-----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, IGw6p5tTbW7872x+KrEeovew3E4/s3TclCeWnTAhdyUjkG6f4yzfxe5AuNN4OyJm WKX3vWwD7657h7m2dn9rqw== 0001104659-07-005331.txt : 20070129 0001104659-07-005331.hdr.sgml : 20070129 20070129135058 ACCESSION NUMBER: 0001104659-07-005331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070125 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070129 DATE AS OF CHANGE: 20070129 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15010 FILM NUMBER: 07560125 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 8-K 1 a07-2770_18k.htm 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):

January 25, 2007


MARTEN TRANSPORT, LTD.

(Exact name of registrant as specified in its charter)

Delaware

 

0-15010

 

39-1140809

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification Number)

 

129 Marten Street

 

 

Mondovi, Wisconsin

 

54755

(Address of principal executive offices)

 

(Zip Code)

 

(715) 926-4216

(Registrant’s telephone number, including area code)

Not applicable.

(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 (see General Instruction A.2. below):

o

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

o

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

o

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




Item 2.02.  Results of Operations and Financial Condition.

On January 25, 2007, the company issued a press release announcing financial results for the quarter and year ended December 31, 2006.  Attached hereto as Exhibit 99.1 is a copy of the company’s press release dated January 25, 2007 announcing the company’s financial results for this period.

The press release includes a discussion of revenue, before fuel surcharge and non-freight revenue, or “freight revenue,” in addition to operating revenue.  The press release also includes a discussion of revenue, before fuel surcharge revenues.  The company provided these additional disclosures because management believes removing these sources of revenue provides a more consistent basis for comparing results of operations from period to period.  These financial measures in the press release have not been determined in accordance with generally accepted accounting principles (“GAAP”). Pursuant to Regulation G, the company has included a reconciliation of these non-GAAP financial measures to most directly comparable GAAP financial measures.

The information contained in this report and the exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(a)  Financial Statements of Businesses Acquired.

Not Applicable.

(b)  Pro Forma Financial Information.

Not Applicable.

(c)  Exhibits.

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated January 25, 2007 (included herewith).

 

2




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.

 

MARTEN TRANSPORT, LTD.

 

 

 

 

 

 

Dated: January 29, 2007

 

By

/s/ James J. Hinnendael

 

 

 

 

James J. Hinnendael

 

 

 

 

Its: Chief Financial Officer

 

 

3




MARTEN TRANSPORT, LTD.

FORM 8-K

INDEX TO EXHIBITS

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated January 25, 2007 (included herewith).

 

4



EX-99.1 2 a07-2770_1ex99d1.htm EX-99.1

EXHIBIT 99.1

MARTEN TRANSPORT ANNOUNCES FOURTH QUARTER
AND YEAR END RESULTS

MONDOVI, Wis., Jan. 25, 2007 — Marten Transport, Ltd. (Nasdaq/GS:MRTN) announced today its financial and operating results for the quarter and year ended Dec. 31, 2006.

For the fourth quarter of 2006, operating revenue increased 5.0% to $131.7 million from $125.4 million for the same quarter of 2005.  For 2006, operating revenue increased 12.8% to $518.9 million from $460.2 million for 2005.  Operating revenue included fuel surcharges of $17.8 million and $77.3 million for the quarter and year ended Dec. 31, 2006, compared with $19.1 million and $57.2 million for the quarter and year ended Dec. 31, 2005.  Operating revenue also included non-freight revenue principally from Marten’s logistics and intermodal operations.  Non-freight revenue increased 143.4% to $12.4 million for the quarter and 132.9% to $39.3 million for the year ended Dec. 31, 2006, compared with $5.1 million and $16.9 million for the quarter and year ended Dec. 31, 2005, respectively.

For the fourth quarter, net income decreased 27.0% to $5.2 million, or 24 cents per diluted share, from $7.1 million, or 32 cents per diluted share, for the same quarter of 2005.  For the year ended Dec. 31, 2006, net income decreased 2.2% to $24.5 million, or $1.12 per diluted share, from $25.1 million, or $1.14 per diluted share, for 2005.

