<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1995 Commission File Number 1-7654
-------------- ------
XTRA CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 06-0954158
- ------------------------------- -----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
60 State Street
Boston, Massachusetts 02109
- ------------------------------- -----------------------
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code (617) 367-5000
---------------------------
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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at May 2, 1995
----- --------------------------
Common Stock, Par Value 16,764,001
$.50 Per Share
<PAGE> 2
<TABLE>
XTRA CORPORATION AND SUBSIDIARIES
---------------------------------
INDEX
-----
<CAPTION>
Page No.
-------
<S> <C> <C>
Part I. Financial Information
---------------------
Management Representation . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Balance Sheets
March 31, 1995 and September 30, 1994 . . . . . . . . . . . . . . . . . . . . . . 4
Consolidated Income Statements
For the Three and Six Months Ended
March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Consolidated Statements of Cash Flows
For the Six Months Ended
March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Consolidated Statements of Stockholders' Equity
For the Period September 30, 1993
Through March 31, 1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . 8 - 10
Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . . . . . . . . . . . 11 - 15
Part II. Other Information
-----------------
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . . . . 16
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . 17
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
</TABLE>
<PAGE> 3
PART I - FINANCIAL INFORMATION
------------------------------
XTRA CORPORATION AND SUBSIDIARIES
---------------------------------
MANAGEMENT REPRESENTATION
-------------------------
The financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. The Company believes, however, that the disclosures are adequate
to make the information presented not misleading.
The Board of Directors carries out its responsibility for the financial
statements included herein through its Audit Committee, composed ofnon-employee
Directors. During the year, the Committee meets periodically with both
management and the independent public accountants to ensure that each is
carrying out its responsibilities. The independent public accountants have full
and free access to the Audit Committee and meet with its members, with and
without management being present, to discuss auditing and financial reporting
matters.
These financial statements should be read in conjunction with the
financial statements and the notes thereto included in the Company's latest
Annual Report on Form 10-K.
This financial information reflects, in the opinion of management, all
adjustments consisting of only normal recurring adjustments necessary to present
fairly the results for the interim periods. The results of operations for such
interim periods are not necessarily indicative of the results to be expected for
the full year.
3
<PAGE> 4
<TABLE>
XTRA CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
-------------------------------
(MILLIONS OF DOLLARS EXCEPT PER SHARE AND SHARE AMOUNTS)
<CAPTION>
MARCH 31,
1995 SEPTEMBER 30,
(UNAUDITED) 1994 (1)
----------- -------------
<S> <C> <C>
Assets
- ----------
Cash $ 3.8 $ 43.2
Trade receivables, net 43.9 54.0
Lease contracts receivable 36.1 41.3
Property and equipment, at cost
Revenue equipment 1,289.9 1,223.2
Land, buildings and other 60.2 50.5
---------- ----------
1,350.1 1,273.7
Less - Accumulated depreciation (449.0) (428.0)
---------- ----------
Net property and equipment 901.1 845.7
---------- ----------
Other assets 21.8 20.7
---------- ----------
$ 1,006.7 $ 1,004.9
========== ==========
Liabilities and Stockholders' Equity
- ------------------------------------
Liabilities
Accounts payable $ 18.7 $ 14.7
Accrued interest expense 7.0 5.6
Other accrued expenses 46.5 53.8
Debt 400.3 434.6
Deferred income taxes 180.5 165.7
---------- ----------
Total liabilities 653.0 674.4
---------- ----------
Committments and Contingencies
Stockholders' Equity
Common Stock, par value $.50 per share; authorized:
30,000,000 shares; issued and outstanding;
16,957,078 shares at March 31, 1995
and 16,939,616 at September 30, 1994 8.5 8.5
Capital in excess of par value 125.6 125.3
Retained earnings 224.3 196.6
Cumulative translation adjustment (4.7) 0.1
---------- ----------
Total stockholders' equity 353.7 330.5
---------- ----------
$ 1,006.7 $ 1,004.9
========== ==========
<FN>
(1) Derived from XTRA Corporation's audited September 30, 1994 financial statements.
