<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 SEPTEMBER 30, 1999
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 FOR
THE TRANSITION PERIOD FROM __________ TO ____________
Commission File Number
000-23189
C.H. ROBINSON WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
Delaware 41-1883630
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8100 Mitchell Road, Suite 200, Eden Prairie, Minnesota 55344-2248
(Address of principal executive offices) (Zip Code)
(612) 937-8500
(Registrant's telephone number, including area code)
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 such filing
requirements for the past 90 days.
Yes /x/ No
As of October 31, 1999, the number of outstanding shares of the registrant's
common stock was 41,174,579.
<PAGE>
PART I -- FINANCIAL INFORMATION
ITEM 1. Financial Statements
C.H. ROBINSON WORLDWIDE, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
ASSETS September 30, December 31,
1999 1998
------------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 99,820 $ 99,341
Available-for-sale securities 30,895 30,730
Receivables, net of allowance for doubtful accounts
of $19,377 and $12,412 279,804 221,021
Deferred tax benefit 18,781 12,821
Inventories 3,218 3,488
Prepaid expenses and other 3,662 7,442
------------- ------------
Total current assets 436,180 374,843
PROPERTY AND EQUIPMENT, net 19,145 19,484
INTANGIBLE & OTHER ASSETS, net 25,223 14,789
------------- ------------
$ 480,548 $ 409,116
============= ============
LIABILITIES AND STOCKHOLDERS' INVESTMENT
CURRENT LIABILITIES:
Accounts payable $ 232,316 $ 192,908
Accrued expenses-
Compensation and profit-sharing contribution 24,618 27,481
Income taxes & other 24,725 19,209
------------- ------------
Total current liabilities 281,659 239,598
STOCKHOLDERS' INVESTMENT:
Preferred stock, $0.10 par value, 20,000 shares authorized;
none outstanding -- --
Common stock, $0.10 par value; 130,000 shares authorized;
41,265 shares issued, 41,176 and 41,190 shares outstanding 4,118 4,119
Additional paid-in capital 62,073 62,054
Retained earnings 136,326 106,178
Cumulative other comprehensive loss (1,177) (1,145)
Treasury stock at cost (89 and 75 shares) (2,451) (1,688)
------------- ------------
Total stockholders' investment 198,889 169,518
------------- ------------
$ 480,548 $ 409,116
============= ============
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
balance sheets.
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<PAGE>
C.H. ROBINSON WORLDWIDE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive Income
(In thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
------------------------ -------------------------
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
GROSS REVENUES $ 593,354 $ 516,181 $ 1,682,052 $ 1,531,042
COST OF TRANSPORTATION AND PRODUCTS 518,351 452,422 1,466,634 1,348,770
----------- ----------- ----------- -----------
NET REVENUES 75,003 63,759 215,418 182,272
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 52,810 44,826 154,254 131,364
----------- ----------- ----------- -----------
INCOME FROM OPERATIONS 22,193 18,933 61,164 50,908
INVESTMENT AND OTHER INCOME 1,095 831 3,175 1,961
----------- ----------- ----------- -----------
INCOME BEFORE PROVISION FOR INCOME TAXES 23,288 19,764 64,339 52,869
PROVISION FOR INCOME TAXES 9,246 7,853 25,543 20,972
----------- ----------- ----------- -----------
NET INCOME 14,042 11,911 38,796 31,897
OTHER COMPREHENSIVE INCOME (LOSS):
Foreign currency translation adjustment 74 (88) (32) (334)
----------- ----------- ----------- -----------
COMPREHENSIVE INCOME $ 14,116 $ 11,823 $ 38,764 $ 31,563
=========== =========== =========== ===========
BASIC NET INCOME PER SHARE $ 0.34 $ 0.29 $ 0.94 $ 0.77
DILUTED NET INCOME PER SHARE $ 0.34 $ 0.29 $ 0.94 $ 0.77
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING 41,181 41,203 41,187 41,223
DILUTIVE EFFECT OF OUTSTANDING STOCK OPTIONS 331 89 257 97
----------- ----------- ----------- -----------
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING 41,512 41,292 41,444 41,320
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
statements.
