Page 1 of 14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QA
(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, 2000
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 1-10105
MATLACK SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 51-0310173
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Rollins Plaza, Wilmington, Delaware 19803
(Address of principal executive offices) (Zip Code)
(302) 426-2700
(Registrant's telephone number, including area code)
(Former name of registrant)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 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 filing requirements for the past 90
days.
Yes X No _____
The number of shares of the registrant's common stock outstanding
as of March 31, 2000 was 8,814,434.
FORM 10-QA Page 2 of 14
PART I - FINANCIAL
Item 1. Financial Statements
MATLACK SYSTEMS, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
In Thousands, Except Per Share Amounts
Quarter Six Months Ended
March 31, March 31,
2000 1999 2000 1999
Revenues $49,554 $51,388 $101,347 $105,619
Operating expenses 48,219 45,962 91,764 93,585
Depreciation and amortization 3,106 3,128 5,667 6,329
Selling and administrative
expenses 5,489 5,362 10,412 10,774
Other expense (income) 2,080 (199) 1,962 (67)
58,894 54,253 109,805 110,621
Operating loss (9,340) (2,865) (8,458) (5,002)
Interest expense 1,348 948 2,765 1,882
Loss before income tax
benefit (10,688) (3,813) (11,223) (6,884)
Income tax benefit (4,124) (1,425) (4,268) (2,561)
Net loss $(6,564) $(2,388) $ (6,955) $ (4,323)
Loss per share
- Basic $ (.74) $ (.27) $ (.79) $ (.49)
- Diluted $ (.74) $ (.27) $ (.79) $ (.49)
Average common shares
outstanding (000)
- Basic 8,814 8,814 8,814 8,814
- Diluted 8,814 8,814 8,814 8,814
Dividends paid per share None None None None
The Notes to the Consolidated Financial Statements are an integral part
of these statements.
FORM 10-QA Page 3 of 14
MATLACK SYSTEMS, INC.
CONSOLIDATED BALANCE SHEET
In Thousands, Except Share and Per Share Amounts
March 31, September 30,
ASSETS 2000 1999
Current assets
Cash $ 2,449 $ 2,837
Accounts receivable, net of allowance
for doubtful accounts: March-$1,724;
September-$1,284 39,192 34,330
Inventories 5,872 6,007
Other current assets 2,898 1,592
Refundable income taxes 692 2,631
Total current assets 51,103 47,397
Property and equipment, at cost, net of
accumulated depreciation of:
March-$125,513; September-$131,296 71,532 80,671
Property held for sale 4,699 5,403
Deferred income taxes 3,305 3,752
Other assets 2,108 1,958
Total assets $132,747 $139,181
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable $ 10,136 $ 11,035
Accrued liabilities 18,601 19,583
Current maturities of long-term debt 55,728 5,309
Total current liabilities 84,465 35,927
Long-term debt 4,773 51,189
Insurance reserves 5,265 5,265
Other liabilities 5,598 2,429
Deferred income taxes - 4,770
Commitments and contingent liabilities
See Part II Legal Proceedings
Shareholders' equity:
Preferred stock, $1 par value,
1,000,000 shares authorized; issued and
outstanding - None
Common stock, $1 par value,
24,000,000 shares authorized;
issued and outstanding:
March-8,814,434 and September-8,814,434 8,814 8,814
Capital in excess of par value 10,620 10,620
Retained earnings 13,212 20,167
Total shareholders' equity 32,646 39,601
Total liabilities and
shareholders' equity $132,747 $139,181
The Notes to the Consolidated Financial Statements are an integral part
of these statements.