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE> 5
<TABLE>
XTRA CORPORATION AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
----------------------------------
(Millions of dollars except per share and share amounts)
(Unaudited)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
MARCH 31, MARCH 31,
-------------------------- ---------------------------
1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues $ 87.1 $ 82.7 $ 183.4 $ 171.3
Operating Expenses
Depreciation on rental equipment 26.3 24.1 52.3 47.0
Rental equipment lease financing 0.5 1.5 1.0 5.1
Rental equipment operating expense 20.7 20.3 41.4 39.8
Selling & administrative expense 8.2 7.6 16.2 14.8
--------- --------- ---------- ----------
55.7 53.5 110.9 106.7
--------- --------- ---------- ----------
Operating income 31.4 29.2 72.5 64.6
Interest Expense 8.1 8.2 16.5 16.7
--------- --------- ---------- ----------
Income from operations before
provision for income taxes 23.3 21.0 56.0 47.9
Provision for Income Taxes 9.7 8.7 23.2 19.9
--------- --------- ---------- ----------
Net Income $ 13.6 $ 12.3 $ 32.8 $ 28.0
========= ========= ========== ==========
Net income per share of common stock -
primary and fully diluted $ 0.80 $ 0.72 $ 1.92 $ 1.65
Weighted average number of fully diluted
common shares outstanding (in thousands) $ 17,041 17,015 17,040 17,014
Cash dividends declared $ 0.16 $ 0.14 $ 0.30 $ 0.26
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
5
<PAGE> 6
<TABLE>
XTRA CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------
(MILLIONS OF DOLLARS)
(UNAUDITED)
<CAPTION>
SIX MONTHS ENDED
MARCH 31,
------------------------
1995 1994
--------- ---------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 32.8 $ 28.0
Add non-cash income and expense items:
Depreciation & amortization, net 51.8 47.5
Deferred income taxes 15.7 10.8
Bad debt expense 2.0 2.5
Add other cash items:
Net change in receivables, other assets,
payables and accrued expenses 2.4 7.4
Cash receipts from lease contracts receivable 9.2 8.8
Recovery of property and equipment net book value 11.3 8.4
-------- --------
Net cash provided by operating activities 125.2 113.4
-------- --------
Cash Flows for Investing Activities:
Additions to property and equipment (125.6) (77.9)
-------- --------
Cash used in investing activities (125.6) (77.9)
-------- --------
Cash Flows for Financing Activities:
Borrowings of long-term debt 37.0 -
Payments of long-term debt (70.9) (25.4)
Dividends paid (5.1) (4.4)
-------- --------
Cash used in financing activities (39.0) (29.8)
-------- --------
Net increase (decrease) in cash (39.4) 5.7
======== ========
Cash at beginning of period 43.2 9.0
======== ========
Cash at end of period 3.8 14.7
======== ========
Total Interest Paid $ 17.4 $ 15.4
======== ========
Total Income Taxes Paid (net of refunds) $ 10.6 $ 6.8
======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
6
<PAGE> 7
<TABLE>
XTRA CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
---------------------------------------------------
(MILLIONS OF DOLLARS EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<CAPTION>
Common
Stock Capital in Cumulative
$.50 Excess of Retained Translation
Par Value Par Value Earnings Adjustment
--------- --------- -------- ----------
<S> <C> <C> <C> <C>
Balance at September 30, 1993 $ 8.5 $ 124.2 $ 148.1 $ (0.5)
Net income - - 57.6 -
Common Stock cash dividends
declared at $.54 per share - - (9.1) -
Options exercised and related tax benefits, net
of shares forfeited under restricted stock plan - 1.1 - -
Translation adjustment - - - 0.6
-------- --------- --------- --------
Balance at September 30, 1994 $ 8.5 $ 125.3 $ 196.6 $ 0.1
Net income - - 32.8 -
Common Stock cash dividends
declared at $.30 per share - - (5.1) -
Options exercised - 0.3 - -
Translation adjustment - - - (4.8)
-------- --------- --------- --------
Balance at March 31, 1995 $ 8.5 $ 125.6 $ 224.3 $ (4.7)
======== ========= ========= ========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
7
<PAGE> 8
XTRA CORPORATION AND SUBSIDIARIES
---------------------------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
(1) The consolidated financial statements include the accounts of XTRA
Corporation and its wholly-owned subsidiaries ("the Company"). All
material intercompany accounts and transactions have been eliminated.
