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): September 10, 2015

YRC Worldwide Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-12255	48-0948788
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10990 Roe Avenue

Overland Park, Kansas 66211

(Address of principal executive office) (Zip Code)

(913) 696-6100

(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 (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 7.01. Regulation FD Disclosure.

YRC Worldwide Inc. will deliver a presentation at the Cowen and Company 8^th Annual Global Transportation Conference (“Cowen Conference”) on Thursday, September 10, 2015. A copy of the slide show presentation to be presented is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	YRC Worldwide Inc. Cowen Conference Presentation

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 thereunto duly authorized.

YRC WORLDWIDE INC.
By:	/s/ Stephanie D. Fisher
	Stephanie D. Fisher
	Vice President and Controller

Date: September 10, 2015

EX-99.1

YRC Worldwide Inc.

Cowen Conference

September 10, 2015

1

Exhibit 99.1

Disclaimer

Disclaimer

2

This presentation includes the presentation of Adjusted EBITDA, a non-GAAP financial measure. Adjusted EBITDA is not a measure of financial

performance in accordance with generally accepted accounting principles and may exclude items that are significant in understanding and assessing

our financial results. Therefore, this measure should not be considered in isolation or as an alternative to net income from operations, cash flows from

operations, earnings per fully-diluted share or other measures of profitability, liquidity or performance under generally accepted accounting principles.

You should be aware that this presentation of Adjusted EBITDA may not be comparable to similarly-titled measures used by other companies. A

reconciliation of this measure to the most comparable measures presented in accordance with generally accepted accounting principles has been

included in this presentation.

The information in this presentation is summary in nature and may not contain all information that is important to you. The Recipient acknowledges

and agrees that (i) no representation or warranty regarding the material contained in this presentation is made by YRC Worldwide Inc. (the “Company”

or “we”) or any of its affiliates and (ii) that the Company and its affiliates have no obligation to update or supplement this presentation or otherwise

provide additional information.  This presentation is for discussion and reference purposes only and does not constitute an offer to sell or the

solicitation of an offer to buy any securities or other property.  

This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the

Securities Exchange Act of 1934. Forward-looking statements relate to future events or future performance of the Company and include statements

about the Company’s expectations or forecasts for future periods and events. Specific forward-looking statements can be identified by the fact that

they do not relate strictly to historical or current facts and include, without limitation, words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,”

“believe,” “estimate,” “predict,” “potential” or “continue,” the negative of such terms or other comparable terminology.  We disclaim any obligation to

update those statements, except as applicable law may require us to do so, and we caution you not to rely unduly on them. We have based those

forward-looking statements on our current expectations and assumptions about future events, and while our management considers those

expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks,

contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. Therefore, actual results may differ

materially and adversely from those expressed in any forward-looking statements.  Factors that might cause or contribute to such differences include,

but are not limited to, those we discuss in the “Risk Factors” section of our Annual Report on Form 10-K and in other reports we file with the Securities

and Exchange Commission.

YRC Worldwide is one of the largest less-than-truckload (LTL) carriers in

North America and generates approximately $5B of revenue by

providing services under a portfolio of four subsidiaries

Approximately 24% of the public carrier market share by tonnage

Providing the broadest coverage and more service capability

throughout North America than any competitor

3

Introduction

YRC Freight and Regional Transportation

YRC Freight and Regional Transportation

Formed by the combination of Yellow Transportation

and Roadway Express

–

Roadway acquired in 2003 and integrated in 2009

Branded as YRC Freight in early 2012

Focused on longer-haul LTL shipping

Three distinct carriers serving separate regions

–

Holland, Reddaway and New Penn

–

Well established brands with long histories

Focused on next-day and time-sensitive services

YRC Freight

YRC Regional

4

YRC Freight

Metric

LTM revenue

$3.2 billion

LTM Adj. EBITDA

$167 million

# of Customers

~128,000

# of Terminals

259

Average Length of Haul

1,300 miles

Average Weight

1,000 lbs

Average Transit

3-4 days

YRC Regional

Metric

LTM revenue

$1.8 billion

LTM Adj. EBITDA

$159 million

# of Customers

~266,000

# of Terminals

125

Average Length of Haul

400 miles

Average Weight

1,300 lbs

Average Transit

> 90% in 2 days or less

Diversified Customer Base

Diversified Customer Base

Long-standing and stable relationships with a large, diversified base of customers

–

Customers range from Fortune 1000 global corporations to small, privately-held businesses

–

Top 5 customers account for ~10% of total revenue

Recognized by customers as leading operator

–

Recently received Wal-Mart’s “2014 National LTL Carrier of the Year” award for outstanding service

•

Received this award in 3 of the last 5 years

Diversified Customer Base

5

Largest LTL Operator in North America

Largest LTL Operator in North America

Market share stability

24% market share by tonnage (public LTL

carriers only)

YRC Freight and YRC Regional’s combined

networks cover all 50 states, Puerto Rico,

Canada and Mexico

–

Broad footprint with service to over

250,000 customers

Scale is important for an LTL operator given

the large “hub and spoke” network

infrastructure required and the significant

operating leverage associated with the

business model’s fixed costs

Historical market share by tonnage based upon publicly traded LTL carriers only.