FORM 10-QA Page 4 of 14
MATLACK SYSTEMS, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
In Thousands
Six Months Ended
March 31,
2000 1999
Cash flows from operating activities:
Net loss $(6,955) $(4,323)
Adjustments to reconcile net loss to net
cash used in operating activities:
Impairment loss 2,203 -
Depreciation and amortization 5,667 6,329
Net gain on sale of property and equipment (237) (207)
Changes in assets and liabilities:
Accounts receivable (4,862) 467
Inventories and other assets (1,582) 585
Accounts payable and accrued liabilities (1,880) (1,684)
Current and deferred income taxes (2,383) (3,712)
Other, net 3,168 632
Net cash used in operating activities (6,861) (1,913)
Cash flows from investing activities:
Purchase of property and equipment (3,922) (4,123)
Proceeds from sale of property and equipment 6,392 870
Net cash provided by (used in) investing
activities 2,470 (3,253)
Cash flows from financing activities:
Proceeds of long-term debt 24,800 26,000
Repayment of long-term debt (20,797) (23,447)
Exercise of stock options - 28
Net cash provided by financing activities 4,003 2,581
Net decrease in cash (388) (2,585)
Cash beginning of period 2,837 5,477
Cash end of period $ 2,449 $ 2,892
Supplemental and noncash information:
Interest paid $ 2,493 $ 1,441
Income taxes (recovered) paid $(1,885) $ 1,150
The Notes to the Consolidated Financial Statements are an integral part
of these statements.
FORM 10-QA Page 5 of 14
MATLACK SYSTEMS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
A. Basis of Presentation
This Form 10-QA for the quarter ended March 31, 2000 is being filed
in order to reflect restatement of the financial statements in the
second quarter of fiscal 2000. Items 1 and 2, as well as Exhibit
27, are amended. See Note D: Restatement.
The accompanying unaudited consolidated financial statements have
been prepared in accordance with the instructions to Form 10-Q and
do not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Certain prior year amounts
have been reclassified to conform with the current period's
presentation. Operating results for the quarter and six months
ended March 31, 2000 are not necessarily indicative of the results
that may be expected for the year ended September 30, 2000. These
statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Annual Report
on Form 10-K for the year ended September 30, 1999.
B. Earnings Per Share
Pursuant to the provisions of Statement of Financial Accounting
Standards No. 128, "Earnings Per Share," the number of weighted
average shares used in computing basic and diluted earnings per
share (EPS) are as follows (in thousands):
Quarter Ended Six Months Ended
March 31, March 31,
2000 1999 2000 1999
Basic EPS 8,814 8,814 8,814 8,814
Effect of assumed
option exercises - (1) - (1) - (1) - (1)
Diluted EPS 8,814 8,814 8,814 8,814
(1) The effect of options was not considered as it would have been
anti-dilutive.
No adjustments to net income available to common stockholders were
required during the periods presented.
C. Segment Information
The Company's operations are classified into two reportable business
segments based on differences in their operations. The Company's
principal business is the transportation of bulk commodities in tank
trailers and tank containers for chemical and dry bulk shippers. In
connection with this transportation service, the Company may
provide, when required, intermodal transportation services and tank
cleaning. The Company is also in the business of leasing tank
trailers, tank containers and other associated specialized equipment
primarily to customers in the chemical and food industries and its
suppliers.
FORM 10-QA Page 6 of 14
Following is a tabulation of business segment information for the
second quarter ended March 31, 1999 and 2000 and the six months ended
March 31, 1999 and 2000, respectively.
