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) October 21, 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 October
21, 2009, Hub Group, Inc. issued a press
release announcing its third quarter 2009 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: October
22, 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 October 21, 2009, announcing third
quarter 2009 operating results for Hub Group, Inc.
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EX 99.1
Hub
Group, Inc. Reports Third Quarter 2009 Earnings
DOWNERS
GROVE, IL, October 21, 2009, -- Hub Group, Inc. (NASDAQ: HUBG) today reported
income for the quarter ended September 30, 2009 of $9.8 million. Hub
Group’s diluted earnings per share was $0.26 for the third quarter of
2009.
Hub
Group’s revenue of $389 million was down 24% compared to $514 million in the
third quarter of 2008. Third quarter intermodal revenue decreased 27%
to $270 million. The decrease was attributable to 9% lower volume,
12% lower fuel and a 6% decrease for price and mix. Truck brokerage
revenue decreased 27% to $74 million this quarter. Third quarter
logistics revenue increased 2% to $45 million.
Hub Group
ended the quarter with $123 million in cash.
“We think
that the third quarter results were reasonable considering the economic
environment. During this downturn, we have focused on reducing our
costs and believe that the efficiencies we have realized will continue to
improve our competitive position as the economy recovers,” said David P. Yeager,
Chairman and Chief Executive Officer.
CONFERENCE
CALL
Hub will
hold a conference call at 5:00 p.m. Eastern Time on Wednesday, October 21, 2009
to discuss its third quarter results and provide an update on 2009 earnings
guidance.
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 on Hub Group’s
Web site at 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) 679-8040. The conference call participant code is
99408542. Participants may pre-register for the call at https://www.theconferencingservice.com/prereg/key.process?key=PDR38R4AP.
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, 2008 and the reports on Form 10-Q for
the periods ended March 31, 2009 and June 30, 2009. 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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||||||||||||||||
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Three
Months
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Nine
Months
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|||||||||||||||
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Ended
September 30,
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Ended
September 30,
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|||||||||||||||
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2009
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2008
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2009
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2008
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Revenue
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$ | 388,781 | $ | 514,212 | $ | 1,103,089 | $ | 1,430,136 | ||||||||
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Transportation
costs
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340,581 | 451,052 | 963,958 | 1,249,635 | ||||||||||||
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Gross
margin
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48,200 | 63,160 | 139,131 | 180,501 | ||||||||||||
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Costs
and expenses:
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Salaries
and benefits
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22,237 | 24,116 | 67,514 | 73,780 | ||||||||||||
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General
and administrative
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9,122 | 10,766 | 28,374 | 31,393 | ||||||||||||
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Depreciation
and amortization
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949 | 995 | 3,229 | 2,987 | ||||||||||||
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Total
costs and expenses
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32,308 | 35,877 | 99,117 | 108,160 | ||||||||||||
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Operating
income
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15,892 | 27,283 | 40,014 | 72,341 | ||||||||||||
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Other
income (expense):
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Interest
expense
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(26 | ) | (31 | ) | (76 | ) | (83 | ) | ||||||||
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Interest
and dividend income
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29 | 362 | 120 | 1,040 | ||||||||||||
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Other,
net
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116 | (58 | ) | 188 | 28 | |||||||||||
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Total
other income
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119 | 273 | 232 | 985 | ||||||||||||
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Income
before provision for income taxes
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16,011 | 27,556 | 40,246 | 73,326 | ||||||||||||
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Provision
for income taxes
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6,180 | 10,626 | 15,932 | 28,291 | ||||||||||||
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Net
income
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$ | 9,831 | $ | 16,930 | $ | 24,314 | $ | 45,035 | ||||||||
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Basic
earnings per common share
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$ | 0.26 | $ | 0.45 | $ | 0.65 | $ | 1.21 | ||||||||
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Diluted
earnings per common share
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$ | 0.26 | $ | 0.45 | $ | 0.65 | $ | 1.20 | ||||||||
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Basic
weighted average number of shares outstanding
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37,373 | 37,209 | 37,346 | 37,167 | ||||||||||||
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Diluted
weighted average number of shares outstanding
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37,550 | 37,541 | 37,481 | 37,478 | ||||||||||||
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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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||||||||
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September
30,
2009
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December
31,
2008
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ASSETS
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(unaudited)
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CURRENT
ASSETS:
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Cash
and cash equivalents
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$ | 122,808 | $ | 85,799 | ||||
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Accounts
receivable
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Trade,
net
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158,629 | 145,362 | ||||||
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Other
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9,606 | 10,318 | ||||||
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Prepaid
taxes
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132 | 123 | ||||||
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Deferred
taxes
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6,064 | 5,430 | ||||||
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Prepaid
expenses and other current assets
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6,155 | 4,346 | ||||||
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TOTAL
CURRENT ASSETS
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303,394 | 251,378 | ||||||
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Restricted
investments
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8,951 | 6,118 | ||||||
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Property
and equipment, net
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28,686 | 32,713 | ||||||
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Other
