<PAGE>
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 l934
DATE OF REPORT: SEPTEMBER 14, 1995
(Date of earliest event reported)
_______________________
FEDERAL EXPRESS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State of Incorporation)
1-7806 7l-0427007
(Commission File Number) (IRS Employer Identification No.)
2005 CORPORATE AVENUE, MEMPHIS, TENNESSEE 38l32
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(901) 369-3600
<PAGE>
ITEM 5. OTHER EVENTS
On September 14, 1995, Federal Express Corporation (the "Registrant") announced
its financial results for the fiscal quarter ended August 31, 1995 by the press
release attached as Exhibit 20.1 to this report and incorporated herein by
reference.
Registrant also recently prepared Appendix A to a Private Placement Memorandum
with respect to the Registrant's commercial paper program. Appendix A, attached
to this report as Exhibit 20.2 and incorporated herein by reference, contains
summaries of the Registrant's operating results and financial position and
certain operating statistics for the past five fiscal years and for the first
fiscal quarter ended August 31, 1995.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
20.1 Registrant's press release, dated September 14, 1995.
20.2 Appendix A to a Private Placement Memorandum prepared with respect to
the Registrant's commercial paper program.
2
<PAGE>
Signature
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.
FEDERAL EXPRESS CORPORATION
By: /s/ ALAN B. GRAF, JR
-----------------------------
Alan B. Graf, Jr.
Senior Vice President and
Chief Financial Officer
(principal financial officer)
Dated: September 18, 1995
3
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION OF EXHIBIT
20.1 Registrant's press release, dated September 14, 1995.
20.2 Appendix A to a Private Placement Memorandum prepared with respect to
the Registrant's commercial paper program.
4
<PAGE>
EXHIBIT 20.1
<PAGE>
[COMPANY LETTERHEAD]
FEDERAL EXPRESS CORPORATION
FIRST QUARTER FISCAL 1996
FINANCIAL RESULTS
FOR IMMEDIATE RELEASE
FEDERAL EXPRESS CORPORATION REPORTS
QUARTERLY EARNINGS GROWTH OF 23 PERCENT
MEMPHIS, September 14, 1995 ... Federal Express Corporation today announced
that earnings per share for the quarter ended August 31 increased to $1.33
from $1.08 per share last year, an increase of 23 percent. Net income was
$75.3 million compared to $61.1 million in last year's first quarter.
Revenues for the quarter rose 10% to $2,453.4 million from $2,231.1 million
a year ago. Operating income increased to $149.2 million from $143.0
million, and pretax income was $129.9 million up from $107.3 million last
year.
Commenting on the quarter's results, Chairman and Chief Executive Officer
Frederick W. Smith said, "Our express package traffic was up 12% over last
year's first quarter. To keep pace with this growth, we have added airlift
capacity within the United States and between the U.S. and South America,
Europe and Asia. Also, during this year's first quarter we completed all
of the preparations for the September 4 start-up of our intra-Asia
overnight delivery service using our new Subic Bay hub in the Philippines."
--more--
<PAGE>
William J. Razzouk, Executive Vice President - Worldwide Customer
Operations added, "Our employees have done an excellent job improving
service quality and profitability at the same time that we've expanded our
geographic coverage and broadened our service capabilities. Current period
investments, like our Subic Bay facility in Asia, our growing integrated
operations in the United States and continued automation of our customers,
are designed to keep FedEx at the forefront of our industry and improve our
long-term profitability."
"We did a much better job of managing our U.S. domestic package yields this
quarter," said Chief Financial Officer Alan B. Graf, Jr. "Our effort over
the past nine months to better analyze our average revenue per package on a
customer by customer basis compared to the costs of servicing these
customers has helped us achieve more profitable growth. The quarter's
average U.S. yield per package declined 3%, year over year, while our per
package costs declined 2%. This was a significant improvement from the
previous quarter when our U.S. yield per package was down more than 5%,
year over year, and the cost per package declined less than 2%."
