EX-99 3 exhibit99.htm EXHIBIT 99 (EARNINGS RELEASE) Exhibit 99 (Earnings Release)



For more information:
For Release:
Craig M. Koven
July 27, 2006
Communications Manager
4:01 p.m. ET
(800) CELADON Ext. 3812
 
(317) 972-7041 Direct
 
(317) 408-4859 Mobile
 
ckoven@celadongroup.com
 


CELADON GROUP REPORTS RECORD JUNE QUARTER AND FULL FISCAL YEAR RESULTS


INDIANAPOLIS - Celadon Group Inc. (NASDAQ:CLDN) today reported its financial and operating results for the three months and fiscal year ended June 30, 2006.

Revenue for the quarter increased approximately 8.3% to $126.7 million in the 2006 quarter from $117.0 million in the 2005 quarter. Freight revenue, excluding fuel surcharges, was up 2.3% to $107.4 million in the 2006 quarter from $105.0 million in the 2005 quarter. Net income increased approximately 49% to $6.4 million in the 2006 quarter from $4.3 million for the same quarter last year. Diluted earnings per share improved over 42% to $0.27 in the 2006 quarter from $0.19 for the same quarter last year. The June quarter marked the best earnings per share in the history of the Company.

For the full year, revenue increased 9.9% to $480.2 million from $436.8 million for the prior year. Freight revenue, excluding fuel surcharges, was up 3.7% to $414.5 million for the 2006 fiscal year from $399.7 million in the 2005 fiscal year. Net income for the 2006 fiscal year was $20.5 million, or $0.88 per diluted share, compared with $12.6 million, or $0.55 per diluted share, for the prior year, or an increase of 60%.

During the quarter, the company completed a 3-for-2 stock split effected in the form of a 50% stock dividend paid on June 15, 2006. This raised the outstanding shares to approximately 23.1 million. The company previously completed a 3-for 2 stock split effected in the form of a 50% stock dividend paid on February 15, 2006.
 
Chairman and CEO Steve Russell commented on the quarter: "The June quarter reflected accelerating success of the programs we initiated over four years ago to execute our strategic plan. Continued strengthening of our customer base, enhanced driver satisfaction, steadily increasing average rates per mile, improved equipment age, and further strengthening of cost controls resulted in obtaining our interim goal of an operating ratio (defined as operating expenses, excluding fuel surcharge, as a percentage of freight revenue) of 90%. Operating ratio improved to 90.3% in the June 2006 quarter, from 92.9% in the prior year's June quarter. Net income increased by 49% to $6.4 million from $4.3 million, and pre-tax earnings as a percent of freight revenue increased to 9.5% from 6.8% in the June 2005 quarter.

“Our performance has improved significantly over the past four years and we believe our future results will be assisted by a favorable relationship between freight demand and truckload capacity. Even though we believe the capacity growth in our industry continues to be constrained by a shortage of qualified drivers, we are pleased that our continued commitment to the quality of life of our drivers has allowed us to increase our average seated line-haul tractors by about 100 over the past four months. Miles per truck per week were similar in both the June 2006 and June 2005 quarters.




"During the quarter, we continued to strengthen our balance sheet through improving cash flow. The improved cash flow from operations has allowed us to pay cash for equipment since the June 2005 quarter, while earnings have resulted in over $120 million in stockholders’ equity at June 30, 2006, from less than $100 million at June 30, 2005.

"In summary, we are pleased with our performance in the June 2006 quarter, and, we believe we will be able to continue to execute on our strategic plan and produce positive results going forward."

Celadon has been included in the Russell 3000 Index and NASDAQ Global Select Market, effective July 1, 2006.

Conference Call Information

An investor conference call is scheduled for Friday, July 28, at 10:30 a.m. ET. Steve Russell and other members of management will discuss the results of the quarter and the year. To listen and participate in the question-and-answer exchange, dial 866-700-6979 (international calls 617-213-8836) pin number 39513593 a few minutes prior to the starting time. A replay will be available through September 28, 2006 by dialing 888-286-8010 (international calls 617-801-6888) and entering call back code 26088885.

This call is being webcast by Thomson/CCBN and can be accessed at www.celadongroup.com.

Founded in 1985, Celadon Group Inc. (www.celadongroup.com) is a truckload carrier headquartered in Indianapolis that operates in the U.S., Canada and Mexico. Celadon also owns TruckersB2B Inc. (www.truckersb2b.com) which provides cost savings to about 20,000 member fleets.