-3-
<PAGE>
C.H. ROBINSON WORLDWIDE INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
----------------------
1999 1998
---------- ---------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 38,796 $ 31,897
Adjustments to reconcile net income to net cash provided
by operating activities-
Depreciation and amortization 7,020 6,274
Deferred income taxes (6,603) (2,692)
Loss on sale of assets 7 32
Changes in operating elements-
Receivables (44,704) (28,669)
Inventories 270 (193)
Prepaid expenses and other 3,099 491
Accounts payable 26,883 29,969
Accrued compensation and profit sharing contribution (3,158) (1,230)
Accrued income taxes and other 5,394 25,323
---------- ---------
Net cash provided by operating activities 27,004 61,202
INVESTING ACTIVITIES:
Purchases of property and equipment (5,013) (4,007)
Sales of property and equipment 111 1,857
Sales/maturities of available-for-sale securities 13,116 22,285
Purchases of available-for-sale securities (13,281) (32,578)
Other, net (12,065) (3,538)
---------- ---------
Net cash used for investing activities (17,132) (15,981)
FINANCING ACTIVITIES:
Sales of common stock 1,207 1,062
Repurchases of common stock (1,951) (2,575)
Cash dividends (8,649) (4,947)
---------- ---------
Net cash used for financing activities (9,393) (6,460)
---------- ---------
Net increase in cash and cash equivalents 479 38,761
CASH AND CASH EQUIVALENTS, beginning of period 99,341 62,497
---------- ---------
CASH AND CASH EQUIVALENTS, end of period $ 99,820 $ 101,258
========== =========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
statements.
<PAGE>
C.H. ROBINSON WORLDWIDE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. General:
Basis of Presentation
C.H. Robinson Worldwide, Inc. and its Subsidiaries (the "Company," "we,"
"us," or "our") is a global provider of multimodal transportation services and
logistic solutions through a network of 130 branch offices in 38 states
throughout the United States, along with offices in Canada, Mexico, Belgium, the
United Kingdom, France, Spain, Germany, Italy, Poland, Brazil, Argentina and
Venezuela. The condensed consolidated financial statements include the accounts
of C.H. Robinson Worldwide, Inc. and its majority owned and controlled
subsidiaries. Minority interests in subsidiaries are not significant. All
significant intercompany transactions and balances have been eliminated in the
condensed consolidated financial statements.
The condensed consolidated financial statements which are unaudited have
been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission ("SEC"). In management's opinion, these financial statements
include all adjustments (consisting only of normal recurring adjustments)
necessary for a fair presentation of the results of operations for the interim
periods presented. The results of operations for the nine months ended September
30, 1999 and 1998 are not necessarily indicative of results to be expected for
the entire year. Pursuant to SEC rules and regulations, certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted from these statements. The condensed consolidated financial statements
and notes thereto should be read in conjunction with the financial statements
and notes included in our Annual Report on Form 10-K.
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion of the financial condition and results of
operations of the Company should be read in conjunction with the Company's
Condensed Consolidated Financial Statements and Notes thereto.
General
Gross revenues represent the total dollar value of services and goods we
sell to our customers. Our costs of transportation and products include the
direct costs of transportation, including motor carrier, railroad, ocean, air,
and other costs, and the purchase price of the products we source. We act
principally as a service provider to add value and expertise in the execution
and procurement of these services for our customers. Our net revenues (gross
revenues less cost of transportation and products) are the primary indicator of
our ability to source, add value and resell services and products that are
provided by third parties, and are considered by management to be our primary
measurement of growth. Accordingly, the discussion of results of operations
below focuses on the changes in our net revenues.
In the transportation industry, results of operations generally show a
seasonal pattern as customers reduce shipments during and after the winter
holiday season. Seasonality in the transportation industry has not had a
significant impact on our results of operations or our cash flows in recent
years. Also, inflation has not materially affected our operations due to the
short-term, transactional basis of our business. However, we cannot fully
predict the impact seasonality and inflation may have in the future.
