-----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, CO0IPsGyk4srcMJ0rBjRigLFp3F/W4VpnYfmrl+8XzpUxU6mQmFB+y0KhEsgIz8S JaaLNfj0RPJEnvvc1dzZTg== 0000023675-04-000008.txt : 20040420 0000023675-04-000008.hdr.sgml : 20040420 20040419175221 ACCESSION NUMBER: 0000023675-04-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040331 ITEM INFORMATION: FILED AS OF DATE: 20040420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CNF INC CENTRAL INDEX KEY: 0000023675 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 941444798 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05046 FILM NUMBER: 04741400 BUSINESS ADDRESS: STREET 1: 3240 HILLVIEW AVE CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 6504942900 MAIL ADDRESS: STREET 1: 1717 NW 21ST AVE CITY: PORTLAND STATE: OR ZIP: 97209 FORMER COMPANY: FORMER CONFORMED NAME: CNF TRANSPORTATION INC DATE OF NAME CHANGE: 19970509 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED FREIGHTWAYS INC DATE OF NAME CHANGE: 19920703 8-K 1 cnf038k.txt PAGE 1 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 April 19, 2004 ------------------------------------------------ Date of Report (Date of earliest event reported) CNF Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 ---------- ------ ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation or Number) organization) 3240 Hillview Avenue, Palo Alto, California 94304 --------------------------------------------------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (650) 494-2900 ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 19, 2004, CNF Inc. issued the press release attached hereto, which is being furnished to the U.S. Securities and Exchange Commission. 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. CNF Inc. ------------ (Registrant) April 19, 2004 /s/Chutta Ratnathicam ----------------------- Chutta Ratnathicam Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99 Earnings release issued on April 19, 2004. EX-99 3 q104pl.txt EXHIBIT 99 CNF 3240 HILLVIEW AVENUE, PALO ALTO, CA 94304-1297 (650) 494-2900 NEWS RELEASE Contacts: Investors - Patrick Fossenier (650) 813-5353 Media -- Nancy Colvert (650) 813-5336 CNF INC. REPORTS 53 PERCENT INCREASE IN NET INCOME FOR COMMON SHAREHOLDERS IN FIRST QUARTER OF 2004 PALO ALTO, Calif. - April 19, 2004 -- CNF Inc. (NYSE:CNF) today reported first-quarter net income for common shareholders of $24.4 million, or 45 cents per diluted share, up 53 percent from the first quarter of 2003. Net income for common shareholders in the first quarter of 2003 was $15.9 million, or 30 cents per diluted share, and included a $4.4 million after-tax net gain (8 cents per diluted share) from a payment under the Air Transportation Safety and System Stabilization Act. Operating income for the first quarter of 2004 was $52.7 million, up 28 percent from $41.0 million in the same quarter a year ago, which included the payment noted above. Revenue for the first quarter of 2004 was $1.35 billion, an increase of 12 percent from $1.21 billion in first-quarter 2003. CNF's effective tax rate was 39 percent in both periods. "With the operating leverage and strong productivity of our operating units, the improving U.S. economy is evident in our bottom line," said CNF President and Chief Executive Officer Gregory L. Quesnel. "Con-Way's operating income rose 37 percent from the first quarter of 2003 on revenue growth of 14 percent. Menlo Worldwide's forwarding and logistics units also produced improved operating results. We're pleased that the forwarding unit continued its double-digit international revenue growth and that North American air freight revenue increased slightly for the first time in more than three years." Con-Way Transportation Services For the first quarter, Con-Way Transportation Services reported: - operating income of $51.1 million, up 37 percent from $37.2 million in the year-ago period. - revenue of $593.8 million, an increase of 14 percent from last year's first-quarter revenue of $519.1 million, - regional carrier weight per day that was 11 percent higher than the prior-year period. Menlo Worldwide For the first quarter of 2004, Menlo Worldwide reported: - operating income of $2.5 million compared with operating income of $3.6 million in the year-ago period, which included the $7.2 million (pre-tax) net gain from the payment under the Air Transportation Safety and System Stabilization Act, - revenue of $754.3 million, up 10 percent from $687.1 million in the first quarter of 2003. For the first quarter of 2004, Menlo Worldwide Forwarding reported: - an operating loss of $6.4 million compared with an operating loss of $5.4 million in the year-ago period, which included the $7.2 million (pre-tax) net gain from the payment noted above, - revenue of $501.5 million, up 13 percent from $445.6 million a year ago, - North American air freight revenue per day rose 1 percent on a 7 percent increase in weight per day, - international air freight revenue per day grew 15 percent on a weight-per-day increase of 20 percent. For the first quarter of 2004, Menlo Worldwide Logistics reported: - operating income of $6.5 million, up 8 percent from operating income of $6.0 million a year ago, - revenue of $252.8 million, up 5 percent from $241.5 million in the prior-year period. For the first quarter of 2004, activities at Menlo Worldwide Other, which consists of the results of Vector SCM, reported operating income of $2.4 million compared with operating income of $3.0 million in the first quarter of 2003. Vector's new contract with General Motors provides for a management fee with any additional amounts dependent on Vector's ability to help GM attain its annual cost reduction targets. Any additional amounts will therefore not be recognized until earned later in the year. Other CNF's "Other" operations, which include the results of Road Systems and corporate activities, reported an operating loss of $852,000 in the first quarter due to a property sale. Outlook Second-quarter diluted earnings per share from continuing operations are expected to be between 52 cents and 60 cents. Conference Call CNF will host a conference call for shareholders and the investment community to discuss first-quarter results at 10:00 a.m. Eastern time (7:00 a.m. Pacific) on Tuesday, April 20. The call can be accessed by dialing (888) 423-3281 or (612) 332-0228 (for international callers only) and is expected to last approximately one hour. Callers are requested to dial in at least five minutes before the start of the call. Related financial and operating statistics to be discussed on the conference call are available on the company's web site at www.cnf.com/investor_relations/fin_hilight.asp. The call will also be available through a live webcast at the investor relations section of the CNF web site at www.cnf.com and at www.streetevents.com. An audio replay will be available for one week following the call at (800) 475-6701, access code 723137. The replay will also be available for one week on demand at the web sites providing access to the live call. CNF (NYSE:CNF) is a $5.1 billion management company of global supply chain services with businesses in regional trucking, air freight, ocean freight, customs brokerage, global logistics management and trailer manufacturing. The company is headquartered in Palo Alto, Calif. # # # Forward-Looking Statements Certain statements in this press release constitute "forward- looking statements" and are subject to a number of risks and uncertainties and should not be relied upon as predictions of future events. All statements other than statements of historical fact are forward-looking statements, including any projections and objectives of management for future operations, any statements regarding contributions to pension plans, any statements as to the adequacy of reserves, any statements regarding the possible outcome of claims brought against CNF, any statements regarding future economic conditions or performance, any statements of estimates or belief and any statements or assumptions underlying the foregoing. Specific factors that could cause actual results and other matters to differ materially from those discussed in such forward-looking statements include: changes in general business and economic conditions, the creditworthiness of CNF's customers and their ability to pay for services rendered, increasing competition and pricing pressure, changes in fuel prices, the effects of the cessation of the air carrier operations of Emery Worldwide Airlines, the possibility of additional unusual charges and other costs and expenses