This press release and statements made by Celadon in its stockholder reports and public filings, as well as oral public statements by Celadon representatives, contain certain forward-looking information, usually identified by words such as "anticipates," "believes," "estimates," "projects," “intends,” “expects," “plans,” or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based upon the current beliefs and expectations of Celadon's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in forward-looking statements. In this press release, these statements include, without limitation, statements relating to anticipated capacity constraints and freight demand in the industry, driver turnover, execution of our strategic plan, and our expected future results. The following factors, among others, could cause actual results to differ materially from those in forward-looking statements: the risk that our perception of industry fundamentals is incorrect; excess tractor and 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 our facilities, or at customer, port, border crossing, or other shipping related facilities; our ability to execute our strategic plan; increases in compensation for and difficulty in attracting and retaining qualified drivers and independent contractors; increases in insurance premiums and deductible amounts; elevated experience in the frequency or severity of claims relating to accident, cargo, workers' compensation, health, and other matters; fluctuations in claims expenses that result from high self-insured retention amounts and differences between estimates used in establishing and adjusting claims reserves and actual results over time; increases or rapid fluctuations in fuel prices, as well as fluctuations in hedging activities and surcharge collection, the volume and terms of diesel purchase commitments, interest rates, fuel taxes, tolls, and license and registration fees; fluctuations in foreign currency exchange rates; increases in the prices paid for new revenue equipment; increases in interest rates or decreased availability of capital or other sources of financing for revenue equipment; decreases in the resale value of our used equipment; seasonal factors such as harsh weather conditions that increase operating costs; competition from trucking, rail, and intermodal competitors; regulatory requirements that increase costs or decrease efficiency, including revised hours-of-service requirements for drivers; our ability to identify acceptable acquisition candidates, consummate acquisitions, and integrate acquired operations; the timing of, and any rules relating to, the opening of the border to Mexican drivers; challenges associated with doing business internationally; our ability to retain key employees; and the effects of actual or threatened military action or terrorist attacks or responses, including security measures that may impede shipping efficiency, especially at border crossings. Readers should review and consider the various disclosures made by Celadon in this press release, stockholder reports, and in its Forms 10-K, 10-Q, and other public filings. Celadon disclaims any such obligation to update or alter its forward-looking statements whether as a result of new information, future events, or otherwise.
 
For a more detailed discussion of these factors, please refer to the various disclosures made by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission.

- tables follow -



Consolidated Balance Sheets
(Dollars in thousands, except par value)

   
June 30,
 
June 30,
 
   
2006
 
2005
 
A S S E T S
 
(unaudited)
     
           
Current assets:
         
Cash and cash equivalents 
 
$
1,674
 
$
11,115
 
Trade receivables, net of allowance for doubtful accounts of
$1,269 and $1,496 in 2006 and 2005, respectively
   
55,462
   
55,760
 
Prepaid expenses and other current assets 
   
10,132
   
7,391
 
Tires in service 
   
2,737
   
3,308
 
Income tax receivable 
   
5,216
   
---
 
Deferred income taxes 
   
1,867
   
2,424
 
Total current assets
   
77,088
   
79,998
 
Property and equipment, at cost 
   
121,733
   
88,230
 
Less accumulated depreciation and amortization 
   
30,466
   
30,685
 
Net property and equipment
   
91,267
   
57,545
 
Tires in service 
   
1,569
   
1,739
 
Goodwill  
   
19,137
   
19,137
 
Other assets 
   
1,005
   
2,089
 
Total assets
 
$
190,066
 
$
160,508
 
               
L I A B I L I T I E S    A N D    S T O C K H O L D E R S’ E Q U I T Y
             
               
Current liabilities:
             
Accounts payable 
 
$
4,369
 
$
4,465
 
Accrued salaries and benefits 
   
16,808
   
11,928
 
Accrued insurance and claims 
   
7,048
   
10,021
 
Accrued fuel expense 
   
6,481
   
6,599
 
Other accrued expenses 
   
12,018
   
11,270
 
Current maturities of long-term debt 
   
975
   
1,057
 
Current maturities of capital lease obligations 
   
507
   
788
 
Income tax payable 
   
---
   
1,958
 
Total current liabilities
   
48,206
   
48,086
 
Long-term debt, net of current maturities 
   
9,608
   
4,239
 
Capital lease obligations, net of current maturities 
   
933
   
1,260
 
Deferred income taxes 
   
9,867
   
8,407
 
Minority interest 
   
25
   
25
 
Stockholders’ equity:
             
Preferred stock, $1.00 par value, authorized 179,985 shares; no
shares issued and outstanding
   
---
   
---
 
Common stock, $0.033 par value, authorized 40,000,000 shares; issued
and outstanding 23,111,367 and 21,935,183 shares at June 30, 2006
and June 30, 2005
   
