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UNITED STATES
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) June 17, 1999 (June 15, 1999)
DYNAMEX INC.
(Exact name of registrant as specified in its charter)
Delaware 000-21057 86-0712225
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1431 Greenway Drive, Suite 345, Irving, TX 75038
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code (972) 756-8180
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ITEM 5. OTHER EVENTS
On June 15, 1999, Dynamex Inc. (the "Company") issued a press release
announcing fiscal third quarter 1999 results, the discovery of unsupportable
accounting entries in the fiscal third and fourth quarters of 1998 and the
formation of a Special Committee of the Board of Directors to investigate these
unsupportable accounting entries. The press release also announced that the Form
10-Q for the fiscal third quarter 1999 would be delayed pending completion of
the Special Committee's review. This press release is incorporated herein as
Exhibit 99.1.
Additionally, on June 15, 1999 the Company issued a press release
announcing that the Company would file a Form 12b-25 Notification of Late
Filing, a Form 10-Q for the fiscal third quarter 1999 and a Form 10-Q/A for the
fiscal third quarter 1998 within five calendar days. The Company indicated that
these filings may be amended subject to the outcome of the Special Committee's
review. This press release is incorporated herein as Exhibit 99.2.
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ITEM 7. EXHIBITS
99.1 Press release by the Company dated June 15, 1999.
99.2 Press release by the Company dated June 15, 1999.
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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.
DYNAMEX INC.
Dated: June 17, 1999 by /s/ Ray E. Schmitz
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Ray E. Schmitz
Vice President - Controller
(Principal Accounting Officer)
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
99.1 Press release by the Company dated June 15, 1999.
99.2 Press release by the Company dated June 15, 1999.
</TABLE>
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
For further information contact:
Jeff MacDowell
Vice President -
Finance and Corporate Development
(972) 756-8171
DYNAMEX ANNOUNCES PRELIMINARY THIRD QUARTER
NET INCOME OF $0.04 PER SHARE
PRIOR YEAR ACCOUNTING ENTRIES TO BE REVIEWED BY
SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS
CURRENT FISCAL YEAR QUARTERLY RESULTS AND FULL PRIOR FISCAL
YEAR RESULTS NOT EXPECTED TO BE IMPACTED
$4.0 MILLION OF EBITDA GENERATED DURING THE QUARTER AND NET
CASH PROVIDED BY OPERATING ACTIVITIES TOTALED $4.0 MILLION
DEBT REDUCED BY $3.6 MILLION TO $46.2 MILLION
June 14, 1999 -- Dallas, Texas -- Dynamex Inc. (Amex: DDN) today announced
preliminary third quarter 1999 net income of $365,000 ($.04 per share) based on
revenues of $61.3 million. Gross profit for the quarter equaled $19.9 million or
32.4% of revenues. Selling, general and administrative expenses were $15.8
million or 25.7% of revenues. EBITDA (Earnings before interest, taxes,
depreciation and amortization) for the quarter totaled $4.0 million or 6.6% of
revenues. Operating income for the quarter was $2.0 million or 3.3% of revenues.
The financial results contained in this press release are preliminary and
subject to the results of a Special Committee's review described herein.
Richard K. McClelland, Chairman and CEO of Dynamex, said, "Our cost reduction
efforts since January have yielded annualized savings in excess of our $1.8
million initial goal. These reductions will be more fully realized in the fourth
quarter. Revenue continues to grow in the range of 5% to 7%, but below our
double-digit goals. Our increased emphasis on collection efforts has reduced DSO
and outstanding receivable balances. In addition, I am very pleased that we are
on track with our forecast for the third quarter."
Net cash provided by operating activities for the quarter totaled $4.0 million.
Accounts receivable was reduced to $27.8 million at April 30, 1999 from $29.4
million at January 31,
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1999. Days sales outstanding were reduced by five days to 41 days at April 30,
1999 from 46 days at January 31, 1999. Debt was reduced during the third quarter
by $3.6 million to $46.2 million at April 30, 1999.
The Company also announced that it has discovered potentially unsupportable
accounting entries that increased net income approximately $450,000 in the third
quarter 1998 with a corresponding reduction in fourth quarter 1998 net income.
