-----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, SYmAYyIh56t21YC481fud0aFFPO1I1+r6AknQMnP+mfNEHrrriZ2O+ZEa7y6ZOgE OSVP79m32mf/ANwfXV6R7w== 0001193125-06-210526.txt : 20061019 0001193125-06-210526.hdr.sgml : 20061019 20061019061051 ACCESSION NUMBER: 0001193125-06-210526 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061018 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061019 DATE AS OF CHANGE: 20061019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Horizon Lines, Inc. CENTRAL INDEX KEY: 0001302707 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32627 FILM NUMBER: 061151979 BUSINESS ADDRESS: STREET 1: 4064 COLONY ROAD STREET 2: SUITE 200 CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 704-973-7000 MAIL ADDRESS: STREET 1: 4064 COLONY ROAD STREET 2: SUITE 200 CITY: CHARLOTTE STATE: NC ZIP: 28211 FORMER COMPANY: FORMER CONFORMED NAME: H Lines Holding Corp DATE OF NAME CHANGE: 20040909 8-K 1 d8k.htm CURRENT REPORT Current Report

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): October 18, 2006

 


 

HORIZON LINES, INC.

(Exact Name of Registrant as Specified in its Charter)

 


 

Delaware   001-32627   74-3123672

(State or Other Jurisdiction

of Organization)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

4064 Colony Road, Suite 200

Charlotte, North Carolina 28211

(Address of Principal Executive Offices, including Zip Code)

 

(704) 973-7000

(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 8.01. OTHER EVENTS

 

On October 18, 2006, Horizon Lines, Inc. (the “Company”) issued a press release announcing that it was increasing its earnings guidance for the third quarter and full year 2006 as a result of its election to pay tonnage tax in lieu of regular federal corporate income tax on its qualifying trade routes. A copy of this press release is attached as Exhibit 99.1 hereto.

 

SAFE HARBOR STATEMENT

 

The information contained in this Current Report on Form 8-K (including the exhibits hereto) should be read in conjunction with our filings made with the Securities and Exchange Commission. This Current Report on Form 8-K (including the exhibits hereto) contains “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Words such as, but not limited to, “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “targets,” “projects,” “likely,” “will,” “would,” “could” and similar expressions or phrases identify forward-looking statements.

 

All forward-looking statements involve risk and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control. Actual results may differ materially from expected results.

 

Factors that may cause actual results to differ from expected results include: our substantial debt; restrictive covenants under our debt agreements; decreases in shipping volumes; our failure to renew our commercial agreements with Maersk; raising fuel prices; labor interruptions or strikes; job related claims, liability under multi-employer pension plans; compliance with safety and environmental protection and other governmental requirements; new statutory and regulatory directives in the United States addressing homeland security concerns; the successful start-up of any Jones-Act competitor; delayed delivery or non-delivery of one or more of our new vessels; increased inspection procedures and tight import and export controls; restrictions on foreign ownership of our vessels; repeal or substantial amendment of the Jones Act; escalation of insurance costs, catastrophic losses and other liabilities; the arrest of our vessels by maritime claimants; severe weather and natural disasters; our inability to exercise our purchase options for our chartered vessels; the aging of our vessels; unexpected substantial drydocking costs for our vessels; the loss of our key management personnel; actions by our stockholders; changes in tax laws, an adverse tax audit and other tax matters; and legal or other proceedings to which we are or may become subject.

 

In light of these risks and uncertainties, expected results or other anticipated events or circumstances discussed in this Current Report on Form 8-K (including the exhibits hereto) might not occur. We undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

2


ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

Exhibit No.

  

Description


  99.1*    Press release dated October 18, 2006.

* Filed herewith.

 

3


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.

 

    HORIZON LINES, INC.
    (Registrant)

Date: October 18, 2006

  By:  

/s/ M. Mark Urbania


        M. Mark Urbania
       

Senior Vice President, Chief Financial Officer

and Assistant Secretary

 

4

EX-99.1 2 dex991.htm PRESS RELEASE DATED OCTOBER 18, 2006 Press Release dated October 18, 2006

Exhibit 99.1

 

“Horizon Lines, Inc. Increases 2006 Earnings Guidance”

 

CHARLOTTE, N.C., (October 18, 2006) Horizon Lines, Inc. (NYSE:HRZ) reported today it is increasing its earnings guidance for the third quarter and full year 2006. The earnings guidance increase results solely from the Company’s election to adopt the tonnage tax in lieu of the regular federal corporate income tax. Any other change to 2006 guidance resulting from normal business operations will be provided on the third quarter 2006 earnings release call to be conducted on October 30th at 11:00 am Eastern Time.

