-----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, NfHw+rKAdySpLREo48eWeF2qsGXI4StLbJmEudHmCRz8OpIAncEUzCsTvgCL9qbq OdCUxSwFb6XTm7oYBBscVQ== 0000912057-96-017278.txt : 19960814 0000912057-96-017278.hdr.sgml : 19960814 ACCESSION NUMBER: 0000912057-96-017278 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960813 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARTEN TRANSPORT LTD CENTRAL INDEX KEY: 0000799167 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 391140809 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-15010 FILM NUMBER: 96609352 BUSINESS ADDRESS: STREET 1: 129 MARTEN ST CITY: MONDOVI STATE: WI ZIP: 54755 BUSINESS PHONE: 7159264216 MAIL ADDRESS: STREET 1: 3400 PLAZA VII STREET 2: 45 SOUTH SEVENTH ST CITY: MINNEAPOLIS STATE: MN ZIP: 55402 10-Q 1 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended: June 30, 1996 Commission File Number: 0-15010 MARTEN TRANSPORT, LTD. (Exact name of registrant as specified in its charter) Delaware 39-1140809 -------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 129 Marten Street, Mondovi, Wisconsin 54755 ------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 715-926-4216 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- The number of shares outstanding of the registrant's Common Stock, par value $.01 per share, was 2,944,616 as of June 30, 1996. PART I: FINANCIAL INFORMATION Item 1. Financial Statements MARTEN TRANSPORT, LTD. CONDENSED BALANCE SHEETS (In thousands, except share information) (Unaudited) June 30, December 31, 1996 1995 --------- ------------ ASSETS Current assets: Cash and cash equivalents . . . . . . . . $ 2,698 $ 3,330 Receivables . . . . . . . . . . . . . . . 18,204 17,463 Prepaid expenses. . . . . . . . . . . . . 5,983 5,949 Deferred income taxes . . . . . . . . . . 3,992 2,766 -------- -------- Total current assets. . . . . . . . . . 30,877 29,508 Property and equipment: Revenue equipment, building and land, office equipment, and other. . . . . . . 136,367 132,894 Accumulated depreciation . . . . . . . . (35,805) (39,261) -------- -------- Net property and equipment. . . . . . . . 100,562 93,633 -------- -------- TOTAL ASSETS . . . . . . . . . . . . $131,439 $123,141 -------- -------- -------- -------- LIABILITIES AND SHAREHOLDERS' INVESTMENT Current liabilities: Accounts payable and accrued liabilities. $ 10,810 $ 10,637 Insurance and claims accruals . . . . . . 13,879 11,794 Current maturities of long-term debt. . . 18,599 17,914 -------- -------- Total current liabilities . . . . . . . 43,288 40,345 Long-term debt, less current maturities . . 29,878 27,079 Deferred income taxes . . . . . . . . . . . 19,385 17,475 -------- -------- Total liabilities . . . . . . . . . . . 92,551 84,899 Shareholders' investment: Common stock, $.01 par value per share, 10,000,000 shares authorized, 2,944,616 and 2,941,616 shares issued and outstanding . . . . . . . . . . . . 29 29 Additional paid-in capital . . . . . . . 9,443 9,410 Retained earnings. . . . . . . . . . . . 29,416 28,803 -------- -------- Total shareholders' investment. . . . . . . . . . . . . . 38,888 38,242 -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT. . . . . . $131,439 $123,141 -------- -------- -------- -------- The accompanying notes are an integral part of these balance sheets. MARTEN TRANSPORT, LTD. CONDENSED STATEMENTS OF INCOME (In thousands, except per share amounts) (Unaudited) Three Months Six Months Ended June 30, Ended June 30, 1996 1995 1996 1995 ---- ---- ---- ---- OPERATING REVENUE. . . . . . . . . . $35,979 $34,827 $70,588 $66,788 OPERATING EXPENSES: Salaries, wages and benefits . . . 12,520 12,832 24,903 24,602 Purchased transportation . . . . . 4,617 2,484 8,620 4,087 Fuel and fuel taxes. . . . . . . . 6,662 6,283 12,787 12,007 Supplies and maintenance . . . . . 3,263 3,454 6,971 6,632 Depreciation . . . . . . . . . . . 3,945 3,641 7,782 7,159 Operating taxes and licenses . . . 826 661 1,610 1,375 Insurance and claims . . . . . . . 1,832 1,569 3,845 3,140 Communications and utilities . . . 422 412 868 808 Gain on disposition of revenue equipment . . . . . . . . . . . . (465) (442) (1,593) (1,483) Other. . . . . . . . . . . . . . . 995 1,250 2,111 2,468 ------- ------- ------- ------- Total operating expenses . . . . 34,617 32,144 67,904 60,795 ------- ------- ------- ------- OPERATING INCOME . . . . . . . . . . 1,362 2,683 2,684 5,993 OTHER EXPENSES (INCOME): Interest expense . . . . . . . . . 870 802 1,715 1,580 Interest income and other. . . . . (28) (117) (52) (136) ------- ------- ------- ------- INCOME BEFORE INCOME TAXES . . . . . 520 1,998 1,021 4,549 PROVISION FOR INCOME TAXES . . . . . 