These accounting entries were discovered during management's normal quarterly
review process for the period ended April 30, 1999. Based on its initial review
of these entries, management believes that the impact is limited to the third
and fourth quarters of fiscal year 1998, and does not believe that the reported
results for the full fiscal year 1998 nor the quarterly results for fiscal year
1999 will be impacted by these entries.
The Audit Committee of the Board of Directors has formed a Special Committee of
outside directors to review the matter further. The Special Committee has
engaged the law firm of Weil, Gotshal & Manges LLP to assist in the review.
Weil, Gotshal has engaged Deloitte & Touche to assist in connection with the
review. The Special Committee hopes to complete its review within the next
several weeks. Any restated quarterly results for the period ending April 30,
1998 have been delayed pending completion of the review by the Special
Committee. In addition, the quarterly report on Form 10-Q for the period ended
April 30, 1999 similarly will be delayed due to the required inclusion of
comparable prior year results.
Mr. McClelland stated, "I fully support the Audit Committee's decision to
thoroughly review the circumstances around these accounting entries. While we
are extremely disappointed additional changes may be necessary in our prior year
quarterly results, we do not anticipate any changes in the full year 1998
results or the current fiscal year's results."
Dynamex is a leading provider of same-day delivery and logistics services in the
United States and Canada.
This release contains forward-looking statements which involve assumptions
regarding Company operations and future prospects. Although the Company believes
its expectations are based on reasonable assumptions, such statements are
subject to risk and uncertainty, including, among other things, statements with
respect to the outcome of the Special Committee's review, acquisition strategy,
competition, foreign exchange, and risks associated with the local delivery
industry. These and other risks are mentioned from time to time in the Company's
filings with the Securities and Exchange Commission. Caution should be taken
that these factors could cause the actual results to differ from those stated or
implied in this and other Company communications.
- Table follows -
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DYNAMEX INC. AND SUBSIDIARIES
CONDENSED STATEMENT OF CONSOLIDATED INCOME
(In thousands, except per share data)
(Unaudited)
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<TABLE>
<CAPTION>
Three months ended
April 30, 1999
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(Preliminary)
<S> <C> <C>
Sales $61,263 100.0%
Cost of sales 41,407 67.6%
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Gross profit 19,856 32.4%
Selling, general and administrative expenses 15,761 25.7%
Unusual items 53 0.1%
Depreciation and amortization 2,031 3.3%
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Operating income 2,011 3.3%
Interest expense 1,125 1.8%
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Income before taxes 886 1.5%
Income tax expense 521 0.9%
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Net income $ 365 0.6%
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Earnings per common share - basic: $ 0.04
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Earnings per common share - assuming dilution: $ 0.04
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Weighted average shares:
Common shares outstanding 10,085
Adjusted common shares - assuming
Exercise of stock options 10,222
</TABLE>
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EXHIBIT 99.2
FOR IMMEDIATE RELEASE
For further information contact:
Jeff MacDowell
Vice President -
Finance and Corporate Development
(972) 756-8171
DYNAMEX TO FILE TIMELY THIRD QUARTER FORM-10Q
June 15, 1999 -- Dallas, Texas -- Dynamex Inc. (Amex: DDN) today announced the
Company will file a Form 12b-25 Notification of Late Filing. The Company will
file the Form-10Q for the quarter ended April 30, 1999 and Form-10Q/A for the
quarter ended April 30, 1998 within five calendar days in order to meet the
timely filing requirements of the United States Securities and Exchange
Commission.
These filings may be amended subject to the outcome of the review of potentially
unsupportable accounting entries by a Special Committee of the Board of
Directors. The Company previously indicated these filings would be delayed
pending completion of the review by the Special Committee.
Dynamex is a leading provider of same-day delivery and logistics services in the
United States and Canada.
This release contains forward-looking statements which involve assumptions
regarding Company operations and future prospects. Although the Company believes
its expectations are based on reasonable assumptions, such statements are
subject to risk and uncertainty, including, among other things, statements with
respect to the outcome of the Special Committee's review, acquisition strategy,
competition, foreign exchange, and risks associated with the local delivery
industry. These and other risks are mentioned from time to time in the Company's
filings with the Securities and Exchange Commission. Caution should be taken
that these factors could cause the actual results to differ from those stated or
implied in this and other Company communications.
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