SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
March 14, 2000
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WERNER ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
NEBRASKA 0-14690 47-0648386
(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification No.)
14507 FRONTIER ROAD
POST OFFICE BOX 45308
OMAHA, NEBRASKA 68145 (402)895-6640
(Address of principal (Zip Code) (Registrant's telephone number)
executive offices)
<PAGE>
ITEM 5. OTHER EVENTS.
On March 14, 2000, a news release was issued announcing that six of
the nation's largest transportation companies - Covenant Transport, Inc.;
J. B. Hunt Transport Services, Inc.; M. S. Carriers, Inc.; Swift
Transportation Co., Inc.; U. S. Xpress Enterprises, Inc.; and Werner
Enterprises, Inc. - are merging their logistics businesses in a new
Internet venture, Transplace.com. A copy of the news release is filed as
an exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibit 99.1 News release issued on March 14, 2000.
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.
WERNER ENTERPRISES, INC.
Date: March 14, 2000 By: /s/ John J. Steele
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John J. Steele
Vice President, Treasurer and
Chief Financial Officer
Date: March 14, 2000 By: /s/ James L. Johnson
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James L. Johnson
Corporate Secretary and
Controller
Exhibit 99.1
CONFERENCE CALL BRIEFING ON TRANSPLACE.COM SCHEDULED FOR
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TUESDAY, MARCH 14, AT NOON EST - SEE DETAILS AT END OF NEWS RELEASE
- -------------------------------------------------------------------
FOR IMMEDIATE RELEASE For more information, contact:
- --------------------- Springbok Technologies, Inc.
Whitney Wood
(512) 615-1621
[email protected]
Kristen Indriago
(512) 615-1607
[email protected]
Six of the Nation's Largest Transportation Companies Merge
Logistics Businesses in New Internet Venture,
Transplace.com, to Maximize Marketing, Utilization and
Purchasing Efficiencies
"Virtual supermarket" for transportation solutions launched
by Covenant Transport, Inc., J.B. Hunt Transport Services,
Inc., M.S. Carriers, Inc., Swift Transportation Co., Inc.,
U.S. Xpress Enterprises, Inc. and Werner Enterprises, Inc.
DALLAS, Texas - Tuesday, March 14, 2000 - Six of the
nation's largest transportation companies - Covenant
Transport, Inc. (Nasdaq:CVTI); J. B. Hunt Transport
Services, Inc. (Nasdaq:JBHT); M. S. Carriers, Inc.
(Nasdaq:MSCA); Swift Transportation Co., Inc. (Nasdaq:SWFT);
U. S. Xpress Enterprises, Inc. (Nasdaq:XPRSA), and Werner
Enterprises, Inc. (Nasdaq:WERN) - today announced the intent
to merge their logistics business units into a commonly
owned, Internet-based global transportation logistics
company, Transplace.com. The combined logistics businesses
had total revenues of $650 million in 1999.
Furthermore, through Transplace.com, the six companies
intend to develop programs for the cooperative purchasing of
products, supplies and services and the achievement of other
efficient synergies. In addition to the current logistics
business, each organization is contributing $5 million in
cash for an initial total funding of $30 million toward the
venture.
Headquartered in Dallas, Texas, Transplace.com will be a one-
stop "supermarket for transportation solutions." The new
company will offer a Web-enabled transportation logistics
platform to bring together shippers and carriers worldwide
to collaborate on their transportation logistics planning
and execution in the most efficient and effective manner.
This is a critical capability in today's highly fragmented,
estimated $450 billion transportation industry and at a time
when the marketplace is capacity-constrained, with mounting
concern about adequate supply of trucks and drivers to serve
growing demands of the shipping public.
Equally important in the new venture will be the service
offerings to the owners and other carriers resulting from
the combined purchasing power to lower their costs for fuel,
equipment, maintenance and repair parts, insurance, credit
and other services.
-more-
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Transplace.com's initial offerings will focus on truckload,
refrigerated and intermodal capabilities, but ultimately it
will extend its services to include less-than-truckload,
package and parcel, air, cartage and home delivery. To
address this massive growth potential, Transplace.com plans
to establish partnerships and offer its services worldwide.
"Our new venture truly epitomizes the third-wave of e-
business in which traditional brick-and-mortar companies are
leveraging their physical assets into the digital
marketspace," said Dr. Jun-Sheng Li, chairman, president and
CEO, Transplace.com, and current president, J.B. Hunt
Logistics, Inc. "The critical elements of the
Transplace.com's business model have already been tested and
proven successful through the logistics programs of the
individual owners during the last few years. With
ubiquitous Internet accessibility and the critical mass and
velocity achieved through the merger, Transplace.com will be
well positioned to explode scope and scale by combining the
power of Web-enabled technology and our new Dense Network
Efficiency (DNE) System."