International operating profit for the first quarter was $23.7 million on
international segment revenues of $674.0 million. In last year's first
quarter, the international segment reported an operating profit of $22.7
million on revenues of $596.8 million.
--more--
<PAGE>
The company's U.S. domestic operating profit was $125.5 million on revenues
of $1,779.4 million, compared to an operating profit of $120.3 million on
revenues of $1,634.3 million in last year's first quarter.
***
During the quarter, FedEx introduced FedEx Sameday service, a premium
service that offers same-day delivery to and from most locations in the
U.S. and, beginning September 5, FedEx First Overnight for next-day
delivery by 8 a.m. from any U.S. zip code to more than 90 major markets.
Federal Express is the world's largest express transportation company,
providing fast and reliable services for important documents, packages and
freight. The company delivers more than 2.4 million items each working day.
It employs more than 110,000 people, operates more than 500 aircraft and
35,000 vehicles in its integrated system. Federal Express reported revenues
of $9.4 billion for its fiscal year ended May 31, 1995.
###
Contact: Tom Martin 901-395-3490
091495
<PAGE>
FEDERAL EXPRESS CORPORATION FINANCIAL HIGHLIGHTS
(Unaudited; Current year data is preliminary)
First Quarter Fiscal 1996
(In millions, except earnings per share and operating data)
<TABLE>
<CAPTION>
Three Months Ended
August 31
-----------------------------
FINANCIAL RESULTS 1995 1994
---- ----
<S> <C> <C>
Revenues $2,453.4 $2,231.1
Operating Expenses:
Salaries and benefits 1,147.5 1,061.8
Rentals and landing fees 223.2 188.6
Depreciation and amortization 174.1 156.9
Fuel 126.4 117.4
Maintenance and repairs 124.6 136.2
Other 508.4 427.2
----- -----
2,304.2 2,088.1
------- -------
Operating Income
149.2 143.0
Other Income (Expense):
Interest, net (23.8) (33.0)
Other, net 4.5 (2.7)
--- -----
(19.3) (35.7)
------ ------
Pretax Income 129.9 107.3
Provision for Income Taxes 54.6 46.2
---- ----
Net Income $75.3 $61.1
Earnings Per Share ----- -----
----- -----
$1.33 $1.08
----- -----
----- -----
Common and Common Equivalent Shares 56.688 56.614
OPERATING DATA
Operating Weekdays 65 65
U.S. Domestic Packages (000) 136,902 122,881
International Packages (000) 11,610 9,656
------ -----
Total Package Volume (000) 148,512 132,537
Avg. Revenue Per U.S. Domestic Package $12.68 $13.12
Avg. Revenue Per International Package $40.45 $39.34
Average Revenue Per Package $14.85 $15.03
Average Revenue Per Pound $2.30 $2.39
Average Pounds Per Package 6.5 6.3
Int'l Airfreight (IXF/ATA) Pounds (millions) 132.3 135.4
Average Revenue Per Airfreight Pound $1.09 $1.05
</TABLE>
<PAGE>
[COMPANY LETTERHEAD]
FINAL MONTHLY VOLUME
AUGUST 1995
Memphis, September 14, 1995 - - - Federal Express Corporation announced today
that average daily volume of express freight, packages and documents for August
1995 increased approximately 13% compared to August 1994. Details are shown in
the table below.
<TABLE>
<CAPTION>
FISCAL YEAR-TO-DATE
(3 MONTHS)
August August
1995 1994 FY1996 FY1995
------ ------ ------ ------
<S> <C> <C> <C> <C>
Total Express Package Volume (000) 52,333 46,252 148,512 132,537
Operating Weekdays 23 23 65 65
AVERAGE DAILY EXPRESS PACKAGE VOLUME
Priority Overnight 1,021,645 917,555 1,019,638 928,651
Standard Overnight 574,601 492,314 572,236 494,958
2Day 503,916 453,124 511,628 463,850
U.S. Express Freight (OFS/F-2) 2,263 2,865 2,684 3,022
International Priority 172,901 145,103 178,614 148,548
--------- ---------- --------- ---------
Total Average Daily Express Package Volume 2,275,326 2,010,961 2,284,800 2,039,029
Percent Change in Average
Daily Express Package Volume 13.1% 12.1%
INTERNATIONAL AIRFREIGHT (ATA/IXF)
(millions of pounds) 44.1 46.7 132.3 135.4
</TABLE>
Going forward, the Company will disclose package volume information only on a
quarterly basis as part of the quarterly earnings release. Monthly volume
releases will be discontinued.
