-----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, IsOv38tsCSC+7Dd397bFeH1uQ8S5AE+n5EpgULL+tByVL6OQR8WOWMwVjdAgktAL my62nTodfIXGKU7rHPmAqA== 0000940942-98-000013.txt : 19980810 0000940942-98-000013.hdr.sgml : 19980810 ACCESSION NUMBER: 0000940942-98-000013 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980807 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUB GROUP INC CENTRAL INDEX KEY: 0000940942 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 364007085 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-27754 FILM NUMBER: 98679656 BUSINESS ADDRESS: STREET 1: 377 E BUTTERFIELD RD STREET 2: STE 700 CITY: LOMBARD STATE: IL ZIP: 60148 BUSINESS PHONE: 7089645800 MAIL ADDRESS: STREET 1: 377 EAST BUTTERFIELD RD STREET 2: SUITE 700 CITY: LOMBARD STATE: IL ZIP: 60148 10-Q 1 QUARTERLY REPORT FOR HUB GROUP, INC. ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1998 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: 0-27754 HUB GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 36-4007085 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 377 East Butterfield Road, Suite 700 Lombard, Illinois 60148 (Address, including zip code, of principal executive offices) (630) 271-3600 (Registrant's telephone number, including area code) Indicate by check mark 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), and (2) has been subject to such filing requirements for the past 90 days. Yes X No __ On August 7, 1998, the registrant had 6,991,950 outstanding shares of Class A common stock, par value $.01 per share, and 662,296 outstanding shares of Class B common stock, par value $.01 per share. ================================================================================ HUB GROUP, INC. INDEX Page PART I. Financial Information: Hub Group, Inc. - Registrant Unaudited Condensed Consolidated Balance Sheets - June 30, 1998 and December 31, 1997 3 Unaudited Condensed Consolidated Statements of Operations - Three Months and Six Months Ended June 30, 1998 and 1997 4 Unaudited Condensed Consolidated Statement of Stockholders' Equity - Six Months Ended June 30, 1998 5 Unaudited Condensed Consolidated Statements of Cash Flows - Six Months Ended June 30, 1998 and 1997 6 Notes to Unaudited Condensed Consolidated Financial Statements 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 10 PART II. Other Information 14 2 HUB GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
June 30, December 31, ------------------------- 1998 1997 ----------- ------------ Assets Current assets: Cash and cash equivalents $ 15,614 $ 12,056 Accounts receivable, net 139,051 127,673 Deferred taxes -- 1,222 Prepaid expenses and other current assets 3,112 1,961 ----------- ---------- Total current assets 157,777 142,912 Property and equipment, net 20,274 19,616 Goodwill, net 116,001 102,151 Deferred taxes 1,503 2,479 Other assets 563 668 ----------- ---------- Total assets $ 296,118 $ 267,826 =========== ========== Liabilities and stockholders' equity Current liabilities: Accounts payable Trade $ 118,541 $ 102,364 Other 10,582 12,639 Accrued expenses Payroll 6,208 6,013 Other 2,835 3,259 Deferred taxes 269 -- Current portion of long-term debt 3,996 3,428 ----------- ---------- Total current liabilities 142,431 127,703 Long-term debt, excluding current portion 33,357 22,873 Contingencies and commitments Minority interest 6,148 6,788 Stockholders' equity: Preferred stock -- -- Common stock 77 77 Additional paid-in capital 109,895 109,878 Purchase price in excess of predecessor basis (25,764) (25,764) Tax benefit of purchase price in excess of predecessor basis 10,306 10,306 Retained earnings 19,668 15,965 ----------- ---------- Total stockholders' equity 114,182 110,462 ----------- ---------- Total liabilities and stockholders' equity $ 296,118 $ 267,826 ========== ==========
See notes to unaudited condensed consolidated financial statements. 3 HUB GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts)