Results of Operations
The following table summarizes net revenues by service line:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
----------------------------- -------------------------------
1999 1998 % change 1999 1998 % change
--------- -------- -------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Net revenues (in thousands)
Transportation $ 58,787 $ 49,036 19.9% $ 170,365 $ 139,261 22.3%
Sourcing 11,737 11,451 2.5% 33,176 34,734 (4.5)%
Information services 4,479 3,272 36.9% 11,877 8,277 43.5%
----------------------------- -------------------------------
Total $ 75,003 $ 63,759 17.6% $ 215,418 $ 182,272 18.2%
============================= ===============================
</TABLE>
The following table represents certain income statement data shown as
percentages of our net revenues:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- ---------------------
1999 1998 1999 1998
---------- -------- --------- ---------
<S> <C> <C> <C> <C>
Net revenues 100.0% 100.0% 100.0% 100.0%
Selling, general and administrative expenses 70.4% 70.3% 71.6% 72.1%
-------------------- --------------------
Income from operations 29.6% 29.7% 28.4% 27.9%
Investment and other income 1.4% 1.3% 1.5% 1.1%
-------------------- --------------------
Income before provision for income taxes 31.0% 31.0% 29.9% 29.0%
Provision for income taxes 12.3% 12.3% 11.9% 11.5%
-------------------- ---------------------
Net income 18.7% 18.7% 18.0% 17.5%
==================== =====================
</TABLE>
<PAGE>
Three Months Ended September 30, 1999 Compared to Three Months Ended September
30, 1998
Revenues. Gross revenues for the three months ended September 30, 1999
were $593.4 million, an increase of 15.0% over gross revenues of $516.2 million
for the three months ended September 30, 1998. Net revenues for the three months
ended September 30, 1999 were $75.0 million, an increase of 17.6% over net
revenues of $63.8 million for the three months ended September 30, 1998
resulting from an increase in transportation services net revenues of 19.9% to
$58.8 million, an increase in sourcing net revenues of 2.5% to $11.7 million,
and an increase in information services net revenues of 36.9% to $4.5 million.
Our net revenues are increasing at a faster rate than our gross revenues due to
the different growth rates in the mix of our service lines. Our information
services net revenues as a percentage of their gross revenues is highest of our
three lines, followed by our transportation business and finally our sourcing
business.
The increase in transportation net revenues resulted primarily from an
increase in our truck transportation, including our short haul and less-than-
truckload business. The increase in transaction volume was driven by significant
expansion of business with current customers and from new domestic and
international customers. Our truck margins decreased due primarily to equipment
supply constraints in the marketplace.
Sourcing net revenues increased by 2.5% consistent with our long term
growth rates. Our growth in this line is primarily related to our existing
customer base.
The increase in information services net revenues was the result of
significant growth in transaction volume with our existing customers.
Additionally, during the fourth quarter of 1998, we added many new customers to
our portfolio which contributed to the current growth.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses for the three months ended September 30, 1999 were $52.8
million, an increase of 17.8% over $44.8 million for the three months ended
September 30, 1998. This increase was primarily due to increased costs
associated with our growth. Selling, general and administrative expenses as a
percentage of net revenues increased slightly to 70.4% for the three months
ended September 30, 1999 compared to 70.3% for the three months ended September
30, 1998.
Income from Operations. Income from operations was $22.2 million for the
three months ended September 30, 1999, an increase of 17.2% over $18.9 million
for the three months ended September 30, 1998. Income from operations as a
percentage of net revenues was 29.6% and 29.7% for the three months ended
September 30, 1999 and 1998.
Investment and Other Income. Investment and other income was $1.1 million
for the three months ended September 30, 1999, an increase of 31.8% from
$831,000 for the three months ended September 30, 1998. Our cash and investments
as of September 30, 1999 increased $8.7 million over the balance as of September
30, 1998 as a result of our operations.
Provision for Income Taxes. The effective income tax rates from operations
were 39.7% and 39.7% for the three months ended September 30, 1999 and 1998. The
effective income tax rate for both periods is greater than the statutory federal
income tax rate primarily due to state income taxes, net of federal benefit.