Contact: Tom Martin 901/395-3490
Shirlee Clark 901/395-3463
9-14-95
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EXHIBIT 20.2
<PAGE>
APPENDIX A TO
PRIVATE PLACEMENT MEMORANDUM
FEDERAL EXPRESS CORPORATION
Federal Express Corporation (hereinafter the "Corporation") was incorporated in
Delaware on June 24, 1971 and began operations in 1972. The Corporation offers
a wide range of express services for the time-definite transportation of
documents, packages and freight throughout the world using an extensive fleet of
aircraft and vehicles and leading-edge information technologies. Corporate
headquarters are located at 2005 Corporate Avenue, Memphis, Tennessee 38132,
telephone (901) 369-3600.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The following documents filed with the Securities and Exchange Commission (the
"Commission") in accordance with the provisions of the Securities Exchange Act
of 1934, as amended, are incorporated herein by reference and made a part
hereof.
1. The Corporation's Annual Report on Form 10-K for the fiscal year ended
May 31, 1995 filed August 4, 1995.
2. The Corporation's Current Reports on Form 8-K dated August 14, 1995,
August 16, 1995 and September 14, 1995 filed August 15, 1995, August
18, 1995 and September 19, 1995, respectively.
All documents filed by the Corporation pursuant to Section 13(a), 13(c), 14 or
15(d) of the Exchange Act after the date of this Private Placement Memorandum
and before the termination of the offering of the Notes by this Private
Placement Memorandum shall be deemed to be incorporated by reference in this
Private Placement Memorandum and to be a part hereof from the date of filing of
such documents.
Any statement contained in a document incorporated or deemed to be incorporated
by reference herein shall be deemed to be modified or superseded for purposes of
this Private Placement Memorandum to the extent that a statement contained
herein or in any other subsequently filed document which also is or is deemed to
be incorporated by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Private Placement
Memorandum.
The Corporation will furnish without charge to each person to whom this Private
Placement Memorandum is delivered, on written or oral request of such person, a
copy of any or all of the documents incorporated by reference in this Private
Placement Memorandum without exhibits to such documents (unless such exhibits
are specifically incorporated by reference into such documents). Requests for
such copies should be directed to: Shirlee M. Clark, Manager - Media Relations,
Federal Express Corporation, by mail at Box 727, Memphis, Tennessee 38194-1850
or by telephone at (901) 395-3490.
AVAILABLE INFORMATION
The Corporation is subject to the informational requirements of the Securities
Exchange Act of 1934, as amended, and in accordance therewith files reports and
other information with the Commission. Reports, proxy and information
statements and other information filed by the Corporation with the Commission
can be inspected, and copies may be obtained at prescribed rates, at the Public
Reference Section of the Commission, 450 Fifth Street, N.W., Washington, D.C.
20549, as well as at the following Regional Offices of the Commission: New York
Regional Office, 7 World Trade Center, New York, New York 10048 and Chicago
Regional Office, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661-
2511. Such material can also be inspected at the offices of the New York Stock
Exchange, 20 Broad Street, New York, New York 10005.
<PAGE>
SELECTED OPERATING STATISTICS
(Unaudited)
Set forth below are selected operating statistics of the express package and
airfreight services of the Corporation for the periods indicated. Beginning in
fiscal year 1994, U.S. domestic express airfreight is reported as package volume
in express package operating data rather than as pounds in airfreight operating
data. Data for 1991 through 1993 has been restated to conform to this
presentation. Beginning in fiscal year 1995, Average Revenue Per Pound and
Average Revenue Per Package include service fee revenues previously classified
as other revenues. Data for 1991 through 1994 has been restated to conform to
this presentation.