Three Months Six Months Ended June 30, Ended June 30, --------------------------- -------------------------- 1998 1997 1998 1997 ------------- ------------ ------------- ------------ Revenue $ 283,051 $ 268,200 $ 538,184 $ 519,320 Transportation costs 249,431 235,740 474,117 456,646 ------------- ------------ ------------- ------------ Net revenue 33,620 32,460 64,067 62,674 Costs and expenses: Salaries and benefits 17,577 16,044 34,465 31,297 Selling, general and administrative 7,542 6,996 15,165 13,080 Depreciation and amortization 1,728 1,028 3,230 1,989 ------------- ------------ ------------- ------------ Total costs and expenses 26,847 24,068 52,860 46,366 Operating income 6,773 8,392 11,207 16,308 ------------- ------------ ------------- ------------ Other income (expense): Interest expense (735) (523) (1,293) (1,142) Interest income 226 298 452 561 Other, net 50 26 140 56 ------------- ------------ ------------- ------------ Total other income (expense) (459) (199) (701) (525) Income before minority interest and provision for income taxes 6,314 8,193 10,506 15,783 ------------- ------------ ------------- ------------ Minority interest 2,855 4,498 4,336 8,792 ------------- ------------ ------------- ------------ Income before provision for income taxes 3,459 3,695 6,170 6,991 Provision for income taxes 1,383 1,478 2,467 2,796 ------------- ------------ ------------- ------------ Net income $ 2,076 $ 2,217 $ 3,703 $ 4,195 ============= ============ ============= ============ Basic earnings per common share $ 0.27 $ 0.37 $ 0.48 $ 0.71 ============= ============ ============= ============ Diluted earnings per common share $ 0.27 $ 0.37 $ 0.48 $ 0.70 ============= ============ ============= ============
See notes to unaudited condensed consolidated financial statements. 4 HUB GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY For the six months ended June 30, 1998 (in thousands, except shares)
Tax Benefit Purchase of Purchase Price in Price Common Stock Additional Excess of in Excess of Total ---------------------- Paid-in Predecessor Predecessor Retained Stockholders' Shares Amount Capital Basis Basis Earnings Equity ----------- ---------- ------------ -------------- -------------- ---------- ------------- Balance at December 31, 1997 7,653,246 $ 77 $ 109,878 $ (25,764) $ 10,306 $ 15,965 $ 110,462 Net income - - - - - 3,703 3,703 Exercise of non-qualified stock options 1,000 - 17 - - - 17 =========== ========= ============ ============== ============== =========== ============= Balance at June 30, 1998 7,654,246 $ 77 $ 109,895 $ (25,764) $ 10,306 $ 19,668 $ 114,182 =========== ========= ============ ============== ============== =========== =============
See notes to unaudited condensed consolidated financial statements. 5 HUB GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
Six Months Ended June 30, ---------------------------- 1998 1997 ------------ -------------- Cash flows from operating activities: Net income $ 3,703 $ 4,195 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,782 2,517 Deferred taxes 2,467 608 Minority interest 4,336 8,792 Loss/(Gain) on sale of assets 26 (9) Changes in working capital, net of effects of purchase transactions: Accounts receivable, net (2,680) (842) Prepaid expenses and other current assets (1,094) 125 Accounts payable 6,637 11,039 Accrued expenses (625) 3,488 Other assets 120 (660) ------------- ------------- Net cash provided by operating activities 16,672 29,253 ------------- ------------- Cash flows from investing activities: Cash used in acquisitions, net (3,239) -- Purchases of minority interest (6,152) (1,575) Purchases of property and equipment, net (2,781) (4,502) ------------ ------------- Net cash used in investing activities (12,172) (6,077) ------------ ------------- Cash flows from financing activities: Proceeds from sale of common stock in initial public offering, net -- (45) Proceeds from sale of common stock 17 58 Distributions to minority interest (4,976) (8,204) Payments on long-term debt (19,660) (5,981) Proceeds from issuance of long-term debt 23,677 3,441 ------------ ------------- Net cash provided by (used in) financing activities (942) (10,731) ------------ ------------- Net increase/(decrease) in cash 3,558 12,445 Cash and cash equivalents, beginning of period 12,056 13,893 ============ ============= Cash and cash equivalents, end of period $ 15,614 $ 26,338 ============ ============= Supplemental disclosures of cash flow information Cash paid for: Interest $ 818 $ 157 Income taxes 65 464