Certain amounts in prior period financial statements have been
reclassified to be consistent with the current periods' presentation.
(2) The effective income tax rates used in the interim financial
statements are estimates of the fiscal years' rates. The effective
income tax rate for fiscal year 1994 was approximately 42%. For the
six months ended March 31, 1995, the Company has recorded a provision
for income taxes using an estimated effective income tax rate of
approximately 42%. The Company's effective income tax rate for fiscal
1994 and its estimated effective income tax rate for fiscal 1995 are
higher than the statutory U.S. Federal income tax rate due primarily
to state income taxes.
(3) The Company's long-term debt includes a current portion of $29.8
million at March 31, 1995 and $39.8 million at September 30, 1994.
(4) On May 2, 1995, the Company announced that it reached an agreement in
principle to acquire from Alexander & Baldwin, Inc., the assets of its
wholly-owned subsidiary, Matson Leasing Company, Inc., a major lessor
of marine containers. Matson Leasing Company's assets consist
primarily of a fleet of approximately 165,000 twenty-foot equivalent
units and revenues for the twelve months ended December 31, 1994 were
$64 million. The total consideration, all cash, will amount to
approximately $350 million, subject to certain adjustments. The
acquisition, which is expected to close by June 30, 1995, is subject
to the completion of satisfactory due diligence, preparation of a
definitive purchase agreement and other conditions typical in such
transactions, including certain regulatory approvals.
8
<PAGE> 9
<TABLE>
(5) Effective September 1, 1994, the Company changed its corporate
structure by establishing a new holding company, XTRA Missouri, Inc.,
as an intermediate subsidiary between XTRA Corporation and XTRA, Inc.
The condensed consolidated financial data for XTRA Missouri, Inc., a
wholly owned subsidiary of XTRA Corporation included in the XTRA
Corporation consolidated balance sheets dated March 31, 1995 and
September 30, 1994 and income statements for the three months and six
months ended March 31, 1995 is summarized below:
<CAPTION>
Balance Sheet Data:
----------------- March 31, September 30,
(Millions of Dollars) 1995 1994
---------- -------------
<S> <C> <C>
Cash $ 3.8 $ 43.2
Receivables, net 80.2 95.3
Property and equipment, net 901.1 845.7
Other assets 21.7 20.7
---------- -----------
Total assets $ 1,006.8 $ 1,004.9
========== ===========
Other liabilities $ 73.9 $ 75.5
Debt 400.3 434.5
Deferred income taxes 180.5 165.7
---------- -----------
Total liabilities 654.7 675.7
---------- -----------
Stockholders' equity 352.1 329.2
---------- -----------
Total liabilities and stockholders' equity $ 1,006.8 $ 1,004.9
========== ===========
Income Statement Data:
----------------------
(Millions of Dollars)
For the three months ended March 31, 1995
----------
Revenues $ 87.1
Income before provision for income taxes 23.3
Net income 13.6
For the six months ended March 31, 1995
----------
Revenues $ 183.4
Income before provision for income taxes 56.0
Net income 32.8
</TABLE>
9
<PAGE> 10
<TABLE>
(6) The condensed consolidated financial data for XTRA, Inc., a
wholly-owned subsidiary of XTRA Missouri, Inc. included in the XTRA
Corporation consolidated balance sheets dated March 31, 1995 and
September 30, 1994 and income statements for the three and six months
ended March 31, 1995 and 1994 is summarized below:
<CAPTION>
Balance Sheet Data: March 31, September 30,
-------------------
(Millions of Dollars) 1995 1994
----------- -------------
<S> <C> <C>
Cash $ 3.8 $ 43.2
Receivables, net 80.1 95.4
Property and equipment, net 898.3 842.8
Other assets 21.7 20.7
----------- ----------
Total assets $ 1,003.9 $ 1,002.1
=========== ==========
Other liabilities $ 73.9 $ 75.5
Debt 400.3 434.6
Deferred income taxes 180.5 165.7
----------- ----------
Total liabilities 654.7 675.8
----------- ----------
Stockholders' equity 349.2 326.3
----------- ----------