<TABLE>
<CAPTION>
THREE MONTHS
YEAR ENDED MAY 31 ENDED AUGUST 31
----------------------------------------------------------------------- -------------------
1991 1992 1993 1994 1995 1994 1995
---- ---- ---- ---- ---- ---- ----
EXPRESS PACKAGE:
<S> <C> <C> <C> <C> <C> <C> <C>
Average daily
package volume 1,310,890 1,472,642 1,710,561 1,925,105 2,247,594 2,039,029 2,284,800
Average pounds
per package 5.6 5.7 5.8 6.0 6.3 6.3 6.5
Average revenue
per pound $ 3.08 $ 2.90 $ 2.62 $ 2.51 $ 2.31 $ 2.39 $ 2.30
Average revenue
per package $17.33 $16.38 $15.30 $15.12 $14.62 $15.03 $14.85
AIRFREIGHT:
Average daily
pounds 2,650,204 2,258,303 2,050,033 1,844,270 2,153,041 2,083,464 2,034,622
Average revenue
per pound $ 1.20 $ 1.22 $ 1.09 $ 1.06 $ 1.06 $ 1.05 $ 1.09
</TABLE>
<TABLE>
<CAPTION>
RATIO OF EARNINGS TO FIXED CHARGES
(UNAUDITED)
THREE MONTHS
YEAR ENDED MAY 31 ENDED AUGUST 31
---------------------------------------------------------------------- --------------------
1991 1992 1993 1994 1995 1994 1995
---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Ratio of Earnings to
Fixed Charges (a) 1.0x (b) 1.4x 1.7x 2.0x 1.9x 1.9x
-----------------------
(a) Earnings included in the calculation of the ratio of earnings to
fixed charges represent income before income taxes plus fixed charges
(other than capitalized interest). Fixed charges include interest
expense, capitalized interest, amortization of debt issuance costs and
a portion of rent expense representative of interest.
(b) Earnings were inadequate to cover fixed charges by $173.4 million for the
year ended May 31, 1992.
</TABLE>
<PAGE>
SUMMARY OF CONSOLIDATED FINANCIAL INFORMATION
The following is a summary of the Corporation's operating results and financial
position for the periods indicated (in millions):
OPERATING RESULTS
<TABLE>
<CAPTION>
THREE MONTHS
YEAR ENDED MAY 31 ENDED AUGUST 31
------------------------------------------------ ----------------
(UNAUDITED)
1991 1992 1993 1994 1995 1994 1995
---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Revenues $7,688 $7,550 $7,808 $8,479 $9,392 $2,231 $2,453
Operating Income 252 23 377 531 591 143 149
Income (Loss)
Before Income
Taxes 41 (147) 204 378 522 107 130
Income (Loss)
Before Cumulative
Effect of Change
in Accounting
Principle 6 (114) 110 204 298 61 75
Net Income (Loss) 6 (114) 54 204 298 61 75
</TABLE>
<TABLE>
<CAPTION>
FINANCIAL POSITION
MAY 31 AUGUST 31, 1995
------------------------------------------------- -----------------
(UNAUDITED)
1991 1992 1993 1994 1995
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Current Assets $1,283 $1,206 $1,440 $1,762 $1,869 $1,730
Property and
Equipment, Net 3,624 3,411 3,476 3,449 3,715 3,849
Total Assets 5,672 5,463 5,793 5,992 6,433 6,494
Current Liabilities 1,424 1,385 1,449 1,536 1,779 1,737
Long-Term Debt 1,827 1,798 1,882 1,632 1,325 1,319
Common
Stockholders'
Investment 1,669 1,580 1,671 1,925 2,246 2,325
</TABLE>