Chairman, President and Chief Executive Officer Randolph L. Marten said, “We continued to grow with our customers during the fourth quarter, though a more challenging freight environment and an increase in driver-related expenses impacted our profitability for the period.  Operating revenue increased 5.0% in the last quarter of 2006, despite a 7.0% decrease in fuel surcharges.  Non-freight revenue, consisting of our intermodal, brokerage, and MW Logistics operations, increased 143.4% to $12.4 million over the fourth quarter of 2005.  Combining these business units with our trucking operations shows revenue growth, before fuel surcharges, of $7.6 million, or 7.1%, over the fourth quarter of 2005.

“We believe the freight market in the fourth quarter was characterized by less robust shipping demand and greater truck capacity than in the fourth quarter of 2005, with the amount of “surge” freight significantly lower than in the last two years.  This freight is highly profitable and the lack of it made a difference.

“Average freight revenue per tractor per week is one of our main measures of asset productivity.  For the 2006 quarter, average freight revenue per tractor per week was $3,037 compared with $3,006 in the fourth quarter of 2005.  This increase was due to slight improvements in both average freight revenue per total mile and in average miles per tractor from the fourth quarter of 2005.

“The primary changes in our expenses related to the increase in company-owned equipment and the corresponding decrease in independent contractor equipment.  Salaries, wages and benefits increased 1.3% as a percentage of operating revenue, net of fuel surcharge, in the fourth quarter




of 2006, partially due to the approximately 3.2 million mile increase in the number of miles driven by company drivers and partially due to increased health insurance expense.  Higher self-insured medical claims increased our employees’ health insurance expense by $1.5 million in the 2006 fourth quarter over the prior year period.  These increases were partially offset by a decrease of $784,000 in compensation expensed for our non-driver employees under our incentive compensation program from the fourth quarter of 2005.

“Fuel expense, net of surcharge collection, increased 1.2% as a percentage of operating revenue, net of fuel surcharge, over the last quarter of 2005, due to an increase in company truck miles as a percentage of total miles and lower fuel economy.  Our average cost of fuel in the fourth quarter was $2.45 per gallon compared with $2.58 per gallon in the same quarter of 2005.

“Our insurance and claims expense increased $974,000, primarily attributable to increased claims experience.  During the quarter, we experienced an uncharacteristic increase in accident severity.  Our large self-insured retention resulted in an increase in claims expense, partially offset by a decrease in premium expense.

“Our operating ratio (operating expenses as a percentage of operating revenue) was 93.4% for the fourth quarter and 92.1% for the year of 2006 compared with 90.4% for the fourth quarter and 90.7% for the year of 2005.  Netting fuel surcharges against fuel expense, as many of our peers do, would have produced an operating ratio of 92.4% for the fourth quarter of 2006 compared with 88.7% for the fourth quarter of 2005 and 90.7% for the year of 2006 compared with 89.4% for the year of 2005.

“Net income for the fourth quarter of 2006 included an income tax benefit of approximately $425,000 due to a decrease to our deferred income tax liability.  The decrease was primarily due to a change in our income apportionment for several states.  We expect our effective income tax rate to be in the range of 37% to 39% in 2007.

“We continue to experience below industry-average turnover with our drivers.  In the fourth quarters of 2005 and 2006, our annualized driver turnover was less than 75%.  This compares favorably with an annualized driver turnover rate estimated at approximately 120% by the American Trucking Associations.

“At Dec. 31, our balance sheet reflected approximately $221.0 million in stockholders’ equity and $58.7 million of borrowed debt, which results in a debt-to-total capitalization ratio of approximately 21.0%.  Our net capital expenditures of $88.5 million in 2005 and $97.3 million in 2006 have represented a major investment to avoid the higher cost and less-efficient tractors that are mandated by federal emissions regulations beginning in 2007 and to build our trailer-to-tractor ratio for intermodal service.  We expect capital expenditures in 2007 to decrease to approximately $45 million, net of proceeds of dispositions.  Assuming net capital expenditures in that range and operating margins similar to the margins this year, we expect to generate cash flows to retire a substantial amount of our debt in 2007 or provide flexibility for other purposes.