Total liabilities and stockholders' equity $ 1,003.9 $ 1,002.1
=========== ==========
<CAPTION>
Income Statement Data:
----------------------
(Millions of Dollars)
For the three months ended March 31, 1995 1994
----------- ----------
Revenues $ 87.1 $ 82.7
Income before provision for income taxes 23.3 20.9
Net income 13.6 12.3
For the six months ended March 31, 1995 1994
----------- ----------
Revenues $ 183.4 $ 171.2
Income before provision for income taxes 55.9 47.8
Net Income 32.7 28.0
</TABLE>
10
<PAGE> 11
XTRA CORPORATION AND SUBSIDIARIES
---------------------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
---------------------------------------
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
The Second Quarter of 1995
- --------------------------
Versus the Second Quarter of 1994
- ---------------------------------
Revenues
- --------
Revenues are generated by leasing over-the-road and mobile storage
trailers, intermodal trailers, chassis and domestic containers. Revenues are a
function of lease rates and working units; the latter depends on fleet size and
equipment utilization.
Revenues increased by 5% or $4.4 million for the three months ended
March 31, 1995, over the same period a year ago. Revenues derived by
over-the-road trailers increased primarily due to an increase in working units
as a result of a larger fleet size and an increase in average lease rates.
Revenues derived from intermodal trailers and containers were lower due to a
decrease in demand in excess of normal expected seasonal reductions. This
reduction experienced during the second quarter and continuing into the third
quarter is attributable to the softening economy, an increased supply of
equipment, and shifting traffic trends in the industry. Less-than-truckload
carriers are moving more freight than ever before in the intermodal market, but
they are using more of their own equipment and leasing less equipment. In
addition, the peso devaluation which began in December, has caused a severe
reduction in the southbound traffic into Mexico.
In response to the decreased demand for intermodal equipment, the
Company has accelerated the disposition of older intermodal equipment resulting
in increased gains on sales.
<TABLE>
The following table sets forth average equipment utilization and
average fleet size in units (including units leased in under operating leases)
during the three months ended March 31:
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Utilization 85% 89%
Units 128,000 121,600
</TABLE>
11
<PAGE> 12
Operating Expenses
- ------------------
Total operating expenses increased by 4% or $2.2 million from the second
quarter of fiscal 1994.
Depreciation expense increased by 9% or $2.2 million primarily due to an
increase in fleet size.
Rental equipment lease financing expense decreased by 67% or $1.0
million primarily due to the purchase of previously leased in equipment.
Rental equipment operating expense increased by 2% or $.4 million due
principally to higher repair and maintenance costs related to a larger working
fleet.
Selling and administrative expense increased 8% or $.6 million primarily
due to increased costs related to management information systems.
Interest Expense
- ----------------
Interest expense decreased by 1% or $.1 million for the three months
ended March 31, 1995, due to a decrease in the average effective interest rate
partially offset by an increase in average net debt outstanding.
Provision for Income Taxes
- --------------------------
The effective income tax rates used in the interim financial statements
are estimates of the fiscal years' rates. The effective income tax rate for
fiscal year 1994 was approximately 42%. For the three months ended March 31,
1995, the Company has recorded a provision for income taxes using an estimated
effective income tax rate of approximately 42%. The Company's effective income
tax rate for fiscal 1994 and its estimated effective income tax rate for fiscal
1995 are higher than the statutory U.S. Federal income tax rate due primarily
to state income taxes.