Bulk Corporate
(In thousands) Transportation Leasing and Other Consolidated
Quarter ended
March 31, 1999
Revenues
External customers $ 49,401 $ 1,975 $ 12 $ 51,388
Intersegment 153 55 (208) -
Total revenues 49,554 2,030 (196) 51,388
Segment profit (loss)
before income taxes (4,359) 705 (159) (3,813)
Total assets 130,650 15,200 (6,628) 139,222
Capital expenditures 1,829 536 24 2,389
Depreciation and
amortization 2,762 362 4 3,128
Interest expense 867 81 - 948
Quarter ended
March 31, 2000
Revenues
External customers $ 47,703 $ 1,837 $ 14 $ 49,554
Intersegment 30 79 (109) -
Total revenues 47,733 1,916 (95) 49,554
Segment profit (loss)
before income taxes (11,114) 467 (41) (10,688)
Total assets 124,366 15,580 (7,199) 132,747
Capital expenditures 1,531 445 - 1,976
Depreciation and
amortization 2,632 474 - 3,106
Interest expense 1,265 83 - 1,348
FORM 10-QA Page 7 of 14
Bulk Corporate
(In thousands) Transportation Leasing and Other Consolidated
Six months ended March 31, 1999
Revenues
External customers $100,458 $ 5,123 $ 38 $105,619
Intersegment 241 100 (341) -
Total revenues 100,699 5,223 (303) 105,619
Segment profit (loss)
before income taxes (8,002) 1,525 (407) (6,884)
Total assets 130,650 15,200 (6,628) 139,222
Capital expenditures 2,568 1,522 33 4,123
Depreciation and
amortization 5,626 690 13 6,329
Interest expense 1,761 121 - 1,882
Six months ended March 31, 2000
Revenues
External customers $ 97,397 $ 3,899 $ 51 $101,347
Intersegment 60 176 (236) -
Total revenues 97,457 4,075 (185) 101,347
Segment profit (loss)
before income taxes (12,329) 1,217 (111) (11,223)
Total assets 124,366 15,580 (7,199) 132,747
Capital expenditures 3,447 475 - 3,922
Depreciation and
amortization 4,701 961 5 5,667
Interest expense 2,574 191 - 2,765
D. Restatement
In January 2000, the Company made the decision to purchase new
transportation management software, which is expected to be fully
implemented by January 31, 2001, at a total estimated cost,
including all implementation costs, of approximately $1,300,000.
Until the new transportation software is fully implemented, the
Company's existing transportation software will continue to be
utilized. As a result, the Company has restated the results of
operations for the quarter and six months ended March 31, 2000 to
reverse the asset impairment charge of $3,115,000 ($1,893,000 net of
tax benefit) previously recorded in the quarter ended March 31,
2000. Restated net loss for the quarter ended March 31, 2000 is
$6,564,000 ($.74 per share) compared with the previously reported
net loss of $7,903,000 ($.90 per share). The net book value of the
existing transportation software is being amortized over its
remaining useful life.
FORM 10-QA Page 8 of 14
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations: Six Months Ended March 31, 2000 vs. Six Months
Ended March 31, 1999
The following table summarizes the changes in revenues for the six
months ended March 31, 2000 when compared with the corresponding period
of the prior year:
Bulk Corporate
(In thousands) Transportation Leasing and Other Consolidated
Revenues-six months
ended March 31, 1999 $100,458 $ 5,123 $ 38 $105,619
Leasing opportunity
revenues (1,200) (1,200)
Revenues associated
with international
operations (4,870) (4,870)
Revenues associated
with closed waste
van operation (995) (995)
Normalized prior year
revenues 94,593 3,923 38 98,554
Increase (decrease)
in revenues from
normal operations 2,804 (24) 13 2,793
Revenues-six months
ended March 31, 2000 $ 97,397 $ 3,899 $ 51 $101,347
Revenues for the six months ended March 31, 2000 decreased by
$4,272,000 (4.0%) to $101,347,000 compared with $105,619,000 during the
same period last year. The winding down of the Company's international
operations accounted for $4,870,000 of the six-month decrease in
revenues when compared with the prior year. In addition, the decline
in leasing revenues from external customers of $1,224,000 resulted from
the fact that revenues in the first quarter of fiscal 1999 included
approximately $1,200,000 of opportunity revenues, which resulted from
bad weather in Puerto Rico. After considering the effects of revenues
earned and reported in the prior year for which there has been no
comparable revenue earned during the current year, overall revenues
from the remaining base level of the bulk transportation business have
increased by $2,804,000.
Operating expenses decreased by $1,821,000 (1.9%) to $91,764,000 in
2000 from $93,585,000 in 1999.
FORM 10-QA Page 9 of 14
The following table identifies by general expense category net
increases and decreases for the six months:
(In thousands) Increase/(Decrease)
Leased operator costs $ 2,353 (1)
Fuel costs 2,580 (2)
Facility costs (272)(3)
Purchased transportation-international operations (3,112)(4)
Purchased transportation-other (2,982)(5)
All other items (388)
Net decrease $(1,821)
Explanation of certain variances:
(1) Increase due to inclusion of additional fuel payments to leased
operators and certain leased operator termination costs.
