-----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, DddGCdOAv2LsJcdCJDW73P+/rx3Ek9+UGeo/wxVy5u4BlnK5mtNtXnfALDA4i25b g8W1gHVyIgmSqg3Vp3zSBQ== 0000950144-04-007715.txt : 20040805 0000950144-04-007715.hdr.sgml : 20040805 20040805061807 ACCESSION NUMBER: 0000950144-04-007715 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED HOLDINGS INC CENTRAL INDEX KEY: 0000909950 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 580360550 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13867 FILM NUMBER: 04953068 BUSINESS ADDRESS: STREET 1: 160 CLAIRMONT AVE STREET 2: STE 200 CITY: DECATUR STATE: GA ZIP: 30030 BUSINESS PHONE: 4043701100 MAIL ADDRESS: STREET 1: 160 CLAIREMONT AVENUE SUITE 200 CITY: DECATUR STATE: GA ZIP: 30030 8-K 1 g90312e8vk.htm ALLIED HOLDINGS, INC. ALLIED HOLDINGS, INC.
 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________

FORM 8-K

Current Report for Event Occurring August 5, 2004

of

ALLIED HOLDINGS, INC.

a Georgia Corporation
IRS Employer Identification No. 58-0360550
SEC File Number 0-22276

160 Clairemont Avenue
Suite 200
Decatur, Georgia 30030
(404) 373-4285

 

 

TABLE OF CONTENTS

Signature
EXHIBIT INDEX
EX-99.1 PRESS RELEASE DATED AUGUST 5, 2004

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

  (c)   Exhibits

  99.1   Press Release of Allied Holdings, Inc. issued August 5, 2004.

Item 12. Results of Operations and Financial Condition.

     The information set forth under this Item 12, including the Exhibits attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, 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.

     On August 5, 2004, Allied Holdings, Inc. issued a press release reporting its financial results for the second quarter ended June 30, 2004. A copy of the press release is hereby attached as Exhibit 99.1 and incorporated herein by reference.

 

 

Signature

     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.

Dated: August 5, 2004
         
  ALLIED HOLDINGS, INC.
 		  
  By:   /s/ David A. Rawden    
    Name:   David A. Rawden   
    Title:   Executive Vice President and Chief Financial Officer   

 

 

EXHIBIT INDEX

     
99.1
  Press Release of Allied Holdings, Inc. issued August 5, 2004.

 