763
   
332
 
Additional paid-in capital 
   
90,828
   
89,359
 
Retained earnings 
   
32,092
   
11,544
 
Unearned compensation on restricted stock 
   
---
   
(711
)
Accumulated other comprehensive loss 
   
(2,256
)
 
(2,033
)
Total stockholders’ equity
   
121,427
   
98,491
 
Total liabilities and stockholders’ equity
 
$
190,066
 
$
160,508
 






Key Operating Statistics

 
For the three months ended
June 30,
For the fiscal year ended
June 30,
 
2006
2005
2006
2005
 
Operating Statistics (U.S./Canada)
         
Average revenue per loaded mile(*)
          $1.506        
$1.469        
$1.491        
$1.424        
Average revenue per total mile (*)
          $1.368        
$1.346        
$1.367        
$1.316        
Avg. revenue per tractor per week (*)
          $2,975        
$2,934        
$2,948        
$2,841        
Average miles per tractor per week
          2,174        
2,179        
2,157        
2,158        
Average line-haul tractors
2,366        
2,380        
2,297        
2,322        
Tractors at end of period (**)
2,732        
2,570        
2,732        
2,570        
Trailers at end of period (**)
7,630        
7,468        
7,630        
7,468        

*
Excluding fuel surcharges
**
Total fleet, including equipment operated by independent contractors and our Mexican subsidiary, Jaguar.
 

 
CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share amounts)
 
   
For the three
months ended
 
For the fiscal
year ended
 
   
June 30,
 
June 30,
 
   
2006
 
2005
 
2006
 
2005
 
                   
Freight revenue 
 
$
107,393
 
$
104,976
 
$
414,465
 
$
399,656
 
Fuel surcharge revenue 
   
$19,279
   
$11,991
   
$65,729
   
$37,107
 
Total revenue 
 
$
126,672
 
$
116,967
 
$
480,194
 
$
436,763
 
                           
Operating expenses:
                         
Salaries, wages and employee benefits
   
38,606
   
34,981
   
144,634
   
133,565
 
Fuel
   
29,817
   
23,674
   
109,253
   
81,517
 
Operations and maintenance
   
7,599
   
7,656
   
29,411
   
33,742
 
Insurance and claims
   
2,730
   
4,448
   
13,697
   
14,375
 
Depreciation and amortization
   
3,158
   
3,929
   
12,442
   
14,870
 
Revenue equipment rentals
   
9,257
   
10,296
   
39,601
   
35,848
 
Purchased transportation
   
18,370
   
17,650
   
70,305
   
73,012
 
Costs of products and services sold
   
1,444
   
1,299
   
5,433
   
4,807
 
Professional and consulting fees
   
500
   
815
   
2,698
   
2,624
 
Communications and utilities
   
1,098
   
1,048
   
4,148
   
4,218
 
Operating taxes and licenses
   
2,143
   
2,117
   
8,247
   
8,507
 
General and other operating
   
1,559
   
1,559
   
6,097
   
6,270
 
Total operating expenses
   
116,281
   
109,472
   
445,966
   
413,355
 
                           
Operating income  
   
10,391
   
7,495
   
34,228
   
23,408
 
                           
Other (income) expense:
                         
Interest income
   
(34
)
 
(4
)
 
(153
)
 
(12
)
Interest expense
   
206
   
330
   
933
   
1,430
 
Other
   
6
   
3
   
34
   
13
 
Income before income taxes 
   
10,213
   
7,166
   
33,414
   
21,977
 
Income tax expense  
   
3,825
   
2,853
   
12,866
   
9,397
 
Net income  
 
$
6,388
 
$
4,313
 
$
20,548
 
$
12,580
 
                           
Earnings per common share:
                         
Diluted earnings per share
 
$
0.27
(1)
$
0.19
(1)
$
0.88
(2)
$
0.55
(2)
Basic earnings per share
 
$
0.28
(1)
$
0.19
(1)
$
0.90
(2)
$
0.56
(2)
                           
Weighted average number of common shares outstanding:
                         
Diluted
   
23,545
(1)
 
23,130
(1)
 
23,386
(2)
 
23,013
(2)
Basic
   
23,063
(1)
 
22,570
(1)
 
22,828
(2)
 
22,286
(2)
 

(1)
Earnings per share amounts and average number of shares outstanding have been adjusted to give retroactive effect to a three-for-two stock split effected in the form of a 50% stock dividend paid on June 15, 2006.
(2)
Earnings per share amounts and average number of shares outstanding have been adjusted to give retroactive effect to two three-for-two stock splits effected in the form of a 50% stock dividend paid on February 15, 2006 and June 15, 2006.