-----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, KBxwehPDA4zn7erENYZzIS/d7V+ttk1FoYCgLYAWlbn7nZCWKpSqLWK+NXfx5tAJ FUgDXWrtMPY0eOekhEH+YA== 0001157523-05-003893.txt : 20050427 0001157523-05-003893.hdr.sgml : 20050427 20050427145905 ACCESSION NUMBER: 0001157523-05-003893 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050427 DATE AS OF CHANGE: 20050427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL SHIPHOLDING CORP CENTRAL INDEX KEY: 0000278041 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 362989662 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10852 FILM NUMBER: 05776070 BUSINESS ADDRESS: STREET 1: 650 POYDRAS ST STE 1700 CITY: NEW ORLEANS STATE: LA ZIP: 70130 BUSINESS PHONE: 5045295470 8-K 1 a4874653.txt INTERNATIONAL SHIPHOLDING CORPORATION 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 April 27, 2005 ------------------------------------------------- Date of Report (Date of Earliest Event Reported) Commission file number - 2-63322 -------------------------------- INTERNATIONAL SHIPHOLDING CORPORATION ------------------------------------- (Exact name of registrant as specified in its charter) Delaware 36-2989662 - -------------------------------- --------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation or organization) 650 Poydras Street New Orleans, Louisiana 70130 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (504) 529-5461 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) 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 [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Item 2.02. Results of Operations and Financial Condition. On April 27, 2005, International Shipholding Corporation issued a press release reporting its financial results for the first quarter of 2005. A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (c) Exhibit Exhibit Number Document -------------- ---------------------------------- 99.1 Press Release dated April 27, 2005 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. INTERNATIONAL SHIPHOLDING CORPORATION /s/ Gary L. Ferguson __________________________________________ Gary L. Ferguson Vice President and Chief Financial Officer Date April 27, 2005 ------------------ EX-99.1 2 a4874653ex991.txt INTERNATIONAL SHIPHOLDING EXHIBIT 99.1 Exhibit 99.1 International Shipholding Corporation Reports First Quarter Results NEW ORLEANS--(BUSINESS WIRE)--April 27, 2005--International Shipholding Corporation (NYSE:ISH) today reported results for the quarter ended March 31, 2005. Net income for the first quarter of 2005 was $4.093 million as compared to $2.897 million for the first quarter of 2004. Net income available to common stockholders for the first quarter of 2005 was $3.526 million after preferred stock dividends on the Company's recently completed preferred stock issue as discussed below. Improvement in the current quarter resulted in part from an increase in net income from our investments in unconsolidated entities. The increase stemmed from our share of a gain on the sale of a cement carrier vessel which before tax was $1.225 million. Additionally, the current quarter reflects positive results from the operation of two used container vessels which, as previously reported, were purchased during December 2004. The aforementioned improvements were partially offset by lower results from our U.S. flag LASH liner service. Although cargo volumes remain strong in this service, the results were negatively impacted by higher operating expenses primarily attributable to increased fuel costs. Depreciation expense was higher in the first quarter of 2005 as a result of the aforementioned acquisition of two used container vessels made during the fourth quarter of 2004. Administrative and general expenses were higher in the current quarter primarily due to normal wage and benefit increases and higher legal fees. In the first quarter of 2004, we experienced a loss of $623,000 on the sale of marketable securities as a result of our decision to redirect the management of our captive insurance company's investment portfolio. We previously reported that in December 2004 we made an election under the Jobs Creation Act ("Act") to have our U.S. flag operations (other than those of two ineligible vessels used exclusively in United States coastwise commerce) taxed under the new "tonnage tax" regime. As a result of that election, and benefits provided to our foreign operations under the Act, our effective tax rate on earnings before equity in net income of unconsolidated entities is 13.5% in the first quarter of 2005 as compared to 37% in the comparable quarter of 2004. The first quarter of 2005 includes dividends on preferred stock. On January 6, 2005, we announced the completion of our public offering of $40 million of 6% Convertible Exchangeable Preferred Stock. The preferred stock, which has a liquidation preference of $50 per share, accrues cumulative quarterly cash dividends from the date of issuance at a rate of 6% per annum. The preferred stock is initially convertible into two million shares of our common stock, equivalent to an initial conversion price of $20.00 per share of our common stock and reflecting a 34% conversion premium to the $14.90 per share closing price of our common stock on the New York Stock Exchange on December 29, 2004. Certain statements made in this release on our behalf that are not based on historical facts are intended to be forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on assumptions about future events and are therefore subject to risks and uncertainties. We caution readers that certain important factors have affected and may affect in the future our actual consolidated results of operations and may cause future results to differ materially from those expressed in or implied by any forward-looking statements made in this release on our behalf. A description of certain of these important factors is contained in our Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2004. The common stock of International Shipholding Corporation is traded on the New York Stock Exchange with the symbol ISH. The Company's preferred stock is traded on the NYSE with the symbol "ISH Pr". Unaudited results for the period indicated along with prior year results are (in thousands except share and per share data): Three Months Ended March 31, March 31, 2005 2004 ----------- ----------- Revenues $ 69,788 $ 65,843 Operating Expenses: Voyage Expenses 55,348 51,470 Vessel and Barge Depreciation 5,612 4,627 ----------- ----------- Gross Voyage Profit 8,828 9,746 ----------- ----------- Administrative and General Expenses 4,389 3,851 (Gain) Loss on Sale of Other Assets (31) 7 ----------- ----------- Operating Income 4,470 5,888 ----------- ----------- Interest and Other: Interest Expense 2,543 2,722 Loss on Sale of Investment - 623 Investment Income (285) (168) Loss on Early Extinguishment of Debt - 31 ----------- ----------- 2,258 3,208 ----------- ----------- Income Before Provision for Income Taxes and Equity in Net Income of Unconsolidated Entities 2,212 2,680 ----------- ----------- Provision for Income Taxes 298 995 ----------- ----------- Equity in Net Income of Unconsolidated Entities (Net of Applicable Taxes) 2,179 1,212 ----------- ----------- Net Income $ 4,093 $ 2,897 =========== =========== Preferred Stock Dividends 567 - ----------- ----------- Net Income Available to Common Stockholders $ 3,526 $ 2,897 =========== =========== Basic and Diluted Earnings Per Common Share: Net Income Available to Common Stockholders $ 0.58 $ 0.48 =========== =========== Weighted Average Shares of Common Stock Outstanding: Basic 6,082,887 6,082,887 Diluted 6,111,906 6,092,666 CONTACT: International Shipholding Corporation Erik F. Johnsen, 504-529-5461 or Niels M. Johnsen, 212-943-4141 -----END PRIVACY-ENHANCED MESSAGE-----