Over the past five years, Li has led J.B. Hunt Logistics
from ground zero into a transportation logistics powerhouse.
Li is an expert in building logistics businesses by
integrating emerging technologies into existing business
models and processes, providing a higher level of value-
added services and solutions to customers.
Transplace.com will promote productivity gains through
efficient use of scarce driver and capacity resources. It
will also function as a clearinghouse, or an exchange, that
provides more liquidity of capacity, especially that of
small carriers, thereby increasing total available capacity
to the shipping public. Transplace.com will enable shippers
to combine loads to reduce empty miles and lower overall
transportation costs. In addition, reduced traffic, more
"driver friendly" routes and optimal load assignments will
allow for improved highway safety.
Transplace.com will use its DNE System to unlock the
synergies of the combined networks across multiple shippers,
carriers and modes which, until now, have been unachievable
in the highly fragmented transportation industry. With
global pipeline visibility and track-and-trace features,
Transplace.com will provide a unified portal to coordinate
and communicate with shippers, receivers and carriers, in
real-time execution of transportation logistics activities
to improve timely planning, shipping, transporting, delivery
and receiving performance.
Unlike other transportation portals, Transplace.com launches
with an established, trusted market presence among shippers.
It creates an efficient "gateway" for North America's
largest array of transportation, shipping and logistics
assets and services. Customers will have access to quality
capacity, efficient cost and superior services with
unequivocal commitments from owner carriers and partner
carriers. Transplace.com owners alone represent 38,264
tractors, 91,531 trailers and 22,152 intermodal containers
operated by 47,981 professional truck drivers. Existing
contracts between the six companies and their partner
carriers represent more than 100,000 additional trucks.
Transplace.com's customers include many of the nation's
largest shippers from diverse industries, including national
retail merchants and major department store chains, as well
as home improvement, office supply, electronics, automotive,
beverage, paper, rail and other national shippers.
-more-
<PAGE>
Each of the six owners has an equity stake in the new
venture as follows: Covenant, 13 percent; J. B. Hunt, 28
percent; M.S. Carriers, 14 percent; Swift, 16 percent; U.S.
Xpress, 13 percent; and Werner, 16 percent. Completion of
the combination will follow receipt of any necessary
government approvals.
MARCH 14, CONFERENCE CALL: Transplace.com will be holding a
conference call for media, industry analysts and investors
on Tuesday, March 14, 2000, at noon EST to discuss the new
business and what it means for key constituencies. To
participate in the call, please call 1-888-790-1732, and
enter pass code 47386. The recorded call will be available
for playback beginning March 14, 2000, one hour after the
conclusion of the conference call until March 21, 2000, at 2
p.m. EST at 1-800-477-4798, pass code 1313.
For more information on Transplace.com, please visit the
company's Web site, www.transplace.com.
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Safe Harbor Disclaimer: Certain statements contained herein
constitute forward-looking statements within the meaning of
Section 27A of the Securities Act and Section 21E of the
Exchange Act. Such statements include, without limitation,
statements regarding scope of business, financing and
service plans, future operational activities, growth
potential, and proposed combined operational efficiencies.
The consummation of the transaction is dependent upon
receiving approval of federal and, perhaps, state regulators
regarding antitrust issues and other laws.
Interconnectivity and interoperability of computers,
software and electronic data processing is important to the
success of this transaction. The ability to secure and
retain high quality drivers and the interoperability of
trucking equipment among the founders of Transplace.com and
with existing and future clients of these founders, will
also be important in determining the success of the venture.
Finally, the ability of the new venture to secure access to
adequate capital, qualified operations personnel and the
selection of certain trucking equipment will affect the new
venture's ability to succeed. Although the Companies
believe that the expectations reflected in such statements
are reasonable, they can give no assurance that such
expectations will prove to be correct. Forward-looking
statements are typically identified by the words believe,
expect, anticipate, intend, estimate, and similar
expressions or words such as will, which by their nature
refer to future events.
The Companies caution investors that forward-looking
statements made by the Companies are not guarantees of
future performance, and that the actual results may differ
materially from those in the forward-looking statements as a
result of various factors, including but not limited to, the
Companies' ability to be able to continue their substantial
projected growth, or be able to fully implement their
business strategies, or that management will be able to
successfully integrate the operations of their various
acquisitions.
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