Market share by tonnage reflects Q2 2015 data.

6

24%

25%

24%

25%

23%

24%

0%

5%

10%

15%

20%

25%

30%

Historical Market Share

2.3%

5.6%

6.2%

9.1%

13.1%

16.2%

23.7%

23.7%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

Market Share by Tonnage (Public LTL

Carriers Only)

YOY Revenue per Shipment and Revenue per cwt

YOY Revenue per Shipment and Revenue per cwt

Both

segments

experiencing

positive

pricing

growth

driven

by

a

focused

effort

on improving yield and further supported by a favorable industry pricing environment

Note: Percent change calculation based on unrounded figures and not the rounded figures presented

7

+6.4%

+9.8%

+6.5%

+5.2%

$9.75

$10.26

$9.40

$9.60

$9.80

$10.00

$10.20

$10.40

2Q14

2Q15

Regional Revenue per cwt (x-FSC)

$19.45

$20.70

$18.50

$19.00

$19.50

$20.00

$20.50

$21.00

2Q14

2Q15

YRCF Revenue per cwt (x-FSC)

$143

$152

$135

$140

$145

$150

$155

2Q14

2Q15

Regional Revenue per Shipment

(x-FSC)

$228

$250

$210

$220

$230

$240

$250

$260

2Q14

2Q15

YRCF Revenue per Shipment

(x-FSC)

YOY Volume

YOY Volume

Note: Percent change calculation based on unrounded figures and not the rounded figures presented

8

-9.1%

-6.2%

-4.7%

-3.5%

48.35

43.95

35.00

40.00

45.00

50.00

2Q14

2Q15

YRC Freight Shipments per Day

44.91

42.82

35.00

40.00

45.00

50.00

2Q14

2Q15

Regional Shipments per Day

28.29

26.53

25.00

27.00

29.00

2Q14

2Q15

YRC Freight Tonnage per Day

32.86

31.71

26.00

28.00

30.00

32.00

34.00

2Q14

2Q15

Regional Tonnage per Day

YoY

decrease at YRCF due to shift away from minimum charge and

lighter shipments and toward higher yielding business

YOY decrease at the Regionals

is primarily due to efforts to better manage capacity and service performance

$147.0

$159.2

$140.0

$145.0

$150.0

$155.0

$160.0

$165.0

2Q14

2Q15

Regional LTM Adjusted EBITDA

$59.4

$167.2

$.0

$50.0

$100.0

$150.0

$200.0

2Q14

2Q15

YRCF LTM Adjusted EBITDA

$21.5

$53.1

$.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

2Q14

2Q15

YRCF 2Q Adjusted EBITDA

$42.1

$56.6

$.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

2Q14

2Q15

Regional 2Q Adjusted EBITDA

Segment Adjusted EBITDA

Segment Adjusted EBITDA

($ in millions)

9

YRC Freight improvement driven by increased yield, partially offset by lower volume and lower productivity

Regional performance driven by increased yield, partially offset by

decreased volumes, lower productivity and higher equipment lease costs

Note: Percent change calculation based on unrounded figures and not the rounded figures presented

+147.0%

+181.4%

+34.4%

+8.3%

YRCW Adjusted EBITDA

YRCW Adjusted EBITDA

($ in millions)

10

Improved EBITDA and margin growth due to yield growth and strong base pricing environment, partially

offset by lower volume, lower productivity, and higher equipment lease costs

Highest LTM EBITDA since 2008

Note: Percent change calculation based on unrounded figures and not the rounded figures presented

+$46.4M

+120.3M

+250bps

+390bps

4.1%

6.6%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

2Q14

2Q15

LTM Adjusted EBITDA Margin

$206.5

$326.8

$.0

$50.0

$100.0

$150.0

$200.0

$250.0

$300.0

$350.0

2Q14

2Q15

LTM Adjusted EBITDA

4.8%

8.7%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

2Q14

2Q15

2Q Adjusted EBITDA Margin

$63.0

$109.4

$.0

$20.0

$40.0

$60.0

$80.0

$100.0

$120.0

2Q14

2Q15

2Q Adjusted EBITDA

Leverage Ratio

Leverage Ratio

11

Steady progress every year since 2010

–

Lowest implied leverage in 8 years

–

Standard

&

Poor’s

increased

YRCW’s

credit

rating

to

B-

from

CCC+

in

August

2015

YRCW is on much stronger footing as a result of reduced debt and increased earnings