“I’m also happy to announce that John Turner has returned to Marten as our Vice President of Sales.  John will report to our Executive Vice President of Sales and Marketing, Tim Nash.  John




was previously Vice President of Sales for Marten, but left in early 2005 to pursue a career outside trucking.  We’re very pleased to have John back and know that he will be a strong addition to our sales team.”

Looking forward, Mr. Marten offered the following comments: “Over the past four years, Marten’s operating revenue, net of fuel surcharge, has grown 37.8%, and our earnings per diluted share have grown 64.7%.  This represents compounded annual growth of 8.3% in operating revenue, before fuel surcharge, and 13.3% in earnings per share.  For 2007, we expect to remain consistent with our long-term plan, which is for approximately 10% annual growth in operating revenue, before fuel surcharge, and earnings per share. However, if our expectation of an improving freight market during the second half of 2007 is realized, our goal would be to improve our operating ratio on a full-year basis.   Based on tough comparisons from the first half of 2006, we would expect any improvement in operating ratio to come in the second half of the year.”

Marten Transport, with headquarters in Mondovi, Wis., is one of the leading temperature-sensitive truckload carriers in the United States.  Marten specializes in transporting food and other consumer packaged goods that require a temperature-sensitive or insulated environment.  Marten offers nationwide service, concentrating on expedited movements for high-volume customers.  Marten’s common stock is traded on the Nasdaq Global Select Market under the symbol MRTN.

This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements may be identified by their use of terms or phrases such as “expects,” “estimates,” “projects,” “believes,” “anticipates,” “plans,” “intends,” and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. In this release, forward looking statements involve, among other things, expectations regarding revenue and earnings growth, operating ratio, capital expenditures, and  free cash flow.  The following factors, among others, could cause actual results to differ materially from those in forward-looking statements: excess tractor or trailer capacity in the trucking industry; decreased demand for our services or loss of one or more of our major customers; surplus inventories; recessionary economic cycles and downturns in customers’ business cycles; strikes, work slow downs, or work stoppages at the company, customers, ports, or other shipping related facilities; increases or rapid fluctuations in fuel prices as well as fluctuations in surcharge collection; the volume and terms of diesel purchase commitments; interest rates, fuel taxes, tolls, and license and registration fees; increases in the prices paid for new revenue equipment and changes in the resale value of our used equipment; increased indebtedness, and associated interest expense, arising from maintaining a new fleet of equipment; shortages in supply of new equipment from manufacturers; increases in compensation for and difficulty in attracting and retaining qualified drivers and independent contractors; elevated experience in the frequency and severity of claims relating to accident, cargo, workers’ compensation, health, and other claims; changes in management’s estimates of




liability based upon such experience and development factors; increases in insurance premiums and deductible amounts; seasonal factors such as harsh weather conditions that increase operating costs; competition from trucking, rail, and intermodal competitors; and regulatory requirements that increase costs or decrease efficiency, including new emissions standards for engines. Readers should review and consider these factors along with the various disclosures by the company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission.

CONTACTS: Randy Marten, Chairman, President and Chief Executive Officer, and Jim Hinnendael, Chief  Financial Officer, of Marten Transport, Ltd., 715-926-4216




MARTEN TRANSPORT, LTD.
CONSOLIDATED CONDENSED BALANCE SHEETS

(In thousands, except share information)

 

December 31,
2006

 

December 31,
2005

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash

 

$

2,988

 

$

1,080

 

Marketable securities

 

300

 

494

 

Receivables:

 

 

 

 

 

Trade, less allowances of $861 and $928, respectively

 

48,005

 

47,383

 

Other

 

6,458

 

6,975

 

Prepaid expenses and other

 

14,227

 

13,264

 

Deferred income taxes

 

4,532

 

3,873

 

Total current assets

 

76,510

 

73,069

 

 

 

 

 

 

 

Property and equipment:

 

 

 

 

 

Revenue equipment

 