 

On October 22, 2004, the President signed into law the American Jobs Creation Act of 2004 (the “Act”). The Act instituted an elective tonnage tax regime whereby a corporation may elect to pay a tonnage tax based upon the net tonnage of its qualifying vessels that operate in the U.S. foreign trade rather than the regular U.S. corporate income tax on the taxable income from such vessels. A qualifying vessel is a U.S.-flag vessel that is at least 10,000 deadweight tons. The term U.S. foreign trade is defined as transportation between a U.S. location and a foreign location or between foreign locations.

 

Horizon Lines has elected to apply the tonnage tax effective with the filing of its 2005 tax return during the third quarter of 2006, and for the 2006 and future tax years. The cumulative impact of this election on the third quarter and nine months 2006 is a reduction in income tax expense of approximately $39.4 million and an increase in earnings per share of $1.17. The projected 2006 full year impact of the tonnage tax election is a reduction of income tax expense of approximately $42.6 million and an increase in earnings per share of $1.28.

 

Horizon Lines’ previous earnings guidance for earnings per share was $.40-$.42 for the third quarter and $.85-$.90 for the full year 2006. Earnings per share guidance is being increased for the third quarter to $1.57-$1.59 to include the tonnage tax election. Earnings per share guidance for 2006 is being increased to $2.13-$2.18 to include the tonnage tax election.

 

Horizon Lines will conduct a conference call and webcast this Thursday, October 19, 2006 at 10:00 Eastern Time, to further discuss this increase in earnings guidance and the tonnage tax election. Those interested in participating in the call may do so by dialing 1-866-250-2351 and asking for the Horizon Lines Call. A hardcopy of the presentation materials may be printed from the Horizon Lines website, www.horizonlines.com, shortly before the start of the call.

 

Alternatively, a live audio webcast of the call may be accessed at www.horizonlines.com. In order to access the live audio webcast, please allow at least 15 minutes before the start of the call to visit Horizon Lines’ website and download and install any necessary audio/video software for the webcast.

 

A replay of the conference call will be accessible by dialing 1-800-405-2236 (passcode:11074282), beginning approximately two hours after the call ends, through October 26, 2006. In addition, an archive of the webcast will be accessible at Horizon Lines’ website, beginning approximately two hours after the call ends, through November 2, 2006.

 

About Horizon Lines

 

Based in Charlotte, NC, Horizon Lines, Inc. is the nation’s leading Jones Act container shipping and integrated logistics company, operating 16 U.S.- flag vessels on routes linking the continental United States with Alaska, Hawaii, Guam, and Puerto Rico. Horizon Lines, Inc. also owns Horizon Services Group, an organization with a diversified offering of cargo management and tracking services being marketed to shippers, carriers, and other supply chain participants.


This press release includes “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events.

 

All forward-looking statements involve risk and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control. Actual results may differ materially from expected results.

 

Factors that may cause actual results to differ from expected results include: our substantial debt; restrictive covenants under our debt agreements; decreases in shipping volumes; our failure to renew our commercial agreements with Maersk; raising fuel prices; labor interruptions or strikes; job related claims, liability under multi-employer pension plans; compliance with safety and environmental protection and other governmental requirements; new statutory and regulatory directives in the United States addressing homeland security concerns; the successful start-up of any Jones-Act competitor; delayed delivery or non-delivery of one or more of our five new vessels; increased inspection procedures and tight import and export controls; restrictions on foreign ownership of our vessels; repeal or substantial amendment of the Jones Act; escalation of insurance costs, catastrophic losses and other liabilities; the arrest of our vessels by maritime claimants; severe weather and natural disasters; our inability to exercise our purchase options for our chartered vessels; the aging of our vessels; unexpected substantial drydocking costs for our vessels; the loss of our key management personnel; actions by our significant stockholders; changes in tax laws, an adverse tax audit and other tax matters; and legal or other proceedings to which we are or may become subject.

 

In light of these risks and uncertainties, expected results or other anticipated events or circumstances discussed in this press release might not occur. We undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

CONTACT: Media Contact: Michael Avara of Horizon Lines, Inc., 704-973-7000, mavara@horizonlines.com

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