Net Income. Net income was $14.0 million for the three months ended
September 30, 1999, an increase of 17.9% over $11.9 million for the three months
ended September 30, 1998. Net income per share increased by 17.2% to $0.34
(basic and diluted) for the three months ended September 30, 1999 compared to
$0.29 (basic and diluted) for the three months ended September 30, 1998.
Nine Months Ended September 30, 1999 Compared to Nine Months Ended September 30,
1998
Revenues. Gross revenues for the nine months ended September 30, 1999 were
$1.68 billion, an increase of 9.9% over gross revenues of $1.53 billion for the
nine months ended September 30, 1998. Net revenues for the nine months ended
September 30, 1999 were $215.4 million, an increase of 18.2% over net revenues
of $182.3 million for the nine months ended September 30, 1998 resulting from an
increase in transportation services net
<PAGE>
revenues of 22.3% to $170.4 million, a decrease in sourcing net revenues of 4.5%
to $33.2 million, and an increase in information services net revenues of 43.5%
to $11.9 million. Our net revenues are increasing at a faster rate than our
gross revenues due to the different growth rates in the mix of our service
lines. Our information services net revenues as a percentage of their gross
revenues is highest of our three lines, followed by our transportation business
and finally our sourcing business .
The increase in transportation net revenues resulted primarily from an
increase in our truck transportation, including our short haul and less-than-
truckload business. The increase in transaction volume was driven by significant
expansion of business with current customers and from new domestic and
international customers.
Sourcing net revenues decreased by 4.5% due principally to the abnormal
growth of 17.9% shown in the first nine months of 1998 as compared to the first
nine months of 1997. Adverse weather conditions in major produce growing areas
in the first nine months of 1998 coupled with the strength of our branch network
and relationships with produce growers worldwide provided us with sources of
produce in this challenging market. This provided growth to both our number of
transactions and our profit per transaction. No similar conditions existed in
the first nine months of 1999.
The increase in information services net revenues was the result of
significant growth in transaction volume with our existing customers.
Additionally, during the fourth quarter of 1998, we added many new customers to
our portfolio which contributed to the current growth.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses for the nine months ended September 30, 1999 were $154.3
million, an increase of 17.4% over $131.4 million for the nine months ended
September 30, 1998. This increase was primarily due to increased costs
associated with our growth. Selling, general and administrative expenses as a
percentage of net revenues decreased to 71.6% for the nine months ended
September 30, 1999 compared to 72.1% for the nine months ended September 30,
1998. This decrease is due primarily to a reduction in personnel expenses as a
percentage of net revenues resulting from efficiency gains and our compensation
structure. Our personnel expenses as a percentage of net revenues have
historically been highest in the first quarter of the year, with declining
percentages each quarter thereafter as a result of our compensation structure.
With the continued growth in our profitability, these declining percentages have
been slightly accelerated. We can not be certain that these trends will continue
in the future.
Income from Operations. Income from operations was $61.2 million for the
nine months ended September 30, 1999, an increase of 20.1% over $50.9 million
for the nine months ended September 30, 1998. Income from operations as a
percentage of net revenues was 28.4% and 27.9% for the nine months ended
September 30, 1999 and 1998.
Investment and Other Income. Investment and other income was $3.2 million
for the nine months ended September 30, 1999, an increase of 61.9% from $2.0
million for the nine months ended September 30, 1998. Our cash and investments
as of September 30, 1999 increased $8.7 million over the balance as of September
30, 1998 as a result of our operations.
Provision for Income Taxes. The effective income tax rates from operations
were 39.7% and 39.7% for the nine months ended September 30, 1999 and 1998. The
effective income tax rate for both periods is greater than the statutory federal
income tax rate primarily due to state income taxes, net of federal benefit.
Net Income. Net income was $38.8 million for the nine months ended
September 30, 1999, an increase of 21.6% over $31.9 million for the nine months
ended September 30, 1998. Net income per share increased by 21.6% to $0.94
(basic and diluted) for the nine months ended September 30, 1999 compared to
$0.77 (basic and diluted) for the nine months ended September 30, 1998.
