-----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, QmfdERZpbH3SU3tLCxolIo8APT0eaW57TChfx+ar0cO83wBDyUjPlbteRKfs5RfC yc5tcopF+/eendh8Pegrqg== 0000950137-03-004990.txt : 20030929 0000950137-03-004990.hdr.sgml : 20030929 20030929164028 ACCESSION NUMBER: 0000950137-03-004990 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030925 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INSURANCE AUTO AUCTIONS INC /CA CENTRAL INDEX KEY: 0000880026 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLES & MOTOR VEHICLE PARTS & SUPPLIES [5010] IRS NUMBER: 953790111 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19594 FILM NUMBER: 03915357 BUSINESS ADDRESS: STREET 1: 850 E ALGONQUIN RD STREET 2: STE 100 CITY: SCHAUMGURG STATE: IL ZIP: 60173 BUSINESS PHONE: 8478393939 MAIL ADDRESS: STREET 1: 850 E ALGONQUIN RD STREET 2: STE 100 CITY: SCHAUMGURG STATE: IL ZIP: 60173 8-K 1 c79824e8vk.txt CURRENT REPORT 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 25, 2003 INSURANCE AUTO AUCTIONS, INC. (Exact name of registrant as specified in its charter) ILLINOIS 0-19594 95-3790111 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 850 E. ALGONQUIN RD., SUITE 100, SCHAUMBURG, IL 60173 (Address of principal executive offices) (847) 839-3939 (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. EXHIBIT NO. EXHIBIT ----------- -------------------------------------------------------- 99.1 Press Release dated September 25, 2003 of Insurance Auto Auctions, Inc. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS. The following information is furnished pursuant to Item 12. "Results of Operations & Financial Condition" in accordance with SEC Release No. 33-8216. On September 25, 2003, the Company issued a press release announcing preliminary third quarter results. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1. The information in this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Insurance Auto Auctions, Inc. Dated: September 29, 2003 By: /s/ Thomas C. O'Brien ------------------------ Thomas C. O'Brien Chief Executive Officer 3 INDEX OF EXHIBITS EXHIBIT NO. EXHIBIT ----------- ------------------------------------------------------------- 99.1 Press Release dated September 25, 2003 of Insurance Auto Auctions, Inc. 4 EX-99.1 3 c79824exv99w1.txt PRESS RELEASE Exhibit 99.1 [INSURANCE AUTO AUCTIONS LOGO] AT THE COMPANY: AT ASHTON PARTNERS: Scott Pettit Chris Kettmann Chief Financial Officer General Inquiries 847-839-4040 312-553-6716 www.iaai.com INSURANCE AUTO AUCTIONS ANNOUNCES PRELIMINARY THIRD QUARTER RESULTS SCHAUMBURG, Ill., September 25, 2003 -- Insurance Auto Auctions, Inc. (Nasdaq: IAAI), a leading provider of automotive salvage and claims processing services in the United States, today announced preliminary financial results for the third quarter of 2003. The Company expects to report a small loss for the quarter, versus net earnings of $0.6 million, or $0.05 per diluted share, for the same quarter a year ago. These expected results include business transformation costs, before tax, of $1.2 million, or $0.06 per diluted share. The Company also expects similar results for the fourth quarter. "Our third quarter volumes were lower than expected on a same store basis, consistent with the trend we saw in the second quarter. This, coupled with the high fixed cost nature of our business, negatively impacted our financial results for the quarter," said Tom O'Brien, CEO. "We forecasted higher volumes for the third quarter based on a consolidating report that incorrectly included cancelled vehicle assignments. The problems with this report have been corrected. Also impacting our results was that the new branches, although profitable, did not achieve as favorable of pricing levels as in existing branches. Nevertheless, we believe the actual shortfall in volume continues to be a direct reflection of the lower frequency of claims throughout the industry." O'Brien continued, "This decline in volume and the higher than projected costs of implementing our new IT operating system were the primary causes for the decline in year-over-year earnings results. As we discussed before, we experienced delays in implementing the new system. These delays have required the continued use of our IT consultants, resulting in increased costs in rolling out the new system to our branches. We have addressed those issues and continue to move forward with the system roll out. Consistent with the timetable communicated last quarter, we fully anticipate completing the system roll out by the end of the year. We have also begun to take the additional steps necessary to eliminate the business transformation costs associated with the system implementation and expect to realize the savings in 2004 that we anticipated when the project began." Commenting on expectations for the second half of the year, O'Brien said, "For a number of reasons, we have made the decision to lower our guidance for net earnings to approximately $0.20 per diluted share after business transformation costs, depending on volumes and proceeds. Those reasons include the lower than forecasted volumes in the third and fourth quarters due in part to industry trends and the volumes contained in our consolidating report, assumptions made with regards to pricing levels in new branches, and expected higher severance costs as a result of downsizing the back office organization. These issues highlight the importance of the new system and the improved visibility on incoming unit volumes and overall pricing that it provides, allowing the management team to better manage the business and communicate more effectively with stakeholders." O'Brien concluded, "Though we are disappointed that we needed to reduce our earnings guidance at this time, we remain confident in our long-term future. This has been a very challenging year due primarily to our unrelenting focus on the system implementation and the obstacles it has presented. We believe we are in a better position now than ever before from a market share perspective because we have proven our ability to win business in the current marketplace. We remain confident in our long-term ability to compete. The strategic initiatives we have implemented over the past 18 months, including the new IT system and related customer interface and internet capabilities, business process re-engineering initiatives, and strategic expansion, have put us in a position to generate higher returns at IAA over the long term. We look forward to providing our shareholders with additional details on our third quarter earnings call scheduled for late October." ABOUT INSURANCE AUTO AUCTIONS, INC. Insurance Auto Auctions, Inc., founded in 1982, a leader in automotive total loss and specialty salvage services in the United States, provides insurance companies with cost-effective, turnkey solutions to process and sell total-loss and recovered-theft vehicles. The Company currently has 74 sites across the United States. SAFE HARBOR STATEMENT Certain statements in this document contain forward-looking information that is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking information. In some cases, you can identify forward looking statements by our use of words such as "may, will, should, anticipates, believes, expects, plans, future, intends, could, estimate, predict, projects, targeting, potential or contingent," the negative of these terms or other similar expressions. The Company's actual results could differ materially from those discussed or implied herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the Company's annual report on Form 10-K for the fiscal year ended December 29, 2002 or subsequent quarterly reports. Among these risks are: changes in the market value of salvage; the quality and quantity of inventory available from suppliers; the ability to pass through towing costs; that vehicle processing time will improve; legislative or regulatory acts; competition; the availability of suitable acquisition candidates and greenfield opportunities; the ability to bring new facilities to expected earnings targets; the dependence on key insurance company suppliers; the ability of the Company and its outside consultants to successfully complete the re-design of the Company's information systems, both in a timely manner and according to costs and operational specifications; and the level of energy and labor costs. ADDITIONAL INFORMATION ABOUT INSURANCE AUTO AUCTIONS, INC. IS AVAILABLE ON THE WORLD WIDE WEB AT WWW.IAAI.COM -----END PRIVACY-ENHANCED MESSAGE-----