U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period ended to
Commission File Number: 33-30123-A
GENERAL PARCEL SERVICE, INC.
(Exact name of small business issuer in its charter)
State of Florida 59-2576629
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8923 Western Way, Suite 22,
Jacksonville, FL 32256
(Address of principal executive offices)
(904) 363-0089
(Issuer's telephone number)
Check whether issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities and 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
There were 3,758,671 shares of the Company's common stock
outstanding as of November 1, 1995.
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
FORM 10-QSB
INDEX
PART I. FINANCIAL INFORMATION Page Number
Item 1.
Consolidated Balance Sheets
as of September 30, 1995 and December 31, 1994. . . . . . . . . 2
Consolidated Statements of Earnings for the three
months ended September 30, 1995 and 1994, and the nine
months ended September 30, 1995 and 1994 . . . . . . . . . . . 3
Consolidated Statements of Cash Flows for the nine months
ended September 30, 1995 and 1994. . . . . . . . . . . . . . . 4
Notes to 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 . . . . . . . . . . . . . . . . . . . . . . 13
Item 6.
Exhibits and Reports on Form 8-K
(A) Exhibits:
Exhibit 11 . . . . . . .. . . . . . . . . . . . . 14
(B) Reports on Form 8-K
None
<PAGE>
<TABLE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
<CAPTION>
September 30, December 31,
1995 1994
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash & cash equivalents $ 11,171 $ 5,575
Accounts receivable (net of allowance for doubtful
accounts of $7,858 and $5,835 at September 30, 1995
and December 31, 1994 respectively) 1,832,431 1,544,745
Other current assets 501,594 695,583
---------- ----------
Total current assets 2,345,196 2,245,903
Equipment, at net book value 7,850,495 7,568,574
Goodwill 1,105,969 --
Other assets 187,169 181,843
---------- ----------
Total assets $ 11,488,829 $ 9,996,320
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short term borrowings $ 1,500,000 $ 1,500,000
Current obligations under capital leases 827,552 994,714
Current maturities of long-term debt 568,625 457,139
Accounts payable 1,139,336 1,023,300
Accrued expenses and other current liabilities 611,058 317,339
---------- ----------
Total current liabilities 4,646,571 4,292,492
Non-current liabilities:
Long-term obligations under capital leases 1,803,023 1,869,609
Long-term debt 4,032,211 588,406
Convertible debentures 300,000 300,000
---------- ----------
Total non-current liabilities 6,135,234 2,758,015
---------- ----------
Total liabilities 10,781,805 7,050,507
---------- ----------
Stockholders' equity:
Preferred stock, $.01 par value, 200,000 shares authorized,
100,000 issued and outstanding at September 30, 1995, and
December 31, 1994, liquidation preference $2,500,000. 1,000 1,000
Common stock, $.01 par value, 10,000,000 shares authorized,
3,758,671 shares issued and outstanding at September 30,
1995, and December 31, 1994 37,586 37,586
Additional paid-in capital 13,389,655 13,389,655
Accumulated deficit (12,721,217) (10,482,428)
---------- ----------
Total stockholders' equity 707,024 2,945,813
---------- ----------
Total liabilities and stockholders' equity $ 11,488,829 $ 9,996,320
========== ==========
<FN>
<FN1>
See accompanying notes.
