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):
July 17, 1997
APL LIMITED
(Exact name of registrant as specified in charter)
Delaware
(State or other jurisdiction
of incorporation)
1-8544 94-2911022
(Commission File No.) (IRS employer identification no.)
1111 Broadway, Oakland, California 94607
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(510) 272-8000<PAGE>
ITEM 5. OTHER EVENTS.
On July 17, 1997, APL Limited (the "Company") issued the
press release attached as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(c) Exhibits
99. Press Release dated July 17, 1997.<PAGE>
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.
APL LIMITED
By: /s/ William J. Stuebgen
Name: William J. Stuebgen
Title: Vice President,
Controller
Date: July 18, 1997<PAGE>
EXHIBIT INDEX
Exhibit
No. Description
99. Press Release dated July 17, 1997
Exhibit 99
Copyright 1997 PR Newswire Association, Inc.
PR Newswire
July 17, 1997, Thursday;
Correction Appended
SECTION: Financial News
DISTRIBUTION: TO BUSINESS EDITOR AND TRANSPORTATION EDITOR
LENGTH: 2589 words
HEADLINE: APL Limited Reports Second-Quarter Results
DATELINE: OAKLAND, Calif., July 17
BODY:
APL Limited (NYSE: APL) (APL) announced net income for the
second quarter ended June 27, 1997, of $7.4 million or $0.28
per share, fully diluted, compared to net income of $20.8
million, or $0.78 per share, for the same period a year ago.
Operating income for the second quarter of 1997 was $18.6
million, compared to $42.5 million for the same period a year
ago. Total revenues for the second quarter of 1997 were $626.6
million, compared to $641.1 million for last year's second
quarter. Net gains from sales of assets and non-recurring
events were $4.1 million during the second quarter of 1997
compared to $6.9 million during the second quarter of 1996.
"We are pleased with our second quarter performance
despite severe price competition in virtually all of our
markets," said President and CEO, Tim Rhein. Compared to the
2nd quarter of 1996, container revenue per unit declined from
$2,567 to $2,275, a drop of 11%, reflecting a combination of
reduced rates and some cargo mix differences. Container
volumes increased from 246,500 units to 273,300 units, or 11%.
Container operating costs per unit continued to decline, from
$2,417 to $2,222, a drop of 8%. "Our continued success in
reducing unit costs by approximately 20% during the past two
years has made APL a much stronger, efficient and more focused
operator that is well positioned to compete vigorously and
successfully long into the future."
"We are also encouraged by the continuation of volume
increases in a number of our markets. Specifically, Intra-Asia
volume was up to 47,500 units from 36,700 a year ago. This
reflects our expansion into the lower-rated, short haul Intra-
Asia markets. Stacktrain Services volume was up to 110,900
units from 92,300 a year ago, and our Latin America volume,
while small due to its start-up <PAGE>
phase, was up to 6,800 units from 3,400 units a year ago."
For the first half of 1997, the company reported a net
loss of $2.4 million or $0.10 per share, which results included
$7.1 million of net gains on sales of assets and other non-
recurring events. This compares to net income of $24.7 million,
or $0.93 per share, fully diluted, for the first half of 1996,
which included $8.5 million of gains from the sale of APL's
domestic distribution services segment and other assets.
Operating income for the first half of 1997 was $9.8 million,
down from $60.1 million for the first half of 1996. Revenues
for the first half of 1997 were $1.3 billion compared to $1.4
billion for the first half last year, reflecting the continuing
difficult rate environment affecting the container shipping
industry and the sale of the Company's domestic brokerage
business in May 1996.
"Importantly, our proposed merger with Neptune Orient Line
is moving forward and transition planning is fully underway,"
said Rhein. "The transaction by which APL will become a
wholly-owned subsidiary of NOL is on track to be consummated in
the fall after U.S. Government reviews are completed and
shareholder approval is obtained."
APL provides worldwide container transportation and
logistics services through an integrated network, of high-
quality intermodal services with state-of-the-art information
technology.
APL Limited is headquartered at 1111 Broadway, Oakland,
CA, 94607, telephone 510-272-8000, web address: www.apl.com.