(2) Increase due to significant increase in fuel costs incurred.
(3) Includes provision of $725,000 for terminal closings.
(4) Resulted from shutting down international operations.
(5) Resulted from shifts in the mix of business.
As a percentage of revenues, operating expenses were 90.5% in 2000 and
88.6% in 1999.
Depreciation and amortization expense decreased by $662,000 (10.5%)
reflecting both the disposition of property and equipment during fiscal
1999 and the first six months of fiscal 2000 and the fact that a larger
portion of the Company's assets have become fully depreciated.
Selling and administrative expenses decreased by $362,000 (3.4%) to
$10,412,000 compared with $10,774,000 during the same period last year.
Included in the fiscal year 2000 expenses are certain items that
reduced the effect of management's cost containment measures
implemented to more properly align the Company's infrastructure with
the current level and mix of business. These expenses, which are not
expected to be incurred in the future, include consulting fees,
temporary staffing and overtime cost, which aggregated $499,000. As a
percentage of revenue, selling and administrative expenses were 10.3%
in 2000 and 10.2% in 1999.
Other expense (income) for the six months ended March 31, 2000 includes
a non-cash impairment charge of $2,203,000 related to the write-down of
several Company-owned locations to adjust their carrying values to fair
value.
Interest expense increased by $883,000 (46.9%) reflecting higher
borrowing rates and an increased level of indebtedness when compared
with the same period of last year.
The effective rate of income tax benefit was 38.0% in fiscal 2000
compared with 37.2% in the prior year.
FORM 10-QA Page 10 of 14
The net loss of $6,955,000 or $.79 per diluted share reflects the
additional costs incurred to eliminate unprofitable terminals and
product lines, as well as higher interest costs due to increased rates
and higher outstanding balances and the asset impairments.
Results of Operations: Quarter Ended March 31, 2000 vs. Quarter Ended
March 31, 1999
Revenues for the quarter ended March 31, 2000 decreased by $1,834,000
(3.6%) to $49,554,000 compared with $51,388,000 during the same quarter
last year. The following table summarizes the change in revenues for
the three months ended March 31, 2000 when compared with the
corresponding period of the prior year:
Bulk Corporate
(In thousands) Transportation Leasing and Other Consolidated
Revenues-three months
ended March 31, 1999 $ 49,401 $ 1,975 $ 12 $ 51,388
Revenues associated
with international
operations (2,648) (2,648)
Revenues associated
with closed waste
van operation (378) (378)
Normalized prior year
revenues 46,375 1,975 12 48,362
Increase (decrease)
in revenues from
normal operations 1,328 (138) 2 1,192
Revenues-three months
ended March 31, 2000 $ 47,703 $ 1,837 $ 14 $ 49,554
Operating expenses increased by $2,257,000 (4.9%) to $48,219,000 in
2000 from $45,962,000 in 1999.
The following table identifies by general expense category net
increases and decreases for the quarter:
(In thousands) Increase/(Decrease)
Leased operator costs $ 1,225 (1)
Fuel costs 1,740 (2)
Facility costs 631 (3)
Purchased transportation-international operations (1,533)(4)
Purchased transportation-other (924)(5)
All other items 1,118
Net decrease $ 2,257
Explanation of certain variances:
(1) Increase due to inclusion of additional fuel cost payments to
leased operators.
(2) Increase due to significant increase in fuel costs incurred.
(3) Includes provision of $725,000 for terminal closings.
(4) Resulted from shutting down international operations.
(5) Resulted from shifts in the mix of business.
FORM 10-QA Page 11 of 14
As a percentage of revenues, operating expenses were 97.3% in 2000 and
89.4% in 1999.
Depreciation and amortization expense decreased on a net basis by
$22,000 (0.7%) reflecting both the disposition of property and
equipment during fiscal 1999 and fiscal 2000 and the fact that a larger
portion of the Company's assets have become fully depreciated. During
the quarter, the useful life of certain software was reduced. This
reduction resulted in an increase in depreciation of $640,000, which is
reflected in the net decrease described above.
