EAGLE USA AIRFREIGHT INC
8-K, 1997-02-06
ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO
Previous: ESTEE LAUDER COMPANIES INC, SC 13G/A, 1997-02-06
Next: LASER STORM INC, SB-2/A, 1997-02-06



<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



       Date of Report (date of earliest event reported): January 27, 1997



                           EAGLE USA AIRFREIGHT, INC.
             (Exact name of registrant as specified in its charter)




       Texas                             0-27288                76-0094895
(State or other jurisdiction of       (Commission            (I.R.S. Employer
         incorporation)               File Number)         Identification No.)



                                 3214 Lodestar
                              Houston, Texas 77032
             (Address of principal executive offices and zip code)



       Registrant's telephone number, including area code: (281) 821-0300





                                     Page 1
<PAGE>   2
ITEM 5.       OTHER EVENTS.

              On January 27, 1997, Eagle USA Airfreight, Inc. (the "Company")
issued a press release (the "Press Release") containing its earnings report for
the quarter ended December 31, 1996.  The Press Release is included as an
exhibit to this Report and is incorporated herein by reference.

              Disclosure Regarding Forward Looking Statements.  This Report
contains "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended.  All statements other than statements of historical
fact included in this Report are forward-looking statements, including, without
limitation, the statements by James R. Crane in the Press Release regarding
significant business opportunities within the domestic freight forwarding
business, the provision of high quality customized transportation services and
the growing network of Company terminals. Such statements involve risks and
uncertainties, including, but not limited to, those relating to the Company's
dependence on its ability to attract and retain skilled managers and other
personnel; the intense competition within the freight industry; the uncertainty
of the Company's ability to manage and continue its growth and implement its
business strategy; the Company's dependence on the availability of cargo space
to serve its customers; the potential for liabilities if certain independent
owner/operators that serve the Company are determined to be employees; effects
of regulation; results of litigation; the Company's vulnerability to general
economic conditions and dependence on its principal customers; the control by
the Company's principal shareholder; the Company's potential exposure to claims
involving its local pick-up and delivery operations; the Company's future
financial and operating results, cash needs and demand for its services; and
the Company's ability to maintain and comply with permits and licenses; as well
as other factors detailed in the Company's filings with the Securities and
Exchange Commission.  Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual outcomes
may vary materially from those indicated.

ITEM 7.       FINANCIAL STATEMENTS AND EXHIBITS.

              The following exhibit is filed herewith:

99            Press release dated January 27, 1997 relating to earnings for the
              quarter ended December 31, 1996.





                                     Page 2
<PAGE>   3
                                   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.



                                         EAGLE USA AIRFREIGHT, INC.



                                         By: /s/ DOUGLAS A. SECKEL
                                             -----------------------------------
                                              Douglas A. Seckel
                                              Chief Financial Officer, Secretary
                                              and Treasurer



Date: February 6, 1997





                                     Page 3
<PAGE>   4
                              INDEX TO EXHIBITS



<TABLE>
<CAPTION>
EXHIBIT
NUMBER                   DESCRIPTION
- -------                  -----------
<S>           <C>
99            Press release dated January 27, 1997 relating to earnings for the
              quarter ended December 31, 1996.

</TABLE>







<PAGE>   1
                                                                      EXHIBIT 99


                             [Eagle USA Letterhead]



FOR IMMEDIATE RELEASE                            COMPANY CONTACT: DOUGLAS SECKEL
                                                         CHIEF FINANCIAL OFFICER
                                                                  (281) 442-1188



               EAGLE USA AIRFREIGHT FIRST QUARTER REVENUES UP 66%
                        FIRST QUARTER NET INCOME UP 78%

HOUSTON, TX., Jan. 27, 1997 --- Eagle USA Airfreight, Inc. (NASDAQ/NMS:EUSA)
announced revenue and earnings for the first quarter ended December 31, 1996.

Eagle USA Airfreight, Inc. today reported first quarter fiscal 1997 net income
of $4.5 million or a 78% increase over first quarter fiscal 1996.  Earnings per
share for the first quarter fiscal 1997 were $.24, a 50% increase over first
quarter fiscal 1996 even with the 14% increase in average shares outstanding as
a result of the initial public offering during fiscal year 1996.

Revenues for the first quarter of fiscal 1997 increased 66% to $67.6 million
compared with $40.7 million for the corresponding period in fiscal 1996.
Operating income for the first quarter of fiscal 1997 increased 69% to $7.2
million compared to $4.3 million for the corresponding period in fiscal 1996.

James R. Crane, Chairman and Chief Executive Officer, said, "We continue to see
significant business opportunities within the domestic freight forwarding
business as we provide high quality customized transportation services through
our growing network of company terminals."



                                     (MORE)





<PAGE>   2
                           EAGLE USA AIRFREIGHT, INC.
                        CONSOLIDATED STATEMENT OF INCOME
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                            THREE MONTHS ENDED
                                                                                DECEMBER 31,
                                                                         1996                 1995
                                                                       -------               -------
 <S>                                                                   <C>                   <C>
 Revenues                                                              $67,586               $40,698
 Cost of Transportation                                                 38,071                23,129
                                                                       -------               -------
                                                                        29,515                17,569
 Operating Expenses
    Personnel Costs                                                     14,288                 8,627
    Other Selling, General & Admin. Costs                                8,029                 4,683
                                                                       -------               -------
 Total Operating Expenses                                               22,317                13,310

 Operating Income                                                        7,198                 4,259
   Other Income (Expense), Net                                             273                    32
                                                                       -------               -------
    Income before Income Taxes                                           7,471                 4,291
    Provision for Income Taxes (a)                                       2,957                 1,748
                                                                       -------               -------
 Net Income                                                            $ 4,514               $ 2,543
                                                                       =======               =======
 Weighted Avg. Common
  Shares Outstanding (b)                                                18,468                16,148
  Earnings per share (b)                                               $  0.24               $  0.15
</TABLE>

(a)    Eagle USA Airfreight was an S Corporation for federal tax purposes prior
       to the closing of the initial public offering on December 6, 1995.  The
       provision for income taxes for the period ended December 31, 1995
       includes a pro forma charge of $945 which represents the estimated
       federal taxes that would have been reported had Eagle USA been a C
       Corporation prior to December 6, 1995.

(b)    On July 8, 1996, the Board of Directors authorized a two-for-one stock
       split, effected in the form of a stock dividend, payable August 1, 1996
       to shareholders of record on July 24, 1996.  All references to number of
       shares outstanding and related per share amounts have been restated to
       reflect the stock split.  The stock split resulted in the issuance of
       8,673 new shares of common stock.

Eagle USA is a leading provider of airfreight forwarding and other
transportation and logistics services.  Eagle USA's Internet address is
www.eagleusa.com.


                                     # # #


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission