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) July 20, 2006

HUB GROUP, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

0-27754

36-4007085

(Commission File Number)

(I.R.S. Employer Identification No.)

 

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:

 

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

 

 

 

ITEM 2.02       RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 20, 2006, Hub Group, Inc. issued a press release announcing its second quarter 2006 operating results. The press release is furnished as Exhibit 99.1 to this Form 8-K.

 

 

 

 

ITEM 9.01        FINANCIAL STATEMENTS AND EXHIBITS

 

(a)  

Not Applicable.

 

 

(b)  

Not Applicable.

 

 

(c)  

Not Applicable.

 

 

(d)  

A list of exhibits filed herewith is contained on the Exhibit

 

Index which immediately precedes such exhibits and is

 

 

incorporated herein by reference.

 

 

 

 

 

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.

 

 

DATE: July 21, 2006

/s/ David P. Yeager

 

By:  David P. Yeager

 

Title:  Vice Chairman and

 

Chief Executive Officer

 

        

 

 

 

 

EXHIBIT INDEX

Exhibit No.

99.1

 

Press release, issued on July 20, 2006, announcing operating results for Hub Group, Inc. for the second quarter 2006.

 

 

 

 

 

Exhibit 99.1

Hub Group, Inc. Reports Record Second Quarter 2006 Revenue and Earnings

 

DOWNERS GROVE, IL, July 20, 2006, -- Hub Group, Inc. (NASDAQ: HUBG) today reported record income from continuing operations for the quarter ended June 30, 2006 of $12.2 million. This represents a 69% increase in second quarter income versus the second quarter of 2005. Hub Group’s diluted earnings per share from continuing operations was $0.29 for the second quarter 2006. This represents an increase of 71% compared to last year's second quarter of $0.17. Hub Group’s operating margin increased to 5.0% in 2006 from 3.4% in 2005 due to yield enhancement efforts, growth in truck brokerage, an increase in drayage and leveraging our operations with a stable cost platform.

 

Hub Group’s revenue grew by 9.2% to $395.3 million compared to $361.8 million in the second quarter of 2005. Second quarter intermodal revenue increased 10.2% to $285.8 million, which includes the addition of Comtrak for the entire quarter. Truck brokerage revenue increased 14.9% to $78.1 million this quarter. Second quarter logistics revenue decreased 9.4% to $31.4 million.

 

On May 1, 2006, Hub Group, Inc. closed on the sale of Hub Group Distribution Services (HGDS) for $12.2 million. The comparative results of HGDS have been reported as “discontinued operations” in Hub Group’s Consolidated Financial Statements. These discontinued operations generated $0.01 of diluted earnings per share in the second quarter of 2006 and $0.02 of diluted earnings per share in the second quarter of 2005.

 

Commenting on the results, David P. Yeager, Vice-Chairman and Chief Executive Officer of Hub Group stated, “We are very pleased with the quarter. Our focus on yield management and our strategic initiatives continue to generate strong shareholder returns.”

 

STOCK SPLIT

 

As previously announced, the Board of Directors approved a 2 for 1 stock split in the form of a stock dividend which was paid on June 6, 2006. Accordingly, all share and per share amounts have been adjusted to give retroactive effect to the stock split.

 

FULL YEAR 2006

 

Given the current operating environment, the Company is comfortable that the earnings from continuing operations for 2006 will be within the analysts’ range of $0.98 to $1.05 per diluted share.

 

CONFERENCE CALL

 

Hub will hold a conference call at 5:00 p.m. Eastern Time (4:00 p.m. Central Time) on Thursday, July 20, 2006 to discuss its second quarter results.

 

Hosting the conference call will be David P. Yeager, Vice-Chairman and CEO and Thomas M. White, Senior Vice-President, Chief Financial Officer and Treasurer.

 

This call is being webcast by Thomson/CCBN and can be accessed through the Investor link at Hub Group's Web site at http://www.hubgroup.com or individual investors can access the audio webcast at http://www.fulldisclosure.com and institutional investors can access the webcast at http://www.streetevents.com. The webcast is listen-only. 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 (866) 510-0707. The conference call participant code is 39285337. The call will be limited to 60 minutes, including questions and answers.

