FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
--- Exchange Act of 1934
For the Quarterly Period ended June 30, 1995
or
___ Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Transition Period from to
Commission File Number 1-9063
MARITRANS INC.
---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 51-0343903
------------------------------- ------------------------------
(State or other jurisdiction of (Identification No.
incorporation or organization) I.R.S. Employer)
ONE LOGAN SQUARE, 26TH FLOOR
PHILADELPHIA, PENNSYLVANIA 19103
----------------------------------------- ------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 864-1200
-------------------------
Not Applicable
---------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
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 requirements for the past 90 days.
Yes X No
------ ------
Common Stock outstanding as of July 31, 1995: 11,883,869
<PAGE>
MARITRANS INC.
INDEX
PART I. FINANCIAL INFORMATION PAGE NUMBER
------------------------------- -----------
ITEM 1. Financial Statements
Condensed Consolidated Balance Sheets...........................1
Consolidated Statements of Income...............................2
Consolidated Statements of Cash Flows...........................4
Notes to Condensed Consolidated Financial Statements............5
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations...................7
PART II. OTHER INFORMATION
---------------------------
ITEM 1. Legal Proceedings..............................................11
ITEM 4. Submission of Matters to a Vote of Security Holders............11
ITEM 6. Exhibits and Reports on Form 8-K...............................11
Signature ...............................................................12
<PAGE>
PART I: FINANCIAL INFORMATION
MARITRANS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
($000)
JUNE 30, DECEMBER 31,
1995 1994
------------ ------------
(unaudited)
ASSETS
------
Current assets:
Cash and cash equivalents $ 34,089 $ 33,824
Investments held-to-maturity 9,198 8,000
Trade accounts receivable 10,961 11,974
Other accounts receivable 5,934 6,833
Inventories 3,529 3,669
Deferred income tax benefit 1,181 1,181
Prepaid expenses 6,033 4,970
-------- --------
Total current assets 70,925 70,451
Vessels, terminals and equipment 274,658 270,553
Less accumulated depreciation 99,438 91,761
-------- --------
Net vessels, terminals and equipment 175,220 178,792
Other 7,832 8,366
-------- --------
Total assets $253,977 $257,609
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Debt due within one year 9,065 7,654
Trade accounts payable 2,293 1,733
Accrued interest 2,180 2,298
Accrued shipyard costs 5,843 5,550
Accrued wages and benefits 4,283 5,928
Other accrued liabilities 3,909 4,343
-------- --------
Total current liabilities 27,573 27,506
Long-term debt 104,765 113,008
Deferred shipyard costs 8,765 8,325
Other liabilities 5,515 5,161
Deferred income taxes 24,358 22,436
Stockholders' equity 83,001 81,173
-------- --------
Total liabilities and stockholders'
equity $253,977 $257,609
======== ========
See accompanying notes.
<PAGE>
MARITRANS INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
($000, except per share amounts)
APRIL 1 TO APRIL 1 TO
JUNE 30, 1995 JUNE 30, 1994
------------- -------------
Revenues $ 30,125 $ 29,522
Costs and expenses:
Operation expense 16,489 15,500
Maintenance expense 4,995 5,239
General and administrative 2,068 1,726
Depreciation and amortization 3,840 3,793
---------- ----------
Total operating expenses 27,392 26,258
---------- ----------
Operating income 2,733 3,264
Interest expense, net (2,364) (2,454)
Other income, net 1,352 830
---------- ----------
Income before income taxes 1,721 1,640
Income tax provision 660 624
---------- ----------
Net income $ 1,061 $ 1,016
========== ==========
Earnings per common share $ 0.08 $ 0.08
Average common shares outstanding 12,489,417 12,523,000
========== ==========
See accompanying notes.
<PAGE>
MARITRANS INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
($000, except per share amounts)
JANUARY 1 TO JANUARY 1 TO
JUNE 30, 1995 JUNE 30, 1994
------------- -------------
Revenues $ 62,908 $ 62,620
Costs and expenses:
Operation expense 32,554 32,094
Maintenance expense 10,034 10,418
General and administrative 4,169 3,623
Depreciation and amortization 7,990 7,638
---------- ----------
Total operating expenses 54,747 53,773
---------- ----------
Operating income 8,161 8,847
Interest expense, net (4,859) (4,996)
Other income, net 2,005 1,009
---------- ----------
Income before income taxes 5,307 4,860
Income tax provision 1,944 1,818
---------- ----------
Net income $ 3,363 $ 3,042
========== ==========
Earnings per common share $ 0.27 $ 0.24
Average common shares outstanding 12,509,413 12,523,000
========== ==========
See accompanying notes.
