UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
------------------------------------
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1998
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-27208
Simon Transportation Services Inc.
(Exact name of registrant as specified in its charter)
Nevada 87-0545608
(State or other jurisdiction of (I.R.S. employer identification number)
incorporation or organization)
5175 West 2100 South
West Valley City, Utah 84120
(801) 924-7000
(Address, including zip code, and telephone number,
including area code, of registrant's
principal executive office)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to the filing
requirements for at least the past 90 days.
YES X NO
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date (January 31, 1999).
Class A Common Stock, $.01 par value: 5,372,683 shares
Class B Common Stock, $.01 par value: 913,751 shares
Exhibit Index is on Page 11.
<PAGE>
SIMON TRANSPORTATION SERVICES INC.
TABLE OF CONTENTS
PART I
FINANCIAL INFORMATION
PAGE
NUMBER
Item 1. Financial Statements:
Condensed consolidated statements of financial position
as of September 30, 1998 and December 31, 1998 3
Condensed consolidated statements of earnings for the
three months ended December 31, 1998 and 1997 4
Condensed consolidated statements of cash flows for the
three months ended December 31, 1998 and 1997 5
Notes to condensed consolidated financial statements 6
Item 2. Management's discussion and analysis of financial
condition and results of operations 7
PART II
OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults Upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
<PAGE>
SIMON TRANSPORTATION SERVICES INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
ASSETS
<TABLE>
<S> <C> <C>
December 31, 1998 September 30, 1998
----------------- ------------------
(Unaudited)
Current Assets:
Cash $ 5,215,181 $ 7,826,365
Receivables, net of allowance for doubtful accounts of
$214,000 and $189,000, respectively 24,176,732 20,250,931
Operating supplies 1,026,107 1,069,095
Prepaid expenses and other 7,006,100 5,537,548
------------------------ ------------------------
Total current assets 37,424,120 34,683,939
------------------------ ------------------------
Property and Equipment, at cost:
Land 8,589,422 8,589,422
Revenue equipment 44,608,311 47,702,977
Buildings and improvements 18,517,693 18,350,370
Office furniture and equipment 8,669,892 8,573,389
------------------------ ------------------------
80,385,318 83,216,158
Less accumulated depreciation and amortization (18,519,015) (18,598,221)
------------------------ ------------------------
61,866,303 64,617,937
------------------------ ------------------------
Other Assets 467,311 223,823
======================== ========================
$ 99,757,734 $ 99,525,699
======================== ========================
</TABLE>
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<S> <C> <C>
Current Liabilities:
Current portion of long-term debt $ 12,675,416 $ 7,627,142
Current portion of capitalized lease obligations 427,709 2,030,988
Accounts payable 4,737,146 5,015,049
Accrued liabilities 2,647,868 3,188,405
Accrued claims payable 1,371,197 1,260,827
------------------------ ------------------------
Total current liabilities 21,859,336 19,122,411
------------------------ ------------------------
Long-Term Debt, net of current portion 7,183,799 9,102,649
------------------------ ------------------------
Capitalized Lease Obligations, net of current portion 2,335,277 2,444,856
------------------------ ------------------------
Deferred Income Taxes 9,156,843 9,156,843
------------------------ ------------------------
Stockholders' Equity:
Preferred stock, $.01 par value, 5,000,000 shares
authorized, none issued -- --
Class A common stock, $.01 par value, 20,000,000
shares authorized, 5,372,683 shares issued 53,727 53,727
Class B common stock, $.01 par value, 5,000,000
shares authorized, 913,751 shares issued 9,138 9,138
Treasury stock, 176,600 and 81,100
shares at cost, respectively (1,053,148) (531,547)
Additional paid-in capital 48,277,256 48,277,256
Retained earnings 11,935,506 11,890,366
------------------------ ------------------------
Total stockholders' equity 59,222,479 59,698,940
------------------------ ------------------------
$ 99,757,734 $ 99,525,699
======================== ========================
<FN>
The accompanying notes to condensed consolidated
financial statements are an integral part of these
condensed consolidated financial statements.