2
</FN>
</TABLE>
<PAGE>
<TABLE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
<CAPTION>
Three months Nine Months
ended September 30, ended September 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Revenue $ 5,015,484 $ 5,125,053 $ 14,932,303 $ 14,764,365
Operating expenses
Operations salaries & benefits 2,815,491 2,540,139 8,152,980 7,151,041
Contract labor 1,446 2,328 32,149 6,394
Fuel 272,725 331,501 863,044 885,187
Equipment Rental 3,581 29,969 28,080 155,236
Insurance 478,302 482,439 1,452,282 1,391,083
Tires & maintenance 190,780 227,688 547,768 584,349
Depreciation & amortization 424,447 335,693 1,273,144 954,794
Facilities expense 319,540 308,158 957,703 889,368
Terminal expense 58,789 39,112 194,151 106,019
Purchased transportation 60,322 11,488 180,604 11,488
Other operating costs 28,750 38,904 93,812 71,167
Selling and administrative expense 1,007,007 842,149 2,659,313 2,270,641
---------- ---------- ---------- ----------
Total operating expense 5,661,180 5,189,568 16,435,030 14,476,767
---------- ---------- ---------- ----------
Operating income (loss) (645,696) (64,515) (1,502,727) 287,598
Interest expense 205,809 149,481 561,063 407,897
---------- --------- ---------- ----------
Net income (loss) (851,505) (213,996) (2,063,790) (120,299)
Preferred stock dividend requirement 43,750 43,750 131,250 131,250
---------- ---------- ---------- ----------
Earnings available to common shareholders $ (895,255) $ (257,746) $ (2,195,040) $ (251,549)
========== ========== ========== ==========
Net Income (loss) per common
share (primary and fully diluted) $ (0.24) $ (0.06) $ (0.58) $ (0.06)
========== ========== ========== ==========
Weighted average number of common
shares outstanding 3,758,671 4,124,366 3,758,671 4,124,366
========== ========== ========== ==========
<FN>
<F1>
See accompanying notes.
3
</FN>
</TABLE>
<PAGE>
<TABLE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
<CAPTION>
Nine months ended September 30,
1995 1994
<S> <C> <C>
Cash flows from (for) operating activities:
Net income (loss) $ (2,063,790) $ (120,299)
Adjustments to reconcile net income (loss) to cash ---------- ----------
provided by (used in) operating activities:
Loss on disposal of fixed assets 2,718
Depreciation and amortization 1,321,511 982,680
Changes in assets and liabilities:
Decrease in accounts receivable (177,484) (588,000)
Decrease (increase) in other current assets 230,574 (13,233)
Increase in other assets (5,326) (7,274)
Increase (decrease) in accounts payable 148,137 (139,039)
Increase in accrued expenses 243,719 53,739
---------- ----------
Total adjustments 1,763,849 288,873
---------- ----------
Net cash provided by (used in) operating activities (299,941) 168,574
---------- ----------
Cash flows for investing activities
Business Acquisition (348,364) --
Purchase of equipment (631,562) (954,255)
---------- ----------
Net cash used in investing activities (979,926) (954,255)
---------- ----------
Cash flows from financing activities:
Dividends paid on preferred stock (175,000) --
Repayment of short-term debt (2,500,000) --
Repayment of long-term debt (533,246) (259,810)
Principal payments under capital lease obligations (864,704) (845,185)
Increase in long-term borrowings 3,000,000 499,000
Increase in short-term borrowings 2,500,000 --
(Decrease) Increase in bank overdraft (141,587) 322,669
---------- ----------
Net cash provided by (used in) financing activities 1,285,463 (283,326)
---------- ----------
Increase in cash and cash equivalents 5,596 (1,069,007)
Cash and cash equivalents, beginning of period 5,575 1,069,007
---------- ----------
Cash and cash equivalents, end of period $ 11,171 $ --
========== ==========
<FN>
<F1>
Supplemental disclosure
Cash paid during the period for interest $ 489,708 $ 402,230
========== ==========
Non-cash investing and financing activities:
Capital lease and notes payable obligations of $750,546 and $897,794 were incurred when the Company
financed and entered into lease arrangements for equipment and new vehicles for the nine months
ended September 30, 1995 and 1994, respectively.
See accompanying notes
4
</FN>
</TABLE>
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
The information presented herein as of September 30, 1995, and
for the three months and nine months ended September 30, 1995
and 1994, is unaudited. The December 31, 1994, balance sheet
data was derived from audited financial statements, but does not
include all disclosures required by generally accepted
accounting principles.
1. Summary of Significant Accounting Policies
Management's Representation
In the opinion of management, all adjustments necessary for a
fair presentation of such consolidated financial statements are
reflected in the interim periods presented. Such adjustments
consisted of normal recurring items. Interim results are not
necessarily indicative of results for a full year.