Selling and administrative expense increased by $127,000 (2.4%) to
$5,489,000 compared with $5,362,000 during the same period last year.
The second quarter of 2000 included consulting fees, temporary staffing
and overtime costs of $499,000, as more fully described above. As a
percentage of revenue, selling and administrative expenses were 11.1%
in 2000 and 10.4% in 1999.
Other expense (income) for the quarter and six months ended March 31,
2000 includes a non-cash impairment charge of $2,203,000 related to the
write-down of several Company-owned locations to adjust their carrying
values to fair value.
Interest expense increased by $400,000 (42.2%) reflecting higher
borrowing rates and an increased level of indebtedness when compared
with the second quarter of fiscal 1999.
The effective rate of income tax benefit was 38.6% in fiscal 2000
compared with 37.4% in the second quarter of fiscal 1999.
The net loss of $6,564,000 or $.74 per diluted share reflects the
additional costs incurred to eliminate unprofitable terminals and
product lines, higher selling and administrative expenses, as well as
higher interest costs due to increased rates and higher outstanding
balances and the asset impairments.
Liquidity and Capital Resources
During the six months ended March 31, 2000, the Company's operating
activities required a cash outflow of $6,861,000. However, the cash
flow from operating activities was substantially better during the
second quarter, as shown in the following table:
First Quarter Second Quarter Six Months
Ended 12/31/99 Ended 3/31/00 Ended 3/31/00
Cash (used in)
provided by
operating activities $(11,234,000) $ 4,373,000 $(6,861,000)
During the first quarter of fiscal 2000, slower than normal collections
of accounts receivable adversely affected cash provided by operating
activities by $6,476,000. During the second quarter, collections of
accounts receivable provided cash of $737,000.
FORM 10-QA Page 12 of 14
The Company incurred a net loss of $6,955,000 during the first six
months of fiscal year 2000, which, from a cash flow point of view, was
more than offset by non-cash depreciation and amortization of
$5,667,000 and the asset impairment of $2,203,000. The growth in
accounts receivables as well as other working capital changes caused
overall operations to require cash of $6,861,000. Drawing down cash
balances of $388,000, net proceeds from the sale of equipment of
$2,470,000 and net borrowings of $4,003,000 were the sources of funding
these cash requirements. During the second quarter, the Company
reduced its overall indebtedness by $3,239,000.
Capital expenditures for the six months ended March 31, 2000 were
$3,922,000 compared with $4,123,000 in the prior year. Proceeds from
the sale of equipment and facilities were $6,392,000, primarily the
result of selling four terminals. The net impact of purchasing and
disposing of equipment and facilities during the six months ended March
31, 2000 was a source of cash of $2,470,000.
The source of the borrowings was the Company's $75,000,000 bank credit
facility, which had $54,400,000 outstanding at March 31, 2000. Under
this facility, borrowings are restricted to the net book value of
available equipment and eligible accounts receivable less outstanding
letters of credit. The Company exceeded the borrowing base by
$3,126,000 at March 31, 2000, was not in compliance with the fixed
charge coverage ratio and the net worth covenant under this facility at
March 31, 2000 and had incurred a loss in the first quarter due to a
restatement, and a loss for the quarter ended March 31, 2000. The
Company currently is negotiating with its bank group to obtain waivers
and amendments to its credit agreement. Although there can be no
assurance that the requested waivers and amendments will be received,
the Company expects to be able to secure such waivers and amendments in
an acceptable form.
The Company anticipates that its currently available funds, cash
generated from operations and cash realized from the sale of property
and equipment will be sufficient to meet cash and working capital
requirements, including anticipated capital expenditures, through the
end of fiscal 2000.
The Company does not anticipate making any additional purchases of
equipment in 2000. The Company expects to make modest capital
expenditures for refurbishment of trailers and facilities in the second
half of fiscal 2000. In connection with the previously mentioned
purchase of transportation management software, the Company expects to
spend $776,000 during fiscal 2000. Based on current operating
projections, including the above capital expenditure estimates and
excluding any non-operating proceeds, it is expected that overall
indebtedness will decrease during the second half of fiscal 2000.