See notes to unaudited condensed consolidated financial statements. 6 HUB GROUP, INC. NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. Interim Financial Statements The accompanying unaudited condensed consolidated financial statements of Hub Group, Inc. (the "Company") have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual financial statements have been condensed or omitted pursuant to those rules and regulations. However, the Company believes that the disclosures contained herein are adequate to make the information presented not misleading. The financial statements reflect, in the opinion of management, all material adjustments (which include only normal recurring adjustments) necessary to present fairly the Company's financial position and results of operations. NOTE 2. Business Combinations On October 31, 1997, the Company acquired the remaining 50% interest in its international logistics joint venture, HLX Company, LLC for $300,000. The acquisition was recorded using the purchase method of accounting resulting in goodwill of $466,000. On April 1, 1998, the Company acquired all the outstanding stock of Quality Intermodal Corporation ("Quality") for $4,080,000 in cash and $6,300,000 through the issuance of a three-year note, bearing interest at an annual rate of 5.6%. The acquisition was recorded using the purchase method of accounting resulting in goodwill of $8,963,000. Results of operations from acquisitions recorded under the purchase method of accounting are included in the Company's financial statements from their respective dates of acquisition. The purchase price allocations presented are preliminary. Business acquisitions which involved the use of cash were accounted for as follows:
Six Months Ended June 30, 1998 -------------- (000's) Accounts receivable $ 8,698 Prepaid expenses and other current assets 57 Property and equipment 420 Goodwill 8,963 Other assets 15 Accounts payable (7,483) Accrued expenses (396) Long-term debt (7,035) -------------- Cash used in acquisitions, net $ 3,239 --------------
7 NOTE 3. Earnings per Share The following is a reconciliation of the Company's Earnings per Share:
Three Months Ended Three Months Ended June 30, 1998 June 30, 1997 ---------------------------- -------------------------- (000's) (000's) --------------- -------------- Per-Share Per-Share Income Shares Amount Income Shares Amount ------ ------ --------- ------ ------ --------- Basic Earnings per Share Income available to common stockholders $2,076 7,654 $0.27 $2,217 5,926 $0.37 ------ ----- ------ ------ ----- ------ Effect of Dilutive Securities Stock options - 85 - - 106 - ------ ----- ------ ------ ----- ------ Diluted Earnings per Share Income available to common stockholders plus assumed exercises $2,076 7,739 $0.27 $2,217 6,032 $0.37 ------ ----- ------ ------ ----- ------
Six Months Ended Six Months Ended June 30, 1998 June 30, 1997 --------------------------- -------------------------- (000's) (000's) --------------- -------------- Per-Share Per-Share Income Shares Amount Income Shares Amount ------ ------ --------- ------ ------ --------- Basic Earnings per Share Income available to common stockholders $3,703 7,654 $0.48 $4,195 5,925 $0.71 ------ ----- ------ ------ ----- ------ Effect of Dilutive Securities Stock options - 95 - - 105 - ------ ----- ----- ------ ----- ------ Diluted Earnings per Share Income available to common stockholders plus assumed exercises $3,703 7,749 $0.48 $4,195 6,030 $0.70 ------ ----- ----- ------ ----- ------
NOTE 4. Purchases of Minority Interest On March 1, 1997, the Company purchased an approximate 44% minority interest in Hub Group Distribution Services for approximately $1,576,000 in cash. On September 17, 1997, the Company purchased the remaining 70% minority interests in Hub City Los Angeles, L.P. and Hub City Golden Gate, L.P. for approximately $59,379,000 in cash. On October 31, 1997, the Company purchased the remaining 70% minority interest in Hub City New Orleans, L.P. for one dollar. On April 1, 1998, the Company purchased the remaining 70% minority interest in Hub City Dallas, L.P., Hub City Houston, L.P. and Hub City Rio Grande for approximately $6,152,000 in cash. As the amount paid for each of the purchases of minority interest equaled the basis in excess of the fair market value of assets acquired and liabilities assumed, the amount paid was recorded as goodwill. 8 NOTE 5. Property and Equipment Property and equipment consist of the following:
June 30, December 31, 1998 1997 ------------- ------------- (000's) Land $ 56 $ 56 Building and improvements 193 233 Leasehold improvements 1,114 886 Computer equipment and software 16,403 14,512 Furniture and equipment 4,807 4,172 Transportation equipment and automobiles 5,860 5,828 ------------- ------------- 28,433 25,687 Less: Accumulated depreciation and amortization (8,159) (6,071) ------------- ------------- PROPERTY AND EQUIPMENT, net $ 20,274 $ 19,616 ============= =============
9 HUB GROUP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS BUSINESS COMBINATIONS On April 1, 1998, Hub Group, Inc. ("Hub Group" or the "Company") acquired the outstanding stock of Quality Intermodal Corporation ("Quality"). The Company paid $4.1 million in cash and issued a three-year note for $6.3 million, bearing interest at an annual rate of 5.6%. CALL OPTIONS On April 1, 1998, the Company exercised its call options to acquire the remaining 70% minority interests in Hub City Rio Grande, L.P. ("Hub Rio Grande"), Hub City Dallas, L.P. ("Hub Dallas"), and Hub City Houston, L.P. ("Hub Houston"). The Company paid $6.2 million in cash. RESULTS OF OPERATIONS Three Months Ended June 30, 1998, Compared to Three Months Ended June 30, 1997 Revenue Revenue for the Company increased 5.5% to $283.1 million from $268.2 million in 1997. Brokerage revenue increased 31.4% to $42.1 million from $32.0 million in 1997. Logistics revenue decreased 35.0% to $13.9 million from $21.5 million in 1997. This decrease is attributed to the Company terminating its contract to provide third-party logistics to a significant customer in January 1998. Intermodal revenue increased 5.7% to $227.0 million from $214.7 million in 1997. The well-publicized service disruptions in the intermodal industry continued into the second quarter of 1998. Although management is unable to quantify the effect, management believes these service issues have inhibited Hub Group's intermodal revenue growth rate. Net Revenue Net revenue increased to $33.6 million from $32.5 million in 1997. As a percentage of revenue, net revenue decreased to 11.9% of revenue from 12.1% in 1997. The decrease in the percentage was due to the Company incurring additional costs for purchased transportation due to rate increases, alternate routing around congested rail lanes, repositioning empty equipment and detention charges related to the service disruptions in the intermodal industry. Salaries and Benefits Salaries and benefits increased 9.6% to $17.6 million from $16.0 million in 1997. As a percentage of revenue, salaries and benefits increased to 6.2% of revenue from 6.0% in 1997. The increase in the percentage is primarily attributable to two factors. First, expenditures increased due to the normal year-over-year merit and cost of living increases granted to the Company's employees. Second, the rail service disruptions, which continued through the second quarter of 1998, created a significantly expanded work load requiring additional staffing to handle our customers' intermodal transportation. Selling, General and Administrative Selling, general and administrative expenses increased 7.8% to $7.5 million from $7.0 million in 1997. These expenses as a percentage of revenue increased to 2.7% from 2.6% in 1997. This increase is primarily attributed to expenditures made related to rent and equipment leases. Rent expense increased due to the expansion of some of Hub Group's operating facilities. Equipment lease expense continues to increase as the Company utilizes operating leases for its information systems hardware. 