</FN>
</TABLE>
<PAGE>
SIMON TRANSPORTATION SERVICES INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
-----------------------------------------------------
December 31, 1998 December 31, 1997
----------------- -----------------
<S> <C> <C>
Operating Revenue $ 52,992,399 $ 47,006,493
------------------------ ------------------------
Operating Expenses:
Salaries, wages, and benefits 22,950,944 18,011,315
Fuel & fuel taxes 8,935,350 9,097,054
Operating supplies and expenses 6,777,914 5,781,677
Taxes and licenses 2,014,744 1,809,906
Insurance and claims 1,356,475 1,020,727
Communications and utilities 1,043,706 785,142
Depreciation and amortization 1,138,908 1,203,154
Rent 8,405,100 5,911,947
------------------------ ------------------------
Total operating expenses 52,623,141 43,620,922
------------------------ ------------------------
Operating earnings 369,258 3,385,571
Net interest expense 296,687 388,875
------------------------ ------------------------
Earnings before provision for income taxes 72,571 2,996,696
Provision for income taxes 27,431 1,132,751
======================== ========================
Net earnings $ 45,140 $ 1,863,945
======================== ========================
Net earnings per common share:
Basic $ 0.01 $ 0.30
======================== ========================
Diluted $ 0.01 $ 0.29
======================== ========================
Weighted average common shares outstanding:
Basic 6,137,530 6,284,419
======================== ========================
Diluted 6,137,530 6,457,288
======================== ========================
<FN>
The accompanying notes to condensed consolidated
financial statements are an integral part of these
condensed consolidated financial statements.
</FN>
</TABLE>
<PAGE>
SIMON TRANSPORTATION SERVICES INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
---------------------------------------------
December 31, 1998 December 31, 1997
<S> <C> <C>
Cash Flows From Operating Activities:
Net earnings $ 45,140 $ 1,863,945
Adjustments to reconcile net earnings to net cash (used in)
provided by operating activities
Depreciation and amortization 1,138,908 1,203,154
Changes in operating assets and liabilities:
(Increase) decrease in receivables, net (3,925,801) 1,143,413
Decrease (increase) in operating supplies 42,988 (120,692)
Increase in prepaid expenses and other (1,468,552) (2,524,202)
Increase in other assets (243,488) --
Decrease in accounts payable (277,903) (347,261)
Decrease in accrued liabilities (540,537) (17,298)
Increase (decrease) in accrued claims payable 110,370 (73,320)
---------------------------------------------
Net cash (used in) provided by operating activities (5,118,875) 1,127,739
---------------------------------------------
Cash Flows From Investing Activities:
Purchase of property and equipment (954,274) (4,878,584)
Proceeds from the sale of property and equipment 2,567,000 3,933,300
---------------------------------------------
Net cash provided by (used in) investing activities 1,612,726 (945,284)
---------------------------------------------
Cash Flows From Financing Activities:
Proceeds from issuance of long-term debt -- 2,900,000
Principal payments on long-term debt (1,870,576) (1,645,123)
Borrowings under line-of-credit agreement 5,000,000 --
Principal payments under capitalized lease obligations (1,712,858) (1,196,911)
Decrease in receivable from sale of equipment -- 505,500
Purchase of treasury shares (521,601) --
Net proceeds from issuance of Class A common stock -- 25,290
---------------------------------------------
Net cash provided by financing activities 894,965 588,756
---------------------------------------------
Net (Decrease) Increase In Cash (2,611,184) 771,211
Cash at Beginning of Period 7,826,365 12,766,001
---------------------------------------------
Cash at End of Period $ 5,215,181 $ 13,537,212
=============================================
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest $ 323,924 $ 516,368
Cash paid during the period for income taxes 20,661 417,292
Supplemental Schedule of Noncash Investing and Financing Activities:
Sale of equipment in exchange for receivable paid after
period end -- 583,000
<FN>
The accompanying notes to condensed consolidated
financial statements are an integral part of these
condensed consolidated financial statements.
</FN>
</TABLE>
<PAGE>
SIMON TRANSPORTATION SERVICES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
The condensed consolidated financial statements include the
accounts of Simon Transportation Services Inc., a Nevada
holding company, and its wholly owned subsidiary, Dick Simon
Trucking, Inc. (together, the "Company"). All significant
intercompany balances and transactions have been eliminated in
consolidation.
