UNITED
STATES
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 19, 2007
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.)
|
Downers
Grove, Illinois 60515
(Address
and zip code of principal executive offices)
(630)
271-3600
(Registrant’s
telephone number, including area code)
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:
[
] Written communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
[
] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[
] 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
19, 2007, Hub Group, Inc. issued a press release announcing its second quarter
2007 operating results. The press release is furnished as Exhibit 99.1 to this
Form 8-K.
ITEM
9.01. Financial Statements and Exhibits
The
following documents are filed as part of the report:
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(a)
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Not
Applicable.
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|
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(b)
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Not
Applicable.
|
|
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(c)
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Not
Applicable.
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|
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(d)
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A
list of exhibits filed herewith is contained on the
Exhibit
|
|
|
Index
which immediately precedes such exhibits and is
|
||
|
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.
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HUB
GROUP, INC.
|
|
|
DATE:
July 20, 2007
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By
/s/ David P. Yeager
|
|
David
P. Yeager
|
|
|
Chief
Executive Officer and Vice Chairman
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|
|
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EXHIBIT
INDEX
Exhibit
No.
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99.1
|
Press
release, issued on July 19, 2007, announcing operating results for
Hub
Group, Inc. for the second quarter
2007.
|
Exhibit
99.1
Hub
Group, Inc. Reports Record Second Quarter 2007 Revenue and
Earnings
DOWNERS
GROVE, IL, July 19, 2007, -- Hub Group, Inc. (NASDAQ: HUBG) today reported
record income from continuing operations for the quarter ended June 30, 2007
of
$13.8 million, a 13% increase versus income from continuing operations for
the
second quarter of 2006. Hub Group’s diluted earnings per share from continuing
operations was $0.35 for the second quarter of 2007. This represents
an increase of 21% compared to last year's second quarter diluted earnings
per
share from continuing operations of $0.29. Hub Group’s operating
margin increased to 5.5% in 2007 from 5.0% in 2006 due to yield enhancement
efforts and improved operational efficiencies including in-house
drayage.
Hub
Group’s revenue increased 1.6% to $401.6 million compared to $395.3 million in
the second quarter of 2006. Second quarter intermodal revenue
increased 5.2% to $300.9 million. Truck brokerage revenue decreased
6.3% to $73.2 million this quarter. Second quarter logistics revenue
decreased 12.2% to $27.5 million. Gross margin from continuing
operations increased 4.1% to $57.8 million compared to the second quarter
of
2006.
FULL
YEAR
2007
Given
the
current operating environment, we are comfortable that the earnings for 2007
will be within the current analysts’ range of $1.36 to $1.46 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 19, 2007 to discuss its second quarter results.
Hosting
the conference call will be David P. Yeager, Vice-Chairman and Chief Executive
Officer and Terri A. Pizzuto, Executive Vice-President, Chief Financial Officer
and Treasurer.
This
call
is being webcast by Thomson/CCBN and can be accessed through the Investors
link
at Hub Group's Web site at http://www.hubgroup.com or individual investors
can
access the audio webcast at http://www.earnings.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 (800) 299-0433. The conference call participant code is 41587483.
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, 2006 and the report
on Form 10-Q for the period ended March 31, 2007. Hub Group assumes
no liability to update any such forward-looking statements.