10 Depreciation and Amortization Depreciation and amortization expense increased 68.1% to $1.7 million from $1.0 million in 1997. This expense as a percentage of revenue increased to 0.6% from 0.4% in 1997. The increase is primarily attributable to increased goodwill amortization related to the following purchases: (i) the 70% minority interests in Hub City Los Angeles, L.P. and Hub City Golden Gate, L.P. in September 1997 and (ii) the 70% minority interests in Hub Rio Grande, Hub Dallas and Hub Houston in April 1998, and the acquisition of Quality in April 1998. Other Income (Expense) Other income (expense) netted to $(0.5) million in 1998 compared to $(0.2) million in 1997. Interest expense increased to $0.7 million in 1998 from $0.5 million in 1997. Interest expense increased primarily due to the purchases of minority interests and the acquisition in April 1998 (see "Depreciation and Amortization"). Interest income decreased to $0.2 million from $0.3 million in 1997. Minority Interest Minority interest decreased 36.5% to $2.9 million from $4.5 million in 1997. Minority interest as a percentage of income before minority interest decreased to 45.2% from 54.9% in 1997. The purchase of the minority interests as discussed in "Depreciation and Amortization" had the effect of lowering minority interest as a percentage of income before minority interest when comparing 1998 to 1997. Income Taxes The provision for income taxes decreased 6.4% to $1.4 million from $1.5 million in 1997. The Company is providing for income taxes at an effective rate of 40%. Net Income Net income decreased 6.4% to $2.1 million from $2.2 million in 1997. Earnings Per Share Basic and diluted earnings per share decreased 27.0% to $0.27 from $0.37 in 1997. Six Months Ended June 30, 1998, Compared to Six Months Ended June 30, 1997. Revenue Revenue increased 3.6% to $538.2 million from $519.3 million in 1997. Brokerage revenue increased 25.0% to $76.1 million from $60.9 million in 1997. Logistics revenue decreased 34.5% to $27.4 million from $41.9 million in 1997. This decrease is attributed to the Company terminating its contract to provide third-party logistics to a significant customer in January 1998. Intermodal revenue increased 4.3% to $434.7 million from $416.6 million in 1997. The well-publicized service disruptions in the intermodal industry continued into the first half of 1998. Although management is unable to quantify the effect, management believes these service issues have inhibited Hub Group's intermodal revenue growth rate. Net Revenue Net revenue increased to $64.1 million from $62.7 million in 1997. As a percentage of revenue, net revenue decreased to 11.9% from 12.1% in 1997. The decrease in the percentage was due to the Company incurring additional costs for purchased transportation due to rate increases, alternate routing around congested rail lanes, repositioning empty equipment and detention charges related to the service disruptions in the intermodal industry. 11 Salaries and Benefits Salaries and benefits increased to $34.5 million from $31.3 million in 1997. These expenses as a percentage of revenue increased to 6.4% from 6.0% in 1997. The increase in the percentage is primarily attributable to two factors that caused actual expenditures to increase while revenue remained nearly flat. First, expenditures increased due to the normal year-over-year merit and cost of living increases granted to the Company's employees. Second, the rail service disruptions, which continued through the first half of 1998, created a significantly expanded work load requiring additional staffing to handle our customers' intermodal transportation. Selling, General and Administrative Selling, general and administrative expenses increased to $15.2 million from $13.1 million in 1997. These expenses as a percentage of revenue increased to 2.8% from 2.5% in 1997. This increase is primarily attributed to expenditures made related to rent, equipment leases, bad debts and information systems. Rent expense increased due to the expansion of some of Hub Group's operating facilities. Equipment lease expense continues to increase as the Company utilizes operating leases for its information systems hardware. Information systems expense increased primarily due to expenditures to reprogram software for year 2000 compliance. Depreciation and Amortization Depreciation and amortization increased to $3.2 million from $2.0 million in 1997. This expense as a percentage of revenue increased to 0.6% from 0.4% in 1997. The increase is primarily attributable to increased goodwill amortization related to the following purchases: (i) the 70% minority interests in Hub City Los Angeles, L.P. and Hub City Golden Gate, L.P. in September 1997 and (ii) the 70% minority interests in Hub Rio Grande, Hub Dallas and Hub