The financial statements have been prepared, without audit, in
accordance with generally accepted accounting principles,
pursuant to the rules and regulations of the Securities and
Exchange Commission. In the opinion of management, the
accompanying financial statements include all adjustments
which are necessary for a fair presentation of the results for
the interim periods presented, such adjustments being of a
normal recurring nature. Certain information and footnote
disclosures have been condensed or omitted pursuant to such
rules and regulations. The September 30, 1998 condensed
consolidated statement of financial position was derived from
the audited balance sheet of the Company for the year then
ended. It is suggested that these condensed consolidated
financial statements and notes thereto be read in conjunction
with the consolidated financial statements and notes thereto
included in the Form 10-K of Simon Transportation Services
Inc. for the year ended September 30, 1998. Results of
operations in interim periods are not necessarily indicative
of results to be expected for a full year.
Forward Looking Statements
This quarterly report and statements by the Company in reports to its
stockholders and public filings, as well as oral public statements by Company
representatives may contain certain forward looking information that is subject
to certain risks and uncertainties that could cause actual results to differ
materially from those projected. Without limitation, these risks and
uncertainties include economic recessions or downturns in customers' business
cycles, excessive increases in capacity within the truckload markets, decreased
demand for transportation services offered by the Company, rapid inflation and
fuel price increases, increases in interest rates, and the availability and
compensation of qualified drivers. Readers should review and consider the
various disclosures made by the Company in this quarterly statement and in its
reports to its stockholders and periodic reports on Forms 10-K and 10-Q.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Overview
The Company's fiscal year ends on September 30 of each year. Thus, the
fiscal quarters discussed in this report represent the Company's first fiscal
quarters of its 1999 and 1998 fiscal years, respectively.
Results of Operations
Three months ended December 31, 1998 and 1997
Operating revenue increased $6.0 million (12.7%) to $53.0 million for
the three months ended December 31, 1998, from $47.0 million for the
corresponding period of 1997. The increase in operating revenue was primarily
attributable to a 14.1% increase in weighted average tractors, to 1,600 in the
1998 period from 1,402 in the 1997 period. This increase was partially offset by
a decrease in average revenue per tractor per week, to $2,574 in the 1998 period
from $2,591 in the 1997 period.
Salaries, wages, and benefits increased $5.0 million (27.4%) to $23.0
million during the quarter ended December 31, 1998 from $18.0 million in the
1997 period. As a percentage of revenue, salaries, wages, and benefits increased
to 43.3% of revenue for the three months ended December 31, 1998, from 38.3% for
the corresponding period of 1997. The increase was primarily attributable to
driver wage increases. In order to remain competitive in its compensation
package to drivers, the Company raised driver base pay two cents per mile
effective January 1, 1998 and an additional two cents per mile effective April
15, 1998.
Fuel and fuel taxes decreased $.2 million (1.8%) to $8.9 million during
the quarter ended December 31, 1998 from $9.1 million in the 1997 period. As a
percentage of revenue, fuel and fuel taxes decreased to 16.9% of revenue for the
three months ended December 31, 1998, from 19.4% of revenue for the
corresponding period of 1997. The decrease is principally the result of lower
fuel prices in the 1998 period as compared with the 1997 period.
Operating supplies and expenses increased $1.0 million (17.2%) to $6.8
million during the quarter ended December 31, 1998 from $5.8 million in the 1997
period. As a percentage of revenue, operating supplies and expenses increased to
12.8% of revenue for the three months ended December 31, 1998, from 12.3% for
the corresponding period of 1997, primarily as a result of increased costs of
accident repairs not covered under vehicle warranties and the cost of preparing
equipment for trade. Substantially all of the Company's tractors are covered by
three-year, 500,000-mile warranties.
Taxes and licenses increased $.2 million (11.3%) to $2.0 million during
the quarter ended December 31, 1998 from $1.8 million for the corresponding
period of 1997. As a percentage of revenue, taxes and licenses remained
essentially constant at 3.8% of revenue for the three months ended December 31,
1998, compared with 3.9% for the corresponding period of 1997.
Insurance and claims increased $.4 million (32.9%) to $1.4 million
during the quarter ended December 31, 1998 from $1.0 million for the
corresponding period of 1997. As a percentage of revenue, insurance and claims
increased to 2.6% of revenue for the three months ended December 31, 1998, from
2.2% for the corresponding period of 1997. The increase as a percentage of
revenue is primarily attributable to increased premiums associated with the
Company's umbrella insurance policy. The Company maintains $50 million in
coverage on its umbrella policy.
