<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
Date of Report (Date of Earliest event reported): January 18, 1995
SANTA FE PACIFIC CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-8627 36-3258709
(Commission File Number) (I.R.S. Employer
Identification No.)
1700 East Golf Road, Schaumburg, Illinois 60173-5860
(Address of Principal Executive Offices) (Zip Code)
(708) 995-6000
(Registrant's Telephone Number, Including Area Code)
(Not Applicable)
(Former Name or Former Address, If Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
Santa Fe Pacific Corporation issued a press release dated January 18, 1995
announcing its fourth quarter 1994 results, which press release is attached as
Exhibit 99.1 and is hereby incorporated by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
See Exhibit Index included herewith at E-1.
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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.
SANTA FE PACIFIC CORPORATION
(Registrant)
Date: January 20, 1995 By: /s/ Jeffrey R. Moreland
---------------------------
(Signature)
Jeffrey R. Moreland
Vice President - Law
and General Counsel
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EXHIBIT INDEX
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EXHIBIT
NUMBER Description of Exhibit
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99.1 Form of press release dated January 18, 1995.
E-1
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Exhibit 99.1
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News Release FOR IMMEDIATE RELEASE: JANUARY 18, 1995
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Santa Fe Pacific Corporation
1700 East Golf Road
Schaumburg, Illinois 60173-5860
Corporate Communications Department
Contact: Catherine Westphal
(708) 995-6273
Release #4
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HIGHLIGHTS
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Fourth Quarter 1994
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. Adjusted SFP net income from continuing operations increased to $57.9 million
or $0.30 per share in 1994 compared with $53.1 million or $0.28 per share in
1993
. Record Railway operating income of $123.0 million up 7%
. Railway revenues up 13% led by a 24% increase in intermodal revenues and a 16%
increase in automotive revenues
. Income of $8.3 million from pipelines investment up 11%
Full Year 1994
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. Adjusted SFP net income from continuing operations increased to $181.4 million
or $0.95 per share compared with $114.5 million or $0.61 per share in 1993
. Record Railway operating income of $428.9 million up 35%
. Operating ratio improved to 84% in 1994 from 86.8%
. Railway revenues increased 11% and carloadings increased 8%
Other
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. 1994 systemwide on-time service improved 11 points to 88% and was the best in
Santa Fe Railway's history
. Railway achieved a 44% reduction in employee injuries
. Railway handled 17,132 loads during peak holiday shipping season for United
Parcel Service without one service failure
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[LOGO OF SANTA FE PACIFIC CORPORATION]
CORPORATE COMMUNICATIONS NEWS
FOR IMMEDIATE RELEASE MEDIA CONTACT: Catherine Westphal
#4 (708) 995-6273
RECORD ANNUAL, QUARTERLY OPERATING INCOME
FOR SANTA FE RAILWAY
SCHAUMBURG, ILLINOIS, January 18, 1995 -- Santa Fe Pacific Corporation
(SFP) reported adjusted fourth quarter net income from continuing operations of
$57.9 million or $0.30 per share compared with $53.1 million or $0.28 per share
a year ago. For the year, SFP's adjusted net income from continuing operations
was $181.4 million or $0.95 per share compared with $114.5 million or $0.61 per
share in 1993.
"The railroad recorded its highest quarterly operating income in history
led by a 24% gain in intermodal revenues," said Robert D. Krebs, chairman,
president and chief executive officer. "Santa Fe finished 1994 with record
annual operating income and the highest volume in its history."
RAILWAY RESULTS
Fourth quarter operating income of $123.0 million was 7% higher than last
year. Operating revenues of $711.0 million rose 13% as volume increased 8% over
last year. The primary reason for the improved operating income and revenues was
growth in Santa Fe's intermodal business. Intermodal revenues of $331.8 million
were 24% higher than last year as volume rose 21%. Volume increased 43% in the
direct marketing segment, which includes J.B. Hunt Transport, Inc., United
Parcel Service, truckload and less-than-truckload shippers.
Automotive business revenues of $62.1 million were up 16% and carloadings
rose 13% due to strong demand for new autos. Carload commodity revenues of
$156.2 million increased 7% and carloadings rose 8% principally due to increased
shipments of lumber, plastics, petroleum products and finished steel. Bulk
products revenues of $150.0 million were down 2% and carloadings declined 5% due
to decreased grain and coal shipments partially offset by increased shipments of
cement and grain products.