406,449

 

339,606

 

Buildings and land

 

10,945

 

10,877

 

Office equipment and other

 

11,335

 

11,797

 

Less accumulated depreciation

 

(98,841

)

(92,342

)

Net property and equipment

 

329,888

 

269,938

 

 

 

 

 

 

 

Other assets

 

4,424

 

6,726

 

TOTAL ASSETS

 

$

410,822

 

$

349,733

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Checks issued in excess of cash balances

 

$

804

 

$

1,446

 

Accounts payable

 

12,690

 

7,646

 

Insurance and claims accruals

 

16,073

 

13,126

 

Accrued liabilities

 

24,855

 

18,557

 

Current maturities of long-term debt

 

5,000

 

5,000

 

Total current liabilities

 

59,422

 

45,775

 

Long-term debt, less current maturities

 

53,659

 

43,300

 

Deferred income taxes

 

75,835

 

66,310

 

Total liabilities

 

188,916

 

155,385

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Minority interest

 

913

 

431

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $.01 par value per share; 2,000,000 shares authorized; no shares issued and outstanding

 

-

 

-

 

Common stock, $.01 par value per share; 48,000,000 shares authorized; 21,764,773 shares at December 31, 2006, and 21,573,220 shares at December 31, 2005, issued and outstanding

 

218

 

216

 

Additional paid-in capital

 

73,601

 

71,045

 

Retained earnings

 

147,174

 

122,656

 

Total stockholders’ equity

 

220,993

 

193,917

 

TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY

 

$

410,822

 

$

349,733

 

 

 

 

 

 

 

 




MARTEN TRANSPORT, LTD.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

 

 

Three Months
Ended December 31,

 

Year
Ended December 31,

 

(In thousands, except per share information)

 

2006

 

2005

 

2006

 

2005

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

 

 

OPERATING REVENUE

 

$

131,661

 

$

125,415

 

$

518,890

 

$

460,202

 

OPERATING EXPENSES (INCOME):

 

 

 

 

 

 

 

 

 

Salaries, wages and benefits

 

37,918

 

33,971

 

144,373

 

126,577

 

Purchased transportation

 

21,478

 

19,881

 

84,409

 

81,897

 

Fuel and fuel taxes

 

32,401

 

31,458

 

135,079

 

107,722

 

Supplies and maintenance

 

8,763

 

7,396

 

33,155

 

28,192

 

Depreciation

 

11,537

 

10,447

 

44,360

 

38,229

 

Operating taxes and licenses

 

1,979

 

1,769

 

7,514

 

7,051

 

Insurance and claims

 

6,581

 

5,607

 

21,183

 

18,914

 

Communications and utilities

 

935

 

910

 

3,635

 

3,398

 

Gain on disposition of revenue equipment

 

(1,267

)

(651

)

(6,990

)

(3,943

)

Other

 

2,681

 

2,638

 

11,003

 

9,298

 

Total operating expenses

 

123,006

 

113,426

 

477,721

 

417,335

 

OPERATING INCOME

 

8,655

 

11,989

 

41,169

 

42,867

 

OTHER EXPENSES (INCOME):

 

 

 

 

 

 

 

 

 

Interest expense

 

881

 

671

 

3,564

 

2,361

 

Interest income and other

 

(245

)

(506

)

(1,106

)

(1,722

)

Minority interest

 

157

 

150

 

768

 

741

 

 

 

793

 

315

 

3,226

 

1,380

 

INCOME BEFORE INCOME TAXES

 

7,862

 

11,674

 

37,943

 

41,487

 

PROVISION FOR INCOME TAXES

 

2,673

 

4,565

 

13,425

 

16,426

 

NET INCOME

 

$

5,189

 

$

7,109

 

$

24,518

 

$

25,061

 

BASIC EARNINGS PER COMMON SHARE

 

$

0.24

 

$

0.33

 

$

1.13

 

$

1.16

 

DILUTED EARNINGS PER COMMON SHARE

 

$

0.24

 

$

0.32

 

$

1.12

 

$

1.14

 