208 800 408 1,820 ------- ------- ------- ------- NET INCOME . . . . . . . . . . . . . $ 312 $ 1,198 $ 613 $ 2,729 ------- ------- ------- ------- ------- ------- ------- ------- NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE . . . . . . . . . $ 0.11 $ 0.40 $ 0.21 $ 0.92 ------- ------- ------- ------- ------- ------- ------- ------- Weighted average common and common equivalent shares outstanding. . . 2,964 2,967 2,963 2,966 ------- ------- ------- ------- ------- ------- ------- ------- The accompanying notes are an integral part of these statements. MARTEN TRANSPORT, LTD. CONDENSED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Six Months Ended June 30, 1996 1995 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Operations: Net income . . . . . . . . . . . . . . . . . $ 613 $ 2,729 Adjustments to reconcile net income to net cash flows from operating activities: Depreciation . . . . . . . . . . . . . . . 7,782 7,159 Gain on disposition of revenue equipment . . . . . . . . . . . . . . . . (1,593) (1,483) Deferred tax provision . . . . . . . . . . 684 1,348 Changes in other current operating items . . . . . . . . . . . . . 1,483 1,220 -------- -------- Net cash provided by operating activities. . . . . . . . . . 8,969 10,973 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Property additions: Revenue equipment, net . . . . . . . . . . . (12,846) (12,476) Building and land, office equipment, and other additions, net. . . . . . . . . . (272) (550) -------- -------- Net cash used for investing activities. . . . . . . . . . . . . . . (13,118) (13,026) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Issuance of common stock . . . . . . . . . . . 33 74 Long-term borrowings . . . . . . . . . . . . . 14,092 11,032 Repayment of long-term borrowings. . . . . . . (10,608) (8,836) -------- -------- Net cash provided by financing activities. . . . . . . . . . 3,517 2,270 -------- -------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS. . . . . . . . . . . . . . (632) 217 CASH AND CASH EQUIVALENTS: Beginning of period. . . . . . . . . . . . . . 3,330 3,129 -------- -------- End of period. . . . . . . . . . . . . . . . . $ 2,698 $ 3,346 -------- -------- -------- -------- CASH PAID (RECEIVED) FOR: Interest . . . . . . . . . . . . . . . . . . . $ 1,729 $ 1,551 -------- -------- -------- -------- Income taxes . . . . . . . . . . . . . . . . . $ (292) $ (645) -------- -------- -------- -------- The accompanying notes are an integral part of these statements. NOTES TO FINANCIAL STATEMENTS (Unaudited) (1) Financial Statements The accompanying unaudited condensed financial statements reflect, in the opinion of management, all adjustments considered necessary for a fair presentation of the Company's financial condition, results of operations, and cash flows as of June 30, 1996. The results of operations for any interim period are not necessarily indicative of results for the full year. The unaudited interim financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. (2) Stock Option Exercises Options were exercised for 3,000 shares and 11,666 shares of Company stock under the Company's stock option plans during the three months ended June 30, 1996 and June 30, 1995, respectively. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. RESULTS OF OPERATIONS Operating revenue for the second quarter of 1996 increased 3.3 percent over the same period of 1995. Operating revenue increased 5.7 percent for the first six months of 1996 over the same period last year. These increases were primarily the result of transporting additional freight, facilitated by a moderate increase in the size of the Company's fleet. Additionally, the Company implemented a temporary fuel surcharge in April, 1996, to offset an increase in the cost of diesel fuel. The fuel surcharge represented 1.1 percent of operating revenue in the second quarter of 1996. Operating revenue in 1996 has been adversely impacted by decreases in average freight rates and miles traveled per tractor, which the Company attributes to increased competition. Operating expenses for the second quarter of 1996 were 96.2 percent of operating revenue, compared with 92.3 percent for the same period in 1995. This ratio for the first six months of 1996 was 96.2 percent, compared with 91.0 percent for the first half of 1995. These ratios increased in 1996 due primarily to reduced equipment utilization and lower freight rates, causing operating expense increases to exceed revenue increases. Most expense categories increased in 1996 due to the transportation of additional freight and expansion of Marten's fleet. Purchased transportation expense increased in 1996 due to an increase in the number of independent contractor-owned