The consolidated financial statements and notes are presented as
permitted by Form 10-QSB and do not contain certain information
included in the annual financial statements and notes of General
Parcel Service, Inc. (the "Company").
2. Acquisition of Assets of Transit Express of Charlotte, Inc.
On February 10, 1995, the Company through a subsidiary acquired
certain assets of Transit Express of Charlotte, Inc. ("TE"). TE
was based in Charlotte, North Carolina, and provided scheduled
carrier and package delivery services to businesses in North and
South Carolina. The Company paid $75,000 in cash, assumed
certain accounts and notes payable totaling approximately
$525,000 and entered into certain employment contracts and
non-competition agreements with the principals of TE. The
employment contracts are for a term of nine months beginning
February 10, 1995, and call for aggregate compensation of
$103,000 payable over the nine month period and the
non-competition agreements provide for a payment of $590,000
payable over a sixty month period.
The acquisition of the TE assets was accounted for as a purchase
and, accordingly, the purchase price was allocated to the
acquired assets and assumed liabilities based upon their
respective fair values. The excess of the purchase price over
the fair value of the net assets acquired will be amortized over
40 years on a straight-line basis.
The unaudited pro forma statement of operations of the Company
for the three months and nine months ended September 30, 1995,
accounts for the acquisition as if it had occurred on January 1,
1995, and the unaudited pro forma statement of operations for
the quarter and nine months ended September 30, 1994, accounts
for the acquisition as if it had occurred on January 1, 1994.
The pro forma results give effect to the amortization of
goodwill and the effects of additional interest expense.
5
<PAGE>
<TABLE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements (Continued)
Unaudited Pro Forma Combined Results of Operations
For the Quarter Ended September 30, 1994
<CAPTION>
Pro Forma
The Company TE Adjustments Combined
<S> <C> <C> <C> <C>
Sales $ 5,125,053 $ 530,431 $ -- $ 5,655,484
========== ========== ========== ==========
Net income (loss) $ (213,996) $ 18,787 $ (17,397) $ ( 212,606)
========== ========== ========== ==========
Net income (loss) per common share $ (0.06) $ (0.06)
========== ==========
</TABLE>
<TABLE>
Unaudited Pro Forma Combined Results of Operations
For the Nine Months Ended September 30, 1995
<CAPTION>
Pro Forma
The Company TE Adjustments Combined
<S> <C> <C> <C> <C>
Sales $ 14,932,303 $ 184,712 $ - $ 15,117,015
========== ========== ========== ==========
Net income (loss) $ (2,063,790) $ (10,426) $ (19,867) $ (2,094,083)
========== ========== ========== ==========
Net income (loss) per common share $ (0.58) $ (0.59)
========== ==========
</TABLE>
<TABLE>
Unaudited Pro Forma Combined Results of Operations
For the Nine Months Ended September 30, 1994
<CAPTION>
Pro Forma
The Company TE Adjustments Combined
<S> <C> <C> <C> <C>
Sales $ 14,764,365 $ 1,556,071 $ - $ 16,320,436
========== ========== ========== ==========
Net income (loss) $ (120,299) $ 31,887 $ (59,553) $ (147,965)
========== ========== ==========
Net income (loss) per common share $ (0.06) $ (0.07)
========== ==========
<FN>
<F1>
The above pro forma statements do not purport to be indicative of the results of operations which would
have occurred had the acquisition been made on January 1, 1995 or 1994.
6
</FN>
</TABLE>
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Liquidity and Capital Resources
Since inception, the Company has not generated sufficient cash
flows from operations to fund its business expansion and
operating losses. Expansion of operations and operating losses
since inception have been funded from seven major sources: 1)
private placements of restricted shares of common stock to its
principal shareholders, 2) proceeds from its initial public
offering of common stock in November 1989, 3) installment loans
and leases from third party lenders collateralized by equipment
acquired to support business growth, 4) a bank line of credit
collateralized by the Company's accounts receivable and stock
of an unrelated company owned by a major shareholder, 5) short
term borrowings from banks and shareholders, 6) private
placement of preferred stock and 7) debt issued and liabilities
assumed in connection with the acquisition of TE.