Liquidity and Capital Resources
We have historically generated substantial cash from operations which has
enabled us to fund our growth while paying cash dividends and repurchasing
stock. Cash and cash equivalents totaled $99.8 million and $99.3
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<PAGE>
million and available-for-sale securities totaled $30.9 million and $30.7
million as of September 30, 1999 and December 31, 1998. Working capital at
September 30, 1999 and December 31, 1998 totaled $154.5 million and $135.2
million. We have had no long-term debt for the last five years and have no
material commitments for future capital expenditures. The conversion to the euro
has not had a material business or financial impact on us, and we don't expect
any material business or financial impacts to occur in the foreseeable future.
We generated $27.0 million of positive cash flow from operating activities
for the nine months ended September 30, 1999. This was due to net income
generated, offset by increases in our receivables and accounts payable resulting
from our growth. We used $17.1 million net of cash and cash equivalents for
investing activities, resulting from $13.1 million generated by sales and
maturities of available-for-sale securities, $13.3 million spent on purchases of
available-for-sale securities, $12.1 million spent for acquisitions and other
investing activities, and $5.0 million to fund capital expenditures necessary
for continued growth. We also used $9.4 million of cash and cash equivalents for
financing activities, primarily to pay quarterly cash dividends. We have
declared a $0.07 per share dividend payable to shareholders of record as of
September 10, 1999 payable on October 1, 1999.
Assuming no change in our current business plan, management believes that
our available cash, together with expected future cash generated from
operations, are expected to be sufficient to satisfy our anticipated needs for
working capital, capital expenditures and cash dividends for all future periods.
During 1999, the Board of Directors authorized a stock repurchase program under
which up to two million shares of our common stock may be repurchased. In
addition, we have $17.5 million available under our two existing lines of
credit, both with interest rates of 6.4%, as of September 30, 1999. The lines of
credit renew annually and do not restrict the payment of dividends. There were
no borrowings under the lines of credit during the nine months ended September
30, 1999 or during 1998. We expect to be able to renew these lines of credit in
the future.
Impact of Year 2000
We have completed an assessment of our compliance with Year 2000 issues and
have modified or replaced portions of our hardware and software so that our
computer systems will function properly with respect to dates after December 31,
1999. We have performed testing of these modifications and the rest of our
existing systems to ensure the systems are Year 2000 compliant. This testing
included running test transactions with dates beyond December 31, 1999 through
our systems to ensure our daily, monthly and yearly processes accept the
transactions, process and store them, and allow for extraction of the
transaction data as needed to operate our business and generate our internal and
external financial information. In addition, we do not anticipate any
disruptions to be caused by embedded circuitry in our operational systems.
We are not aware of any material relationships with any customer, produce
supplier or transportation carrier that would have a material impact on our
business, results of operations or financial condition in the instance that
these third parties would have material systems interruptions as a result of the
Year 2000 situation. We have no single third party relationship that accounts
for more than 6% of our business.
Although we believe we have internally addressed our risks and have not
discovered any material exposure with our third party relationships, there are
inherent risks that we may not meet our objectives by December 31, 1999 or that
unforeseen circumstances may arise. We could experience business interruption in
the event our systems would be unable to process information or would process
information incorrectly. Additionally, we could suffer loss of business if a
number of our third party relationships, taken together, would have similar
problems. It is impossible to fully assess the potential consequences in the
event there are disruptions in such infrastructure areas as utilities,
communications, transportation, banking and government. Any such business
interruption could have a material adverse effect on our results of operations,
liquidity, and financial condition depending on the duration and severity of the
interruption. We are in the final stages of developing contingency plans on our
significant systems and applications in the event we are unable to complete
remediation efforts or unidentified problems develop.
We are using primarily internal resources for system modifications and
testing. Total costs we have incurred, plus costs we plan to incur for
programming, testing, purchase of Year 2000 testing software, and outside
consultant costs are expected to be in the range of $500,000 to $600,000. The
actual cost could exceed this estimate. These costs, however, are not expected
to have a material effect on our financial condition, results of
-9-
<PAGE>
operations or cash flows. We have incurred and expensed approximately $500,000
as of September 30, 1999. All system modification costs are being expensed as
incurred.
