-----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, DGoM7OynyEQINQM1+nuZIMlkd9hujpdGhQDoeyHd3xaErgt3xRRzt7avBMBJdiQc P9OZ7w/wu9Vaf+rpPe8fYQ== 0000950144-96-002142.txt : 19960625 0000950144-96-002142.hdr.sgml : 19960625 ACCESSION NUMBER: 0000950144-96-002142 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960513 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOYD BROS TRANSPORTATION INC CENTRAL INDEX KEY: 0000920907 STANDARD INDUSTRIAL CLASSIFICATION: 4213 IRS NUMBER: 636006515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-23948 FILM NUMBER: 96561105 BUSINESS ADDRESS: STREET 1: 3275 HIGHWAY 30 CITY: CLAYTON STATE: AL ZIP: 36016 BUSINESS PHONE: 3347753261 MAIL ADDRESS: STREET 1: 3275 HWY 30 CITY: CLAYTON STATE: AL ZIP: 36016 10-Q 1 BOYD BROTHERS TRANSPORTATION, INC. 10-Q 3-31-96 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ---------------------- to --------------------- Commission File Number 0-23948 -------------------------------------------------------- BOYD BROS. TRANSPORTATION INC. (Exact name of Registrant as specified in its charter) Delaware 63-6006515 ------------------------------- ---------------------------- (State or other jurisdiction of (IRS Employer Identification incorporation or organization) Number) 3275 Highway 30, Clayton, Alabama 36016 ---------------------------------------- (Address of principal executive offices) (Zip Code) (334) 775-3261 -------------- (Registrant's telephone number, including area code) Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) Yes X No__, and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of April 30, 1996. Common Stock, $.001 Par Value 3,740,700 ----------------------------- ------------------ (Class) (Number of Shares) 1 2 BOYD BROS. TRANSPORTATION INC.
INDEX Page Number Part I. Financial Information (Unaudited) Item 1. Condensed Financial Statements Condensed Balance Sheets December 31, 1995 and March 31, 1996 3 Condensed Statements of Operations Three Month Period Ended March 31, 1996 and 1995 5 Condensed Statements of Cash Flows Three Month Period Ended March 31, 1996 and 1995 6 Notes to Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Part II. Other Information 10 Signatures 11
Page 2 3 BOYD BROS. TRANSPORTATION INC. CONDENSED BALANCE SHEETS
- - --------------------------------------------------------------------------------------------------------------------------- March 31 December 31 1996 1995 ---- ---- (unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 260,925 $ 1,481,910 Marketable securities 100,000 100,000 Notes and accounts receivable (less allowance for doubtful accounts of $125,108) Trade and interline 6,178,321 5,779,409 Refundable income taxes 1,161,311 1,161,311 Other - 842,508 Inventories 432,138 397,062 Prepaid tire expense 675,250 558,750 Other prepaid expenses 1,511,760 737,690 Deferred income tax 328,678 328,678 ----------- ----------- Total current assets 10,648,383 11,387,318 ----------- ----------- PROPERTY AND EQUIPMENT: Land and land improvements 1,055,606 1,055,606 Buildings 3,205,827 3,174,363 Revenue equipment 49,078,974 46,139,369 Other equipment 7,561,695 7,481,290 Leasehold improvements 373,561 373,561 ----------- ----------- Total 61,275,663 58,224,189 Less accumulated depreciation and amortization 20,512,948 21,035,800 ----------- ----------- Property and equipment, net 40,762,715 37,188,389 ----------- ----------- OTHER ASSETS 331,136 316,012 ----------- ----------- TOTAL $51,742,234 $48,891,719 ----------- -----------
See notes to condensed financial statements. Page 3 4 BOYD BROS TRANSPORTATION INC. CONDENSED BALANCE SHEETS
- - --------------------------------------------------------------------------------------------------------------------------- March 31, December 31 1996 1995 ---- ---- (Unaudited) LIABILITIES AND STOCKHOLDERS# EQUITY CURRENT LIABILITIES: Current maturities of long-term debt $ 4,841,195 $ 4,090,561 Accounts payable - trade and interline 774,620 932,524 Accrued liabilities: Self-insurance claims 1,840,717 1,664,465 Salaries and wages 803,128 1,297,116 Environmental remediation (Note 2) 185,792 200,000 Other 440,549 526,416 ----------- ----------- Total current liabilities 8,886,001 8,711,082 LONG-TERM DEBT 12,911,312 9,227,851 DEFERRED INCOME TAXES 6,807,946 6,964,156 ----------- ----------- Total liabilities 28,605,259 24,903,089 ----------- ----------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Preferred stock, $.001 par value - 1,000,000 shares authorized; no shares issued and outstanding Common stock, $.001 par value - 10,000,000 shares authorized; 3,823,000 shares issued and outstanding 3,751 3,823 Additional paid-in capital 14,091,730 14,708,994 Retained earnings 9,041,494 9,275,813 ----------- ----------- Total stockholders' equity 23,136,975 23,988,630 ----------- ----------- TOTAL $51,742,234 $48,891,719 ----------- -----------
See notes to condensed financial statements. Page 4 5 BOYD BROS. TRANSPORTATION INC. CONDENSED STATEMENTS OF OPERATIONS