Communications and utilities increased $.2 million (32.9%) to $1.0
million during the quarter ended December 31, 1998 from $.8 million for the
corresponding period of 1997. As a percentage of revenue, communications and
utilities increased to 2.0% of revenue for the three months ended December 31,
1998, compared with 1.7% for the corresponding period of 1997. The increase is
primarily a result of an access fee charged to the Company by the owners of pay
telephones based on phone calls to toll free numbers.
<PAGE>
Depreciation and amortization decreased $.1 million (5.3%) to $1.1
million during the quarter ended December 31, 1998 from $1.2 million for the
corresponding period of 1997. As a percentage of revenue, depreciation and
amortization (adjusted for the net gain on the sale of property and equipment)
decreased to 2.1% of revenue for the three months ended December 31, 1998, from
2.6% for the corresponding period of 1997. The decrease was primarily
attributable to the continued use of operating leases rather than capital leases
to acquire new equipment. The Company realized a net gain on the sale of revenue
equipment of $621,566 during the 1998 period compared with a net gain of
$687,443 during the 1997 period.
Rent increased $2.5 million (42.2%) to $8.4 million for the quarter
ended December 31, 1998 from $5.9 million for the corresponding period of 1997.
As a percentage of revenue, rent increased to 15.9% of revenue for the three
months ended December 31, 1998, from 12.6% for the corresponding period of 1997
as the Company replaced equipment that had been financed under capital lease
arrangements with equipment financed under operating leases. The Company
continued to utilize operating leases during the most recent quarter because of
more favorable terms. If the Company continues to use operating lease financing,
its operating ratio will continue to be affected in future periods because the
implied financing costs of such equipment are included as operating expenses
instead of interest expense.
As a result of the foregoing, the Company's operating ratio increased
to 99.3% for the three months ended December 31, 1998, from 92.8% for the
corresponding period of 1997.
Net interest expense decreased $92,000 (23.7%) to $297,000 for the
quarter ended December 31, 1998 from $389,000 for the corresponding period of
1997. As a percentage of revenue, net interest expense decreased to 0.5% of
revenue for the three months ended December 31, 1998, from 0.8% for the
corresponding period in 1997 as a result of lower average debt and capitalized
lease balances in the 1998 period compared with the 1997 period.
The Company's effective combined federal and state income tax rate for
the three months ended December 31, 1998 and 1997 was 37.8%.
As a result of the factors described above, net earnings decreased $1.9
million (97.6%) to $45,000 for the three months ended December 31, 1998,
compared with net earnings of $1.9 million for the corresponding period of 1997.
As a percentage of revenue, net earnings decreased to 0.1% of revenue in the
quarter ended December 31, 1998 from 4.0% in the 1997 period.
Liquidity and Capital Resources
The growth of the Company's business has required significant
investment in new revenue equipment that the Company historically has financed
with borrowings under installment notes payable to commercial lending
institutions and equipment manufacturers, equipment leases from third-party
lessors, borrowings under its line of credit, and cash flow from operations. The
Company's primary sources of liquidity currently are cash and cash equivalents,
and borrowings and leases with financial institutions and equipment
manufacturers.
The Company's primary source of cash flow from operations generally is
net earnings adjusted for depreciation and deferred income taxes. The Company's
principal uses of cash flow from operations are to service debt or lease
payments incurred to purchase new revenue equipment and to internally finance
accounts receivable associated with growth in the business. Net cash used in
operating activities was $5.1 million for the three months ended December 31,
1998. The primary sources of funds were net earnings increased by non-cash
adjustments of $1.1 million in depreciation, $43,000 in operating supplies and
$110,000 in accrued claims payable. The primary uses of funds were $3.9 million
to finance the growth of accounts receivable, $278,000 to reduce accounts
payable, $1.5 million to prepay licensing on revenue equipment, $541,000 to
reduce accrued liabilities, and $243,000 to pay for other assets.
Net cash provided by investing activities was $1.6 million for the
three months ended December 31, 1998. The Company purchased $1.0 million of new
property and revenue equipment and sold revenue equipment for $2.6 million. The
Company expects capital expenditures, including the value of revenue equipment
and satellite communications units financed with operating leases, net of
revenue equipment sales and trade-ins, to be approximately $15.0 million through
fiscal 1999.
