Executive Vice President and Chief Financial Officer
 
 

 

EXHIBIT INDEX
 
Exhibit No.
  
Description
EX-99.1
  
Press Release dated July 27, 2009
EX-99.1 2 rrd249312_29134.htm PRESS RELEASE DATED JULY 27, 2009 UNITED STATES

EXHIBIT 99.1

News Release

FOR IMMEDIATE RELEASE

 

Pacer Enters Agreement to Sell Assets of Its Specialized,

Heavy-Haul Trucking Operation

CONCORD, Calif., July 27, 2009 (BUSINESS WIRE)-Pacer International, Inc. (Nasdaq: PACR), the North American freight transportation and logistics services provider, announced that it has entered into an agreement with Universal Truckload Services, Inc. and UTS Leasing, Inc. (collectively, "UTSI") to sell certain assets. These assets include customer, contractor and agent lists, owned trailers of Pacer Transport, its specialized heavy-haul trucking operation. In connection with its purchase of these assets, UTSI will also assume, subject to receipt of appropriate consents, two real property leases and equipment leases for tractors and trailers used in the operation. The closing, which is subject to customary closing conditions, is expected to occur in August. Pacer will retain rights to all receivables generated by this trucking operation through the closing date.

"We believe that UTSI is the right buyer for Pacer Transport and that this is the right time to transition Transport's people, assets, and customers into the hands of a very capable company where they will complement UTSI's services portfolio. We appreciate the excellent progress the Transport team has been making and look forward to a smooth transition into UTSI's operations," said Michael E. Uremovich, chairman and CEO of Pacer.

ABOUT PACER INTERNATIONAL (www.pacer.com)

Pacer International is a leading asset-light North American freight transportation and third-party logistics provider, and through its intermodal and logistics operating segments, offers a broad array of services to facilitate the movement of freight from origin to destination. The intermodal segment offers wholesale services provided by Pacer Stacktrain (cost-efficient, two-tiered rail transportation for containerized shipments) and Pacer Cartage (local trucking), as well as retail services through its Rail Brokerage unit (intermodal marketing). The logistics segment provides retail truck brokerage, trucking, warehousing and distribution, international freight forwarding, and supply-chain management services. Pacer International is headquartered in Concord, California. Its intermodal and logistics operating segments are headquartered in Concord, California, and in Dublin, Ohio, respectively.

CERTAIN FORWARD-LOOKING STATEMENTS

This press release contains or may contain forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). These forward-looking statements are based on the company's current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions. Among the important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are those set forth in the company's various filings with the Securities and Exchange Commission, including those set forth in the company's annual report on Form 10-K for the year ended December 26, 2008 filed with the SEC on February 17, 2009 and the Form 10-Q for the quarter ended March 31, 2009 filed with the SEC on May 8, 2009. Should one or more of these risks or uncertainties materialize, or should underlying assumptions or estimates prove incorrect, actual results may vary materially from those described herein as anticipated, believed, exp ected or intended. Except as otherwise required by federal securities laws, the company does not undertake any obligation to update such forward-looking statements whether as a result of new information, future events or otherwise.

INVESTOR CONTACT

Joseph B. Doherty

EVP, Investor Relations and Treasurer
Pacer International

Pacer International

(925) 887-1582

joe.doherty@pacer.com

MEDIA CONTACT

Bill Fahrenwald
James Street Associates

(708) 371-0110 x 1#

bfahrenwald@jamesstreetassoc.com

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