related to Menlo Worldwide's forwarding operations, the possibility that CNF may, from time to time, be required to record impairment charges for goodwill and other long-lived assets, the possibility of defaults under CNF's $385 million credit agreement and other debt instruments (including defaults resulting from additional unusual charges), and the possibility that CNF may be required to repay certain indebtedness in the event that the ratings assigned to its long-term senior debt by credit rating agencies are reduced, labor matters, enforcement of and changes in governmental regulations, environmental and tax matters, the February 2000 crash of an EWA aircraft and related litigation, matters relating to CNF's 1996 spin-off of Consolidated Freightways Corporation (CFC), including the possibility that CFC's multi-employer pension plans may assert claims against CNF, and matters relating to CNF's defined benefit pension plans. The factors included herein and in Item 7 of CNF's 2003 Annual Report on Form 10-K as well as other filings with the Securities and Exchange Commission could cause actual results and other matters to differ materially from those in such forward- looking statements. As a result, no assurance can be given as to future financial condition, cash flows, or results of operations. CNF INC. STATEMENTS OF CONSOLIDATED INCOME (Dollars in thousands except per share amounts) Three Months Ended March 31, ---------------------------- 2004 2003 ----------- ----------- REVENUES $1,348,405 $1,206,241 Costs and Expenses Operating expenses 1,138,504 1,013,671 Selling, general and administrative expenses 125,074 118,290 Depreciation 32,085 33,232 ----------- ----------- 1,295,663 1,165,193 ----------- ----------- OPERATING INCOME 52,742 41,048 [b] Other expense, net (9,416) (11,613) ----------- ----------- Income before Taxes 43,326 29,435 Income Tax Provision 16,897 11,480 ----------- ----------- Net Income 26,429 17,955 Preferred Stock Dividends 2,022 2,026 ----------- ----------- NET INCOME AVAILABLE TO COMMON SHAREHOLDERS $24,407 $15,929 =========== =========== Weighted-Average Common Shares Outstanding Basic 49,835,663 49,396,071 Diluted [a] 57,125,185 53,652,665 Earnings Per Common Share Basic $0.49 $0.32 =========== =========== Diluted $0.45 $0.30 =========== =========== OPERATING SEGMENTS REVENUES Con-Way Transportation Services $593,844 $519,108 Menlo Worldwide Forwarding 501,517 445,622 Logistics 252,790 241,502 ----------- ----------- 754,307 687,124 CNF Other 254 9 ----------- ----------- $1,348,405 $1,206,241 =========== =========== OPERATING INCOME (LOSS) Con-Way Transportation Services $51,105 $37,192 Menlo Worldwide Forwarding (6,409) (5,431) [b] Logistics 6,506 6,036 Other 2,392 2,976 ----------- ----------- 2,489 3,581 CNF Other (852) 275 ----------- ----------- $52,742 $41,048 =========== =========== [a] 2004 includes the dilutive effect of stock options, Series B ("TASP") preferred stock, and convertible debentures. 2003 includes the dilutive effect of stock options and Series B ("TASP") preferred stock. [b] Includes a $7.2 million net gain ($0.08 per diluted share) from a payment under the Air Transportation Safety and System Stabilization Act. CNF INC. CONDENSED BALANCE SHEETS (Dollars in thousands) March 31, December 31, 2004 2003 ----------- ----------- ASSETS Current assets $1,404,193 $1,316,695 Property, plant and equipment, net 975,586 997,455 Other assets 435,156 439,584 ----------- ----------- Total Assets $2,814,935 $2,753,734 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities $844,802 $809,611 Long-term debt, guarantees and capital leases 651,272 665,180 Other long-term liabilities and deferred credits 467,378 460,135 Shareholders' equity 851,483 818,808 ----------- ----------- Total Liabilities and Shareholders' Equity $2,814,935 $2,753,734 =========== =========== Reflects adoption of FASB Interpretation No. 46 ("FIN 46R") effective in the first quarter of 2004, under which CNF deconsolidated a subsidiary trust holding Term Convertible Securities ("TECONS"). As a result, CNF's TECONS are no longer reported as a mezzanine security while CNF's convertible subordinated debentures held by the subsidiary trust are reported as long-term debt. The prior period was restated. -----END PRIVACY-ENHANCED MESSAGE-----