As of September 30, 1995, the Company had raised net equity
capital of $8,145,052 from private placements of restricted
common shares, $2,715,700 from its initial public offering of
November 2, 1989, $2,417,489 from private placements of
preferred stock, and $150,000 from the sale of unrestricted
common shares. When combined with cumulative operating losses
since inception of $12,546,217 and the $175,000 dividend paid on
the Company's preferred stock, the Company's net capital surplus
as of September 30, 1995 was $707,024. There were no issuances
of the Company's restricted common stock or preferred stock
during the first nine months of 1995.
As of September 30, 1995, the Company was contractually
obligated to repay $9,031,411 of indebtedness to equipment
lessors, banks and other secured and unsecured lenders. In
addition, the Company owed $1,139,336 to suppliers of goods and
services necessary for the conduct of ongoing business including
amounts represented by issued and outstanding checks, and had
accrued salaries and other expenses of $611,058, which were
unpaid at the close of the period.
On June 19, 1995, the Company closed on a new $4,500,000 credit
facility with a bank. The facility includes a $3,000,000
five-year term note and a $1,500,000 revolving credit loan. The
term note provides that interest only is payable monthly during
the first two years the note is outstanding and the principal is
amortized and paid monthly with interest over the final three
years of the note's term. The revolving credit loan is evidenced
by a demand note with interest payable monthly. Under both the
term note and the revolving credit loan, interest for advances
of $1,000,000 or greater is calculated at the lower of the
thirty day LIBOR rate plus .60% or the Bank's prime interest
rate less .75% and for all other advances at the Bank's prime
interest rate less .75%. The loan is collateralized by the
Company's accounts receivable and certain stock certificates
pledged by the Company's Chairman. At September 30, 1995,
$3,000,000 had been borrowed under the term loan and $1,500,000
had been borrowed under the revolving credit loan.
7
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations (Continued)
Cash used in operations during the first nine months of 1995 was
$299,941 as compared to cash provided by operations in the first
nine months of 1994 of $168,574. The net cash used in
operations resulted primarily from the net loss for the period
and an increase in accounts receivable. These were partially
offset by the non-cash expense of depreciation and amortization,
an increase in accounts payable and an increase in accrued
expenses and other current liabilities. The increase in cash and
cash equivalents of $5,596 in the nine months ended September
30, 1995, required increasing bank debt by $3,000,000 for the
nine months ended September 30, 1995. In response to the
Company's future cash flow requirements, the Company has
received a commitment from a major shareholder to fund the
Company's operations through 1995, if necessary. Because of the
Company's continuing requirement for cash to fund operating
losses and to repay existing debt, it restructured and increased
its bank debt as described above during the first nine months of
1995. To the extent the Company requires additional cash for
operations beyond its available credit line during 1995, it will
seek to further increase its credit line or attempt to privately
place common and/or preferred stock of the Company with
investors. Should the Company not be able to provide cash for
its operations as described above, it will rely on the
commitment of one of its major shareholders to fund losses of
the Company through December 31, 1995.
Financial Condition
As of September 30, 1995, the Company's working capital deficit
(current liabilities less current assets) was $2,301,375, which
was $254,786 greater than the $2,046,589 working capital deficit
at December 31, 1994. Total current assets of $2,345,196
included cash of $11,171, accounts receivable of $1,832,431,
prepaid expenses of $156,220, inventories of uniforms and
supplies of $272,266 and other receivables of $73,108. Current
liabilities of $4,646,571 included current obligations under
leases and other lending agreements of $2,896,177, amounts owed
to trade creditors of $1,139,336, including amounts represented
by issued and outstanding checks, and other accrued expenses of
$611,058.