 

An audio replay will be available through the Investor 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, 2005 and our report on Form 10-Q for the quarter ended March 31, 2006. 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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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,

 

 

 

 

 

 

 

2006

 

2005

 

2006

 

2005

Revenue

 

 

 

$       395,253

 

$       361,822

 

$       751,999

 

$       691,227

Transportation costs

 

 

339,805

 

318,002

 

649,196

 

607,299

 

Gross margin

 

 

 

55,448

 

43,820

 

102,803

 

83,928

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

Salaries and benefits

 

 

24,286

 

20,281

 

47,140

 

40,891

 

General and administrative

 

9,740

 

9,012

 

18,683

 

18,238

 

Depreciation and amortization

 

 

1,528

 

2,252

 

3,387

 

4,474

 

 

Total costs and expenses

 

35,554  

 

31,545  

 

69,210  

 

63,603  

 

 

 

Operating income

 

 

 

19,894

 

12,275

 

33,593

 

20,325

Other income (expense):

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(136)

 

(140)

 

(264)

 

(347)

 

Interest income

 

 

552

 

183

 

998

 

383

 

Other, net

 

 

 

55

 

40

 

160

 

54

 

 

Total other income

 

 

471

 

83

 

894

 

90

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

 

 

 

 

 

 

 

 

before provision for income taxes

 

20,365

 

12,358

 

34,487

 

20,415

Provision for income taxes

 

 

8,146

 

5,129

 

13,795

 

8,473

Income from continuing operations

 

12,219

 

7,229

 

20,692

 

11,942

 

 

 

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

 

 

 

Income from discontinued operations of HGDS

 

 

 

 

 

 

 

(including loss on disposal of $70)

 

 

540

 

1,189

 

1,634

 

2,274

Provision for income taxes

 

 

216

 

493

 

653

 

943

Income from discontinued operations

 

324

 

696

 

981

 

1,331

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

$            12,543

 

$              7,925

 

$            21,673

 

$            13,273

 

 

 

 

 

 

 

 

 

 

Basic earnings per common share

 

 

 

 

 

 

 

 

Income from continuing operations

 

$                0.30

 

$                0.18

 

$                0.51

 

$                0.30

Income from discontinued operations

 

0.01

 

0.02

 

0.03

 

0.03

Net income

 

 

 

$                0.31

 

$                0.20

 

$                0.54

 

$                0.33

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share

 

 

 

 

 

 

 

 

Income from continuing operations

 

$                0.29

 

$                0.17

 

$                0.50

 

$                0.29

Income from discontinued operations

 

0.01

 

0.02

 

0.02

 

0.03

Net income

 

 

 

$                0.30

 

$                0.19

 

$                0.52

 

$                0.32

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of shares outstanding

40,768

 

39,954

 

40,482

 

40,260

Diluted weighted average number of shares outstanding

 

41,607

 

41,592

 

41,455

 

41,954

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

HUB GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

 

 

 

 

 

 

 

 

June 30,

 

December 31,

 

 

 

 

 

 

 

 

2006

 

2005

 

 

 

 

 

 

 

 

(Unaudited)

 

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

Cash and cash equivalents

$                    52,039

 

$                   36,133

 

 

Restricted investments

2,236

 

1,387

 

 

Accounts receivable

 

 

 

 

 

 

Trade, net

 

143,725

 

147,004

 

 

 

Other

 

 

12,044

 

10,603

 

 

Prepaid taxes

 

474

 

6,040

 

 

Deferred taxes

 

1,534

 

-

 

 

Prepaid expenses and other current assets

5,493

 

3,860

 

 

Assets of discontinued operations

-

 

17,855

 

 

 

 

TOTAL CURRENT ASSETS

217,545

 

222,882

 

 

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

24,381

 

12,767

 

Other intangibles,net

7,725

 

-

 

Goodwill, net

 

220,488

 

208,150

 

Other assets

 

384

 

619

 

 

 

 

 

TOTAL ASSETS

 

$                    470,523

 

$                   444,418

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Accounts payable

 

 

 

 

 

 

Trade

 

 

$                     109,917

 

$                     114,094

 

 

 

Other

 

 

6,233

 

3,668

 

 

Accrued expenses

 

 

 

 

 

 

Payroll

 

 

16,020

 

20,909

 

 

 

Other

 

 

22,074

 

18,917

 

 

Deferred taxes

 

-

 

960

 

 

Liabilities of discontinued operations

-

 