- - -------------------------------------------------------------------------------------- Quarter Ended March 31, ----------------------- 1996 1995 ---- ---- (Unaudited) OPERATING REVENUES $14,929,086 $14,637,735 OPERATING EXPENSES: Salaries, wages and employee benefits 6,771,968 6,281,082 Operating supplies 4,526,272 3,867,181 Taxes and licenses 612,141 395,119 Insurance and claims 1,069,920 707,524 Communications and utilities 272,517 218,430 Depreciation and amortization 1,958,437 1,721,744 Gain on disposition of property and equipment, net (334,970) (17,634) Environmental remediation (Note 2) - (50,000) Other 153,879 85,586 ----------- ----------- Total operating expenses 15,030,164 13,209,032 ----------- ----------- OPERATING INCOME (LOSS) (101,078) 1,428,703 ----------- ----------- OTHER (INCOME) EXPENSES: Interest income (24,854) (9,928) Interest expense 268,119 166,976 ----------- ----------- Other expenses, net 243,265 157,048 ----------- ----------- INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES (344,343) 1,271,655 PROVISION FOR INCOME TAXES (110,207) 493,471 ----------- ----------- NET INCOME (LOSS) $ (234,136) $ 778,184 ----------- ----------- NET INCOME (LOSS) PER SHARE $ (0.06) $ 0.20 ----------- ----------- WEIGHTED AVERAGE SHARES OUTSTANDING 3,763,368 3,823,000
Page 5 6 BOYD BROS. TRANSPORTATION INC. CONDENSED STATEMENTS OF CASH FLOWS
- - ------------------------------------------------------------------------------------------------------ Quarter Ended March 31, ----------------------- 1996 1995 ---- ---- (Unaudited) OPERATING ACTIVITIES: Net income (loss) $ (234,136) $ 778,184 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 1,958,437 1,721,744 Gain on disposal of property and equipment, net (334,970) (17,634) Provision for deferred income taxes (110,207) 493,471 Changes in assets and liabilities provided (used) cash: Marketable securities - (250,000) Notes and accounts receivable (398,912) (604,517) Other assets (98,262) (97,981) Accounts payable trade and interline (157,904) (72,951) Accrued liabilities (417,994) (185,882) Deferred income taxes (46,003) (544,395) ----------- ----------- 160,049 1,220,039 ----------- ----------- INVESTING ACTIVITIES: Capital expenditures (6,669,593) (1,364,116) Proceeds from disposals of property and equipment 1,471,800 35,500 ----------- ----------- (5,197,793) (1,328,616) ----------- ----------- FINANCING ACTIVITIES: Proceeds from long-term debt 6,026,499 800,000 Principal payments on long-term debt (1,592,404) (1,817,834) Repurchase of common stock (617,336) ----------- ----------- 3,816,759 (1,017,834) ----------- ----------- NET DECREASE IN CASH AND CASH EQUIVALENTS (1,220,985) (1,126,411) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,481,910 1,285,545 ----------- ----------- BALANCE AT END OF PERIOD $ 260,925 $ 159,134 ----------- -----------
See notes to condensed financial statements. Page 6 7 BOYD BROS. TRANSPORTATION INC. NOTES TO CONDENSED FINANCIAL STATEMENTS 1. BASIS OF PRESENTATION The accompanying condensed financial statements have been prepared in compliance with Form 10-Q instructions and thus do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the condensed statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the results of the reported interim periods. The condensed statements should be read in conjunction with the summary of accounting policies and notes to financial statements included in the Company's Form 10-K for the year ended December 31, 1995. The results of operations for interim periods presented are not necessarily indicative of the operating results for an entire year. 2. ENVIRONMENTAL MATTERS The Company's operations are subject to federal, state and local laws and regulations concerning the environment. Certain of the Company's facilities are located in historically industrial areas and, therefore, there is the possibility of environmental liability as a result of operations by prior owners as well as the Company's use of fuels and underground storage tanks at its regional terminals. During 1994 the Company retained an environmental consulting firm to conduct an audit of its compliance with applicable federal, state and local laws and regulations concerning the environment. The environmental consulting firm detected the presence of soil contamination and potential ground water contamination related primarily to the use of underground storage tanks, including tanks used by a prior owner of the property, at the Company's terminal in Birmingham, Alabama. The Company has notified the Alabama Department of Environmental Management of this contamination. The Company has initiated the process of removing and replacing all currently known underground storage tanks at the Birmingham terminal. The Company also replaced all underground storage tanks at the Clayton, Alabama terminal. Based upon cost estimates provided by its environmental consulting firm and contractors