-----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, NNLJR5akjDLMMf8enIWq6N6/hG+f7Hx0h5+fCAipO7uZS0Q1828LSB3ILyAzCKds NNUXVxwf/Qa+VORjwW1iIQ== 0000950144-99-008244.txt : 19990629 0000950144-99-008244.hdr.sgml : 19990629 ACCESSION NUMBER: 0000950144-99-008244 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990628 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: 11-K SEC ACT: SEC FILE NUMBER: 001-13867 FILM NUMBER: 99654004 BUSINESS ADDRESS: STREET 1: 160 CLAIRMONT AVE STREET 2: STE 510 CITY: DECATUR STATE: GA ZIP: 30030 BUSINESS PHONE: 4043701100 MAIL ADDRESS: STREET 1: 160 CLAIREMONT AVENUE SUITE 510 CITY: DECATUR STATE: GA ZIP: 30030 11-K 1 ALLIED HOLDINGS, INC. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One): [ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the fiscal year ended December 31, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to --------------- -------------------- Commission File Number 0-22276 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: ALLIED HOLDINGS, INC. 401(k) RETIREMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: ALLIED HOLDINGS, INC. 160 Clairemont Avenue Suite 200 Decatur, Georgia 30030 (a) The following financial statements and reports, which have been prepared pursuant to the requirements of the Employee Retirement Income Security Act of 1974, are filed as part of this Annual Report on form 11-K: Report of Independent Public Accountants. Financial Statements: Statements of Net Assets Available for Benefits as of December 31, 1998 and 1997. Statement of Changes in Net Assets Available for Benefits with Fund Information, for the year ended December 31, 1998. Notes to Financial Statements and Schedules. 2 Schedules Supporting Financial Statements: Schedule I: Line 27-a - Assets Held for Investment Purposes as of December 31, 1998. Schedule II: Line 27-b - Schedule of Loans or Fixed Income Obligations as of December 31, 1998. Schedule III: Line 27-d - Schedule of Reportable Transactions for the year ended December 31, 1998. (b) The following Exhibit is filed as part of this Annual Report on Form 11-K: Exhibit 23 - Consent of Arthur Andersen LLP. 3 ALLIED 401(K) RETIREMENT PLAN FINANCIAL STATEMENTS AND SCHEDULES AS OF DECEMBER 31, 1998 AND 1997 TOGETHER WITH AUDITORS' REPORT 4 ALLIED 401(K) RETIREMENT PLAN FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1998 AND 1997 TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS Statements of Net Assets Available for Benefits--December 31, 1998 and 1997 Statement of Changes in Net Assets Available for Benefits, With Fund Information, for the Year Ended December 31, 1998 NOTES TO FINANCIAL STATEMENTS AND SCHEDULES SCHEDULES SUPPORTING FINANCIAL STATEMENTS Schedule I: Item 27a--Schedule of Assets Held for Investment Purposes--December 31, 1998 Schedule II: Item 27b--Schedule of Loans or Fixed Income Obligations--December 31, 1998 Schedule III: Item 27d--Schedule of Reportable Transactions for the Year Ended December 31, 1998 5 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Plan Administrator of the Allied 401(k) Retirement Plan: We have audited the accompanying statements of net assets available for benefits of the ALLIED 401(K) RETIREMENT PLAN as of December 31, 1998 and 1997 and the related statement of changes in net assets available for benefits, with fund information, for the year ended December 31, 1998. These financial statements and the schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. As described in Note 2, these financial statements and supplemental schedules were prepared on a modified cash basis of accounting, which is a comprehensive basis of accounting other than generally accepted accounting principles. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Allied 401(k) Retirement Plan as of December 31, 1998 and 1997 and the changes in net assets available for benefits for the year ended December 31, 1998 on the basis of accounting described in Note 2. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes, loans or fixed income obligations, and reportable transactions are presented for the 6 purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The fund information in the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. Atlanta, Georgia May 3, 1999 7 ALLIED 401(K) RETIREMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1998 AND 1997
