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): June 30, 2017 (June 30, 2017)
ARCBEST CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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0-19969 |
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71-0673405 |
(State or other |
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(Commission |
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(IRS Employer |
3801 Old Greenwood Road
Fort Smith, Arkansas 72903
(479) 785-6000
(Address, including zip code, and telephone number, including area code, of
the registrants principal executive offices)
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.
o Written communication 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
ITEM 7.01 REGULATION FD DISCLOSURE
On June 30, 2017, ArcBest Corporation (Nasdaq: ARCB) issued a press release announcing that effective August 1, 2017, it will apply space-based minimum charges for less-than-truckload shipments.
A copy of the press release and a Question and Answer document that provides additional information regarding the space-based minimum charges are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
99.1 Press release of ArcBest Corporation dated June 30, 2017.
99.2 Question and Answer document dated June 30, 2017.
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 hereunto duly authorized.
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ARCBEST CORPORATION | ||
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(Registrant) | ||
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Date: |
June 30, 2017 |
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/s/ Michael R. Johns |
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Michael R. Johns | |
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Vice President General Counsel and Corporate Secretary | |
EXHIBIT 99.1
Investor Relations Contact: David Humphrey |
Media Contact: Kathy Fieweger |
Title: Vice President Investor Relations |
Phone: 479-719-4358 |
Phone: 479-785-6200 |
Email: kfieweger@arcb.com |
Email: dhumphrey@arcb.com |
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ArcBestSM Announces Space-Based Pricing for Less-than-truckload Shipments
· Cubic minimum charge introduced
FORT SMITH, Arkansas, June 30, 2017 ArcBestSM (Nasdaq: ARCB) today announced that effective August 1, 2017, it will apply space-based minimum charges for less-than-truckload (LTL) shipments to better reflect freight shipping trends that have evolved over the last several years.
These trends include the overall growth and ongoing profile shift of bulkier shipments across the entire supply chain. In addition, many shipping and logistics solutions now include unique requirements.
The logistics industry continues to change rapidly, said ArcBest Chairman, President and CEO Judy R. McReynolds. We believe this initiative is the natural step for us to take now to ensure that the value we provide is appropriately reflected in the compensation we receive for our shipping and logistics services. We view this as a logical complement to the current weight-based pricing common in the LTL industry.
A simplified process will take effect in which customers provide freight dimensions (length, width and height) or ArcBest will calculate those for them, as it has for many years, to determine applicable cubic minimum charges (CMC) that will supplement weight-based metrics when appropriate.
ArcBest has dimensional data on more than 90 percent of the freight shipped in its asset-based network. To assist in comprehensively capturing shipment dimensions and to help validate the shipment dimensions provided by our customers, the company will install static dimensioners at the majority of its distribution centers, expected to be in place by the time the CMC is effective on August 1.
ArcBest has resources available to assist customers through this transition, including Weighing & Research experts and packaging engineers who can help improve product packaging for greater transport efficiency and security.
For more information, visit arcb.com/spacebasedpricing.
About ArcBest
ArcBestSM (Nasdaq: ARCB) is a logistics company with creative problem solvers who have The Skill and the Will® to deliver integrated logistics solutions. At ArcBest, Well Find a Way to deliver knowledge, expertise and a can-do attitude with every shipment and supply chain solution, household move or vehicle repair. For more information about LTL or other logistic solutions, visit arcb.com.
Forward-Looking Statements
Certain statements and information in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Terms such as anticipate, believe, could, estimate, expect, forecast, foresee, intend, may, plan, predict, project, scheduled, should, would, and similar expressions and the negatives of such terms are intended to identify forward-looking statements.