in 1994, the Company recorded an $800,000 charge to establish a reserve for the removal and replacement of underground storage tanks at the Company's terminals. Based on subsequent reviews of this project by management and its independent consultants, the Company reduced this reserve during 1995 by $293,652, reflecting a decline in the current estimated costs of remediating the sites. The reserve was reduced $50,000 during the first quarter of 1995. The environmental remediation liability included in the accompanying balance sheet at March 31, 1996 and December 31, 1995 was $185,792 and $200,000, respectively. There can be no assurance that material liabilities or expenditures will not arise from these or additional environmental matters that may be discovered, 7 8 or from future requirements of law. The Company does not believe that these expenditures will have a material adverse effect on the Company's financial condition. 3. CAPITAL TRANSACTIONS During the first quarter of 1996 the Company repurchased 82,300 shares of its own stock for $617,250. A total of 150,000 shares were authorized for repurchase under the repurchase program. 8 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Operating revenues increased 2% for the three month period ended March. 31, 1996 compared to the same period in 1995. The Company continued to focus on increasing its fleet size to meet the anticipated demands of new and existing customers, ending the first quarter of 1996 with 522 tractors compared with 480 tractors as of March 31, 1995. Operating expenses increased by 13.8% for the three-month period ended March 31, 1996 compared with the three months ended March 31, 1995. Salaries and wages increased 7.82% due primarily to increased driver wages and other salaries for the three-month period ended March 31, 1996 vs. 1995. Operating supplies increased 17.0% because of unusually high maintenance costs and higher fuel costs for the three month period ended March 31, 1996 vs. 1995. Taxes and license expense increased 55% due to credits received the first quarter of 1995. Depreciation and amortization expense increased 13.8% due to the addition of new trucks and lower utilization. Insurance and claims were up 51% due to an increase in safety liability reserves. The operating ratio for the first quarter of 1996 was 100.7% compared with 90.2% for the first quarter of 1995. For the three-month period ended March 31 1996 vs. 1995 interest expense was up 60.6 % due primarily to increased debt. Gain on sale increased from $17,634 during the first quarter of 1995 to $334,970 in 1996. The Company traded a substantial number of tractors during the first quarter of 1996. The Company reserved $800,000 in the first quarter of 1994 for remediation expenses associated with the removal and replacement of underground storage tanks at some of its terminals. Due to an updated estimate on the total environmental remediation costs, the Company reduced its environmental reserve by $50,000 during the three-month period ended March 31, 1995. LIQUIDITY AND CAPITAL RESOURCES Net cash flow provided by operating activities was $160,049 during the first three months of 1996, compared to $1,220,039 during the first three months of 1995. The Company had a working capital surplus of $1,762,382 at March 31, 1996. Management anticipates increasing the Company's fleet in 1996 by an aggregate of 78 tractors net of replacements, at an anticipated cost of approximately $6.0 million. As of March 31, 1996 the Company has added no net addition of tractors. Management expects to finance such equipment purchases through equipment financing arrangements with various lenders. Historically, the Company has relied on cash generated from operations to fund its working capital requirements. However, the Company has a line of credit with AmSouth Bank permitting short-term borrowings of up to $1.5 million at prime less .125%. At March 31, 1996 the Company had no outstanding borrowings on 9 10 its line of credit. Management believes that the line of credit, borrowing facilities and cash flow from operations are sufficient to meet its financing needs. PART II. Other Information. 10 11 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 duly authorized. Boyd Bros. Transportation Inc. (Registrant) Date: May 13, 1996 /s/ Richard Bailey -------------------------------------- Richard Bailey, Chief Financial Officer (Principal Accounting Officer) 11 12 EXHIBITS Exhibit 27 Financial Data Schedule (for SEC use only) EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF BOYD BROS. TRANSPORTATION FOR THE THREE MONTHS ENDED MARCH 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 260,925 100,000 6,178,321 0 432,138 10,648,383 61,275,663 20,512,948 51,742,234 8,886,001 0 0 0 3,751 23,133,224 51,742,234 14,929,086 14,929,086 15,030,164 15,030,164 243,265 0 268,119 (344,343) (110,207) (344,343) 0 0 0 (234,136) (.06) (.06)
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