EX-99 3 exhibit99.htm PRESS RELEASE (FIRST QUARTER OF FISCAL 2010 EARNINGS RELEASE AND ANNOUNCEMENT OF TRANSFER OF COMMON STOCK LISTING) exhibit99.htm
 

 
celadon logo
 
9503 East 33rd Street
Indianapolis, IN  46235-4207
(800) CELADON
(317) 972-7000
 
 
For more information:
Jeryl Desjarlais
Communications Manager
(800) CELADON Ext. 7070
(317) 972-7070 Direct
jdesjarlais@celadongroup.com
FOR RELEASE
October 28, 2009
4:01 PM ET



CELADON GROUP REPORTS FIRST FISCAL QUARTER FINANCIAL RESULTS
AND INTENT TO TRANSFER TO NEW YORK STOCK EXCHANGE

INDIANAPOLIS – Celadon Group Inc. (Nasdaq: CLDN) today reported its financial and operating results for the three months ended September 30, 2009, the first fiscal quarter of the Company's fiscal year ending June 30, 2010 and the intent to list shares on the New York Stock Exchange ("NYSE").

Revenue for the quarter decreased 13.0% to $127.8 million in the 2009 quarter from $146.9 million in the 2008 quarter.  Freight revenue, which excludes fuel surcharges, increased 1.3% to $110.7 million in the 2009 quarter from $109.3 million in the 2008 quarter. Net income decreased 78.6% to $0.6 million in the 2009 quarter from $2.8 million for the same quarter last year. Earnings per diluted share decreased to $0.03 in the 2009 quarter from $0.13 for the same quarter last year.

Chairman and CEO Steve Russell commented, "Although the freight environment continued to reflect the weakness of the U.S. and Mexico economies, we did achieve more than a seasonal pickup in shipments progressively through the September quarter.  The growth in business with customers added in the past year helped drive the improvement, with billed miles increasing approximately 9.0% compared with the September 2008 quarter.   The rate environment has continued to be quite difficult, with many fleets struggling and willing to accept non-compensatory pricing.  Our average rate per loaded mile declined from prior year, and for the September quarter was down 6.9% from the September 2008 quarter.  However, the rate per loaded mile appears to have stabilized and was flat with the June 2009 quarter at $1.407 per mile, which is an encouraging sign.  The financial impact of this decline was partly offset by cost reductions achieved throughout the company, as well as the benefit of lower fuel costs.

"Our balance sheet remains solid and we retain significant liquidity to support the growth of our business. At September 30, 2009, we had $145.6 million of stockholders' equity and $48.4 million of total balance sheet borrowings. At September 30, 2009, our $40 million revolving credit facility had outstanding borrowings of $6.8 million, along with $4.2 million in outstanding letters of credit. Availability under the revolving facility was $29.0 million at September 30.
 
 
 
 

 
 
"We are pleased to announce that we have been authorized to list our common shares on the NYSE.  Celadon Group, Inc. expects the shares of its common stock to begin to trade with NYSE on November 10, 2009, under the symbol "CGI."  Until that time, our stock will continue to be traded on NASDAQ under the symbol "CLDN."  We are excited to be partnering with the NYSE and look forward to a long lasting relationship."  "We are pleased to welcome Celadon Group to our network of NYSE-listed companies," said Scott Cutler, NYSE Euronext Head of Listings, Americas.  "We look forward to a dynamic partnership and to providing Celadon Group and its shareholders with a listing on the highest quality global exchange."

Conference Call Information

An investor conference call is scheduled for Thursday, October 29, at 10:00 a.m. EDT. Steve Russell and other members of management will discuss the results of the quarter. To listen and participate in a questions-and-answers exchange, simply dial 800-706-7748 (international calls 617-614-3473) pin number 82917061 a few minutes prior to the start time. A replay will be available through December 29 by dialing 888-286-8010 (international calls 617-801-6888) and entering call back code 75702269.

This call is being Web cast by Thomson/CCBN and can be accessed via Celadon's Web site at www.celadongroup.com.

Celadon Group Inc. (www.celadongroup.com), through its subsidiaries, primarily provides long-haul, full-truckload freight service across the United States, Canada and Mexico. The company also owns TruckersB2B Inc. (www.truckersb2b.com) which provides cost savings to member fleets; Celadon Dedicated Services, which provides supply chain management solutions, such as warehousing and dedicated fleet services; and Celadon Brokerage Services.
 
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.  Actual results may differ from those set forth in the forward-looking statements. In this press release, the statements relating to our perception regarding stabilization of rate per loaded mile and expectation regarding the trading of our common stock on the NYSE are forward looking statements.  The following factors, among others, could cause actual results to differ materially from those in forward-looking statements: the risk that our perception that rates are stabilizing is inaccurate; the risk that we may not meet all of the requirements necessary to receive final authorization to list our common stock on the NYSE or otherwise receive such approval;  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; 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 commitment, 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 and changes in the resale value of our used equipment; increases in interest rates or decreased availability of capital or other sources of financing for revenue 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 and new emissions control regulations; 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 these factors along with the various disclosures by the company in its press releases, stockholder reports, and filings with the Securities Exchange Commission.  We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.
 
