-----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, GGZ9WDO/SRdBbxQpbsNd/3iZcAr38AlZdDQy1DNAOqNiGZAP5FPNGhnlV7dD5YCd MOSikdsRF2urNAtnDuXHGg== 0000950144-96-005493.txt : 19960816 0000950144-96-005493.hdr.sgml : 19960816 ACCESSION NUMBER: 0000950144-96-005493 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960814 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOYD BROS TRANSPORTATION INC CENTRAL INDEX KEY: 0000920907 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [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: 96612641 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 BROS. TRANSPORTATION,INC FORM 10-Q 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 June 30, 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 June 30, 1996. Common Stock, $.001 Par Value 3,728,050 ----------------------------- ------------------ (Class) (Number of Shares) 1 2 INDEX Page Number Part I. Financial Information (Unaudited) Item 1. Condensed Financial Statements Condensed Balance Sheets June 30, 1996 and December 31, 1995 3 Condensed Statements of Operations Three-month period ended June 30, 1996 and 1995 and Six-month period ended June 30, 1996 and 1995 5 Condensed Statements of Cash Flows Six-month period ended June 30, 1996 and 1995 6 Notes to Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. Other Information 9 Signatures 10
2 3 BOYD BROS. TRANSPORTATION INC. CONDENSED BALANCE SHEETS
June 30, December 31, 1996 1995 ---- ---- (unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 482,590 $1,481,910 Marketable securities 100,000 100,000 Notes and accounts receivable (less allowance for doubtful accounts of $125,108) Trade and interline 6,407,469 5,779,409 Refundable income taxes 1,080,707 1,161,311 Other 1,030,392 842,508 Inventories 368,265 397,062 Prepaid tire expense 982,167 558,750 Other prepaid expenses 1,551,604 737,690 Deferred income tax 328,678 328,678 ----------- ----------- Total current assets 12,331,872 11,387,318 ----------- ----------- PROPERTY AND EQUIPMENT: Land and land improvements 1,082,510 1,055,606 Buildings 3,235,034 3,174,363 Revenue equipment 48,368,239 46,139,369 Other equipment 7,648,503 7,481,290 Leasehold improvements 373,561 373,561 ----------- ----------- Total 60,707,847 58,224,189 Less accumulated depreciation and amortization 16,305,915 21,035,800 Property and equipment, net 44,401,932 37,188,389 ----------- ----------- OTHER ASSETS 331,136 316,012 ----------- ----------- TOTAL $57,064,940 $48,891,719 =========== ===========
See notes to condensed financial statements. 3 4 BOYD BROS TRANSPORTATION INC. CONDENSED BALANCE SHEETS
June 30, December 31, 1996 1995 ---- ---- (Unaudited) LIABILITIES AND STOCKHOLDERS# EQUITY CURRENT LIABILITIES: Current maturities of long-term debt S 5,197,652 $ 4,090,561 Accounts payable - trade and interline 1,715,104 932,524 Accrued liabilities: Self-insurance claims 2,042,961 1,664,465 Salaries and wages 849,624 1,297,116 Environmental remediation (Note 2) 162,938 200,000 Other 571,364 526,416 ----------- ----------- Total current liabilities 10,539,643 8,711,082 LONG-TERM DEBT 16,221,926 9,227,851 DEFERRED INCOME TAXES 7,046,681 6,964,156 ----------- ----------- Total liabilities 33,808,250 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; 3,728,050 shares issued and outstanding 3,716 3,823 Additional paid-in capital 13,904,351 14,708,994 Retained earnings 9,348,623 9,275,813 ----------- ----------- Total stockholders' equity 23,256,690 23,988,630 ----------- ----------- TOTAL $57,064,940 $48,891,719 =========== ===========
See notes to condensed financial statements. 4 5 BOYD BROS. TRANSPORTATION INC. CONDENSED STATEMENTS OF OPERATIONS