MARTEN TRANSPORT, LTD.
OPERATING REVENUE COMPONENTS
(In thousands)

 

 

Three Months
Ended
December 31,

 

Dollar
Change
Three Months
Ended
December 31,

 

Percentage
Change
Three Months
Ended
December 31,

 

 

 

2006

 

2005

 

2006 vs. 2005

 

2006 vs. 2005

 

Freight revenue

 

$

101,491

 

$

101,197

 

$

294

 

0.3

%

Fuel surcharge revenue

 

17,808

 

19,139

 

(1,331

)

(7.0

)

Non-freight revenue

 

12,362

 

5,079

 

7,283

 

143.4

 

Operating revenue

 

$

131,661

 

$

125,415

 

$

6,246

 

5.0

%

 

 

 

 

Year
Ended
December 31,

 

Dollar
Change
Year
Ended
December 31,

 

Percentage
Change
Year
Ended
December 31,

 

 

 

2006

 

2005

 

2006 vs. 2005

 

2006 vs. 2005

 

Freight revenue

 

$

402,327

 

$

386,131

 

$

16,196

 

4.2

%

Fuel surcharge revenue

 

77,265

 

57,198

 

20,067

 

35.1

 

Non-freight revenue

 

39,298

 

16,873

 

22,425

 

132.9

 

Operating revenue

 

$

518,890

 

$

460,202

 

$

58,688

 

12.8

%

 




MARTEN TRANSPORT, LTD.
OPERATING STATISTICS
(Unaudited)

 

 

Three Months
Ended December 31,

 

Year
Ended December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

For period: (1)

 

 

 

 

 

 

 

 

 

Average operating revenue per total mile

 

$

1.940

 

$

1.849

 

$

1.905

 

$

1.689

 

Average freight revenue per total mile (2)

 

$

1.496

 

$

1.492

 

$

1.477

 

$

1.417

 

Average miles per tractor(3)

 

26,683

 

26,473

 

108,781

 

111,823

 

Average operating revenue per tractor per week(3)

 

$

3,940

 

$

3,725

 

$

3,974

 

$

3,622

 

Average freight revenue per tractor per week(2) (3)

 

$

3,037

 

$

3,006

 

$

3,081

 

$

3,039

 

Average miles per trip

 

942

 

944

 

937

 

947

 

Non-revenue miles percentage(4)

 

7.5

%

7.0

%

7.5

%

7.2

%

Total miles — company-employed drivers (in thousands)

 

56,816

 

53,607

 

222,579

 

206,205

 

Total miles — independent contractors (in thousands)

 

11,039

 

14,213

 

49,810

 

66,293

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2006, and December 31, 2005:

 

 

 

 

 

 

 

 

 

Total tractors(3)

 

2,602

 

2,618

 

 

 

 

 

Average age of company tractors (in years)

 

1.5

 

1.2

 

 

 

 

 

Total trailers

 

3,774

 

3,438

 

 

 

 

 

Average age of company trailers (in years)

 

2.2

 

2.9

 

 

 

 

 

Ratio of trailers to tractors(3)

 

1.5

 

1.3

 

 

 

 

 

Ratio of tractors to non-driver personnel(3)

 

5.6

 

5.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months
Ended December 31,

 

Year
Ended December 31,

 

(In thousands)

 

2006

 

2005

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

40,229

 

$

26,933

 

$

85,046

 

$

72,472

 

Net cash used for investing activities

 

39,344

 

40,146

 

94,824

 

88,557

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

21,761

 

21,566

 

21,735

 

21,518

 

Diluted

 

21,953

 

21,994

 

21,955

 

21,962

 


(1)

 

The statistics for the periods presented exclude tractors and miles associated with non-freight revenue.

 

 

 

(2)

 

Excludes revenue from fuel surcharges and non-freight revenue.

 

 

 

(3)

 

Includes tractors driven by both company-employed drivers and independent contractors. Independent contractors provided 365 and 423 tractors as of December 31, 2006, and 2005, respectively.

 

 

 

(4)

 

Represents the percentage of miles for which the company is not compensated.

 



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