<TABLE>
<CAPTION>
APL LIMITED
CONSOLIDATED STATEMENT OF INCOME (Unaudited)
(In millions, except per share data)
Quarter Ended 26 Weeks Ended
June 27 June 28 June 27 June 28
1997 1996 1997 1996
<S> <C> <C> <C> <C>
REVENUES
Container Transportation $ 542.4 $ 560.5 $1,129.2 $1,193.9
Logistics Services and
Other Revenue 84.2 80.6 176.3 173.5
626.6 641.1 1,305.5 1,367.4
EXPENSES 608.0 598.6 1,295.7 1,307.3
OPERATING INCOME (a) 18.6 42.5 9.8 60.1
Interest Expense, Net (7.5) (8.6) (16.5) (19.6)
Income (Loss) Before Taxes 11.1 33.9 (6.7) 40.5
Federal, State & Foreign Tax
Expense (Benefit) (b) 3.7 13.1 (4.3) 15.8
NET INCOME (LOSS) $ 7.4 $ 20.8 $ (2.4) $ 24.7
EARNINGS (LOSS) PER COMMON
SHARE (c)
Primary $ 0.29 $ 0.78 $ (0.10) 0.94
Fully Diluted $ 0.28 $ 0.78 $ (0.10) $ 0.93
WEIGHTED AVERAGE COMMON SHARES
Primary 25.8 26.6 24.6 26.3
Fully Diluted 26.0 26.7 24.6 26.6
</TABLE>
(a) During the second quarter of 1997, the company
recognized a gain of $5.3 million from the sale of chassis,
recorded $1.5 million from the<PAGE>
favorable settlement of claims related to the Kobe earthquake
and incurred $2.7 million in costs related to the proposed
merger with Neptune Orient Lines Ltd ("NOL"). In addition,
during the first quarter of 1997, the company recorded $3.0
million from the favorable settlement of claims related to the
1995 collision of a vessel. During the second quarter of 1996,
the company recognized a gain of $6.9 million on the sale of
its domestic distribution services segment of its freight
brokerage business. First quarter 1996 results also include a
gain of $1.6 million from the sale of a vessel.
(b) The company's estimated income tax rate for the first
half of 1997 was 34%. During the first quarter of 1997, the
company also recorded a tax benefit of $2.0 million relating to
a prior year state income tax settlement. The company's
estimated income tax rate for the first half of 1996 was 39%.
(c) During the third and fourth quarters of 1996, the
company repurchased a total of 1.3 million shares of its common
stock.
<TABLE>
<CAPTION>
APL LIMITED
1997 SECOND QUARTER OPERATIONAL HIGHLIGHTS (Unaudited)
Quarter Ended 26 Weeks Ended
June 27 June 28 June 27 June 28
1997 1996 1997 1996
<S> <C> <C> <C> <C>
CONTAINER VOLUMES by Major Market (a)
Asia to North America 42,400 40,900 86,900 80,700
North America to Asia 28,800 29,900 61,500 66,000
Intra-Asia 47,500 36,700 95,900 75,700
Asia-Europe 10,600 10,000 21,000 18,700
Latin America 6,800 3,400 12,900 6,600
Refrigerated 11,100 11,300 25,400 25,300
Stacktrain 110,900 92,300 230,100 193,500
Automotive 15,200 22,000 34,300 49,200
AVERAGE REVENUE PER FEU (a)
Trans-Pacific $ 3,170 $ 3,456 $ 3,185 $ 3,517
Other Ocean Transportation $ 1,779 $ 2,173 $ 1,834 $ 2,183
Stacktrain $ 1,181 $ 1,290 $ 1,177 $ 1,297
EXPENSES (in millions)
Transportation
Land $ 204.6 $211.2 $ 428.5 $463.3
Ocean 96.9 91.5 216.2 212.9
Equipment 60.7 57.5 130.7 125.8
Cargo Handling 159.9 151.9 339.6 313.9
Sales, General and
Administrative 90.0 93.4 187.8 199.9
Other (Income)/Expense (b) (4.1) (6.9) (7.1) (8.5)
Total $ 608.0 $ 598.6 $1,295.7 $1,307.3
Operating Ratio (c) 98% 94% 100% 96%
</TABLE>
(a) Volumes are stated in forty-foot equivalent units
("FEUs") except Stacktrain and Automotive volumes, which are
stated in shipments. Volumes and average revenue data are
based upon shipments originating during the period, which
differ from the percentage-of-completion method used for
financial reporting purposes. Stacktrain average revenue data
includes Automotive.<PAGE>
(b) Other (Income)/Expense for the second quarter of 1997
includes a gain from the sale of chassis and the favorable
settlement of claims related to the Kobe earthquake, offset by
costs related to the proposed merger with NOL. For the first
half of 1997, Other (Income)/Expense includes the proceeds from
a favorable settlement of claims related to the 1995 collision
of a vessel. Other (Income)/Expense for the second quarter of
1996 includes a gain from the sale of APL's domestic
distribution services segment of its freight brokerage
business, and first quarter 1996 amounts also include a gain
from the sale of a vessel.