<PAGE>
Net cash provided by financing activities was $900,000 in the 1998
period, consisting primarily of a $5.0 million borrowing on the Company's line
of credit, payments of $3.6 million of principal under the Company's long-term
debt and capitalized lease agreements, and $500,000 to repurchase 95,500 shares
of the Company's Class A Common Stock. In July 1998, the Board of Directors
authorized the repurchase of up to 500,000 shares of Class A Common Stock. The
repurchases may be made in the open market or otherwise from time-to-time
through September 1999. To date, the Company has repurchased 176,600 shares of
Common Stock at an average market price of $5.96 per share for a total cash
outlay of $1,053,000.
The Company's borrowings consist of $21.1 million for revenue equipment
debt and capitalized leases, and $11.7 million for the Company's headquarters in
Salt Lake City and the new terminal in Atlanta. The Company maintains a $10
million, unsecured line of credit with a financial institution. Borrowings on
the line of credit bear interest at one-half percent (.5%) above the 30-day
London Interbank Offered Rate in effect from time to time. The Company had
outstanding borrowings of $5 million against the line of credit at December 31,
1998.
Management believes that available borrowings under the line of credit,
and future borrowings under installment notes payable or lease arrangements for
revenue equipment will allow the Company to continue to meet its working capital
requirements, anticipated capital expenditures, and obligations under debt and
capitalized and operating leases at least through fiscal year 1999.
Year 2000 Compliance
The Company has completed a review of each of its core systems to
determine year 2000 (Y2K) compliance. The Company's billing, dispatch, EDI,
fueling, payroll, telephone, vehicle maintenance, and yard and equipment
inventory systems and all other critical hardware and software systems were
designed to be Y2K compliant from inception. The Company is currently reviewing
the Y2K compliance status of its facilities and equipment. The Company expects
to complete this review and have taken actions toward making each non-core
system Y2K compliant by June 1999.
The Company relies on Qualcomm to provide the satellite tracking system
necessary to track the location of its equipment, and to provide dispatch and
routing information to its drivers. The Company has been informed that the
software utilized by Qualcomm and the Company is fully Y2K compliant. The
Company utilizes Comdata to transmit payroll funds to its drivers and to allow
drivers to purchase fuel outside of the Company's terminal locations. The
Company has been informed that Comdata expects to be fully Y2K compliant by June
1999. The Company also interacts with many of its vendors through electronic
data interchange (EDI). Although the Company is Y2K compliant in its EDI
applications, we cannot and do not guarantee the Y2K compliance of our business
partners' systems.
The Company has incurred internal staff costs necessary to review and
further Y2K compliance of its core operating systems. Because the systems were
designed to be Y2K compliant since inception, the costs have not had a material
effect on the Company's financial position or results of operations. The Company
will incur additional internal staff time to complete its compliance review of
non-core systems embedded in facilities and equipment. These non-core systems
include microcontrollers contained in tractor engines and other components,
refrigeration units, and terminal facilities. The costs of such review are not
expected to be incremental since they represent the redeployment of existing
information technology resources. Because of the relatively young age of its
facilities and equipment, the Company does not expect to find non-core systems
that need to be replaced to further Y2K compliance.
The Company anticipates that the risks related to its core and non-core
systems will be mitigated by ongoing assessment and correction of the systems.
The primary risk to operations is service disruption from third-party providers
that supply satellite communication, telephone, fueling and financial services.
Any disruption of these critical services would hinder the Company's ability to
receive, process and track its freight or communicate with its customers and
drivers.
A failure of the satellite communication system could have a materially
adverse effect on the Company's business and results of operations. The Company
is relying on the contingency plan established by Qualcomm to prevent the
interruption of business. As an additional backup, the Company plans to use its
existing telephone systems to dispatch its equipment and provide support to its
drivers in the event of a complete satellite system failure. In the event of EDI
failures on the part of our customers, the Company plans to use its telephone
and facsimile system to receive load tenders from its customers. The Company
would switch to paper invoices for its customers unable to use EDI. Management
believes that the Company's current state of readiness, the nature of the
Company's business, and the availability of the contingency plans minimizes Y2K
risks. Management does not foresee significant liability to third parties if the
Company's systems are not Y2K compliant.
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
The Company and certain of its officers and directors have
been named as defendants in a securities class action filed in the
United States District Court for the District of Utah, Caprin v. Simon
Transportation Services, Inc., et al., No. 2:98CV 863K (filed December
3, 1998). Plaintiffs in this action allege that defendants made
material misrepresentations and omissions during the period February
13, 1997 through April 2, 1998 in violation of Sections 10(b) and 20(a)
of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated
thereunder. The Company intends to vigorously defend this action.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
The 1998 Annual Meeting of Stockholders of Simon
Transportation Services Inc. was held December 18, 1998, at the
corporate headquarters located at 5175 West 2100 South, West Valley
City, Utah. Richard D. Simon, Chairman, President, and Chief Executive
Officer, presided.