Railroad operating expenses increased by $71.7 million to $588.0 million,
primarily due to higher business volume. Contract services and other expenses
rose, as well as compensation and benefits costs, which reflect the hiring of
operating personnel to handle increased traffic. Additionally, 1993 operating
expenses included the benefit of an $8 million insurance recovery.
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SFP Earnings
Page 2
OTHER RESULTS
SFP's equity investment in Santa Fe Pacific Pipeline Partners, L.P.
produced income of $8.3 million in the fourth quarter compared with income of
$7.5 million in the prior year. Interest expense increased 9% partly due to
higher interest rates. Other income, excluding merger-related costs of $13.7
million, was approximately equal to last year.
FULL YEAR 1994
SFP reported adjusted net income from continuing operations of $181.4
million or $0.95 per share compared with $114.5 million or $0.61 per share in
1993, excluding special items in both years. The improvement was due primarily
to business growth at Santa Fe Railway.
Operating income was $428.9 million compared with $317.7 million in 1993, a
35% improvement. Operating revenues were $2.68 billion, compared with $2.41
billion in 1993, an 11% increase. Total carloadings rose approximately 8% as
intermodal volume increased 18%, automotive shipments rose 12%, carload
commodities volume rose 8% and bulk products shipments were flat. By adding new
business and controlling costs, the railroad lowered its operating ratio to 84%
compared with 86.8% in 1993.
SFP's interest expense in 1994 declined 9% primarily due to lower debt
levels. Excluding special items, SFP's income from its pipelines investment
increased 8% to $33.2 million.
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Santa Fe Pacific Corporation
Condensed Consolidated Statement of Operations
(Unaudited. In millions, except per share data)
<TABLE>
<CAPTION>
Three Months Twelve Months
Ended December 31, Ended December 31,
1994 1993 1994 1993
------ ------ -------- --------
<S> <C> <C> <C> <C>
Operating Revenues $711.0 $631.1 $2,680.9 $2,409.2
Operating Expenses 588.0 516.3 2,252.0 2,091.5
------ ------ -------- --------
Operating Income 123.0 114.8 428.9 317.7
Equity in Earnings of Pipeline 8.3 7.5 34.6 18.6
Interest Expense 32.4 29.7 121.9 133.4
Gain on Sale of California Lines - - - 145.4
Other Income (Expense)-Net (13.2) 1.1 9.5 5.8
------ ------ -------- --------
Income From Continuing Operations Before Income Taxes 85.7 93.7 351.1 354.1
Income Taxes 39.4 40.6 151.7 176.7
------ ------ -------- --------
Income From Continuing Operations 46.3 53.1 199.4 177.4
Income from Discontinued Operations, Net of Income Taxes - 13.9 23.1 161.4
------ ------ -------- --------
Net Income $ 46.3 $ 67.0 $ 222.5 $ 338.8
====== ====== ======== ========
Net Income Per Share
Continuing Operations $ 0.24 $ 0.28 $ 1.05 $ 0.95
Discontinued Operations - 0.08 0.12 0.86
------ ------ -------- --------
Net Income $ 0.24 $ 0.36 $ 1.17 $ 1.81
====== ====== ======== ========
Adjusted Net Income Per Share-Continuing Operations (1) $ 0.30 $ 0.28 $ 0.95 $ 0.61
====== ====== ======== ========
Average Number of Common and Common Equivalent Shares 194.3 188.6 190.8 187.2
====== ====== ======== ========
Operating Ratio 82.7% 81.8% 84.0% 86.8%
====== ====== ======== ========
</TABLE>
(1) 1994 Adjusted Net Income Per Share-Continuing Operations excludes after tax
effect of the first quarter gain on sale of an investment and favorable
outcome of a litigation settlement; the second quarter credit resulting from
changes in postretirement medical benefits eligibility requirements and loss
related to an adverse appellate court decision; and fourth quarter merger
related costs. 1993 Adjusted Net Income Per Share-Continuing Operations
excludes after tax effect of the first quarter gain on sale of California
lines; and the third quarter favorable outcome of arbitration and litigation
settlements, a pipelines special charge, and the retroactive impact of the
increase in the federal income tax rate to 35%.
