UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
AND EXCHANGE ACT OF 1934
Date of
Report (Date of Earliest Event Reported) January 29, 2009
HUB GROUP, INC.
(Exact
name of registrant as specified in its charter)
DELAWARE
(State or
Other Jurisdiction of Incorporation)
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0-27754
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36-4007085
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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3050 Highland Parkway, Suite
100
Downers Grove, Illinois
60515
(Address,
including zip code, of principal executive offices)
(630) 271-3600
(Registrant’s
telephone number, including area code)
NOT
APPLICABLE
(Former
Name or Former Address, If Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant any of the following
provisions:
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o
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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o
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL
CONDITION
On January
29, 2009, Hub Group, Inc. issued a press release announcing its fourth
quarter and full year 2008 operating results. The press release is furnished as
Exhibit 99.1 to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND
EXHIBITS
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(a) Not
Applicable.
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(b) Not
Applicable.
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(c) Not
Applicable.
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(d) A
list of exhibits filed herewith is contained on the
Exhibit
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Index which immediately precedes such exhibits and is |
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incorporated herein by reference. |
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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.
HUB GROUP, INC.
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DATE: January
30, 2009
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/s/ Terri A.
Pizzuto
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By: Terri
A. Pizzuto
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Title: Executive
Vice President, Chief
Financial
Officer and
Treasurer
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EXHIBIT INDEX
Exhibit
No.
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99.1
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Press
release, issued on January 29, 2009, announcing fourth quarter
and full year 2008 operating results for Hub Group, Inc.
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Exhibit 99.1
Hub
Group, Inc. Reports Earnings for the Fourth Quarter and Full Year 2008 and
Provides 2009 Guidance
DOWNERS
GROVE, IL, January 29, 2009, -- Hub Group, Inc. (NASDAQ: HUBG) today reported
income for the quarter ended December 31, 2008 of $14.2 million. Hub Group’s
diluted earnings per share was $0.38 for the fourth quarter of
2008. Fourth quarter 2007 diluted earnings per share included a $0.04
tax benefit related to the resolution of a dispute with the
IRS. Excluding this benefit, earnings per share decreased 12% this
quarter.
Hub
Group’s revenue decreased 3% to $430.5 million compared to $445.5 million in the
fourth quarter of 2007. Fourth quarter intermodal revenue decreased
3% to $305.3 million. The decrease was attributable to a 2% volume
decrease and a 1% decrease in price. Truck brokerage revenue was down
13% to $82.6 million this quarter. Fourth quarter logistics revenue
increased 19% to $42.6 million.
Commenting
on the results, David P. Yeager, Chairman and Chief Executive Officer of Hub
Group stated, “Even in this difficult economic environment, during the fourth
quarter we generated solid earnings. Our variable cost, asset light
model allowed us to reduce costs in the quarter to help compensate for the
weaker economy. We will continue to work to improve efficiencies and
maintain tight control over our costs and expenses in this challenging
environment.”
FULL YEAR
2008
Income for the year ended
December 31, 2008 decreased 1% to $59.2 million compared to last year’s income
of $59.8 million. Hub Group's diluted earnings per share for
2008 was $1.58. Diluted earnings per share for the year ended
December 31, 2007 included $0.07 in tax benefits related to a change in the
Illinois tax law and resolution of a dispute with the IRS. Excluding
these benefits, earnings per share increased 8% this year.
Revenue
increased 12% for the year to $1,860.6 million. Gross margin grew 1%
to $234.3 million.
Costs and
expenses decreased 2% in 2008 to $138.8 million compared to $141.6 million in
2007.
As of
December 31, 2008, the Company had $85.8 million of cash and no
debt.
FULL YEAR
2009
Given the
current operating environment, we are comfortable that the earnings for 2009
will be within the current analysts’ range of $1.40 to $1.65 per diluted
share.
CONFERENCE
CALL
Hub will
hold a conference call at 5:00 p.m. Eastern Time on Thursday, January 29, 2009
to discuss its fourth quarter and full year results.
Hosting
the conference call will be David P. Yeager, Chairman and Chief Executive
Officer and Terri A. Pizzuto, Executive Vice-President, Chief Financial Officer
and Treasurer.
This call
is being webcast and can be accessed through the Investors link at Hub Group's
Web site at http://www.hubgroup.com. Those interested in participating in the
question and answer session should follow the telephone dial-in instructions
below.