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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)
|
||||||||||||||||
|
Three
Months
|
Six
Months
|
|||||||||||||||
|
Ended
June 30,
|
Ended
June 30,
|
|||||||||||||||
|
2007
|
2006
|
2007
|
2006
|
|||||||||||||
|
Revenue
|
$ |
401,565
|
$ |
395,296
|
$ |
794,862
|
$ |
752,060
|
||||||||
|
Transportation
costs
|
343,802
|
339,805
|
680,438
|
649,196
|
||||||||||||
|
Gross
margin
|
57,763
|
55,491
|
114,424
|
102,864
|
||||||||||||
|
Costs
and expenses:
|
||||||||||||||||
|
Salaries
and benefits
|
24,177
|
24,425
|
49,787
|
47,306
|
||||||||||||
|
General
and administrative
|
10,218
|
9,726
|
21,819
|
18,695
|
||||||||||||
|
Depreciation
and amortization
|
1,203
|
1,528
|
2,375
|
3,387
|
||||||||||||
|
Total
costs and expenses
|
35,598
|
35,679
|
73,981
|
69,388
|
||||||||||||
|
Operating
income
|
22,165
|
19,812
|
40,443
|
33,476
|
||||||||||||
|
Other
income (expense):
|
||||||||||||||||
|
Interest
expense
|
(24 | ) | (25 | ) | (45 | ) | (43 | ) | ||||||||
|
Interest
income
|
611
|
552
|
1,256
|
998
|
||||||||||||
|
Other,
net
|
55
|
26
|
58
|
56
|
||||||||||||
|
Total
other income
|
642
|
553
|
1,269
|
1,011
|
||||||||||||
|
Income
from continuing operations before provision for income
taxes
|
22,807
|
20,365
|
41,712
|
34,487
|
||||||||||||
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Provision
for income taxes
|
9,032
|
8,146
|
16,518
|
13,795
|
||||||||||||
|
Income
from continuing operations
|
13,775
|
12,219
|
25,194
|
20,692
|
||||||||||||
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Discontinued
operations:
|
||||||||||||||||
|
Income
from discontinued operations of HGDS
|
-
|
540
|
-
|
1,634
|
||||||||||||
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Provision
for income taxes
|
-
|
216
|
-
|
653
|
||||||||||||
|
Income
from discontinued operations
|
-
|
324
|
-
|
981
|
||||||||||||
|
Net
income
|
$ |
13,775
|
$ |
12,543
|
$ |
25,194
|
$ |
21,673
|
||||||||
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Basic
earnings per common share
|
||||||||||||||||
|
Income
from continuing operations
|
$ |
0.35
|
$ |
0.30
|
$ |
0.64
|
$ |
0.51
|
||||||||
|
Income
from discontinued operations
|
$ |
-
|
$ |
0.01
|
$ |
-
|
$ |
0.03
|
||||||||
|
Net
income
|
$ |
0.35
|
$ |
0.31
|
$ |
0.64
|
$ |
0.54
|
||||||||
|
Diluted
earnings per common share
|
||||||||||||||||
|
Income
from continuing operations
|
$ |
0.35
|
$ |
0.29
|
$ |
0.64
|
$ |
0.50
|
||||||||
|
Income
from discontinued operations
|
$ |
-
|
$ |
0.01
|
$ |
-
|
$ |
0.02
|
||||||||
|
Net
income
|
$ |
0.35
|
$ |
0.30
|
$ |
0.64
|
$ |
0.52
|
||||||||
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Basic
weighted average number of shares outstanding
|
39,043
|
40,768
|
39,150
|
40,482
|
||||||||||||
|
Diluted
weighted average number of shares outstanding
|
39,538
|
41,607
|
39,652
|
41,455
|
||||||||||||
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HUB
GROUP, INC.
|
||||||||
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CONSOLIDATED
BALANCE SHEETS
|
||||||||
|
(in
thousands, except share amounts)
|
||||||||
|
June
30,
2007
|
December
31,
2006
|
|||||||
|
ASSETS
|
(unaudited)
|
|||||||
|
CURRENT
ASSETS:
|
||||||||
|
Cash
and cash equivalents
|
$ |
52,380
|
$ |
43,491
|
||||
|
Accounts
receivable
|
||||||||
|
Trade,
net
|
154,254
|
158,284
|
||||||
|
Other
|
10,732
|
8,369
|
||||||
|
Prepaid
taxes
|
86
|
2,119
|
||||||
|
Deferred
taxes
|
3,667
|
3,433
|
||||||
|
Prepaid
expenses and other current assets
|
4,795
|
4,450
|
||||||
|
TOTAL
CURRENT ASSETS
|
225,914
|
220,146
|
||||||
|
Restricted
investments
|
4,803
|
3,017
|
||||||
|
Property
and equipment, net
|
30,511
|
26,974
|
||||||
|
Other
intangibles, net
|
7,279
|
7,502
|
||||||
|
Goodwill,
net
|
225,448
|
225,448
|
||||||
|
Other
assets
|
1,457
|
1,461
|
||||||
|
TOTAL
ASSETS
|
$ |
495,412
|
$ |
484,548
|
||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