vehicles. Use of additional independent contractors decreases salaries, wages and benefits expense and fuel and fuel tax expense relative to revenue, as these expenses are assumed by the independent contractors. An increase in the cost of diesel fuel negatively impacted fuel and fuel tax expense in 1996. Insurance and claims expense for the second quarter of 1996 represented 5.1 percent of revenue compared with 4.5 percent for the same period last year. This increase resulted in additional reserves for possible future claims. Interest expense for the three and six month periods ended June 30, 1996, increased 8.5 percent over the same periods in 1995. These increases were the result of additional long-term debt associated with purchases of new revenue equipment. The Company recorded net income of $312,000, or 11 cents per share for the second quarter of 1996. This compares with net income of $1,198,000, or 40 cents per share for the second quarter of 1995. For the six months ended June 30, 1996, net income was $613,000, or 21 cents per share, compared with $2,729,000, or 92 cents per share in 1995. These decreases can be attributed to lower average freight rates and equipment utilization. CAPITAL RESOURCES AND LIQUIDITY Marten continued to replace its fleet with new, more efficient revenue equipment in 1996. These expenditures were funded using cash flow from operations and long-term debt collateralized by the new equipment. The Company has historically operated effectively with a working capital deficit. This deficit is caused primarily by current maturities of long-term debt associated with revenue equipment purchases. Working capital requirements have been funded by Marten's operating profits, short turnover in accounts receivable and cash management practices. The working capital deficit at June 30, 1996, increased to $12.4 million, compared with $10.8 million at December 31, 1995. This increase was primarily due to additional accruals for insurance and claims expense. Short-term borrowings have not been and are not anticipated to be used to meet working capital needs. Management believes the Company's liquidity is adequate to meet expected near-term operating requirements. Marten has committed to purchase an additional $18 million of new revenue equipment, net of trade-in allowances, during the remainder of 1996. PART II. OTHER INFORMATION ITEM 1. Legal Proceedings: None ITEM 2. Change in Securities: None ITEM 3. Defaults Upon Senior Securities: None ITEM 4. Submission of Matters to a Vote of Security Holders: The annual meeting of stockholders of the Company was held on May 7, 1996. The following items were voted upon at the annual meeting: (a) Five incumbent directors were elected to serve a one-year term expiring at the annual meeting of stockholders to be held in 1997 with the following vote totals: Broker Nominee Votes For Votes Withheld Non-Votes ------- --------- -------------- --------- Randolph L. Marten 2,530,066 21,965 -0- Darrell D. Rubel 2,530,066 21,965 -0- Arnold P. Schultz 2,530,066 21,965 -0- Larry B. Hagness 2,530,066 21,965 -0- Thomas J. Winkel 2,530,066 21,965 -0- (b) The appointment of Arthur Andersen LLP as independent auditors of the Company for the fiscal year ending December 31, 1996, was approved by a vote of 2,525,341 shares in favor, 3,700 shares opposed, and 300 shares abstaining. ITEM 5. Other Information: None ITEM 6. Exhibits and Reports on Form 8-K: a) Exhibits: Item No. Item Method of Filing -------- ---- ---------------- 27.1 Financial Data Schedule . . . . . Filed herewith. b) Reports on Form 8-K: No reports on Form 8-K have been filed during the quarter ended June 30, 1996. SIGNATURE 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 thereto duly authorized. MARTEN TRANSPORT, LTD. (Registrant) Dated: August 13, 1996 By: /s/ Darrell D. Rubel --------------------------------------- Darrell D. Rubel Executive Vice President and Treasurer (Chief Financial Officer) MARTEN TRANSPORT, LTD. EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-Q For the Fiscal Quarter Ended June 30, 1996 Item No. Item Method of Filing -------- ---- ---------------- 27.1 Financial Data Schedule . . . . . Filed herewith. EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONDENSED STATEMENTS OF INCOME AND THE CONDENSED BALANCE SHEETS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS DEC-31-1996 JAN-01-1996 JUN-30-1996 2,698,000 0 18,204,000 0 0 30,877,000 136,367,000 35,805,000 131,439,000 43,288,000 29,878,000 0 0 29,000 38,859,000 131,439,000 70,588,000 70,588,000 0 67,904,000 0 0 1,715,000 1,021,000 408,000 613,000 0 0 0 613,000 0.21 0.21
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