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk
We had approximately $130.7 million of cash and investments on September
30, 1999, approximately $99.8 million of which were cash and cash equivalents
and $30.9 million of which were available for sale (non-trading) securities.
Substantially all of the cash equivalents and available for sale securities are
investment grade, fixed income securities from domestic issuers. Because of the
credit risk criteria of our investment policy, the primary market risk
associated with these investments is interest rate risk. We do not use
derivative financial instruments to manage interest rate risk or to speculate on
future changes in interest rates. A rise in interest rates could negatively
affect the fair value of our investments. We also conduct business in foreign
currencies and at times we enter into forward contracts to hedge against foreign
currency exposure. There were no such contracts outstanding during the nine
months ended September 30, 1999. We also have inventory which is subject to
certain commodity price volatility, and we sometimes choose to hedge our
positions with futures and options. We believe a reasonable near-term change in
foreign currency exchange rates or commodity prices would not have a material
impact on our future earnings or cash flows because the amount of our inventory
and foreign currency exposure is not material.
Cautionary Statement Relevant to Forward-Looking Information
Our discussions and analysis of our financial condition and results of
operations, including our Year 2000 and market risk discussions, contain certain
"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. These forward-looking statements represent our expectations or
beliefs, including, but not limited to, our current assumptions about future
financial performance, anticipated problems, estimated Year 2000 costs and our
plans for future operations, which are subject to various risks and
uncertainties. When used in this Form 10-Q and in future filings by the Company
with the Securities and Exchange Commission, in our press releases,
presentations to securities analysts or investors, in oral statements made by or
with the approval of an executive officer of the Company, the words or phrases
"believes," "may," "will," "expects," "should," "continue," "anticipates,"
"intends," "will likely result," "estimates," "projects" or similar expressions
and variations thereof are intended to identify such forward-looking statements.
However, any statements contained in this Form 10-Q that are not statements of
historical fact may be deemed to be forward-looking statements. We caution that
these statements by their nature involve risks and uncertainties, certain of
which are beyond our control, and actual results may differ materially depending
on a variety of important factors, including those described in Exhibit 99 to
our Form 10-K filed with the Securities and Exchange Commission with respect to
the fiscal year ended December 31, 1998.
PART II -- OTHER INFORMATION
ITEM 1. Legal Proceedings
In accordance with reporting requirements promulgated by the Securities and
Exchange Commission, the Company has no new information to report regarding
legal proceedings for this Quarterly Report on Form 10-Q.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults Upon Senior Securities
None.
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<PAGE>
ITEM 4. Submission of Matters to a Vote of Security Holders
None.
ITEM 5. Other Information
None.
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended September 30,
1999.
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<PAGE>
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 thereunto duly authorized.
Date: November 9, 1999
C.H. ROBINSON WORLDWIDE, INC.
By /s/ D.R. Verdoorn
--------------------------------
D.R. Verdoorn
Chief Executive Officer
By /s/ Chad Lindbloom
--------------------------------
Chad Lindbloom
Controller
(principal accounting officer)
-12-
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
- ---------- -----------
27 Financial Data Schedule
-13-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF C.H. ROBINSON WORLDWIDE, INC. AND
SUBSIDIARIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q REPORT.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 99,820
<SECURITIES> 30,895
<RECEIVABLES> 299,181
<ALLOWANCES> 19,377
<INVENTORY> 3,218
<CURRENT-ASSETS> 436,180
<PP&E> 45,766
<DEPRECIATION> 26,621
<TOTAL-ASSETS> 480,548
<CURRENT-LIABILITIES> 281,659
<BONDS> 0
0
0
<COMMON> 4,118
<OTHER-SE> 194,771
<TOTAL-LIABILITY-AND-EQUITY> 480,548
<SALES> 0
<TOTAL-REVENUES> 1,682,052
<CGS> 0
<TOTAL-COSTS> 1,620,888
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 8,186
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 64,339
<INCOME-TAX> 25,543
<INCOME-CONTINUING> 38,796
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 38,796
<EPS-BASIC> 0.94
<EPS-DILUTED> 0.94
</TABLE>