12
<PAGE> 13
XTRA CORPORATION AND SUBSIDIARIES
---------------------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
---------------------------------------
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
The Six Months Ended March 31, 1995
- -----------------------------------
Versus the Six Months Ended March 31, 1994
- ------------------------------------------
Revenues
- --------
Revenues are generated by leasing over-the-road and mobile storage
trailers, intermodal trailers, chassis and domestic containers. Revenues are a
function of lease rates and working units; the latter depends on fleet size and
equipment utilization.
Revenues increased by 7% or $12.1 million for the six months ended
March 31, 1995, over the same period a year ago. Revenues derived by
over-the-road trailers increased primarily due to an increase in working units
as a result of a larger fleet size and an increase in average lease rates.
Revenues derived from intermodal trailers and containers were lower due to a
decrease in demand in excess of normal expected seasonal reductions. This
reduction, experienced during the second quarter and continuing into the third
quarter is attributable to the softening economy, an increased supply of
equipment, and shifting traffic trends in the industry. Less-than-truckload
carriers are moving more freight than ever before in the intermodal market, but
they are using more of their own equipment and leasing less equipment. In
addition, the peso devaluation which began in December, has caused a severe
reduction in the southbound traffic into Mexico.
In response to the decreased demand for intermodal equipment, the
Company has accelerated the disposition of older intermodal equipment resulting
in increased gains on sales.
<TABLE>
The following table sets forth average equipment utilization and
average fleet size in units (including units leased in under operating leases)
during the six months ended March 31:
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Utilization 89% 91%
Units 128,000 121,700
</TABLE>
13
<PAGE> 14
Operating Expenses
- ------------------
Total operating expenses increased by 4% or $4.2 million from the same
period of fiscal 1994.
Depreciation expense increased by 11% or $5.3 million primarily due to
an increase in fleet size.
Rental equipment lease financing expense decreased by 80% or $4.1
million primarily due to the purchase of previously leased in equipment.
Rental equipment operating expense increased by 4% or $1.6 million due
principally to higher repair and maintenance costs related to a larger working
fleet.
Selling and administrative expense increased 9% or $1.4 million
principally due to increased costs related to management information systems.
Interest Expense
- ----------------
Interest expense decreased by 1% or $.2 million for the six months ended
March 31, 1995, due to a decrease in the average effective interest rate
partially offset by an increase in average net debt outstanding.
Provision for Income Taxes
- --------------------------
The effective income tax rates used in the interim financial statements
are estimates of the fiscal years' rates. The effective income tax rate for
fiscal year 1994 was approximately 42%. For the six months ended March 31,
1995, the Company has recorded a provision for income taxes using an estimated
effective income tax rate of approximately 42%. The Company's effective income
tax rate for fiscal 1994 and its estimated effective income tax rate for fiscal
1995 are higher than the statutory U.S. Federal income tax rate due primarily
to state income taxes.
Liquidity and Capital Resources
- -------------------------------
During the six months ended March 31, 1995, the Company generated cash
flows from operations of $125 million. During the same period XTRA invested
$125 million in property and equipment and paid dividends of $5 million. Net
debt outstanding (debt less cash) increased $5 million.
14
<PAGE> 15
As of May 2, 1995, committed capital expenditures for fiscal 1995
amount to approximately $314 million, including the $126 million expended in
the first two quarters.
On May 2, 1995, XTRA's Board of Directors declared a quarterly cash
dividend of $.16 per share, payable on May 31, 1995, to stockholders of record
on May 17, 1995.
On January 26, 1995, XTRA's Board of Directors authorized the
repurchase, from time to time, of up to $100 million of XTRA's common stock.
The shares may be purchased in the open market, through block or privately
negotiated transactions. The timing of the repurchases, which could occur over
an extended period of time, will depend on price, market conditions and other
factors. The repurchase program could be financed from cash flows from
operations and other corporate borrowings. Subsequent to March 31, 1995, the
Company repurchased $9 million of common stock.