QUARTER ENDED JUNE 30, SIX MONTH ENDED JUNE 30, 1996 1995 1996 1995 ---- ---- ---- ---- (UNAUDITED) (UNAUDITED) OPERATING REVENUES $16,349,678 $15,987,342 $31,278,763 $30,625,077 OPERATING EXPENSES: Salaries, wages and employee benefits 7,235,860 7,035,806 14,007,762 13,316,888 Operating supplies 4,913,421 4,374,239 9,439,265 8,241,420 Taxes and licenses 498,027 401,118 1,110,169 796,237 Insurance and claims 820,416 937,401 1,890,336 1,644,925 Communications and utilities 295,224 252,443 567,741 470,686 Depreciation and amortization 2,030,619 1,760,441 3,989,056 3,482,185 Gain on disposition of property and equipment, net (470,927) (168,075) (808,317) (185,708) Environmental remediation (Note 2) 0 0 0 (50,000) Other 137,020 153,346 290,901 238,931 ----------- ----------- ---------- ----------- Total operating expenses 15,459,660 14,746,719 30,486,913 27,955,564 ----------- ----------- ---------- ----------- OPERATING INCOME 890,018 1,240,623 791,850 2,669,513 ----------- ----------- ---------- ----------- OTHER (INCOME) EXPENSES: Interest income (21,899) (19,396) (46,753) (29,324) Interest expense 354,469 174,711 625,008 341,687 ----------- ----------- ---------- ----------- Other expenses, net 332,570 155,315 578,255 312,363 ----------- ----------- ---------- ----------- INCOME BEFORE PROVISION FOR INCOME TAXES 557,448 1,085,308 213,595 2,357,150 PROVISION FOR INCOME TAXES 250,415 404,899 140,208 898,370 NET INCOME $ 307,033 $ 680,409 $ 73,387 $ 1,458,780 =========== =========== ========== =========== NET INCOME PER SHARE $ 0.082 $ 0.178 $ 0.020 $ 0.382 =========== =========== ========== =========== WEIGHTED AVERAGE SHARES OUTSTANDING 3,728,050 3,823,000 3,744,773 3,823,007
See notes to condensed financial statements. 5 6 BOYD BROS. TRANSPORTATION INC. CONDENSED STATEMENTS OF CASH FLOWS
Quarter Ended June 30, ---------------------- 1996 1995 ---- ---- (Unaudited) OPERATING ACTIVITIES: Net income $73,387 $1,458,780 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,989,056 3,482,185 Gain on disposal of property and equipment, net (808,317) (185,708) Provision for deferred income taxes 140,208 893,370 Changes in assets and liabilities provided (used) cash: Marketable Securities 0 (500,000) Notes and accounts receivable (735,340) (1,582,691) Other assets (1,224,235) (728,777) Accounts payable trade and interline 782,580 1,529,027 Accrued liabilities (61,110) (92,361) Deferred income taxes (57,683) (929,138) ------------ ------------ 2,098,546 3,344,687 INVESTING ACTIVITIES: Capital expenditures (16,724,988) (5,444,800) Proceeds from disposals of property and equipment 6,330,706 791,200 ------------ ------------ (10,394,282) (4,653,600) ------------ ------------ FINANCING ACTIVITIES: Proceeds from long-term debt 11,850,906 3,187,006 Principal payments on long-term debt (3,749,740) (2,469,408) Repurchase of common stock (804,750) 0 ------------ ------------ 7,296,416 717,598 ------------ ------------ NET DECREASE IN CASH AND CASH EQUIVALENTS (999,320) (591,315) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,481,910 1,285,545 ------------ ------------ BALANCE AT END OF PERIOD $ 482,590 $ 694,230 ============ ============
See notes to condensed financial statements. 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 six months of 1995. The environmental remediation liability included in the accompanying balance sheet at June 30, 1996 and December 31, 1995 was $162,938 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, 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 second quarter of 1996 the Company repurchased 25,000 shares of its own stock for $187,500. For the first six months ended 1996 the Company repurchased an aggregate of 107,300 shares for $804,840. A total of 150,000 shares were authorized for repurchase under the repurchase program. 