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 22, 2008
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 October
22, 2008, Hub Group, Inc. issued a press release announcing its third
quarter 2008 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: October
23, 2008
|
/s/ Terri A.
Pizzuto
|
|
|
By: Terri
A. Pizzuto
|
|
|
Title: Executive
Vice President, Chief
Financial
Officer and
Treasurer
|
|
|
|
EXHIBIT INDEX
Exhibit
No.
|
99.1
|
|
Press
release, issued on October 22, 2008, announcing operating
results for Hub Group, Inc. for the third quarter
2008.
|
EXHIBIT
99.1
Hub
Group, Inc. Reports Record Third Quarter 2008 Earnings
DOWNERS
GROVE, IL, October 22, 2008, -- Hub Group, Inc. (NASDAQ: HUBG) today reported
record diluted earnings per share for the quarter ended September 30, 2008 of
$0.45. This represents an increase of 7% compared to last year's
third quarter diluted earnings per share of $0.42. Earnings per share
for the third quarter of 2007 included a one-time $1.2 million tax benefit or
$0.03 per share. Excluding this benefit, earnings per share increased
15% this quarter. Hub Group’s operating income for the third quarter
was $27.3 million, a 10% increase versus operating income for the third quarter
of 2007.
Hub
Group’s revenue increased 23% to $514.2 million compared to $417.8 million in
the third quarter of 2007. Third quarter intermodal revenue increased
22% to $369.7 million. The increase was attributable to a 9% volume
increase and a 13% increase in pricing, related primarily to
fuel. Truck brokerage revenue was up 29% to $101.2 million this
quarter. Third quarter logistics revenue increased 20% to $43.3
million. Gross margin increased by 10% or $5.7 million to $63.2
million compared to the third quarter of 2007.
Commenting
on the results, David P. Yeager, Vice-Chairman and Chief Executive Officer of
Hub Group stated, “We are pleased with our performance in the third
quarter. Strong intermodal volume growth contributed to the highest
third quarter earnings per share in the Company’s history. Our asset
light business model continues to give us the ability to perform well in both
strong and weak freight markets.”
FULL YEAR
2008
Given the
current operating environment, we are comfortable that the earnings for 2008
will be within the current analysts’ range of $1.65 to $1.70 per diluted
share.
CONFERENCE
CALL
Hub will
hold a conference call at 4:30 p.m. Eastern Time on Wednesday, October 22, 2008
to discuss its third 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 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) 713-4213. The conference call participant code is
79012655. Participants may pre-register for the call at https://www.theconferencingservice.com/prereg/key.process?key=PL4YELEYA. 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 and June 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
|
HUB
GROUP, INC.
|
||||||||||||||||||||
|
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
|
||||||||||||||||||||
|
(in
thousands, except per share amounts)
|
||||||||||||||||||||
|
Three
Months
|
Nine
Months
|
|||||||||||||||||||
|
Ended
September 30,
|
Ended
September 30,
|
|||||||||||||||||||
|
2008
|
2007
|
2008 |
|
2007
|
|
|||||||||||||||
|
Revenue
|
$ | 514,212 | $ | 417,842 | $ | 1,430,136 | $ | 1,212,704 | ||||||||||||
|
Transportation
costs
|
451,052 | 360,332 | 1,249,635 | 1,040,770 | ||||||||||||||||
|
Gross
margin
|
63,160 | 57,510 | 180,501 | 171,934 | ||||||||||||||||
|
Costs
and expenses:
|
||||||||||||||||||||
|
Salaries
and benefits
|
24,116 | 22,100 | 73,780 | 71,887 | ||||||||||||||||
|
General
and administrative
|
10,766 | 9,596 | 31,393 | 31,415 | ||||||||||||||||
|
Depreciation
and amortization
|
995 | 1,080 | 2,987 | 3,455 | ||||||||||||||||
|
Total
costs and expenses
|
35,877 | 32,776 | 108,160 | 106,757 | ||||||||||||||||
|
Operating
income
|
27,283 | 24,734 | 72,341 | 65,177 | ||||||||||||||||
|
Other
income (expense):
|
||||||||||||||||||||
|
Interest
expense
|
(31 | ) | (33 | ) | (83 | ) | (78 | ) | ||||||||||||
|
Interest
and dividend income
|
362 | 711 | 1,040 | 1,967 | ||||||||||||||||
|
Other,
net
|
(58 | ) | 24 | 28 | 82 | |||||||||||||||
|
Total
other income
|
273 | 702 | 985 | 1,971 | ||||||||||||||||
|
Income
before provision for income taxes
|
27,556 | 25,436 | 73,326 | 67,148 | ||||||||||||||||
|
Provision
for income taxes
|
10,626 | 8,828 | 28,291 | 25,346 | ||||||||||||||||
|
Net
income
|
$ | 16,930 | $ | 16,608 | $ | 45,035 | $ | 41,802 | ||||||||||||
|
Basic
earnings per common share
|
$ | 0.45 | $ | 0.43 | $ | 1.21 | $ | 1.07 | ||||||||||||
|
Diluted
earnings per common share
|
$ | 0.45 | $ | 0.42 | $ | 1.20 | $ | 1.06 | ||||||||||||
|
Basic
weighted average number of shares outstanding
|
37,209 | 38,777 | 37,167 | 39,026 | ||||||||||||||||
|
Diluted
weighted average number of shares outstanding
|
37,541 | 39,230 | 37,478 | 39,511 | ||||||||||||||||
|
HUB
GROUP, INC.