(c) Other (Income)/Expense is excluded from this
calculation.
<TABLE>
<CAPTION>
APL LIMITED
CONSOLIDATED BALANCE SHEET (Unaudited)
(In millions)
June 27 December 27
1997 1996
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents $ 137.8 $ 102.4
Short-Term Investments 116.6 180.6
Trade and Other Receivables, Net 227.4 242.5
Other Current Assets 103.6 91.0
TOTAL CURRENT ASSETS 585.4 616.5
Property and equipment 1,949.3 1,949.0
Accumulated Depreciation and
Amortization (843.1) (825.8)
PROPERTY AND EQUIPMENT, NET 1,106.2 1,123.2
INVESTMENTS AND OTHER ASSETS 141.4 140.5
Total Assets $1,833.0 $1,880.2
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES $ 364.0 $390.6
DEFERRED INCOME TAXES 169.6 173.9
OTHER LIABILITIES 115.8 116.6
LONG-TERM DEBT AND CAPITAL LEASE
OBLIGATIONS 685.1 696.3
STOCKHOLDERS' EQUITY 498.5 502.8
Total Liabilities and
stockholders' Equity $1,833.0 $1,880.2
</TABLE>
<TABLE>
<CAPTION>
APL LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
(In millions)
26 Weeks Ended
June 27 December 27
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ (2.4) $ 24.7
Depreciation and Amortization 53.0 57.4
Deferred Income Taxes (4.3) 5.8
Change in Working Capital and Other (24.1) (25.9)
Net Cash Provided by Operating
Activities 22.2 62.0
CASH FLOWS FROM INVESTING ACTIVITIES
Capital Expenditures (65.9) (89.6)
Change in Short-Term Investments 64.0 (97.1)
Proceeds from Sales of Property and
Equipment 35.7 160.5
Proceeds from the Sale of Distribution
Services -- 2.0
Other 5.9 1.3
Net Cash Provided by (Used in)
Investing<PAGE>
Activities 39.7 (22.9)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of Debt -- 62.2
Repayments of Debt and Capital Lease
Obligations (20.9) (31.5)
Dividends Paid (4.9) (5.1)
Other (0.7) 0.5
Net Cash Provided by (Used in)
Financing Activities (26.5) 26.1
NET INCREASE IN CASH
AND CASH EQUIVALENTS 35.4 65.2
Cash and Cash Equivalents at Beginning
of Period 102.4 76.6
Cash and Cash Equivalents at End of
Period $ 137.8 $ 141.8
</TABLE>
SOURCE APL Limited
CONTACT: Investors: Thomas A. Meier, 510-272-8184, or
Media: John M. Pachtner, 510-272-7208, both of APL Limited
CORRECTION-DATE: July 17, 1997, Thursday
CORRECTION:
In SFTH051, "APL Limited Reports Second-Quarter Results,"
moved earlier today, we are advised by the Company that the
fifth graph, first line should read "merger with Neptune Orient
Lines" rather than "merger with Neptune Orient Line" as
originally issued.
LANGUAGE: ENGLISH
LOAD-DATE: July 18, 1997