Otherwise, there have been no material changes in the Company's
financial condition and its liquidity and capital resources since
September 30, 1999. For further details, see the Company's 1999 Annual
Report to Shareholders on Form 10-K for the year ended September 30,
1999.
FORM 10-QA Page 13 of 14
Forward-Looking Statements
The Company may make forward-looking statements relating to anticipated
financial performance, business prospects, acquisitions or
divestitures, new products, market forces, commitments and other
matters. The Private Securities Litigation Reform Act of 1995 provides
a safe harbor for forward-looking statements. In order to comply with
the terms of the safe harbor, the Company notes that a variety of
factors could cause the Company's actual results and experience to
differ materially from the anticipated results or other expectations
expressed in the Company's forward-looking statements. Forward-looking
statements typically contain words such as "anticipates", "believes",
"estimates", "expects", "forecasts", "predicts", or "projects", or
variations of these words, suggesting that future outcomes are
uncertain.
Various risks and uncertainties may affect the operations, performance,
development and results of the Company's business and could cause
future outcomes to differ materially from those set forth in forward-
looking statements, including the following factors: general economic
conditions, competitive factors and pricing pressures, shift in market
demand, the performance and needs of industries served by the Company,
particularly the chemical industry, equipment utilization, management's
success in developing and introducing new services and lines of
business, potential increases in labor costs, potential increases in
equipment, maintenance and fuel costs, uncertainties of litigation, the
Company's ability to finance its future business requirements through
outside sources or internally generated funds, the availability of
adequate levels of insurance, success or timing of completion of
ongoing or anticipated capital maintenance or information systems
projects, management retention and development, changes in Federal,
State and local laws and regulations, including transportation and
environmental regulations, as well as the risks, uncertainties and
other factors described from time to time in the Company's SEC filings
and reports.
Year 2000 ("Y2K") Issues
As of the filing date of this Form 10-Q, the Company's business
operations have not been materially impacted by Y2K matters. The
Company will continue to monitor its operations for possible Y2K
information technology programming issues.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are various ordinary routine claims and legal actions pending
against the Company. In the opinion of management, based on the advice
of in-house counsel, the likelihood that the ultimate resolution of
these claims and actions will be material is remote.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
FORM 10-QA Page 14 of 14
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Shareholders was held on February 10,
2000. With regard to Proposal No. 1 of the NOTICE OF ANNUAL MEETING OF
SHAREHOLDERS TO BE HELD ON FEBRUARY 10, 2000 to elect two Class II
Directors to the Board of Directors, William B. Philipbar, Jr. and John
W. Rollins, Jr. were elected. At the meeting, 6,110,517 and 6,117,814
affirmative votes were cast for William B. Philipbar, Jr. and John W.
Rollins, Jr., respectively. There were no votes cast against either
nominee and 48,526 and 41,229 votes were withheld from William B.
Philipbar, Jr. and John W. Rollins, Jr., respectively.
Additionally, the Company's 1999 Stock Option Plan was approved as
Proposal No. 2. At the meeting, 5,613,453 affirmative votes and
539,339 negative votes were cast on Proposal No. 2 while 6,251 shares
abstained.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
On January 27, 2000, a report on Form 8-K was filed that
reported the following:
Under Item 5. Other Events
The Company announced that effective January 27, 2000, Michael
B. Kinnard, previously President and Chief Operating Officer, will
be President and Chief Executive Officer. John W. Rollins, Jr. will
continue as Chairman of the Board of Directors.
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 thereunto duly authorized.
DATE: June 30, 2000 MATLACK SYSTEMS, INC.
(Registrant)
/s/ Michael B. Kinnard
Michael B. Kinnard
President and Chief Executive Officer
/s/ Patrick J. Bagley
Patrick J. Bagley
Vice President-Finance and Treasurer
Chief Financial Officer
Chief Accounting Officer