<PAGE>
MARITRANS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
(unaudited)
($000)
JANUARY 1 TO JANUARY 1 TO
JUNE 30, 1995 JUNE 30, 1994
------------- -------------
Cash flows from operating activities:
Net income $ 3,363 $ 3,042
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 7,990 7,638
Deferred income tax provision 1,922 1,818
Changes in receivables, inventories
and prepaid expenses 989 867
Changes in current liabilities
other than debt (1,344) (2,658)
Non-current changes, net 1,150 1,162
(Gain)/loss on sale of equipment (37) 35
---------- ----------
Total adjustments to net income 10,670 8,862
---------- ----------
Net cash provided by (used in) operating
activities 14,033 11,904
Cash flows from investing activities:
Acquisition of investments held-to-maturity (1,198) -
Cash proceeds from sale of equipment 40 2,739
Purchase of vessels, terminals and equipment (4,226) (2,552)
---------- ----------
Net cash provided by (used in)
investing activities (5,384) 187
---------- ----------
Cash flows from financing activities:
Payment of long-term debt (6,832) (5,156)
Dividends declared and paid (501) -
Purchase of treasury stock (1,051) -
---------- ----------
Net cash provided by (used in)
financing activities (8,384) (5,156)
---------- ----------
Net increase (decrease)
in cash and cash equivalents 265 6,935
Cash and cash equivalents at beginning of
period 33,824 22,422
---------- ----------
Cash and cash equivalents at end of period $ 34,089 $ 29,357
========== ==========
See accompanying notes.
<PAGE>
MARITRANS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation/Organization
--------------------------------------
Maritrans Inc. owns Maritrans Operating Partners L.P. ("the Operating
Partnership") and Maritrans Holdings Inc. (collectively, the "Company").
These subsidiaries, directly and indirectly, own and operate tugs and barges
principally used in the transportation of oil and related products, and own
and operate petroleum storage facilities.
In the opinion of management, the accompanying condensed
consolidated financial statements of Maritrans Inc., which are unaudited
(except for the Condensed Consolidated Balance Sheet as of December 31, 1994,
which is derived from audited financial statements), include all adjustments
(consisting of normal recurring accruals) necessary to present fairly the
financial statements of the consolidated entities.
Pursuant to the rules and regulations of the Securities and Exchange
Commission, the unaudited condensed consolidated financial statements do not
include all of the information and notes normally included with annual
financial statements prepared in accordance with generally accepted
accounting principles. It is suggested that these financial statements be
read in conjunction with the consolidated historical financial statements and
notes thereto included in the Company's Form 10-K for the period ended
December 31, 1994.
2. Earnings per Common Share
-----------------------------
The potential effect of outstanding stock options on earnings per common
share is not dilutive.
3. Income Taxes
----------------
The Company's effective tax rate differs from the federal statutory rate due
primarily to state income taxes.
4. Treasury Stock
------------------
Treasury stock of $1,051,000 representing 176,309 shares is included in
stockholders' equity at June 30, 1995.
5. Subsequent Event
--------------------
On July 28, 1995 the Company purchased, in one block, 400,000 shares of its
own stock for $2.3 million.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
------------------------------------------------------
Liquidity and Capital Resources
-------------------------------
For the six months ended June 30, 1995, funds provided by operating
activities were sufficient to fully meet debt service obligations and loan
agreement restrictions and fund investing activities. Additionally the
Company paid a dividend of $0.02 per share in each of the first and second
quarters of 1995.
On May 10, 1995, the Company announced a stock buy-back plan to reacquire up to
1.8 million shares of its common stock over the course of the next two years,
depending on market conditions. This amount represents approximately 15 percent
of the 12.5 million shares then outstanding. Maritrans intends to hold the
majority of the shares as treasury stock, although some shares may be used for
acquisition currency, employee compensation plans, and/or other corporate
purposes. Maritrans expects to finance the purchase of any reacquired shares
from internally generated funds. As of June 30, 1995 the Company has purchased
176,000 shares at a cost of approximately $1.1 million.
Management believes that in 1995 funds provided by operating activities,
augmented by financing and investing transactions, will be sufficient to
provide the funds necessary for operations, anticipated capital expenditures,
lease payments, required debt repayments and anticipated common stock
repurchases. Dividends are expected to be made quarterly during 1995.