Houston in April 1998, and the acquisition of Quality in April 1998. Other Income (Expense) Other income (expense) netted to an expense of $(0.7) million in 1998 compared to a net expense of $(0.5) million in 1997. Interest expense increased to $1.3 million in 1998 from $1.1 million in 1997. Interest expense increased primarily due to the purchases of minority interests and the acquisition in April 1998 (see "Depreciation and Amortization"). Interest income decreased to $0.5 million from $0.6 million in 1997. Minority Interest Minority interest decreased 50.7% to $4.3 million from $8.8 million in 1997. Minority interest as a percentage of income before minority interest decreased to 41.3% from 55.7% in 1997. The purchase of the minority interests as discussed in "Depreciation and Amortization" had the effect of lowering minority interest as a percentage of income before minority interest when comparing 1998 to 1997. Income Taxes The provision for income taxes decreased to $2.5 million from $2.8 million in 1997. The Company is providing for income taxes at an effective rate of 40%. Net Income Net income decreased 11.7% to $3.7 million from $4.2 million in 1997. 12 Earnings Per Share Basic earnings per share decreased 32.4% to $0.48 from $0.71 in 1997. Diluted earnings per share decreased 31.4% to $0.48 from $0.70 in 1997. LIQUIDITY AND CAPITAL RESOURCES At June 30, 1998, the unused and available portion of the line of credit with Cass Bank and Trust Company was $5.0 million. At June 30, 1998, there was $23.0 million outstanding and $13.0 million unused and available under the line of credit with Harris Trust and Savings Bank. OUTLOOK, RISKS AND UNCERTAINTIES This "Outlook, Risks and Uncertainties" section contains statements regarding expectations, hopes, beliefs, intentions or strategies regarding the future which are forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties described below that could cause actual results to differ materially from those projected. The Company assumes no liability to update any such forward-looking statements. In addition to those mentioned elsewhere in this section, such risks and uncertainties include the impact of competitive pressures in the marketplace, the degree and rate of market growth in the markets served by the Company, changes in industry-wide capacity, further consolidation of rail carriers, changes in governmental regulation, changes in the cost of services from vendors and fluctuations in interest rates. Year 2000 The Company plans to complete the Year 2000 project not later than March 31, 1999. 13 PART II. Other Information Item 4. Submission of Matters to a Vote of Security Holders The 1998 Annual Meeting of Stockholders of Hub Group, Inc. was held on May 19,1998. At this meeting, the following six directors were reelected with the following votes: Phillip C. Yeager: 19,241,049 votes for and 97,767 votes withheld; David P. Yeager: 19,240,749 votes for and 98,067 votes withheld; Thomas L. Hardin: 19,241,049 votes for and 97,767 votes withheld; Gary D. Eppen: 19,311,041 votes for and 27,775 votes withheld; Charles R. Reaves: 19,311,041 votes for and 27,775 votes withheld; Martin P. Slark: 19,311,041 votes for and 27,775 votes withheld. Also at this meeting, the Stockholders voted on a proposal to approve the Company's 1997 Long-Term Incentive Plan. This proposal was approved by the follow vote: 18,601,313 votes for, 696,367 votes against and 32,709 votes withheld. 14 Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized this report to be signed on its behalf by the undersigned thereunto duly authorized. HUB GROUP, INC. DATE: August 7, 1998 /s/ William L. Crowder ---------------------- William L. Crowder Vice President-Finance and Chief Financial Officer (Principal Financial Officer) EX-27 2 6/30/98 FINANCIALS
5 This schedule contains summary financial information extracted from Unaudited Condensed Consolidated Statements of Operations and Unaudited Condensed Consolidated Balance Sheets and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS DEC-31-1998 JUN-30-1998 15614 0 140872 1821 0 157777 28434 8159 296118 142431 0 0 0 77 114105 296118 0 283051 0 249431 26847 227 735 3459 1383 6773 0 0 0 2076 .27 .27
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