EX-99.1 2 g90312exv99w1.txt EX-99.1 PRESS RELEASE DATED AUGUST 5, 2004 CONTACT David A. Rawden Executive Vice President & CFO 404/687-5905 ALLIED HOLDINGS REPORTS SECOND QUARTER RESULTS DECATUR, GEORGIA, AUGUST 5, 2004 - ALLIED HOLDINGS, INC. (AMEX:AHI) TODAY REPORTED RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2004. The Company reported a net loss for the second quarter of $3.8 million, compared to net income of $3.4 million in the second quarter of 2003, a decrease of $7.2 million. Basic and diluted loss per share in the second quarter of 2004 was $0.43, versus basic earnings per share of $0.40 and diluted earnings per share of $0.39 in the second quarter last year. Revenues for the second quarter of 2004 were $236.6 million compared to revenues of $230.1 million in the second quarter last year, an increase of $6.5 million or 2.8 percent. Earnings before interest, taxes, depreciation and amortization, and gains and losses on disposal of assets (Adjusted EBITDA) for the second quarter of 2004 were $14.7 million compared to $19.4 million of Adjusted EBITDA reported during the second quarter last year, a decline of $4.7 million. Adjusted EBITDA is presented because management believes it provides useful information to investors regarding the Company's ability to generate cash flows that can be used to service debt and provide for capital expenditures. A reconciliation of Adjusted EBITDA to net income (loss) is provided in the financial schedules attached to this press release. The decline in Adjusted EBITDA in the second quarter was primarily a result of significantly higher fuel costs, higher benefits costs related to employees covered by the Company's collective bargaining agreement with the Teamsters, the financial impact of the terms of the previously disclosed General Motors' contract renewal, higher repair and maintenance costs associated with a small number of US and Canadian terminal operations and a $3.6 million charge to expense as a result of an increase in self-insurance reserves, primarily caused by higher than expected inflationary cost trends in the Company's reserves for aged workers' compensation claims. The Company increased its reserves for aged workers' compensation claims during the second quarter by $5.9 million. The impact of this increase in reserves was partially offset by progress in the general liability area. The net impact from these two items was an increase in self-insurance reserves during the second quarter of $3.6 million, or 3.9% of the Company's self-insurance reserves as of June 30, 2004. Increased costs during the second quarter were partially mitigated by higher revenues, higher revenue per unit, improved driver and line haul productivity, and ongoing reductions in losses associated with cargo claims as a result of the Company's emphasis on damage-free delivery of customer products. The increase in revenues in the second quarter this year compared to last year was primarily the result of a 0.6 percent increase in vehicle deliveries and a $2.30 increase in revenue per unit. Revenue per unit increased primarily due to higher priced rail diversion traffic, longer length of haul and improved traffic selection during the second quarter. Allied's net loss in the quarter was primarily due to reduced investment income earned on collateral held by Allied's captive insurance company, currency exchange losses of $1.0 million related to a strengthening U.S. dollar associated with the Company's operations in Canada and the $3.6 million increase in self-insurance reserves. Allied Holdings, Inc. August 5, 2004 Commenting on the results, Hugh E. Sawyer, Allied's President and Chief Executive Officer, said, "We are disappointed with the second quarter; however, after a poor start to the year in January we were pleased that our core operations showed signs of improvement in the second quarter versus the first quarter of 2004. In fact, Adjusted EBITDA increased from $7.8 million in the first quarter of 2004 to $14.7 million in the second quarter of 2004, which includes a $3.6 million increase in reserves for self-insured claims." Mr. Sawyer added, "The charge to expense as a result of the increase in self-insurance reserves had a significant impact on our results in the second quarter and we clearly need to do more to improve this area of our business. In simple terms, we have focused our time, energy and financial resources on programs to reduce future workers compensation costs by reducing current period worker injuries and accidents. To date we have demonstrated progress in the number of lost time days, which are down 14% versus last year. Indeed, since 2002 lost time days are down 23%. Given the overall progress in our current period risk management initiatives we believe we have reached the point where we can now allocate more time and investment toward the potential settlement of certain workers' compensation cases that impact our reserves." Mr. Sawyer