CURRENT
LIABILITIES:
|
||||||||
|
Accounts
payable
|
||||||||
|
Trade
|
$ |
112,933
|
$ |
117,676
|
||||
|
Other
|
6,035
|
6,839
|
||||||
|
Accrued
expenses
|
||||||||
|
Payroll
|
11,855
|
18,294
|
||||||
|
Other
|
34,041
|
26,617
|
||||||
|
Related
party payable
|
-
|
5,000
|
||||||
|
TOTAL
CURRENT LIABILITIES
|
164,864
|
174,426
|
||||||
|
Non-current
liabilities
|
12,934
|
7,691
|
||||||
|
Deferred
taxes
|
41,792
|
43,587
|
||||||
|
STOCKHOLDERS'
EQUITY:
|
||||||||
|
Preferred
stock, $.01 par value; 2,000,000 shares
authorized; no shares issued or outstanding in 2007 and
2006
|
-
|
-
|
||||||
|
Common
stock
|
||||||||
|
Class
A: $.01 par value; 97,337,700 shares authorized in
2007; 41,224,792 shares issued and 38,827,937 outstanding in 2007;
47,337,700 shares authorized in 2006; 41,224,792 shares issued
and 38,943,122 outstanding in 2006
|
412
|
412
|
||||||
|
Class
B: $.01 par value; 662,300 shares authorized; 662,296 shares
issued and outstanding in 2007 and 2006
|
7
|
7
|
||||||
|
Additional
paid-in capital
|
176,830
|
179,203
|
||||||
|
Purchase
price in excess of predecessor basis, net of tax benefit of
$10,306
|
(15,458 | ) | (15,458 | ) | ||||
|
Retained
earnings
|
171,437
|
146,243
|
||||||
|
Treasury
stock; at cost, 2,396,855 shares in 2007 and 2,281,670 shares in
2006
|
(57,406 | ) | (51,563 | ) | ||||
|
TOTAL
STOCKHOLDERS' EQUITY
|
275,822
|
258,844
|
||||||
|
TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
|
$ |
495,412
|
$ |
484,548
|
||||
|
HUB
GROUP, INC.
|
||||||||
|
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
|
(in
thousands)
|
||||||||
|
Six
Months Ended June 30,
|
||||||||
|
2007
|
2006
|
|||||||
|
Cash
flows from operating activities:
|
||||||||
|
Income
from continuing operations
|
$ |
25,194
|
$ |
20,692
|
||||
|
Adjustments
to reconcile income from continuing operations to net cash
|
||||||||
|
provided
by operating activities:
|
||||||||
|
Depreciation
and amortization
|
3,706
|
4,233
|
||||||
|
Deferred
taxes
|
3,034
|
296
|
||||||
|
Compensation
expense related to share-based compensation plans
|
1,923
|
1,708
|
||||||
|
(Gain)
loss on sale of assets
|
(117 | ) |
12
|
|||||
|
Changes
in operating assets and liabilities excluding effects of purchase
transaction:
|
||||||||
|
Restricted
investments
|
(1,786 | ) | (849 | ) | ||||
|
Accounts
receivable, net
|
1,667
|
11,179
|
||||||
|
Prepaid
taxes
|
2,033
|
4,962
|
||||||
|
Prepaid
expenses and other current assets
|
(345 | ) | (1,340 | ) | ||||
|
Other
assets
|
4
|
239
|
||||||
|
Accounts
payable
|
(5,547 | ) | (4,148 | ) | ||||
|
Accrued
expenses
|
985
|
(2,552 | ) | |||||
|
Non-current
liabilities
|
180
|
-
|
||||||
|
Net
cash provided by operating activities
|
30,931
|
34,432
|
||||||
|
Cash
flows from investing activities:
|
||||||||
|
Proceeds
from sale of equipment
|
550
|
179
|
||||||
|
Purchases
of property and equipment
|
(7,453 | ) | (2,364 | ) | ||||
|
Cash
used in acquisition of Comtrak, Inc.
|
(5,000 | ) | (39,883 | ) | ||||
|
Proceeds
from the disposal of discontinued operations
|
-
|
12,203
|
||||||
|
Net
cash used in investing activities
|
(11,903 | ) | (29,865 | ) | ||||
|
Cash
flows from financing activities:
|
||||||||
|
Proceeds
from stock options exercised
|
329
|
1,905
|
||||||
|
Purchase
of treasury stock
|
(12,898 | ) | (173 | ) | ||||
|
Excess
tax benefits from share-based compensation
|
2,430
|
7,797
|
||||||
|
Net
cash (used in) provided by financing activities
|
(10,139 | ) |
9,529
|
|||||
|
Cash
flows from operating activities of discontinued operations
|
-
|
1,848
|
||||||
|
Cash
flows used in investing activities of discontinued
operations
|
-
|
(38 | ) | |||||
|
Net
cash provided by discontinued operations
|
-
|
1,810
|
||||||
|
Net
increase in cash and cash equivalents
|
8,889
|
15,906
|
||||||
|
Cash
and cash equivalents beginning of period
|
43,491
|
36,133
|
||||||
|
Cash
and cash equivalents end of period
|
$ |
52,380
|
$ |
52,039
|
||||