1998 1997 ----------- ----------- INVESTMENTS, AT FAIR VALUE: Pooled separate accounts: Principal U.S. Stock Fund $12,483,336 $10,933,314 Principal Money Market Fund 6,219,061 5,490,753 Principal Bond & Mortgage Fund 3,752,452 3,145,163 Principal International Stock Fund 4,932,571 4,352,594 Principal Stock Index 500 Fund 12,552,648 7,191,792 Principal Medium Company Value Fund 5,043,835 4,021,424 Principal Small Company Blend Fund 2,324,954 2,253,598 Principal Medium Company Blend Fund 6,325,435 5,427,387 Principal Stock Emphasis Balanced Fund 860,415 181,806 Allied Holdings, Inc. common stock 751,552 640,160 Ryder System, Inc. common stock 915,047 1,560,630 INVESTMENTS, AT CONTRACT VALUE: Loans to participants 3,068,829 2,992,288 General account of Principal Life Insurance Company--Fixed Interest Fund 11,540,606 9,927,302 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $70,770,741 $58,118,211 =========== ===========
The accompanying notes are an integral part of these statements. 8 ALLIED 401(K) RETIREMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1998
PARTICIPANT-DIRECTED ------------------------------------------------------ PRINCIPAL PRINCIPAL PRINCIPAL U.S. MONEY BOND & PRINCIPAL STOCK MARKET MORTGAGE INTERNATIONAL FUND FUND FUND STOCK FUND ------------------------------------------------------ ADDITIONS: Contributions: Participants $ 1,354,477 $ 755,370 $ 455,180 $ 645,623 Employer 92,225 91,290 23,871 53,552 Rollovers 232,126 41,449 3,164 327,455 ----------- ---------- ---------- ---------- Total contributions 1,678,828 888,109 482,215 1,026,630 Interest and dividend income 0 0 0 0 Net appreciation (depreciation) in fair value of investments: Pooled separate accounts 1,560,640 264,462 253,298 391,232 Common stock 0 0 0 0 Net loan activity (25,183) 37,357 (76,451) (41,314) ----------- ---------- ---------- ---------- Total additions 3,214,285 1,189,928 659,062 1,376,548 ----------- ---------- ---------- ---------- DEDUCTIONS: Benefits paid to participants (727,777) (637,177) (278,797) (333,239) Administrative expenses (32,583) (15,671) (9,707) (14,011) ----------- ---------- ---------- ---------- Total deductions (760,360) (652,848) (288,504) (347,250) ----------- ---------- ---------- ---------- NET TRANSFERS BETWEEN AND AMONG FUNDS (903,903) 191,228 236,731 (449,321) ----------- ---------- ---------- ---------- NET INCREASE (DECREASE) 1,550,022 728,308 607,289 579,977 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 10,933,314 5,490,753 3,145,163 4,352,594 ----------- ---------- ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $12,483,336 $6,219,061 $3,752,452 $4,932,571 =========== ========== ========== ========== PARTICIPANT-DIRECTED ------------------------------------------------------ PRINCIPAL PRINCIPAL PRINCIPAL PRINCIPAL STOCK MEDIUM SMALL MEDIUM INDEX 500 COMPANY COMPANY COMPANY FUND VALUE FUND BLEND FUND BLEND FUND ------------------------------------------------------ ADDITIONS: Contributions: Participants $ 1,381,765 $ 612,294 $ 647,381 $ 645,934 Employer 101,398 63,494 36,187 81,903 Rollovers 180,879 557,937 26,428 667,547 ----------- ---------- ---------- ---------- Total contributions 1,664,042 1,233,725 709,996 1,395,384 Interest and dividend income 0 0 0 0 Net appreciation (depreciation) in fair value of investments: Pooled separate accounts 2,368,542 76,007 (289,864) 306,360 Common stock 0 0 0 0 Net loan activity (45,371) 40,442 16,439 42,436 ----------- ---------- ---------- ---------- Total additions 3,987,213 1,350,174 436,571 1,744,180 ----------- ---------- ---------- ---------- DEDUCTIONS: Benefits paid to participants (432,104) (307,451) (119,092) (574,889) Administrative expenses (27,372) (14,527) (9,377) (17,348) ----------- ---------- ---------- ---------- Total deductions (459,476) (321,978) (128,469) (592,237) ----------- ---------- ---------- ---------- NET TRANSFERS BETWEEN AND AMONG FUNDS 1,833,119 (5,785) (236,746) (253,895) ----------- ---------- ---------- ---------- NET INCREASE (DECREASE) 5,360,856 1,022,411 71,356 898,048 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 7,191,792 4,021,424 2,253,598 5,427,387 ----------- ---------- ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $12,552,648 $5,043,835 $2,324,954 $6,325,435 =========== ========== ========== ==========
9