Barring changes in its current plans, management believes capital
expenditures in 1995 for improvements to its currently operating vessels and
existing marine terminals will be approximately $3 million compared to $4
million in 1994. In 1994, Maritrans also spent $10 million to purchase the
MARITRANS 300, an oceangoing, double-hulled petroleum tank barge, and expects
to spend approximately $8 million on modifications to the vessel before
placing it in service in the latter part of this year. However, the Company
will continue to evaluate the potential purchase of marine storage terminals
and other investments consistent with its long-term strategic interests, and
the potential sources of funds for those potential investments. Total
capital expenditures of the Company through June 30, 1995 were $4.2 million.
Liquidity and Capital Indicators
--------------------------------
As of June 30, 1995:
Ratio of current assets to current liabilities 2.57
Working capital (in thousands) $43,352
Ratio of total debt to the sum of total debt
and stockholders' equity .58
Working Capital Position
------------------------
Working capital increased by $0.5 million from December 31, 1994 to June 30,
1995. Current assets increased as a result of increases in investments
held-to-maturity and in prepaid expenses which were partially offset by a
decrease in receivables balances, resulting from the timing of collections.
Current liabilities increased $0.1 million due primarily to currently maturing
debt. The ratio of current assets to current liabilities increased from 2.56 at
December 31, 1994 to 2.57 at June 30, 1995.
Debt Obligations and Borrowing Facility
---------------------------------------
At June 30, 1995, the Company had $113.8 million in total outstanding debt,
secured by mortgages on substantially all of the fixed assets of the
subsidiaries of the Company. The current portion of this debt at June 30,
1995 is $9.1 million. The Company has a $10 million working capital
facility, secured by its receivables and inventories, which expires June 30,
1996. There were no borrowings against this facility for the six months
ended June 30, 1995.
<PAGE>
RESULTS OF OPERATIONS
---------------------
Three Month Comparison
----------------------
Revenues
--------
Revenues of $30.1 million for the three months ended June 30, 1995, increased
by $0.6 million, or 2.0%, from revenues of $29.5 million for the three months
ended June 30, 1994. Barrels of cargo transported decreased by 5 million
barrels, from 59 million to 54 million, respectively. The increase in
revenue despite the decline in volume is the result of longer average trip
lengths during the three months ended June 30, 1995 versus the three months
ended June 30, 1994. Revenue from sources other than marine transportation
decreased from 6.4% of total revenue, for the three months ended June 30,
1994, to 3.8% for the three months ended June 30, 1995, due to the sale of
the contingency management business during the fourth quarter of 1994.
Results
-------
Operating expenses of $27.4 million for the three months ended June 30, 1995,
increased by $1.1 million, or 4.2%, from operating expenses of $26.3 million
for the three months ended June 30, 1994. This increase is primarily due to
expenses associated with chartering vessels from others and an increase in
employee compensation and training programs.
Other income in the three months ended June 30, 1995 increased $0.5 million
from other income for the three months ended June 30, 1994 due to an increase
in interest income resulting from a rise in interest rates and an increase in
funds available for investment.
Net income of $1.1 million for the quarter ended June 30, 1995 increased by
$0.1 million from $1.0 million for the quarter ended June 30, 1994 as the
result of the aforementioned increase in revenue and interest income.
<PAGE>
Six Month Comparison
--------------------
Revenues
--------
Revenues of $62.9 million for the six months ended June 30, 1995 increased
$0.3 million, or 0.5% from revenues of $62.6 million for the six months ended
June 30, 1994. Barrels of cargo transported decreased by 5 million barrels,
from 119 million barrels at June 30, 1994 to 114 million at June 30, 1995.
Revenue held steady while volume dropped off, for the six months ended June
30, 1995 compared to the six months ended June 30, 1994 as the result of
changes in customer mix and longer average trip length. Revenue from sources
other than marine transportation decreased from 6.0% of total revenue, for
the six months ended June 30, 1994, to 3.7% for the six months ended June
30, 1995, due to the sale of the contingency management business during the
fourth quarter of 1994.
Results
-------
Operating expenses of $54.7 million for the six months ended June 30, 1995
increased by $0.9 million, or 1.7% from operating expenses of $53.8 million for
the six months ended June 30, 1994. This increase is primarily due to the
aforementioned increase in expenses associated with chartering vessels from
others and employee compensation and training programs.
Other income for the six months ended June 30, 1995 of $2.0 million increased
$1.0 million from $1.0 million for the six months ended June 30, 1994 primarily
from higher interest rates and an increase in the average cash balance available
for investment.