In March 1995, the Company issued $37 million in Medium-Term Notes with
a weighted average life of 7.5 years and an average interest rate of 8%. As of
April 28, 1995, $410 million remains available for issuance under the shelf
registration.
At April 28, 1995, the Company had $70 million of unused credit
available under its Revolving Credit Agreements.
15
<PAGE> 16
Part II - OTHER INFORMATION
---------------------------
Item 5. Other Information
- --------------------------
On May 2, 1995, the Company announced that it reached an agreement in
principle to acquire from Alexander & Baldwin, Inc., the assets of its
wholly-owned subsidiary, Matson Leasing Company, Inc., a major lessor of marine
containers. Matson Leasing Company's assets consist primarily of a fleet of
approximately 165,000 twenty-foot equivalent units and revenues for the twelve
months ended December 31, 1994 were $64 million. The total consideration, all
cash, will amount to approximately $350 million, subject to certain
adjustments. The acquisition, which is expected to close by June 30, 1995, is
subject to the completion of satisfactory due diligence, preparation of a
definitive purchase agreement and other conditions typical in such transactions,
including certain regulatory approvals. The Company currently intends to
finance the purchase price by means of a credit agreement to be negotiated with
a group of banks.
16
<PAGE> 17
Part II - OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
<TABLE>
(a) Exhibits
------------
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
11.1 Statement of the calculation of earnings per share for the three and six
months ended March 31, 1995 and 1994.
12.1 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 and 1994 for XTRA Corporation.
12.2 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 for XTRA Missouri, Inc.
12.3 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 and 1994 for XTRA, Inc.
27 Financial Data Schedule.
(b) Reports of Form 8-K
------------------------
No reports of Form 8-K have been filed during the quarter for which this
report is filed.
</TABLE>
17
<PAGE> 18
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.
XTRA CORPORATION
--------------------------------
(Registrant)
Date: May 11, 1995 /s/ Michael J. Soja
------------ --------------------------------
Michael J. Soja
Vice President and
Chief Financial Officer
Date: May 11, 1995 /s/ Robert B. Blakeley
------------ --------------------------------
Robert B. Blakeley
Controller and
Chief Accounting Officer
18
<PAGE> 19
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
11.1 Statement of the calculation of earnings per share for the three and six
months ended March 31, 1995 and 1994.
12.1 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 and 1994 for XTRA Corporation.
12.2 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 for XTRA Missouri, Inc.
12.3 Statement of the calculation of earnings to fixed charges for the six
months ended March 31, 1995 and 1994 for XTRA, Inc.
27 Financial Data Schedule.
</TABLE>
19
<PAGE> 1
<TABLE>
Exhibit 11.1
XTRA CORPORATION
EARNINGS PER SHARE AND WEIGHTED AVERAGE SHARES OUTSTANDING CALCULATION
FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 1995 AND 1994
(MILLIONS OF DOLLARS EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
-------------------- --------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Income $ 13.6 $ 12.3 $ 32.8 $ 28.0
======== ======== ======== ========
Weighted average number of fully diluted common
shares outstanding (in thousands) 17,041 17,015 17,040 17,014
Earnings per common and
dilutive common equivalent share $ 0.80 $ 0.72 1.92 $ 1.65
======== ======== ======== ========
Computation of Primary Shares Outstanding (in thousands)
- --------------------------------------------------------
Weighted average common shares outstanding 16,952 16,881 16,947 16,879
Common stock equivalents for primary EPS: 89 134 90 132
-------- -------- -------- --------
Weighted average number of common
shares outstanding (primary) 17,041 17,015 17,037 17,011
======== ======== ======== ========
Computation of Fully Diluted Shares Outstanding (in thousands)
- --------------------------------------------------------------
Weighted average common shares outstanding 16,952 16,881 16,947 16,879
Common stock equivalents for fully diluted EPS: 89 134 93 135
-------- -------- -------- --------
Weighted average number of common
shares outstanding (fully diluted) 17,041 17,015 17,040 17,014
======== ======== ======== ========
</TABLE>
<PAGE> 1
<TABLE>
EXHIBIT 12.1
XTRA CORPORATION
STATEMENT OF THE CALCULATION OF EARNINGS TO FIXED CHARGES
---------------------------------------------------------
FOR THE SIX MONTHS ENDED MARCH 31, 1995 AND 1994
(MILLIONS OF DOLLARS)
(UNAUDITED)
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
EARNINGS
Income from operations before provision for income taxes $ 56.0 $ 47.9
Add: Fixed charges (below) 16.7 18.5
-------- --------
$ 72.7 $ 66.4
======== ========
FIXED CHARGES
Interest expense $ 16.5 $ 16.7
Interest portion of rent expense 0.2 1.8
-------- --------
$ 16.7 $ 18.5
======== ========
Ratio of Earnings to Fixed Charges 4.4 3.6
======== ========
<FN>
Note: For purposes of computing the ratio of earnings to fixed charges, "earnings" represents income from
operations before taxes plus fixed charges. "Fixed charges" for operations consist of interest on
indebtedness and the portion of rental expense which represents interest.
