<PAGE> 1
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 March 31, 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
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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
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Not Applicable
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(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 March 31, 1995: 12,529,628
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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. . . . . . . . .3
Notes to Condensed Consolidated Financial Statements .4
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations. . . . .5
PART II. OTHER INFORMATION
- -------- -----------------
ITEM 1. Legal Proceedings. . . . . . . . . . . . . . . . . . .9
ITEM 4. Submission of Matters to a Vote of Security Holders. .9
ITEM 6. Exhibits and Reports on Form 8-K . . . . . . . . . . .9
Signature . . . . . . . . . . . . . . . . . . . . . . . . . . 10
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PART I: FINANCIAL INFORMATION
MARITRANS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
($000)
MARCH 31, 1995 DECEMBER 31, 1994
-------------- -----------------
(unaudited)
ASSETS
- ------
Current assets:
Cash and cash equivalents $ 41,405 $ 33,824
Investments held-to-maturity 8,000 8,000
Trade accounts receivable 11,065 11,974
Other accounts receivable 5,483 6,833
Inventories 3,684 3,669
Deferred income tax benefit 1,181 1,181
Prepaid expenses 4,855 4,970
-------- --------
Total current assets 75,673 70,451
Vessels, terminals and equipment 272,592 270,553
Less accumulated depreciation 95,776 91,761
-------- --------
Net vessels, terminals and equipment 176,816 178,792
Other 8,135 8,366
-------- --------
Total assets $260,624 $257,609
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current liabilities:
Debt due within one year $ 7,105 $ 7,654
Trade accounts payable 1,382 1,733
Accrued interest 4,596 2,298
Accrued shipyard costs 6,176 5,550
Accrued wages and benefits 4,226 5,928
Other accrued liabilities 2,965 4,343
-------- --------
Total current liabilities 26,450 27,506
Long-term debt 112,631 113,008
Deferred shipyard costs 9,264 8,325
Other liabilities 5,317 5,161
Deferred income taxes 23,720 22,436
Stockholders' equity 83,242 81,173
-------- --------
Total liabilities and stockholders'
equity $260,624 $257,609
======== ========
See accompanying notes.
1
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MARITRANS INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
($000, except per share amounts)
JANUARY 1 TO JANUARY 1 TO
MARCH 31, 1995 MARCH 31, 1994
-------------- --------------
Revenues $ 32,783 $ 33,098
Costs and expenses:
Operation expense 16,065 16,594
Maintenance expense 5,039 5,179
General and administrative 2,101 1,897
Depreciation and amortization 4,150 3,845
-------- --------
Total operating expenses 27,355 27,515
-------- --------
Operating income 5,428 5,583
Interest expense, net (2,495) (2,542)
Other income, net 653 179
-------- --------
Income before income taxes 3,586 3,220
Provision for income taxes 1,284 1,194
-------- --------
Net income $ 2,302 $ 2,026
======== ========
Earnings per common share $ 0.18 $ 0.16
Average common shares outstanding 12,529,628 12,523,000
========== ==========
See accompanying notes.
2
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MARITRANS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
(unaudited)
($000)
JANUARY 1 TO JANUARY 1 TO
MARCH 31, 1995 MARCH 31, 1994
-------------- --------------
Cash flows from operating activities:
Net income $ 2,302 $ 2,026
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 4,150 3,845
Deferred income tax provision 1,284 1,194
Changes in receivables, inventories
and prepaid expenses 2,359 5,381
Changes in current liabilities
other than debt (507) (102)
Non-current changes, net 1,246 576
(Gain)/loss on sale of equipment 2 23
-------- --------
Total adjustments to net income 8,534 10,917
-------- --------
Net cash provided by (used in) operating
activities 10,836 12,943
Cash flows from investing activities:
Cash proceeds from sale of equipment - 2,563
Purchase of vessels, terminals and equipment (2,079) (2,045)
-------- --------
Net cash provided by (used in)
investing activities (2,079) 518
-------- --------
Cash flows from financing activities:
Dividends declared and paid (250) -
Payment of long-term debt (926) (578)
-------- --------
Net cash provided by (used in)
financing activities (1,176) (578)
-------- --------
Net increase in cash and cash equivalents 7,581 12,883
Cash and cash equivalents at beginning of
period 33,824 22,422
-------- --------
Cash and cash equivalents at end of period $ 41,405 $ 35,305
======== ========
See accompanying notes.
3
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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 Corporation's Form 10-K for the period
ended December 31, 1994.
2. Earnings per 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
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
Liquidity and Capital Resources
-------------------------------
For the quarter ended March 31, 1995, funds provided by operating
activities were sufficient to fully meet debt service obligations and
loan agreement restrictions, and fund investment activities. In
addition, the Company paid a dividend of $.02 per share during the
quarter.
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 its 12.5 million shares
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.
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 third
quarter. However, the Company will continue to evaluate the potential
purchase of marine storage terminal 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 March 31, 1995 were $2.0 million.