Note: Funded debt balances based on par value

3.6x reduction

since 2010

11.9x

8.5x

5.8x

5.3x

4.6x

3.9x

3.3x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

2010

2011

2012

2013

2014

LTM

1Q15

LTM

2Q15

Funded Debt / Adjusted EBITDA

12.4%

8.3%

4.5%

2.2%

2.7%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

Industry ex YRCW

YRC Regional

YRC Freight

LTM 2Q15 EBITDA Margin

Opportunity for EBITDA Margin Growth

Opportunity for EBITDA Margin Growth

12

Today, despite YoY improvement, YRC Freight’s

EBITDA margin still lags the industry

–

2Q15

= 5.9%

–

LTM 2Q15

= 4.5%

YRC Regionals while better still lag the industry

on a current basis as well

–

2Q15

= 11.8%

–

LTM 2Q15

= 8.3%

Significant opportunity for both segments to

achieve margin improvements

–

Assuming current market performance of an OR of

91 to 93, the long-term EBITDA margin segment

goals are as follows:

YRCF

= 7.2% (equivalent to an OR of 95 –

96)

Regional

= 10.5% (equivalent to an OR of 93 –

94)

Note: For comparison purposes, EBITDA for all companies is defined as Operating Income, excluding gains or losses from property sales, plus Depreciation and Amortization.  EBITDA used to calculate

EBITDA margin for YRCW above differs from the credit agreement definition of Consolidated Adjusted EBITDA.

10.5%

7.2%

2Q15

YRC Freight

YRC Regional

Revenue

795.2

$           

463.2

$           

EBITDA

45.8

55.8

(Gains) / losses on property sales

0.8

(1.3)

EBITDA less (gains) / losses on property sales

46.6

$            

54.5

$            

EBITDA margin, less (gains) / losses on property sales

5.9%

11.8%

LTM 2Q15

YRC Freight

YRC Regional

Revenue

3,171.3

$        

1,813.9

$        

EBITDA

151.6

146.3

(Gains) / losses on property sales

(8.4)