- tables follow -
 
 
 

 
 
CONSOLIDATED BALANCE SHEETS
 (Dollars in thousands except per share and par value amounts)

   
September 30,
2009
   
June 30,
2009
 
ASSETS
 
(unaudited)
       
             
Current assets:
           
Cash and cash equivalents
  $ 1,917     $ 863  
Trade receivables, net of allowance for doubtful accounts of $1,016 and $1,059 at September 30, 2009 and June 30, 2009, respectively
    60,364       55,291  
Prepaid expenses and other current assets
    16,488       10,044  
Tires in service
    5,379       4,336  
Equipment held for resale
    ---       8,012  
Income tax receivable
    ---       232  
Deferred income taxes
    2,878       2,780  
Total current assets
    87,026       81,558  
Property and equipment
    243,043       237,167  
Less accumulated depreciation and amortization
    76,010       70,025  
Net property and equipment
    167,033       167,142  
Tires in service
    1,592       1,581  
Goodwill
    19,137       19,137  
Other assets
    1,192       1,581  
Total assets
  $ 275,980     $ 270,999  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
Current liabilities:
               
Accounts payable
  $ 5,545     $ 5,461  
Accrued salaries and benefits
    11,401       10,084  
Accrued insurance and claims
    8,708       8,508  
Accrued fuel expense
    9,428       8,592  
Other accrued expenses
    12,887       11,547  
Provision for income taxes
    947       ---  
Current maturities of long-term debt
    968       1,109  
Current maturities of capital lease obligations
    6,757       6,693  
Total current liabilities
    56,641       51,994  
Long-term debt, net of current maturities
    7,082       5,870  
Capital lease obligations, net of current maturities
    33,580       35,311  
Deferred income taxes
    33,116       34,132  
Minority interest
    ---       25  
Stockholders' equity:
               
Common stock, $0.033 par value, authorized 40,000,000 shares; issued 23,756,003 and 23,840,677 shares at September 30, 2009 and
            June 30, 2009, respectively
    784       787  
Treasury stock at cost; 1,674,640 and 1,744,245 shares at September 30, 2009 and June 30, 2009, respectively
    (11,546 )     (12,025 )
Additional paid-in capital
    97,219       97,030  
Retained earnings
    63,520       62,955  
Accumulated other comprehensive loss
    (4,416 )     (5,080 )
Total stockholders' equity
    145,561       143,667  
Total liabilities and stockholders' equity
  $ 275,980     $ 270,999  


 
 

 

Key Operating Statistics
 
   
For the
three months ended
September 30,
2009
   
For the
three months ended
September 30,
2008
 
Operating Statistics (U.S./Canada Truckload)
           
Average revenue per loaded mile (*)
  $ 1.407     $ 1.511  
Average revenue per total mile (*)
  $ 1.266     $ 1.362  
Average revenue per tractor per week (*)
  $ 2,495     $ 2,680  
Average miles per tractor per week
    1,971       1,967  
Average tractors (**)
    2,865       2,625  
Tractors at end of period (***)
    3,221       2,947  
Trailers at end of period (***)
    9,983       8,894  
Operating Ratio (*)
    97.5 %     93.6 %
*      Excluding fuel surcharges.
 
**    Excludes tractors operated by our Mexican subsidiary, Jaguar.
 
*** Total fleet, including equipment operated by independent contractors and our Mexican subsidiary, Jaguar.
 
 
 

CONSOLIDATED STATEMENTS OF OPERATIONS
For the three months ended September 30,
(In thousands, except per share amounts)
(Unaudited)
   
2009
   
2008
 
             
Revenue:
           
Freight revenue
  $ 110,686     $ 109,289  
Fuel surcharges
    17,151       37,579  
Total revenue
    127,837       146,868  
                 
Operating expenses:
               
Salaries, wages, and employee benefits
    40,005       41,329  
Fuel
    29,737       48,066  
Operations and maintenance
    8,682       9,387  
Insurance and claims
    3,945       3,619  
Depreciation and amortization
    7,997       8,032  
Revenue equipment rentals
    9,376       6,063  
Purchased transportation
    18,128       15,761  
Cost of products and services sold
    1,632       1,569  
Communications and utilities
    1,238       1,218  
Operating taxes and licenses
    2,362       2,384  
General and other operating
    2,018       2,489  
Total operating expenses
    125,120       139,917  
                 
Operating income
    2,717       6,951  
                 
Other (income) expense:
               
Interest income
    (21 )     (5 )
Interest expense
    663       1,102  
Other (income) expense, net
    91       ---  
Income before income taxes
    1,984       5,854  
Provision for income taxes
    1,419       3,085  
Net income
  $ 565     $ 2,769  
                 
Earnings per common share:
               
Diluted earnings per share
  $ 0.03     $ 0.13  
Basic earnings per share
  $ 0.03     $ 0.13  
Average shares outstanding:
               
Diluted
    22,190       22,031  
Basic
    21,847       21,581