PARTICIPANT-DIRECTED ----------------------------------------------------------------------- PRINCIPAL STOCK ALLIED RYDER PRINCIPAL EMPHASIS HOLDINGS, INC. SYSTEM, INC. LOANS FIXED BALANCED COMMON COMMON TO INTEREST FUND STOCK FUND STOCK FUND PARTICIPANTS FUND TOTAL --------------- -------------- ------------ ------------ ------------ ------------ ADDITIONS: Contributions: Participants $ 232,286 $ 160,754 $ 0 $ 0 $ 1,305,101 $ 8,189,386 Employer 26,098 18,729 0 0 36,793 625,540 Rollovers 75,622 19,067 197,900 11,339 892,020 3,239,712 --------- --------- ----------- ----------- ------------ ------------ Total contributions 334,006 198,550 197,900 11,339 2,233,914 12,054,638 Interest and dividend income 0 0 0 0 641,695 641,695 Net appreciation (depreciation) in fair value of investments: Pooled separate accounts 56,664 0 0 0 0 4,987,341 Common stock 0 (191,135) (225,601) 0 0 (416,736) Net loan activity 2,604 (18,579) 0 250,790 (53,796) 129,374 --------- --------- ----------- ----------- ------------ ------------ Total additions 393,274 (11,164) (27,701) 262,129 2,821,813 17,396,312 --------- --------- ----------- ----------- ------------ ------------ DEDUCTIONS: Benefits paid to participants (43,505) (41,440) (166,742) (185,588) (723,118) (4,570,919) Administrative expenses (1,821) 0 0 0 (30,446) (172,863) --------- --------- ----------- ----------- ------------ ------------ Total deductions (45,326) (41,440) (166,742) (185,588) (753,564) (4,743,782) --------- --------- ----------- ----------- ------------ ------------ NET TRANSFERS BETWEEN AND AMONG FUNDS 330,661 163,996 (451,140) 0 (454,945) 0 --------- --------- ----------- ----------- ------------ ------------ NET INCREASE (DECREASE) 678,609 111,392 (645,583) 76,541 1,613,304 12,652,530 NET ASSETS AVAILABLE FOR BENEFITS, beginning of year 181,806 640,160 1,560,630 2,992,288 9,927,302 58,118,211 --------- --------- ----------- ----------- ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS, end of year $ 860,415 $ 751,552 $ 915,047 $ 3,068,829 $ 11,540,606 $ 70,770,741 ========= ========= =========== =========== ============ ============
The accompanying notes are an integral part of this statement. 10 ALLIED 401(K) RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1998 AND 1997 1. PLAN DESCRIPTION The following brief description of the Allied 401(k) Retirement Plan (the "Plan") is provided for general information purposes only. Participants should refer to the plan document for more complete information. GENERAL The Plan is a defined contribution plan established for the employees of Allied Holdings, Inc. (the "Company") and certain of its subsidiaries who have adopted the Plan, as defined, under the provisions of Section 401(a) of the Internal Revenue Code ("IRC"), which includes a qualified cash or deferred arrangement as described in Section 401(k) of the IRC. The Plan benefits all eligible employees of the Company and is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended. The Plan was restated in December 1994, naming the Company as the primary sponsor of the Plan. PARTICIPATION All employees who are age 21 or older may elect to participate in the Plan upon full-time employment. Some of the adopting subsidiaries have elected to exclude collectively bargained employees and have a service requirement for eligibility. CONTRIBUTIONS Participating employees may elect to defer a percentage of their pretax compensation, as specified in their employers' adoption agreement, each calendar year, subject to IRC limitations. The Plan provides for matching contributions for nonunion participants. The Company matches 100% of a participant's deferral, up to 3% of his or her pretax compensation or a maximum of $1,000 for each eligible participant. A participant must be employed by the Company on the last day of the plan year in order to be eligible for a matching contribution. Employer matching for new, retired, disabled, and deceased employees is based on the portion of the year that the employee was eligible to participate in the Plan. The Plan was amended effective July 8, 1997 to allow for rollover contributions from previous employers' qualified retirement plans. INVESTMENT OPTIONS All contributions to the Plan are participant-directed and are invested, as elected by each participant, in one or any combination of the investment options offered by the Plan and 11 -2- are managed by Principal Life Insurance Company ("Principal"). Participants receive