5,341

 

 

 

 

TOTAL CURRENT LIABILITIES

154,244

 

163,889

 

 

 

 

 

 

 

 

 

 

 

 

DEFERRED TAXES

 

41,294

 

38,454

 

STOCKHOLDERS' EQUITY:

 

 

 

 

 

Preferred stock, $.01 par value, 2,000,000 shares authorized;

 

 

 

 

 

 

no shares issued or outstanding in 2006 and 2005

-

 

-

 

 

Common stock

 

 

 

 

 

 

 

Class A: $.01 par value;47,337,700 shares authorized;

 

 

 

 

 

 

 

41,224,792 shares issued and 41,040,324 outstanding in 2006;

 

 

 

 

 

 

41,224,792 shares issued and 39,962,484 outstanding in 2005

412

 

412

 

 

 

Class B: $.01 par value; 662,300 shares authorized;

 

 

 

 

 

 

 

662,296 shares issued and outstanding in 2006 and 2005

7

 

7

 

 

Additional paid-in capital

173,360

 

183,524

 

 

Purchase price in excess of predecessor basis, net of tax

 

 

 

 

 

benefit of $10,306

(15,458)

 

(15,458)

 

 

Retained earnings

119,230

 

97,557

 

 

Unearned compensation

-

 

(6,259)

 

 

Treasury stock, at cost (184,468 shares in 2006

 

 

 

 

 

and 1,262,308 shares in 2005)

(2,566)

 

(17,708)

 

 

 

TOTAL STOCKHOLDERS' EQUITY

274,985

 

242,075

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$                        470,523

 

$                       444,418

 

 

 

 

 

 

 

 

 

 

HUB GROUP, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

 

 

 

 

 

 

 

Six Months Ended

 

 

 

 

 

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

 

2006

 

2005

Cash flows from operating activities:

 

 

 

 

 

Income from continuing operations

 

$              20,692

 

$              11,942

 

Adjustments to reconcile income from continuing operations

 

 

 

 

 

to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation and amortization

4,233

 

4,693

 

 

 

Deferred taxes

 

296

 

7,207

 

 

 

Compensation expense related to share-based compensation plans

1,708

 

1,047

 

 

 

Loss (Gain) on sale of assets

 

12

 

(18)

 

 

 

Other assets

 

 

239

 

459

 

 

 

Changes in working capital excluding effects of purchase transaction:

 

 

 

 

 

 

 

Restricted investments

 

(849)

 

(885)

 

 

 

 

Accounts receivable, net

 

11,179

 

(9,594)

 

 

 

 

Prepaid taxes

 

4,962

 

-

 

 

 

 

Prepaid expenses and other current assets

(1,340)

 

1,571

 

 

 

 

Accounts payable

 

(4,148)

 

3,824

 

 

 

 

Accrued expenses

 

(2,552)

 

(6,251)

 

 

 

 

 

Net cash provided by operating activities

 

34,432

 

13,995

Cash flows from investing activities:

 

 

 

 

 

Proceeds from sale of equipment

 

179

 

40

 

Purchases of property and equipment

 

(2,364)

 

(1,893)

 

Cash used in acquisition of Comtrak, Inc.

 

(39,883)

 

-

 

Proceeds from the disposal of discontinued operations

12,203

 

-

 

 

 

 

Net cash used in investing activities

 

(29,865)

 

(1,853)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from stock options exercised

 

1,905

 

2,794

 

Purchase of treasury stock

 

(173)

 

(30,558)

 

Excess tax benefits from share-based compensation

7,797

 

-

 

 

 

 

Net cash provided by (used in) financing activities

9,529

 

(27,764)

Cash flows from operating activities of discontinued operations

 

1,848

 

5,969

Cash flows used in investing activities of discontinued operations

 

(38)

 

(181)

Net cash provided by discontinued operations

 

1,810

 

5,788

Net increase (decrease) in cash and cash equivalents

 

15,906

 

(9,834)

Cash and cash equivalents beginning of period

 

36,133

 

16,806

Cash and cash equivalents end of period

 

$                52,039

 

$                  6,972

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information

 

 

 

 

 

Cash paid for:

 

 

 

 

 

 

 

Interest

 

 

 

$                      374

 

$                     907

 

 

Income taxes

 

 

$                      744

 

$                  1,066