5
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Liquidity and Capital Indicators
--------------------------------
As of March 31, 1995:
Ratio of current assets to current liabilities 2.86
Working capital (in thousands) $49,223
Ratio of total debt to the sum of total debt
and stockholders' equity .59
Working Capital Position
------------------------
Working capital increased approximately $6 million from December 31,
1994 to March 31, 1995. Current assets increased as a result of a
significant increase in cash and cash equivalent balances due to
operating activities. Current liabilities decreased due to a decline in
other accrued liabilities and accrued wages and benefits, although
these decreases were substantially offset by an increase in accrued
interest. The ratio of current assets to current liabilities increased
from 2.56 at December 31, 1994 to 2.86 at March 31, 1995.
Debt Obligations and Borrowing Facility
---------------------------------------
At March 31, 1995, the Company had $119.7 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
March 31, 1995 is $7.1 million. The Company has a $10 million working
capital facility, secured by its receivables and inventories, which
expires June 30, 1995 and which is expected to be renewed. There were
no borrowings against this facility during the three months ended March
31, 1995.
6
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RESULTS OF OPERATIONS
---------------------
Three Month Comparison
----------------------
Revenues
--------
Revenues of $32.8 million for the three months ended March 31, 1995,
decreased by $0.3 million, or 0.9%, from revenues of $33.1 million for
the three months ended March 31, 1994. Barrels of cargo transported
were 60.1 million for each quarter. While charter rate competition
remains intense in the Company's primary markets for marine
transportation, stable volumes have enabled the Company to maintain
revenue levels. Revenue from sources other than marine transportation
decreased from 5.8% of total revenue, for the three months ended March
31, 1994, to 3.6% for the three months ended March 31, 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 March
31, 1995, decreased by $0.1 million, or 0.4%, from operating expenses
of $27.5 million for the three months ended March 31, 1995. Operating
expenses for the three months ended March 31, 1995 were relatively
stable with operating expenses in the comparable prior year quarter,
which was the first full quarter following the streamlining measures
initiated during the last quarter of 1993.
Other income in the three months ended March 31, 1995 and 1994 is
primarily interest income.
Net income of $2.3 million for the three months ended March 31, 1995,
is $0.3 million higher than the net income of $2.0 million for the
three months ended March 31, 1994. This is due primarily to increased
interest income resulting from a slight increase in interest rates and
the increased cash balance generated by operations.
7
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Similar to the pattern experienced in 1994, management expects that the
upcoming quarters may not be as profitable as the first quarter for
Maritrans, because of competitive factors affecting the markets
in which it operates.
8
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Part II: OTHER INFORMATION
ITEM 1. Legal Proceedings
-----------------
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
No matters were submitted to a vote of the Company's security holders,
through the solicitation of proxies or otherwise, during the quarter
ended March 31, 1995.
ITEM 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
No. 11 - Computation of Earnings Per Common Share.
No. 27 - Financial Data Schedule
(b) Reports on Form 8-K
(1) No reports on Form 8-K were filed during the quarter ended March
31, 1995.
9
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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: May 12, 1995
------------------------------------------
Gary L. Schaefer
Vice President, Chief Financial Officer
(Principal Financial Officer)
By: /s/ Walter T. Bromfield Dated: May 12, 1995
------------------------------------------
Walter T. Bromfield
Controller
(Principal Accounting Officer)
10
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EXHIBIT 11
MARITRANS INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
Quarter Ended*:
Primary: March 31, 1995 March 31, 1994
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Income:
Net income $ 2,302,000 $ 2,026,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,529,628 12,523,000
=========== ===========
Primary earnings per common share $ .1837 $ .1618
=========== ===========
Assuming full dilution:
Income:
Net income $ 2,302,000 $ 2,026,000
=========== ===========
Shares:
Weighted average number of
common shares outstanding 12,529,628 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 90,534 24,141
----------- -----------
Weighted average number of common
shares outstanding as adjusted 12,620,162 12,547,141
=========== ===========
Fully diluted earnings per common share $ .1824** $ .1615**
=========== ===========
- ------------
* 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
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 41,405
<SECURITIES> 8,000
<RECEIVABLES> 11,065
<ALLOWANCES> 461
<INVENTORY> 3,684
<CURRENT-ASSETS> 75,673
<PP&E> 272,592
<DEPRECIATION> 95,776
<TOTAL-ASSETS> 260,624
<CURRENT-LIABILITIES> 26,450
<BONDS> 112,631
<COMMON> 125
0
0
<OTHER-SE> 83,117
<TOTAL-LIABILITY-AND-EQUITY> 260,624
<SALES> 0
<TOTAL-REVENUES> 32,783
<CGS> 0
<TOTAL-COSTS> 27,355
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,495
<INCOME-PRETAX> 3,586
<INCOME-TAX> 1,284
<INCOME-CONTINUING> 2,302
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,302
<EPS-PRIMARY> .18
<EPS-DILUTED> .18
</TABLE>