investment income, gains, and losses from plan investments based on their proportionate shares of fund balances to the total fund balances during the year. Descriptions of each current investment option, all of which are Principal pooled separate accounts with the exception of the Fixed Interest Fund and the Allied Holdings, Inc. Common Stock Fund, are as follows: FIXED INTEREST FUND Contributions made to this fund are invested in the general account of Principal, which holds investments that are private-market bonds, commercial mortgages, and mortgage-backed securities. Funds placed in this account earn a guaranteed interest rate for a specific number of years. Principal guarantees the interest rate which is established during the first guarantee year based on the timing of deposits into the account. U.S. STOCK FUND This fund invests in stocks of U.S. companies of all sizes. The strategy is to target stocks that are considered good values when their prices are compared to their long-term earnings potential. MONEY MARKET FUND This fund invests in high-quality commercial paper (short-term, unsecured corporate loans). The average maturity is usually less than one month. BOND & MORTGAGE FUND This fund makes loans to companies, most of which are bonds and commercial mortgages. The companies are located in different geographic regions, and the lengths of most loans are five to ten years. The account may also invest in publicly traded bonds. INTERNATIONAL STOCK FUND This fund invests in common stocks of companies located outside the United States, mainly in Western Europe and Asia. Countries and industries are selected after evaluating the economic, social, and political factors of each market. STOCK INDEX 500 FUND This fund invests in the common stocks of those companies listed in the Standard & Poor's 500 Stock Index ("S & P 500"). The S & P 500 is a measure of stock earnings based on the stocks of 500 of the largest companies. MEDIUM COMPANY VALUE FUND This fund invests in stocks of medium-sized companies. 12 -3- MEDIUM COMPANY BLEND FUND This fund invests in medium-sized stocks that offer a combination of value and good earnings potential. The account looks at both "growth" and "value" stocks, resulting in a "blend" portfolio. SMALL COMPANY BLEND FUND This fund invests in stocks of smaller companies where the potential for long-term growth is expected to be above average. The account looks at both "growth" and "value" stocks, resulting in a "blend" portfolio. STOCK EMPHASIS BALANCED FUND This fund invests in other separate accounts of Principal. The account usually invests from 50% to 100% of the assets in dynamic and aggressive investment accounts and 0% to 50% in conservative and moderate investment accounts. ALLIED HOLDINGS, INC. COMMON STOCK FUND This fund invests principally in Allied Holdings, Inc. common stock. Participants may not elect to direct more than 50% of their contributions into this option. Effective in 1997, with the acquisition of Ryder Automotive Carrier Services, Inc. and RC Management Corp. ("Ryder"), the Plan was amended to permit rollovers from other qualified plans. Employees of Ryder were eligible to receive distributions of their accounts from the qualified plan maintained by Ryder. Some of the employees elected to rollover their distributions to the Plan, including Ryder System, Inc. common stock which was received as an in-kind distribution. This stock is held by the Plan and may be sold by the participants or held. No additional acquisitions of Ryder System, Inc. common stock are permitted. DISTRIBUTION AND VESTING OF BENEFITS Both employer and participant contributions are 100% vested at all times. Upon normal retirement, permanent disability, or death, the employee or designated beneficiary is eligible to receive all of the employee's share of accumulated benefits of the Plan in a lump-sum distribution, an annuity, or installments over a period of time. Upon termination of employment, the employee or designated beneficiary is entitled to receive the participant's account balance or continue his/her account until normal retirement or earlier. EXPENSES Administrative expenses of the Plan are paid by the Plan and the Company. Participants pay a transaction fee for loans. The Plan pays an annual fee to cover fund investment management expenses based on average plan assets. This fee is deducted from interest and dividend income of the funds prior to allocation to the participant's accounts. The plan also pays recordkeeping expenses which are allocated to the participant's accounts. 