To
participate in the conference call by telephone, please call ten minutes early
by dialing (888) 680-0893. The conference call participant code is
26743830. Participants may pre-register for the call at https://www.theconferencingservice.com/prereg/key.process?key=PTQYQKFKW . Pre-registrants
will be issued a pin number to use when dialing into the live call which will
provide quick access to the conference, bypassing the operator. The
call will be limited to 60 minutes, including questions and
answers.
An audio
replay will be available through the Investors link on the Company's Web site at
http://www.hubgroup.com. This replay will be available for 30 days.
ABOUT HUB
GROUP: Hub Group, Inc. is a leading asset light freight transportation
management company providing comprehensive intermodal, truck brokerage and
logistics services. The Company operates through a network of over 30 offices
throughout the United States, Canada and Mexico.
CERTAIN
FORWARD-LOOKING STATEMENTS: Statements in this press release that are not
historical, including statements about Hub Group's or management's earnings
guidance, intentions, beliefs, expectations, representations, projections, plans
or predictions of the future, are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements are inherently uncertain and subject to risks. Such statements should
be viewed with caution. Actual results or experience could differ materially
from the forward-looking statements as a result of many factors. Factors that
could cause actual results to differ materially include the factors listed from
time to time in Hub Group's SEC reports including, but not limited to, the
annual report on Form 10-K for the year ended December 31, 2007 and the reports
on Form 10-Q for the periods ended March 31, 2008, June 30, 2008 and September
30, 2008. Hub Group assumes no liability to update any such
forward-looking statements.
SOURCE:
Hub Group, Inc.
CONTACT:
Amy Lisek of Hub Group, Inc., +1-630-795-2214
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HUB
GROUP, INC.
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UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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(in
thousands, except per share amounts)
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Three
Months
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Twelve Months
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Ended
December 31,
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Ended
December 31,
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|||||||||||||||
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2008
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2007
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2008
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2007
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Revenue
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$ | 430,472 | $ | 445,464 | $ | 1,860,608 | $ | 1,658,168 | ||||||||
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Transportation
costs
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376,662 | 385,074 | 1,626,297 | 1,425,844 | ||||||||||||
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Gross
margin
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53,810 | 60,390 | 234,311 | 232,324 | ||||||||||||
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Costs
and expenses:
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Salaries
and benefits
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19,878 | 23,791 | 93,658 | 95,678 | ||||||||||||
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General
and administrative
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9,841 | 10,001 | 41,234 | 41,416 | ||||||||||||
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Depreciation
and amortization
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970 | 1,035 | 3,957 | 4,490 | ||||||||||||
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Total
costs and expenses
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30,689 | 34,827 | 138,849 | 141,584 | ||||||||||||
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Operating
income
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23,121 | 25,563 | 95,462 | 90,740 | ||||||||||||
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Other
income (expense):
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Interest
expense
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(19 | ) | (30 | ) | (102 | ) | (108 | ) | ||||||||
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Interest
income
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113 | 513 | 1,153 | 2,480 | ||||||||||||
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Other,
net
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(215 | ) | 34 | (187 | ) | 116 | ||||||||||
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Total
other (expense) income
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(121 | ) | 517 | 864 | 2,488 | |||||||||||
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Income
before provision for income taxes
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23,000 | 26,080 | 96,326 | 93,228 | ||||||||||||
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Provision
for income taxes
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8,790 | 8,083 | 37,081 | 33,429 | ||||||||||||
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Net
income
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$ | 14,210 | $ | 17,997 | $ | 59,245 | $ | 59,799 | ||||||||
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Basic
earnings per common share
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$ | 0.38 | $ | 0.48 | $ | 1.59 | $ | 1.55 | ||||||||
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Diluted
earnings per common share
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$ | 0.38 | $ | 0.47 | $ | 1.58 | $ | 1.53 | ||||||||
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Basic
weighted average number of shares outstanding
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37,195 | 37,562 | 37,174 | 38,660 | ||||||||||||
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Diluted
weighted average number of shares outstanding
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37,501 | 37,978 | 37,484 | 39,128 | ||||||||||||
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HUB
GROUP, INC.