</TABLE>
<PAGE> 1
<TABLE>
EXHIBIT 12.2
XTRA MISSOURI, INC.
STATEMENT OF THE CALCULATION OF EARNINGS TO FIXED CHARGES
---------------------------------------------------------
FOR THE SIX MONTHS ENDED MARCH 31, 1995
(MILLIONS OF DOLLARS)
(UNAUDITED)
<CAPTION>
1995
--------
<S> <C>
EARNINGS
Income from operations before provision for income taxes $ 56.0
Add: Fixed charges (below) 16.7
--------
$ 72.7
========
FIXED CHARGES
Interest expense $ 16.5
Interest portion of rent expense 0.2
--------
$ 16.7
========
Ratio of Earnings to Fixed Charges 4.4
========
<FN>
Note: For purposes of computing the ratio of earnings to fixed charges, "earnings" represents income from
operations before taxes plus fixed charges. "Fixed charges" for operations consist of interest on
indebtedness and the portion of rental expense which represents interest.
</TABLE>
<PAGE> 1
<TABLE>
EXHIBIT 12.3
XTRA, INC.
STATEMENT OF THE CALCULATION OF EARNINGS TO FIXED CHARGES
---------------------------------------------------------
FOR THE SIX MONTHS ENDED MARCH 31, 1995 AND 1994
(MILLIONS OF DOLLARS)
(UNAUDITED)
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
EARNINGS
Income from operations before provision for income taxes $ 56.0 $ 47.9
Add: Fixed charges (below) 16.7 18.5
-------- --------
$ 72.7 $ 66.4
======== ========
FIXED CHARGES
Interest expense $ 16.5 $ 16.7
Interest portion of rent expense 0.2 1.8
-------- --------
$ 16.7 $ 18.5
======== ========
Ratio of Earnings to Fixed Charges 4.4 3.6
======== ========
<FN>
Note: For purposes of computing the ratio of earnings to fixed charges, "earnings" represents income from
operations before taxes plus fixed charges. "Fixed charges" for operations consist of interest on
indebtedness and the portion of rental expense which represents interest.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED CONDENSED FINANCIAL STATEMENTS OF XTRA CORPORATION FOR THE QUARTER
ENDED MARCH 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<EXCHANGE-RATE> 1
<CASH> 3,800
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 1,350,100
<DEPRECIATION> 449,000
<TOTAL-ASSETS> 1,006,700
<CURRENT-LIABILITIES> 0
<BONDS> 400,300
<COMMON> 8,500
0
0
<OTHER-SE> 345,200
<TOTAL-LIABILITY-AND-EQUITY> 1,006,700
<SALES> 0
<TOTAL-REVENUES> 87,100
<CGS> 0
<TOTAL-COSTS> 55,700
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,100
<INCOME-PRETAX> 23,300
<INCOME-TAX> 9,700
<INCOME-CONTINUING> 13,600
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,600
<EPS-PRIMARY> 0.80
<EPS-DILUTED> 0.80
</TABLE>