13 -4- PLAN TERMINATION Although the Company intends for the Plan to be continued indefinitely, it reserves the right to terminate the Plan subject to the provisions of ERISA. Should the plan terminate, all participants would become fully vested and the Plan's assets would be distributed. LOANS TO PARTICIPANTS The Plan permits loans to participants of up to 50% of each participant's vested balance, not to exceed $50,000. Loans are made for a minimum of $1,000, and only one loan may be made in any 12-month period. Such loans are payable over five years and bear interest at rates determined by the plan administrator based on prevailing market conditions. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER MATTERS BASIS OF ACCOUNTING The accounting records of the Plan are maintained on a modified cash basis. Under the modified cash basis, receivables and accrued expenses are not recorded and investments are stated at market value. Contributions receivable at December 31, 1998 and 1997 were approximately $34,000 and $116,000, respectively. In addition, refunds of contributions of approximately $113,000 were due to participants at December 31, 1998. These amounts have not been recorded in the accompanying financial statements which have been prepared on the modified cash basis of accounting. The preparation of financial statements in conformity with generally accepted accounting principals requires the Plan's management to use estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from these estimates. VALUATION OF INVESTMENTS Investments are recorded at market value based on quoted market prices, with the exception of assets in the Fixed Interest Fund which are stated at contract value. The Plan has adopted Statement of Position ("SOP") 94-4, "Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans," effective January 1, 1995. This SOP specifies that nonbenefit-responsive investment contracts held by defined-contribution plans should be reported at fair value. The investment in the general account at Principal is nonbenefit-responsive due to surrender charges which apply to early withdrawals. The fair value of the general account as of December 31, 1998 and 1997 approximates contract value. Contract value represents contributions made under the contract plus earnings, less plan withdrawals and administrative expenses. At December 31, 1998, the Plan was holding 52,412 shares of Allied Holdings, Inc. common stock and 35,191 shares of Ryder System, Inc. common stock. 14 -5- NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS Net realized gains (losses) from the sale of investments and changes in unrealized appreciation (depreciation) are recorded in the accompanying statement of changes in net assets available for benefits, with fund information, as net appreciation (depreciation) in fair value of pooled separate accounts and common stock. LOAN ACTIVITY Net loan activity in the accompanying statement of changes in net assets available for benefits, with fund information, includes new loans issued, principal repayments, interest income on loans outstanding, and fees charged for loan administration. 3. ADMINISTRATION OF THE PLAN Investors Guarantee Corp. served as the trustee of the Plan until January 1, 1998 at which date Bankers Trust Company became the Plan's trustee. The Company is the administrator of the Plan. Principal serves as the Plan's recordkeeper and investment custodian. All of the Plan's investments, excluding Allied Holdings, Inc. and Ryder System, Inc. common stock, are managed by Principal. 4. TAX STATUS The Plan has received a favorable letter of determination from the Internal Revenue Service dated November 30, 1998 covering the Plan as then designed. The letter of determination states that the Plan is designed in compliance with Section 401 of the IRC and that the related trust is entitled to an exemption from taxation under the provisions of Section 501(a). The plan administrator believes that the Plan is currently designed and is being operated in compliance with the applicable requirements of the IRC. Therefore, the plan administrator believes that the Plan was qualified and that the related trust was tax-exempt as of December 31, 1998 and 1997. 15 SCHEDULE I ALLIED 401(K) RETIREMENT PLAN ITEM 27A--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1998