Net income of $3.4 million for the six months ended June 30, 1995, increased
$0.4 million from the $3.0 million for the six months ended June 30, 1994.
The increase is the result of increased revenues and the increase in other
income.
Management expects earnings in the third quarter to continue at levels near
second quarter results.
<PAGE>
Part II: OTHER INFORMATION
ITEM 1. Legal Proceedings
-----------------
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The Company held its Annual Meeting of Stockholders of the Registrant
on May 10, 1995 to vote upon the election of two directors, James H.
Sanborn and Robert J. Lichtenstein, to serve for three year terms. At
the time of the meeting, 12,529,628 shares of Common Stock were issued
and outstanding and entitled to vote on the aforementioned matter. At
the meeting, 10,107,672 shares voted in favor of the election of Mr.
Sanborn, and 82,120 shares abstained (including broker non-votes) and
10,106,862 shares voted in favor of the election of Mr. Lichtenstein,
and 82,930 shares abstained (including broker non-votes). Drs. Boni and
Dorman and Mr. Van Dyck will continue to serve their unexpired terms as
directors of the Company.
ITEM 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
No. 11 - Computation of Earnings Per Common Share.
(b) Reports on Form 8-K
(1) No reports on Form 8-K were filed during the quarter ended
June 30, 1995.
<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 thereunto duly authorized.
MARITRANS INC.
(Registrant)
By: /s/ Gary L. Schaefer Dated: August 11, 1995
---------------------------------------
Gary L. Schaefer
Vice President, Chief Financial Officer
(Principal Financial Officer)
By: /s/ Walter T. Bromfield Dated: August 11, 1995
----------------------------------------
Walter T. Bromfield
Controller
(Principal Accounting Officer)
<PAGE>
EXHIBIT 11
MARITRANS INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
QUARTER ENDED June 30*
1995 1994
---- ----
Primary:
Income:
Net income $1,061,000 $1,016,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,489,417 12,523,000
=========== ===========
Primary earnings per common share $ .0850 $ .0811
=========== ===========
Assuming full dilution:
Income:
Net income $ 1,061,000 $ 1,016,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,489,417 12,523,000
Assuming exercise of options reduced
by the number of shares which could
have been purchased with the proceeds
from the exercise of such options 122,248 41,846
----------- -----------
Weighted average number of common
shares outstanding as adjusted 12,611,665 12,564,846
=========== ===========
Fully diluted earnings per common share $ .0841** $ .0809**
=========== ===========
* See notes 1 and 2 of the notes to the condensed consolidated financial
statements.
** This calculation is submitted in accordance with Regulation S-K item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB
Opinion No. 15 because it results in dilution of less than 3%.
<PAGE>
EXHIBIT 11
MARITRANS INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
SIX MONTHS ENDED June 30*
1995 1994
---- ----
Primary:
Income:
Net income $3,363,000 $3,042,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,509,413 12,523,000
=========== ===========
Primary earnings per common share $ .2688 $ .2429
=========== ===========
Assuming full dilution:
Income:
Net income $ 3,363,000 $ 3,042,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,509,413 12,523,000
Assuming exercise of options reduced
by the number of shares which could
have been purchased with the proceeds
from the exercise of such options 116,195 41,846
----------- -----------
Weighted average number of common
shares outstanding as adjusted 12,625,608 12,564,846
=========== ===========
Fully diluted earnings per common share $ .2664** $ .2421**
=========== ===========
* See notes 1 and 2 of the notes to the condensed consolidated financial
statements.
** This calculation is submitted in accordance with Regulation S-K item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB
Opinion No. 15 because it results in dilution of less than 3%.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000810113
<NAME> MARITRANS, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 34,089
<SECURITIES> 9,198
<RECEIVABLES> 10,961
<ALLOWANCES> 491
<INVENTORY> 3,529
<CURRENT-ASSETS> 70,925
<PP&E> 274,658
<DEPRECIATION> 99,438
<TOTAL-ASSETS> 253,977
<CURRENT-LIABILITIES> 27,573
<BONDS> 104,765
<COMMON> 125
0
0
<OTHER-SE> 82,876
<TOTAL-LIABILITY-AND-EQUITY> 253,977
<SALES> 0
<TOTAL-REVENUES> 62,908
<CGS> 0
<TOTAL-COSTS> 54,747
<OTHER-EXPENSES> 0
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<INCOME-PRETAX> 5,307
<INCOME-TAX> 1,944
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<DISCONTINUED> 0
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<EPS-PRIMARY> .27
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</TABLE>