The holders of 4,585,402 shares (representing 5,382,683
votes), which is approximately 85% of the total votes outstanding as of
the record date, were represented at the annual meeting in person or by
proxy. The three candidates for election as directors were elected to
serve the terms specified in the proxy statement. The proposal to
ratify the selection of Arthur Andersen LLP as the Company's
independent public accountants for the 1999 fiscal year was approved.
The tabulation of votes is listed in the table below.
SUMMARY OF MATTERS VOTED UPON BY STOCKHOLDERS
<TABLE>
<CAPTION>
Number of Shares
For Against Abstain Non-Vote
<S> <C> <C> <C> <C>
Election of Directors:
Alban B. Lang 4,327,812 0 257,590 0
Lyn Simon 4,327,820 0 257,582 0
Richard D. Simon, Jr. 4,327,412 0 257,990 0
Other Matters: For Against Abstain Non-Vote
Ratification of selection of 4,515,790 59,335 10,277 0
Arthur Andersen LLP as independent
public accountants
</TABLE>
<PAGE>
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Number Description
3.1 * Articles of Incorporation
3.2 * Bylaws
4.1 * Articles of Incorporation
4.2 * Bylaws
10.2 * Outside Director Stock Option Plan.
10.3 * Incentive Stock Plan.
10.4 * ss.401(k) Plan.
10.11 # Loan Agreement (Line of Credit) dated April 29, 1996 (replaced
loan agreement dated December 1, 1995) between
U.S. Bank of Utah and Simon Transportation Services Inc.
11 Schedule of Computation of Net Income Per Share
27 Financial Data Schedule
* Incorporated by reference from the Company's Registration
Statement on Form S-1, Registration No. 33-96876, effective
November 17, 1995.
# Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the period ended June 30, 1996, Commission
File No. 0-27208, dated August 9, 1996.
(b) Reports on Form 8-K.
None.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
SIMON TRANSPORTATION SERVICES INC.,
a Nevada corporation
Date: February 12, 1999 By: /s/ Alban B. Lang
--------------------------- -----------------
(Signature)
Alban B. Lang
Treasurer, Chief Operating
Officer and Chief Financial
Officer
SIMON TRANSPORTATION SERVICES INC.
SCHEDULE OF COMPUTATION OF NET EARNINGS PER SHARE
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
--------------------------------------
<S> <C> <C>
Basic and Diluted: Dec 31, 1998 Dec 31, 1997
------------ ------------
Common shares outstanding beginning of period: 6,205,334 6,282,974
Common share equivalents:
Common stock repurchased
Basic (67,804) --
Diluted (67,804) --
Employee stock options outstanding
Basic -- --
Diluted -- 172,869
Employee stock options exercised
Basic -- 1,445
Diluted -- 1,445
--------------------------------------
Number of common shares and common
Share equivalents outstanding
Basic 6,137,530 6,284,419
======================================
Diluted 6,137,530 6,457,288
======================================
Net earnings $ 45,140 $ 1,863,945
Net earnings per common share
and common share equivalent
Basic $ 0.01 $ 0.30
======================================
Diluted $ 0.01 $ 0.29
======================================
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted
from the Company's consolidated financial statements and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 5,215,181
<SECURITIES> 0
<RECEIVABLES> 24,390,732
<ALLOWANCES> (214,000)
<INVENTORY> 727,418
<CURRENT-ASSETS> 37,424,120
<PP&E> 80,385,318
<DEPRECIATION> (18,519,015)
<TOTAL-ASSETS> 99,757,734
<CURRENT-LIABILITIES> 21,859,336
<BONDS> 9,519,076
0
0
<COMMON> 62,865
<OTHER-SE> 59,159,614
<TOTAL-LIABILITY-AND-EQUITY> 99,757,734
<SALES> 0
<TOTAL-REVENUES> 52,992,399
<CGS> 0
<TOTAL-COSTS> 52,623,141
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 296,687
<INCOME-PRETAX> 72,571
<INCOME-TAX> 27,431
<INCOME-CONTINUING> 45,140
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 45,140
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>