added, "As I promised at year-end, risk management will continue to be a top priority at Allied and we have targeted future settlements of outstanding aged workers compensation claims and reductions in total risk management expense as our primary objectives. However, the underlying changes in culture, processes and accountability are challenging to achieve and the quarterly and annual improvements may be uneven." Mr. Sawyer concluded, "We recognize that it will take a sustained effort to resolve our aged workers compensation claims and until these programs gain traction we believe we have taken a reasonable approach to establishing appropriate self-insurance reserves. We will continue to revisit the Company's self-insurance reserves on a regular basis to confirm that our reserves are adequately established." Revenues for the six month period ended June 30, 2004 were $448.9 million, versus $443.7 million for the same six month period in 2003, an increase of 1.2 percent. Allied experienced a net loss of $12.8 million in the first six months of 2004, versus a net loss of $2.3 million in the same period of 2003. Adjusted EBITDA for the first six months of 2004 was $22.5 million, versus $30.0 million of Adjusted EBITDA in the first six months of 2003. The Company's 2004 net loss for the six month period versus the prior year period was increased by a $3.1 million reduction in investment income earned on collateral held by Allied's captive insurance company, a $3.6 million increase in self insurance reserves and a $1.1 million currency exchange loss related to a strengthening U.S. dollar associated with the Company's operations in Canada. The Company recorded a $2.4 million gain in currency exchange during the first six months of 2003. During the second quarter of 2004, the Company borrowed a net $6.4 million of indebtedness and capital expenditures were $8.4 million. During the second quarter of 2003, the Company paid down a net $3.8 million of indebtedness and spent $2.5 million on capital expenditures. For the first six months of 2004, the Company had net borrowings of $18.1 million of indebtedness and capital expenditures were $13.3 million. That compares to net borrowings of $2.8 million of indebtedness and capital expenditures of Allied Holdings, Inc. August 5, 2004 $8.4 million in the first half of 2003. Borrowings for the second quarter and the first six months of 2004 were higher primarily as a result of lower Adjusted EBITDA and increased capital expenditures. The Company expects to remanufacture approximately 135 rigs during 2004 and has adjusted its estimate of 2004 capital expenditures to a range of $24 to $28 million from previous estimates of $25 to $35 million. Mr. Sawyer added, "I am not pleased with the erosion in our second quarter and year-to-date Adjusted EBITDA and net income. However, the year is not yet over and I expect Allied's second half performance to improve. There are signs of progress in organic growth, driver productivity and cargo claims. Further, I am pleased to report that we have agreed to retain our GM yard management service operations in consideration for a negotiated price increase, which we believe will restore the profitability of these services in the second half of 2004. Additionally, we have a contractually mandated price increase which should have a positive impact on our Ford book of business during the second half of 2004." Mr. Sawyer concluded, "Despite progress in many areas of the Company, 2004 will not be the profitable year we had originally hoped it might be. A poor start in January, escalating fuel costs, uneven OEM production cycles and increased workers' compensation reserves have made this another challenging transition year of our turnaround. Nevertheless, your management team will continue to take every appropriate step to close the gap in performance and to position the Company for better results in the second half of 2004 and the years ahead." ABOUT ALLIED HOLDINGS Allied Holdings, Inc. is the parent company of several subsidiaries engaged in providing distribution and transportation services of new and used vehicles to the automotive industry. The services of Allied's subsidiaries span the finished vehicle distribution continuum, and include car-hauling, intramodal transport, inspection, accessorization, and dealer prep. Allied, through its subsidiaries, is the leading company in North America specializing in the delivery of new and used vehicles. Statements in this press release that are not strictly historical are "forward looking" statements. Such statements include, without limitations, any statements containing the words "believe," "anticipate," "estimate," "expect," "intend," "plan," "seek," and similar expressions. Investors are cautioned that such statements, including statements regarding the benefits resulting from the renewal of the contract with the Teamsters in the U.S. and its affect on the Company's revitalization effort