intangibles, net
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6,276 | 6,610 | ||||||
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Goodwill,
net
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232,946 | 233,110 | ||||||
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Other
assets
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1,648 | 1,747 | ||||||
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TOTAL
ASSETS
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$ | 581,901 | $ | 531,676 | ||||
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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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$ | 124,044 | $ | 105,064 | ||||
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Other
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7,669 | 6,107 | ||||||
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Accrued
expenses
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Payroll
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9,691 | 9,988 | ||||||
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Other
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22,579 | 26,388 | ||||||
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TOTAL
CURRENT LIABILITIES
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163,983 | 147,547 | ||||||
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Non-current
liabilities
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11,073 | 9,535 | ||||||
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Deferred
taxes
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64,408 | 59,410 | ||||||
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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 2009 and
2008
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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 2009 and 2008; 37,225,313 shares
outstanding in 2009 and 36,970,347 shares outstanding in
2008
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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 2009 and 2008
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7 | 7 | ||||||
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Additional
paid-in capital
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170,725 | 174,355 | ||||||
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Purchase
price in excess of predecessor basis, net of tax benefit of
$10,306
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(15,458 | ) | (15,458 | ) | ||||
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Retained
earnings
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289,601 | 265,287 | ||||||
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Accumulated
other comprehensive income
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2 | - | ||||||
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Treasury
stock; at cost, 3,999,479 shares in 2009 and 4,254,445 shares in
2008
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(102,852 | ) | (109,419 | ) | ||||
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TOTAL
STOCKHOLDERS' EQUITY
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342,437 | 315,184 | ||||||
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TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
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$ | 581,901 | $ | 531,676 | ||||
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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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||||||||
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Nine
Months Ended September 30,
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2009
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2008
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Cash
flows from operating activities:
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Net
income
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$ | 24,314 | $ | 45,035 | ||||
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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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6,282 | 5,326 | ||||||
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Deferred
taxes
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4,465 | 7,459 | ||||||
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Compensation
expense related to share-based compensation plans
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3,218 | 3,332 | ||||||
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(Gain)
loss on sale of assets
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(21 | ) | 77 | |||||
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Changes
in operating assets and liabilities:
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Restricted
investments
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(2,833 | ) | (1,883 | ) | ||||
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Accounts
receivable, net
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(12,555 | ) | (44,723 | ) | ||||
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Prepaid
taxes
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(9 | ) | - | |||||
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Prepaid
expenses and other current assets
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(1,809 | ) | (1,416 | ) | ||||
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Other
assets
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99 | 208 | ||||||
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Accounts
payable
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20,542 | 29,920 | ||||||
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Accrued
expenses
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(3,544 | ) | (7,250 | ) | ||||
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Non-current
liabilities
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1,601 | (242 | ) | |||||
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Net
cash provided by operating activities
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39,750 | 35,843 | ||||||
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Cash
flows from investing activities:
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Proceeds
from sale of equipment
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72 | 857 | ||||||
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Purchases
of property and equipment
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(2,534 | ) | (7,219 | ) | ||||
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Cash
used in acquisition of Comtrak, Inc.
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- | (5,000 | ) | |||||
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Net
cash used in investing activities
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(2,462 | ) | (11,362 | ) | ||||
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Cash
flows from financing activities:
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||||||||
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Proceeds
from stock options exercised
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155 | 401 | ||||||
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Purchase
of treasury stock
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(1,096 | ) | (2,215 | ) | ||||
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Excess
tax benefits from share-based compensation
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660 | 2,709 | ||||||
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Net
cash (used in) provided by financing activities
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(281 | ) | 895 | |||||
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Effect
of exchange rate changes on cash and cash equivalents
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2 | - | ||||||
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Net
increase in cash and cash equivalents
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37,009 | 25,376 | ||||||
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Cash
and cash equivalents beginning of period
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85,799 | 38,002 | ||||||
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Cash
and cash equivalents end of period
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$ | 122,808 | $ | 63,378 | ||||