3.6

EBITDA less (gains) / losses on property sales

143.2

$           

149.9

$           

EBITDA margin, less (gains) / losses on property sales

4.5%

8.3%

Re-investment in the Business

Re-investment in the Business

13

After several years of curtailing investment in the business,

capital spending has resumed

Fleet replenishment through operating leases beginning in 2013

Increased leasing activity due to greater financing options

resulting from the Company’s improved financial condition

Acquired 44 dimensioners

since 2014.  Dimensioning technology

is used to better cost, price and plan freight loading and flow

For

the

LTM

2Q15,

the

CapEx

Equivalent

(CapEx

plus

the

Capital Value of Leases) was 4.2% of revenue.   This brings the

Company more in line with the industry standard of 4% to 5%

YRCW’s goal is to more aggressively replenish the fleet through

a combined approach of purchasing and leasing new tractors

and trailers 

YRCW is also focusing on additional technology investments

–

In-cab collision detection systems to enhance safety

–

Tablets for dock supervisors to more efficiently manage

dock operations

–

Logistical planning technology to improve driver efficiencies

–

Further roll-out of dimensioning technology

$19

$72

$66

$67

$69

$79

$87

$8

$70

$72

$100

$126

$19

$72

$75

$137

$142

$179

$213

$-

$50

$100

$150

$200

$250

2010

2011

2012

2013

2014

LTM 1Q15

LTM 2Q15

CapEx Equivalent

CapEx

Capital Value of Leases

0.4%

1.5%

1.5%

2.8%

2.8%

3.5%

4.2%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

2010

2011

2012

2013

2014

LTM 1Q15

LTM 2Q15

CapEx Equivalent -

as a % Revenue

Safety

o

Additional field safety trainers and the deployment

of in-cab technology that includes adaptive cruise

control, stability control and lane departure

warning

o

“Journey to One” will drive behavior toward world

class safety results through technology, training,

communication and compliance

YRC Freight 2015 Initiatives

YRC Freight 2015 Initiatives

14

Efficiency

o

In our 23 distribution centers, we have process

improvement teams in place that are streamlining

standard work to eliminate waste

o

Productivity and quality lift through bottom-up

engagement of the workforce, clarifying and

closing the cultural gaps that have existed since

integration, and continuous improvement toward

positive discretionary effort

Service

o

Driver recruiting, hiring and training through

military partnership, dock to drive program, and

centralized driver recruiting department

o

Constancy of purpose on the YRC Freight service

cycle, network optimization and upgraded linehaul

systems

Everyone Sells

o

Right price, right lanes through clear customer

communication and pricing technology that drives

network beneficial tonnage while protecting yield

progression

o

Yield progression and volume growth and

retention through sales process discipline

15

Strong

Industry

Position

Stable Capital

Structure

Diversified

Business

Model

National

Footprint /

Tremendous

Asset Base

Experienced

Management

Team

Turnaround

Still Has Legs

Via Margin

Expansion

YRCW –

Investment Thesis

Appendix

16

EBITDA Reconciliation –

Consolidated

EBITDA Reconciliation –

Consolidated

17

(a) As required under our Term Loan Agreement, other, net, shown above consists of the impact of certain items to be included in Adjusted EBITDA under our Term Loan Agreement.

YRCW Consolidated

2Q15

2Q14

LTM 2Q15

LTM 2Q14

Reconciliation of net loss to adjusted EBITDA:

Net income (loss)

26.0

$           

(4.9)

$             

11.8

$           

(119.0)

$        

Interest expense, net

27.9

31.6

115.0

172.4

Income tax expense (benefit)

2.3

(7.9)

(0.4)

(43.4)

Depreciation and amortization

41.3

41.0

164.5

167.2

EBITDA

97.5

59.8

290.9

177.2

Adjustments for debt covenants:

Losses (gain) on property disposals, net

(0.7)

(6.5)

(5.0)

(5.3)

Letter of credit expense

2.2

2.1

9.2

23.5

Restructuring professional fees

-

-

3.1

10.2

Nonrecurring consulting fees

3.0

-

5.9

-

Permitted dispositions and other

0.1

-

1.9

2.1

Equity based compensation expense

3.2

2.5

8.9

10.9

Amortization of ratification bonus

4.6

5.2

20.2

5.2

(Gain) loss on extinguishment of debt

-

-

0.6

(11.2)

   Other, net (a)

(0.5)

(0.1)

(8.9)

(6.0)

Adjusted EBITDA

109.4

$         

63.0

$           

326.8

$         

206.5

$         

Revenue

1,258.4

$      

1,317.6

$      

4,985.1

$      

4,988.9

$      

Adjusted EBITDA Margin

8.7%

4.8%

6.6%

4.1%

EBITDA Reconciliation –

Segment

EBITDA Reconciliation –

Segment

18

(b) As required under our Term Loan, other nonoperating, net, shown above does not include the impact of non-cash foreign currency gains or losses.

YRC Freight segment

2Q15

2Q14

1H15

1H14

LTM 2Q15

LTM 2Q14

Reconciliation of operating income (loss) to adjusted EBITDA:

Operating income (loss)

22.5

$          

(0.3)

$           

22.7

$          

(32.8)

$         

56.0

$          

(57.9)

$         

Depreciation and amortization

23.3

24.9

47.2

49.6

95.6

102.8

EBITDA

45.8

24.6

69.9

16.8

151.6

44.9

Adjustments for debt covenants:

(Gains) loss on property disposals, net

0.8

(6.7)

0.6

(6.9)

(8.4)

(6.4)

Letter of credit expense

1.5

1.4

3.0

5.0

6.3

16.2

Nonrecurring consulting fees

3.0

-

5.9

-

5.9

-

Amortization of ratification bonus

3.0

3.3

6.3

3.3

13.0

3.3

Other nonoperating, net (b)

(1.0)

(1.1)

(0.5)

(0.4)

(1.2)

1.4

Adjusted EBITDA

53.1

$          

21.5

$          

85.2

$          

17.8

$          

167.2

$        

59.4

$          

Regional Transportation segment

2Q15

2Q14

1H15

1H14

LTM 2Q15

LTM 2Q14

Reconciliation of operating income to adjusted EBITDA:

Operating income

37.7

$          

23.2

$          

42.3

$          

31.1

$          

77.3

$          

73.8

$          

Depreciation and amortization

18.1

16.2

35.8

32.6

69.0

64.6

EBITDA

55.8

39.4

78.1

63.7

146.3

138.4

Adjustments for debt covenants:

Losses on property disposals, net

(1.3)

0.2

0.2

0.6

3.6

1.1

Letter of credit expense

0.5

0.6

1.0

1.8

2.1

5.6

Amortization of ratification bonus

1.6

1.9

3.5

1.9

7.2

1.9

Adjusted EBITDA

56.6

$          

42.1

$          

82.8

$          

68.0

$          

159.2

$        

147.0

$