and managements ability to react to external factors and uncertainties; the Company's ability to maintain a stable operating platform; the ability of the Company to execute key initiatives and the benefits derived from such execution; the ability of the Company to increase sales growth in AAG and Axis; the ability to ascertain opportunities to reduce costs and expenses; profitability from our GM yard management services operations; the expected increase in revenues from the Company's book of business with Ford; the Company's risk management initiatives including efforts to reduce workers' compensation reserve amounts, the amount of the Company's capital expenditures related to rig remanufacturing and other matters; and the Company's ability to secure new or additional sources of revenue, are subject to certain risks and uncertainties that could cause actual results to differ materially. Without limitation, these risks and uncertainties include economic recessions or extended or more severe downturns in new vehicle production or sales, the highly competitive nature of the automotive distribution industry, the ability of the Company to comply with the terms of its current debt agreements, the ability of the Company to obtain financing in the future and the Company's highly leveraged Allied Holdings, Inc. August 5, 2004 financial position. Investors are urged to carefully review and consider the various disclosures made by the Company in this press release and in the Company's reports filed with the Securities and Exchange Commission. NOTE: THE INFORMATION IN THIS PRESS RELEASE WILL BE DISCUSSED BY MANAGEMENT TODAY ON A CONFERENCE CALL THAT CAN BE ACCESSED AT THE FOLLOWING LINKS: WWW.COMPANYBOARDROOM.COM OR WWW.ALLIEDHOLDINGS.COM BEGINNING AT 10:30 A.M. EST. ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2004 SECOND QUARTER EARNINGS RELEASE (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
FOR THE THREE MONTHS ENDED JUNE 30, -------------------------- 2004 2003 --------- --------- Revenues $ 236,616 $ 230,078 Net (loss) income $ (3,753) $ 3,372 (Loss) earnings per share: Basic $ (0.43) $ 0.40 Diluted $ (0.43) $ 0.39 Weighted average common shares outstanding: Basic 8,704 8,462 Diluted 8,704 8,700
FOR THE SIX MONTHS ENDED JUNE 30, --------- --------- 2004 2003 --------- --------- Revenues $ 448,860 $ 443,670 Net loss $ (12,801) $ (2,292) Loss per share: Basic and diluted $ (1.48) $ (0.27) Weighted average common shares outstanding: Basic and diluted 8,663 8,436
ALLIED HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
JUNE 30, DECEMBER 31, 2004 2003 ---------- ------------ (UNAUDITED) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 5,301 $ 2,148 Restricted cash and cash equivalents 26,763 26,267 Restricted investments 3,235 -- Receivables, net of allowance for doubtful accounts of $2,173 and $3,575 respectively 59,846 55,110 Inventories 4,549 4,983 Deferred income taxes 16,608 20,213 Prepayments and other current assets 17,529 12,644 --------- --------- Total current assets 133,831 121,365 --------- --------- PROPERTY AND EQUIPMENT, NET 146,295 155,573 --------- --------- GOODWILL, NET 89,173 90,203 --------- --------- OTHER ASSETS: Restricted cash and cash equivalents -- 55,817 Restricted investments 63,746 -- Other non-current assets 32,546 32,777 --------- --------- Total other assets 96,292 88,594 --------- --------- Total assets $ 465,591 $ 455,735 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Current maturities of long-term debt $ 13,500 $ 16,374 Borrowings under revolving credit facility 29,555 -- Accounts and notes payable 40,464 34,272 Accrued liabilities 82,707 80,937 --------- --------- Total current liabilities 166,226 131,583 --------- --------- LONG-TERM DEBT, less current maturities 221,583 230,126 --------- --------- POSTRETIREMENT BENEFITS OTHER THAN PENSIONS 5,106 5,302 --------- --------- DEFERRED INCOME TAXES 16,608 20,213 --------- --------- OTHER LONG-TERM LIABILITIES 60,762 59,697 --------- --------- STOCKHOLDERS' EQUITY (DEFICIT): Preferred stock, no par value; 5,000 shares authorized, none outstanding -- -- Common stock, no par value; 20,000 shares authorized, 8,869 and 8,764 shares outstanding at June 30, 2004 and December 31, 2003, respectively -- -- Additional paid-in capital 48,324 47,511 Treasury stock at cost, 139 shares at June 30, 2004 and December 31, 2003, respectively (707) (707) Accumulated deficit (47,825) (35,024) Accumulated other comprehensive loss, net of tax (4,486) (2,966) --------- --------- Total stockholders' equity (deficit) (4,694) 8,814 --------- --------- Total liabilities and stockholders' equity (deficit) $ 465,591 $ 455,735 ========= =========
ALLIED HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