7 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Operating revenues increased 2.3% for the three-month period ended June 30, 1996 compared to the same period in 1995. Operating revenues increased 2.1% for the six-month period ended June 30, 1996. The Company continued to focus on increasing its fleet size to meet the anticipated demands of new and existing customers, ending the first six months of 1996 with 522 tractors compared with 511 tractors as of June 30, 1995. Operating expenses increased by 4.8% for the three-month period ended June 30, 1996 compared with the three months ended June 30, 1995. Salaries and wages increased 2.84% for the quarter due primarily to increased driver wages and workmen's compensation. Operating supplies increased 12.3% because of higher maintenance and fuel costs for the three month period ended June 30, 1996 vs. 1995. Taxes and license expense increased 24% due to higher ad valorem taxes in 1996. Depreciation and amortization expense increased 15.4% due to the addition of new trucks and lower utilization. Insurance and claims were down 12.5% due to a decrease in safety liability reserves. The operating ratio for the second quarter of 1996 was 94.6% compared with 92.2% for the second quarter of 1995. For the three-month period ended June 30, 1996 vs. 1995 interest expense was up 102.9% due primarily to increased debt. Gain on sale increased from $168,075 during the second quarter of 1995 to $470,927 in 1996. The Company traded a substantial number of tractors during the second quarter of 1996. Operating expenses increased 9.1% for the six-month period ended June 30, 1996, compared to the same period in 1995. Salaries and wages increased 5.19% due to increased driver wages and workmen's compensation costs. Operating supplies increased 14.5% because of higher fuel and maintenance costs for the six-month period ended June 30, 1996 vs. 1995. Tax and license expense increased 39.4% due to higher ad valorem taxes and other credits received during 1995. Depreciation and amortization expense increased 14.6% due to the addition of new trucks and lower utilization. Insurance and claims were up 14.9% due to an increase in safety liability reserves. Gain on sale increased from $185,708 during the first six months of 1995 to $808,317 in 1996. The Company traded a substantial number of tractors during the first six months of 1996 vs. 1995. The operating ratio for the first six months of 1996 was 97.5% compared to 91.3% in 1995. For the six-month period ended June 30, 1996 vs. 1995 interest expense was up 82.9% due primarily to increased debt. 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 six-month period ended June 30, 1995. LIQUIDITY AND CAPITAL RESOURCES Net cash flow provided by operating activities was $2,098,546 during the first six months of 1996, compared to $3,344,687 during the first six months of 1995. The Company had a working capital surplus of $1,792,229 at June 30, 1996. Management anticipates increasing the Company's fleet in 1996 by an aggregate of 48 tractors net of replacements, at an anticipated cost of approximately $3.6 million. During the first six months of 1996, the Company purchased approximately $16.7 million of replacement tractors and trailers, of which $11.8 million was financed with various lenders. As of June 30, 1996 the Company has added no net addition of tractors. Management expects to continue financing 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 June 30, 1996 the Company had no outstanding borrowings on 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. 8 9 PART II. Other Information. 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) /s/ Richard Bailey Date: August 9, 1996 --------------------------------------- Richard Bailey, Chief Financial Officer (Principal Accounting Officer) 9 10 Exhibit Index Exhibit 27 Financial Data Schedule (for SEC use only) EX-27 2 FINANCIAL DATA SCHEDULE
5 6-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 482,590 100,000 6,407,469 125,108 368,265 12,331,872 44,401,932 16,305,915 57,064,940 10,539,643 0 0 0 3,716 23,256,690 57,064,940 31,278,763 31,278,763 0 30,486,913 0 0 578,255 213,595 140,208 73,387 0 0 0 73,387 .02 .02
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