DESCRIPTION OF INVESTMENT, INCLUDING IDENTITY OF ISSUER, MATURITY DATE, RATE OF INTEREST, CURRENT BORROWER, LESSOR, OR SIMILAR PARTY COLLATERAL, AND PAR OR MATURITY VALUE COST VALUE ---------------------------------- ------------------------------------- ----------- ----------- * VARIOUS PLAN PARTICIPANTS Participant loans (interest rates ranging from 6% to 10%) $ 3,068,829 $ 3,068,829 * PRINCIPAL LIFE INSURANCE U.S. Stock Fund 8,412,624 12,483,336 COMPANY Money Market Fund 5,924,485 6,219,061 Bond & Mortgage Fund 3,055,710 3,752,452 International Stock Fund 3,946,143 4,932,571 Stock Index 500 Fund 8,064,573 12,552,648 Medium Company Value Fund 4,536,100 5,043,835 Small Company Blend Fund 2,250,181 2,324,954 Medium Company Blend Fund 6,022,946 6,325,435 Stock Emphasis Balanced Fund 807,013 860,415 Deposits in general account of insurance company: 7.11%, matured December 31, 1998 1,692,181 1,692,181 6.53%, matures December 31, 1999 1,968,158 1,968,158 5.95%, matures December 31, 2000 2,504,345 2,504,345 6.02%, matures December 31, 2001 2,110,693 2,110,693 5.20%, matures December 31, 2002 3,265,229 3,265,229 ----------- ----------- 11,540,606 11,540,606 ----------- ----------- * ALLIED HOLDINGS, INC. Common stock, 52,412 shares 766,225 751,552 RYDER SYSTEM, INC. Common stock, 35,191 shares 1,297,334 915,047 ----------- ----------- $59,692,769 $70,770,741 =========== ===========
*Represents a party in interest. The accompanying notes are an integral part of this schedule. 16 SCHEDULE II ALLIED 401(K) RETIREMENT PLAN ITEM 27B--SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS DECEMBER 31, 1998
AMOUNT RECEIVED DURING THE YEAR UNPAID AMOUNTS OVERDUE ORIGINAL --------------- BALANCE AT ------------------------ IDENTITY OF OBLIGOR AMOUNT PRINCIPAL INTEREST YEAR-END DESCRIPTION PRINCIPAL INTEREST ------------------- -------- --------- -------- -------- ---------------------------------- --------- -------- * VARIOUS PLAN $550,219 $21,283 $5,144 $475,156 Notes issued from November 16, PARTICIPANTS 1985 to August 31, 1998; maturity dates from November 16, 1990 to August 31, 2003; interest rates from 6% to 9% $341,617 $133,539
*Party in interest to the Plan. The accompanying notes are an integral part of this schedule. 17 SCHEDULE III ALLIED 401(K) RETIREMENT PLAN ITEM 27D--SCHEDULE OF REPORTABLE TRANSACTIONS (A) FOR THE YEAR ENDED DECEMBER 31, 1998
PURCHASES SALES --------------------- ------------------------------------------------ NUMBER OF NUMBER OF NET GAIN IDENTITY OF ISSUER DESCRIPTION OF INVESTMENT TRANSACTIONS AMOUNT TRANSACTIONS PROCEEDS COST (LOSS) ------------------ ------------------------- ------------ ------ ------------ -------- ---- ------ * PRINCIPAL LIFE Deposits in general account of insurance company 138 $3,634,767 199 $2,659,620 $2,659,620 $ 0 INSURANCE COMPANY U.S. Stock Fund 186 2,490,830 255 2,500,486 1,733,091 767,395 Money Market Fund 173 3,132,035 207 2,668,527 2,563,164 105,363 Stock Index 500 Fund 254 4,790,097 187 1,794,109 1,206,710 587,399 Medium Company Value Fund 173 2,208,406 157 1,261,914 1,169,076 92,838 Medium Company Blend Fund 171 2,147,649 155 1,556,551 1,533,161 23,390
*Transaction with a party in interest. (a) Represents transactions or a series of transactions in excess of 5% of the current value of plan assets as of the beginning of the year. The accompanying notes are an integral part of this schedule. 18 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the plan administrator has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. ALLIED HOLDINGS, INC. 401(k) RETIREMENT PLAN By: /s/ Daniel H. Popky --------------------------------------- Name: Daniel H. Popky Title: Senior Vice President and Chief Financial Officer Date: June 28, 1998 EXHIBIT INDEX
Exhibit Description Location - ------- ----------- -------- (23) Consent of Arthur Andersen LLP Filed herewith
EX-23 2 CONSENT OF ARTHUR ANDERSEN LLP 1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our report included in this Form 11-K into Allied Holdings Inc.'s previously filed Registration Statement on Form S-8, File No. 33-76108 covering the Allied 401(k) Retirement Plan. ARTHUR ANDERSEN LLP Atlanta, Georgia June 23, 1999 -----END PRIVACY-ENHANCED MESSAGE-----