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CONDENSED
CONSOLIDATED BALANCE SHEETS
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(in
thousands, except share amounts)
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December
31,
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2008
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2007
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ASSETS
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CURRENT
ASSETS:
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Cash
and cash equivalents
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$ | 85,799 | $ | 38,002 | ||||
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Accounts
receivable
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Trade,
net
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145,362 | 160,944 | ||||||
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Other
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10,318 | 9,828 | ||||||
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Prepaid
taxes
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123 | 86 | ||||||
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Deferred
taxes
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5,430 | 5,044 | ||||||
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Prepaid
expenses and other current assets
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4,346 | 4,318 | ||||||
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TOTAL
CURRENT ASSETS
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251,378 | 218,222 | ||||||
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Restricted
investments
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6,118 | 5,206 | ||||||
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Property
and equipment, net
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32,713 | 29,662 | ||||||
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Other
intangibles, net
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6,610 | 7,056 | ||||||
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Goodwill,
net
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233,110 | 230,448 | ||||||
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Other
assets
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1,747 | 1,373 | ||||||
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TOTAL
ASSETS
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$ | 531,676 | $ | 491,967 | ||||
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LIABILITIES
AND STOCKHOLDERS' EQUITY
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CURRENT
LIABILITIES:
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Accounts
payable
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Trade
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$ | 105,064 | $ | 123,020 | ||||
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Other
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6,107 | 6,683 | ||||||
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Accrued
expenses
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Payroll
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9,988 | 16,446 | ||||||
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Other
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26,388 | 32,408 | ||||||
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Related
party payable
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- | 5,000 | ||||||
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TOTAL
CURRENT LIABILITIES
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147,547 | 183,557 | ||||||
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Non-current
liabilities
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9,535 | 10,363 | ||||||
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Deferred
taxes
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59,410 | 47,148 | ||||||
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STOCKHOLDERS'
EQUITY:
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Preferred
stock, $.01 par value; 2,000,000 shares
authorized; no shares issued or outstanding in 2008 and
2007
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- | - | ||||||
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Common
stock
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Class
A: $.01 par value; 97,337,700 shares authorized and
41,224,792 shares issued in 2008 and 2007; 36,970,347 outstanding in 2008
and 36,666,731 shares outstanding in 2007
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412 | 412 | ||||||
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Class
B: $.01 par value; 662,300 shares authorized; 662,296 shares
issued and outstanding in 2008 and 2007
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7 | 7 | ||||||
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Additional
paid-in capital
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174,355 | 176,657 | ||||||
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Purchase
price in excess of predecessor basis, net of tax benefit of
$10,306
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(15,458 | ) | (15,458 | ) | ||||
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Retained
earnings
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265,287 | 206,042 | ||||||
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Treasury
stock; at cost, 4,254,445 shares in 2008 and 4,558,061 shares in
2007
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(109,419 | ) | (116,761 | ) | ||||
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TOTAL
STOCKHOLDERS' EQUITY
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315,184 | 250,899 | ||||||
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TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
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$ | 531,676 | $ | 491,967 | ||||
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HUB
GROUP, INC.
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UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
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(in
thousands)
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Twelve
Months Ended December 31,
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2008
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2007
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Cash
flows from operating activities:
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Net
income
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$ 59,245
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$ 59,799
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Adjustments
to reconcile net income to net cash provided by operating
activities:
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Depreciation
and amortization
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7,369
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7,195
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Deferred
taxes
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9,294
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3,523
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Compensation
expense related to share-based compensation plans
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4,360
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3,853
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Gain
on sale of assets
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(22)
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(160)
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Changes
in operating assets and liabilities:
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Restricted
investments
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(912)
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(2,189)
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Accounts
receivable, net
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15,092
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(4,119)
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Prepaid
taxes
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(37)
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2,033
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Prepaid
expenses and other current assets
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(28)
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132
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Other
assets
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(374)
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88
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Accounts
payable
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(18,532)
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4,223
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Accrued
expenses
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(13,040)
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4,094
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Non-current
liabilities
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(908)
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2,108
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Net cash provided by operating activities
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61,507
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80,580
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Cash
flows from investing activities:
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Proceeds
from sale of equipment
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1,342
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725
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Purchases
of property and equipment
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(10,732)
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(10,197)
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Cash used in acquisition of Comtrak, Inc.
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(5,000)
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(5,000)
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Net
cash used in investing activities
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(14,390)
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(14,472)
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Cash
flows from financing activities:
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Proceeds
from stock options exercised
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407
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760
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Purchase
of treasury stock
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(2,630)
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(76,309)
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Excess
tax benefits from share-based compensation
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2,903
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3,952
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Net
cash provided by (used in) financing activities
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680
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(71,597)
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Net
increase (decrease) in cash and cash equivalents
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47,797
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(5,489)
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Cash
and cash equivalents beginning of year
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38,002
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43,491
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Cash
and cash equivalents end of year
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$ 85,799
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$ 38,002
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