FOR THE THREE MONTHS ENDED FOR THE SIX MONTHS ENDED JUNE 30, JUNE 30, -------------------------- -------------------------- 2004 2003 2004 2003 --------- --------- --------- --------- REVENUES $ 236,616 $ 230,078 $ 448,860 $ 443,670 --------- --------- --------- --------- OPERATING EXPENSES: Salaries, wages and fringe benefits 126,518 123,502 246,465 241,077 Operating supplies and expenses 41,513 35,968 78,559 73,148 Purchased transportation 28,588 25,837 54,494 50,550 Insurance and claims 11,041 11,477 20,204 20,834 Operating taxes and licenses 8,096 8,159 14,655 15,997 Depreciation and amortization 9,929 11,653 20,315 23,677 Rents 2,029 1,620 3,745 3,240 Communications and utilities 1,351 1,580 3,305 3,468 Other operating expenses 2,765 2,535 4,951 5,384 Loss (gain) on disposal of operating assets, net 127 195 (1,010) 459 --------- --------- --------- --------- Total operating expenses 231,957 222,526 445,683 437,834 --------- --------- --------- --------- Operating income 4,659 7,552 3,177 5,836 --------- --------- --------- --------- OTHER INCOME (EXPENSE): Interest expense (7,577) (7,373) (14,945) (14,754) Investment income 131 3,007 188 3,333 Gain on early extinguishment of debt -- -- -- -- Foreign exchange (loss) gain, net (966) 1,430 (1,121) 2,448 Other, net -- -- (100) -- --------- --------- --------- --------- (8,412) (2,936) (15,978) (8,973) --------- --------- --------- --------- (LOSS) INCOME BEFORE INCOME TAXES (3,753) 4,616 (12,801) (3,137) INCOME TAX (PROVISION) BENEFIT -- (1,244) -- 845 --------- --------- --------- --------- NET (LOSS) INCOME $ (3,753) $ 3,372 $ (12,801) $ (2,292) ========= ========= ========= ========= (LOSS) EARNINGS PER COMMON SHARE: BASIC $ (0.43) $ 0.40 $ (1.48) $ (0.27) ========= ========= ========= ========= DILUTED $ (0.43) $ 0.39 $ (1.48) $ (0.27) ========= ========= ========= ========= WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: BASIC 8,704 8,462 8,663 8,436 ========= ========= ========= ========= DILUTED 8,704 8,700 8,663 8,436 ========= ========= ========= =========
ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2004 SECOND QUARTER EARNINGS RELEASE OPERATING DATA (Unaudited)
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, -------------------------------- -------------------------------- 2004 2003 2004 2003 ------------ ------------ ------------ ------------ AAG, INCLUDING ALLIED HOLDINGS REVENUES $230,005,000 $223,098,000 $435,672,000 $429,300,000 OPERATING INCOME $ 4,022,000 $ 6,559,000 $ 1,884,000 $ 4,172,000 OPERATING RATIO 98.25% 97.06% 99.57% 99.03% VEHICLES DELIVERED 2,445,053 2,430,950 4,621,801 4,644,226 LOADS DELIVERED 317,311 316,308 600,945 604,321 VEHICLES PER LOAD 7.71 7.69 7.69 7.69 REVENUE PER VEHICLE $ 94.07 $ 91.77 $ 94.26 $ 92.44 PERCENT DAMAGE FREE DELIVERY 99.75% 99.70% 99.75% 99.70% AVERAGE NUMBER OF ACTIVE RIGS 3,762 3,836 3,730 3,820 AVERAGE NUMBER OF EMPLOYEES: DRIVERS 4,108 4,131 3,935 4,183 OTHERS 1,991 1,989 1,934 2,001 AXIS GROUP: REVENUES $ 6,611,000 $ 6,980,000 $ 13,188,000 $ 14,370,000 OPERATING INCOME $ 637,000 $ 993,000 $ 1,293,000 $ 1,664,000
CERTAIN AMOUNTS IN THE INFORMATION PRESENTED ABOVE HAVE BEEN RECLASSIFIED TO CONFORM TO THE CURRENT YEAR PRESENTATION. ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2004 SECOND QUARTER EARNINGS RELEASE NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, ------------------------------ ------------------------------ 2004 2003 2004 2003 ------------ ------------ ------------ ------------ RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA: NET (LOSS) INCOME $ (3,753,000) $ 3,372,000 $(12,801,000) $ (2,292,000) INCOME TAX EXPENSE (BENEFIT) -- 1,244,000 -- (845,000) INTEREST EXPENSE 7,577,000 7,373,000 14,945,000 14,754,000 INVESTMENT INCOME (131,000) (3,007,000) (188,000) (3,333,000) FOREIGN EXCHANGE (GAINS) LOSSES, NET 966,000 (1,430,000) 1,121,000 (2,448,000) OTHER, NET -- -- 100,000 -- LOSS (GAIN) ON DISPOSAL OF OPERATING ASSETS 127,000 195,000 (1,010,000) 459,000 DEPRECIATION AND AMORTIZATION 9,929,000 11,653,000 20,315,000 23,677,000 ------------ ------------ ------------ ------------ ADJUSTED EBITDA $ 14,715,000 $ 19,400,000 $ 22,482,000 $ 29,972,000 ============ ============ ============ ============
Adjusted EBITDA is presented because management believes it provides useful information to investors regarding the Company's ability to generate cash flows that can be used to service debt and provide for capital expenditures. Adjusted EBITDA is also a component of certain financial covenants in the Company's debt agreements. The Company's net income is the closest measure in the Company's financial statements prepared in accordance with Generally Accepted Accounting Principles ("GAAP"), in terms of comparability to Adjusted EBITDA. As such, a reconciliation of Adjusted EBITDA to the net income for the three and six months ended June 30, 2004 and 2003 are provided above. Because Adjusted EBITDA is not a measure determined in accordance with GAAP and is thus susceptible to varying calculations, Adjusted EBITDA as presented may not be comparable to other similarly titled measures used by other companies. -----END PRIVACY-ENHANCED MESSAGE-----