|
||||||||
|
UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEETS
|
||||||||
|
(in
thousands, except share amounts)
|
||||||||
|
September
30,
2008
|
December
31,
2007
|
|||||||
|
ASSETS
|
(unaudited)
|
|||||||
|
CURRENT
ASSETS:
|
||||||||
|
Cash
and cash equivalents
|
$ | 63,378 | $ | 38,002 | ||||
|
Accounts
receivable
|
||||||||
|
Trade,
net
|
202,901 | 160,944 | ||||||
|
Other
|
12,594 | 9,828 | ||||||
|
Prepaid
taxes
|
86 | 86 | ||||||
|
Deferred
taxes
|
4,024 | 5,044 | ||||||
|
Prepaid
expenses and other current assets
|
5,734 | 4,318 | ||||||
|
TOTAL
CURRENT ASSETS
|
288,717 | 218,222 | ||||||
|
Restricted
investments
|
7,089 | 5,206 | ||||||
|
Property
and equipment, net
|
30,955 | 29,662 | ||||||
|
Other
intangibles, net
|
6,722 | 7,056 | ||||||
|
Goodwill,
net
|
230,448 | 230,448 | ||||||
|
Other
assets
|
1,165 | 1,373 | ||||||
|
TOTAL
ASSETS
|
$ | 565,096 | $ | 491,967 | ||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
CURRENT
LIABILITIES:
|
||||||||
|
Accounts
payable
|
||||||||
|
Trade
|
$ | 150,434 | $ | 123,020 | ||||
|
Other
|
9,189 | 6,683 | ||||||
|
Accrued
expenses
|
||||||||
|
Payroll
|
13,537 | 16,446 | ||||||
|
Other
|
28,067 | 32,408 | ||||||
|
Related
party payable
|
- | 5,000 | ||||||
|
TOTAL
CURRENT LIABILITIES
|
201,227 | 183,557 | ||||||
|
Non-current
liabilities
|
10,121 | 10,363 | ||||||
|
Deferred
taxes
|
53,587 | 47,148 | ||||||
|
STOCKHOLDERS'
EQUITY:
|
||||||||
|
Preferred
stock, $.01 par value; 2,000,000 shares
authorized; no shares issued or outstanding in 2008 and
2007
|
- | - | ||||||
|
Common
stock
|
||||||||
|
Class
A: $.01 par value; 97,337,700 shares authorized and
41,224,792 shares issued in 2008 and
2007; 36,986,767 shares outstanding in 2008 and
36,666,731 outstanding in 2007
|
412 | 412 | ||||||
|
Class
B: $.01 par value; 662,300 shares authorized; 662,296 shares
issued and outstanding in 2008 and 2007
|
7 | 7 | ||||||
|
Additional
paid-in capital
|
173,158 | 176,657 | ||||||
|
Purchase
price in excess of predecessor basis, net of tax benefit of
$10,306
|
(15,458 | ) | (15,458 | ) | ||||
|
Retained
earnings
|
251,077 | 206,042 | ||||||
|
Treasury
stock; at cost, 4,238,025 shares in 2008 and 4,558,061 shares in
2007
|
(109,035 | ) | (116,761 | ) | ||||
|
TOTAL
STOCKHOLDERS' EQUITY
|
300,161 | 250,899 | ||||||
|
TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
|
$ | 565,096 | $ | 491,967 | ||||
|
HUB
GROUP, INC.
|
||||||||
|
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
|
(in
thousands)
|
||||||||
|
Nine
Months Ended September 30,
|
||||||||
|
2008
|
2007
|
|||||||
|
Cash
flows from operating activities:
|
||||||||
|
Net
income
|
$ | 45,035 | $ | 41,802 | ||||
|
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||
|
Depreciation
and amortization
|
5,326 | 5,475 | ||||||
|
Deferred
taxes
|
7,459 | 3,178 | ||||||
|
Compensation
expense related to share-based compensation plans
|
3,332 | 2,893 | ||||||
|
Loss
(gain) on sale of assets
|
77 | (156 | ) | |||||
|
Changes
in operating assets and liabilities:
|
||||||||
|
Restricted
investments
|
(1,883 | ) | (2,099 | ) | ||||
|
Accounts
receivable, net
|
(44,723 | ) | (26,244 | ) | ||||
|
Prepaid
taxes
|
- | 2,033 | ||||||
|
Prepaid
expenses and other current assets
|
(1,416 | ) | (794 | ) | ||||
|
Other
assets
|
208 | 21 | ||||||
|
Accounts
payable
|
29,920 | 12,724 | ||||||
|
Accrued
expenses
|
(7,250 | ) | 1,909 | |||||
|
Non
current liabilities
|
(242 | ) | 662 | |||||
|
Net
cash provided by operating activities
|
35,843 | 41,404 | ||||||
|
Cash
flows from investing activities:
|
||||||||
|
Proceeds
from sale of equipment
|
857 | 715 | ||||||
|
Purchases
of property and equipment
|
(7,219 | ) | (8,203 | ) | ||||
|
Cash
used in acquisition of Comtrak, Inc.
|
(5,000 | ) | (5,000 | ) | ||||
|
Net
cash used in investing activities
|
(11,362 | ) | (12,488 | ) | ||||
|
Cash
flows from financing activities:
|
||||||||
|
Proceeds
from stock options exercised
|
401 | 703 | ||||||
|
Purchase
of treasury stock
|
(2,215 | ) | (37,142 | ) | ||||
|
Excess
tax benefits from share-based compensation
|
2,709 | 3,856 | ||||||
|
Net
cash provided by (used in) financing activities
|
895 | (32,583 | ) | |||||
|
Net
increase (decrease) in cash and cash equivalents
|
25,376 | (3,667 | ) | |||||
|
Cash
and cash equivalents beginning of period
|
38,002 | 43,491 | ||||||
|
Cash
and cash equivalents end of period
|
$ | 63,378 | $ | 39,824 | ||||