-----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, VTtk+iCac5kcOcKfarSGNkZaLPJaOBsXsaZZG9RTBW60SwjarV3IYPG4NXKNBOIO Wm3kjTVySj+N1N8SRqFi9Q== 0001157523-04-008487.txt : 20040913 0001157523-04-008487.hdr.sgml : 20040913 20040913172951 ACCESSION NUMBER: 0001157523-04-008487 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040913 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040913 DATE AS OF CHANGE: 20040913 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23948 FILM NUMBER: 041028224 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 8-K 1 a4719103.txt BOYD BROS. TRANSPORTATION INC. 8-K 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 September 13, 2004 (Date of earliest event reported) Boyd Bros. Transportation Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-23948 63-6006515 ----------------------------------------- ---------------------------------- (Commission File No.) (IRS Employer Identification No.) 3275 Highway 30 Clayton, Alabama 36016 ----------------------------------------- ---------------------------------- (Address of principal executive offices) (Zip Code) (334) 775-1400 ------------------------------------------------------ (Registrant's telephone number, including area code) Item 8.01 Other Events. Boyd Bros. Transportation Inc. (the "Company") today announced that it has completed the merger of BBT Acquisition Corporation ("BBT") into the Company. As a result of the merger, the Company's shares will cease trading on NASDAQ at the conclusion of market trading hours today and will no longer be registered under the Securities Exchange Act of 1934. BBT is a company owned by Dempsey Boyd, the founder of the Company, Gail B. Cooper, the President and Chief Executive Officer of the Company, and certain of their family members. Stockholders of the Company (other than BBT and the Boyd family stockholders of BBT) will receive $9.18 in cash for each share of Company common stock owned. Attached and incorporated herein by reference in its entirety as Exhibit 99.1 is a copy of the press release announcing the proposed acquisition. Item 9.01 Financial Statements and Exhibits. (a) Financial Statements of Business Acquired. Not Applicable (b) Pro Forma Financial Information. Not Applicable (c) Exhibits. Exhibit No. Description ----------- ---------------------------------------------------------- 99.1 Press Release of Boyd Bros. Transportation Inc. issued September 13, 2004. BOYD BROS. TRANSPORTATION INC. FORM 8-K Exhibit Index Method of Exhibit No. Description Filing - ----------- ------------------------------------------------ ---------------- 99.1 Press Release of Boyd Bros. Transportation Inc., Filed herewith. issued September 13, 2004. 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. BOYD BROS. TRANSPORTATION INC. Date: September 13, 2004 By: /s/ RICHARD C. BAILEY ---------------------------- Richard C. Bailey Its Executive Vice President and Chief Financial Officer EX-99.1 2 a4719103ex991.txt BOYD BROS. TRANSPORTATION INC. EXHIBIT 99.1 Exhibit 99.1 Boyd Bros. Transportation Completes Merger With BBT Acquisition Corporation CLAYTON, Ala.--(BUSINESS WIRE)--Sept. 13, 2004--Boyd Bros. Transportation Inc. (NASDAQ/SmallCap:BOYD) (the "Company") today announced that it has completed the merger of BBT Acquisition Corporation ("BBT") into the Company. As a result of the merger, the Company's shares will cease trading on NASDAQ at the conclusion of market trading hours today and will no longer be registered under the Securities Exchange Act of 1934. BBT is a company owned by Dempsey Boyd, the founder of the Company, Gail B. Cooper, the President and Chief Executive Officer of the Company, and certain of their family members. Stockholders of the Company (other than BBT and the Boyd family stockholders of BBT) will receive $9.18 in cash for each share of Company common stock owned. Boyd Bros. Transportation Inc. is one of the largest flatbed trucking companies in the United States. The Company provides transportation services to high-volume, time-sensitive customers, primarily in the steel and building materials industries, and operates throughout most of the continental United States. For more information about the Company, visit Boyd Bros. on the Internet at www.boydbros.com. CONTACT: Boyd Bros. Transportation Inc., Clayton Richard C. Bailey, 334-775-1221 -----END PRIVACY-ENHANCED MESSAGE-----