These statements are based on managements beliefs, assumptions, and expectations based on currently available information, are not guarantees of future performance, and involve certain risks and uncertainties (some of which are beyond our control). Although we believe that the expectations reflected in these forward-looking statements are reasonable as and when made, we cannot provide assurance that our expectations will prove to be correct. Actual outcomes and results could materially differ from what is expressed, implied, or forecasted in these statements due to a number of factors, including, but not limited to: a failure of our information systems, including disruptions or failures of services essential to our operations or upon which our information technology platforms rely, data breach, and/or cybersecurity incidents; not achieving some or all of the expected financial and operating benefits of our corporate restructuring or incurring additional costs or operational inefficiencies as a result of the restructuring; relationships with employees, including unions, and our ability to attract and retain employees; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Freights collective bargaining agreement; competitive initiatives and pricing pressures; union and nonunion employee wages and benefits, including changes in required contributions to multiemployer plans; the cost, integration, and performance of any recent or future acquisitions; general economic conditions and related shifts in market demand that impact the performance and needs of industries we serve and/or limit our customers access to adequate financial resources; governmental regulations; environmental laws and regulations, including emissions-control regulations; the loss or reduction of business from large customers; litigation or claims asserted against us; the cost, timing, and performance of growth initiatives; the loss of key employees or the inability to execute succession planning strategies; availability and cost of reliable third-party services; our ability to secure independent owner operators and/or operational or regulatory issues related to our use of their services; default on covenants of financing arrangements and the availability and terms of future financing arrangements; timing and amount of capital expenditures; self-insurance claims and insurance premium costs; availability of fuel, the effect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates, and the inability to collect fuel surcharges; increased prices for and decreased availability of new revenue equipment, decreases in value of used revenue equipment, and higher costs of equipment-related operating expenses such as maintenance and fuel and related taxes; potential impairment of goodwill and intangible assets; maintaining our intellectual property rights, brand, and corporate reputation; seasonal fluctuations and adverse weather conditions; regulatory, economic, and other risks arising from our international business; antiterrorism and safety measures; and other financial, operational, and legal risks and uncertainties detailed from time to time in ArcBests public filings with the Securities and Exchange Commission (SEC).
For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events, or otherwise.
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EXHIBIT 99.2
ArcBest Cubic Minimum Charge (CMC) Questions and Answers
June 30, 2017
· Why is ArcBest making this change in its pricing structure now?
Over the last several years, the LTL industry has seen a change in shipment profile with the continual growth of cube-dominant shipments. Our current pricing structure does not adequately address these cube-dominant shipments, which are increasing in number. These pricing changes will allow ArcBest to be adequately compensated for the value we provide on these kinds of shipments.
· Whats different about the CMC versus how youve applied pricing in the past?
The CMC is a clearer, simpler way of pricing. CMC complements the standard weight-based pricing common in the industry by creating a minimum charge per cubic foot to ensure that we are adequately compensated for the value we provide on these types of shipments.
· Do you plan to continue handling these types of shipments?
We embrace all of our customers business and the unique shipment characteristics of their various products and commodities, and we are particularly strong in handling complicated freight. The CMC is an additional mechanism to ensure the value we provide in transporting these shipments is adequately considered in the shipment pricing.
· What will be the impact to your annual operating results of these changes?
The analysis we have done indicates that this change offers ArcBest an opportunity to improve our asset-based revenue and profitability.
· What will the impact of CMC be on your customers?
We believe they will benefit from the simplified structure and straightforward application of the CMC. Many of our customers have an understanding of the LTL industrys changing freight profile, the additional costs required in handling these shipments and our need to be appropriately compensated. The ArcBest sales team has been trained on the CMC and will be communicating with our customers.
· What resources and technology are in place at ArcBest to implement this pricing change?
ABF Freight, ArcBests LTL service provider, currently captures dimensions on approximately 90% of its shipments utilizing our city drivers and dock personnel. We have done extensive testing and analysis on our potential use of static dimensioners and, as a result, we will install them at the majority of our distribution centers. Their use will assist us in more comprehensively capturing shipment dimensions and help us validate the shipment dimensions provided by our customers. We also have resources available to assist customers through this transition including Weighing and Research experts and packaging engineers who can help improve product packaging for greater transport efficiency and security. We expect our static dimensioners to be in place by the time our CMC is effective on August 1, 2017.