Total assets as of September 30, 1995, at $11,488,829, increased
by $1,492,509 (or 14.9%) during the nine months ended September
30, 1995, primarily as a result of the TE acquisition, an
increase in accounts receivable and an increase in equipment at
net book value.
Accounts receivable at $1,832,431 increased by $287,686 (or
18.6%) during the nine months ended September 30, 1995. The
number of weeks sales in outstanding receivables was 4.8 at
September 30, 1995, compared to 3.5 at December 31, 1994. Other
current assets at $501,594 decreased by $193,989 during the
first nine months of 1995 primarily because of a decrease in
prepaid expenses.
8
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations (Continued)
The net book value of equipment increased by $281,921 to
$7,850,495 during the nine months as a result of additions of
$1,590,395 in excess of depreciation of $1,305,273 and
disposals of $2,718.
The additions included $460,733 for 12 new delivery vans,
$288,672 for twenty new trailers, $154,037 for other rolling
stock equipment, $208,340 for equipment acquired in the TE
acquisition, $132,767 for electronic clipboards, $263,346 for
conveyor and other terminal equipment and $82,500 for computers
and other office equipment. Other assets at $187,169 increased
by $5,326 because of advance rental payments and security
deposits related to new facilities lease agreements.
Total liabilities at $10,781,805 increased by $3,731,298 (or
52.9%) during the nine months ended September 30, 1995. Total
debt of $6,400,836 increased by $3,555,291 (or 124.9%). The
increase was primarily due to the borrowing to fund operating
deficits, pay obligations under capital leases and debt issued
and liabilities assumed in connection with the acquisition of TE.
Capital lease obligations decreased by $233,748 to $2,630,575
during the nine months as a result of scheduled principal
payments of $916,661 in excess of new additions of $682,913.
The additions to capitalized leases were for eight new delivery
vans, twenty new trailers and assets acquired in the TE
acquisition. Long term debt at $4,032,211 increased $3,443,805
as a result of $4,056,580 of new additions net of $612,775 of
scheduled principal payments. The additional new debt was
incurred to fund operating losses and finance the purchase of
four new delivery vans and the assets acquired in the TE
acquisition. Short-term borrowings at September 30, 1995, and
December 31, 1994, were at $1,500,000.
Accounts payable increased by $116,036 to $1,139,336 during the
nine months ended September 30, 1995. Accrued expenses
increased by $293,719 to $611,058.
The Company's stockholders' equity decreased by $2,238,789 for
the nine months ended September 30, 1995, as a result of a net
loss for the period and payment of a $175,000 dividend on its
preferred stock. Total stockholders' equity as of September 30,
1995 was $707,024.
Results of Operations
The Company's net loss for the nine months ended September 30,
1995 was $2,063,790 compared to a net loss of $120,299 for the
same period of 1994. For the quarter ended September 30,
1995 the loss was $895,255 compared to a net loss of
$213,996 for the same
9
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations (Continued)
period of 1994. Revenue for nine months ended September 30,
1995, was $14,932,303 representing an increase of $167,938
(or 1.1%) over revenue for the same period of 1994.
Revenue for the three months ended September 30, 1995, was
$5,015,484 representing a decrease of $109,569 (or 2.1%) from
revenue for the same period of 1994. The increase in revenue
from existing customers and new customers acquired in the TE
acquisition was more than offset by revenue lost from several
major accounts which provided revenue to the Company during the
first nine months and third quarter of 1994 but not during the
first nine months and third quarter of 1995. The lack of
revenues during the first nine months of 1995 from these
customers lost to UPS and the decrease in freight volume from
existing customers experienced during the second quarter of 1995
resulted in an increased net loss for the first nine months and
third quarter of 1995, as compared the first nine months and
third quarter of 1994.
Several major accounts were lost to UPS in the third quarter of
1994. In response to the loss of these major customers, the
Company filed a civil complaint in federal district court
against UPS, alleging, among other things, that UPS has
attempted to monopolize the market for ground-based
business-to-business parcel delivery service in Georgia and
Florida in violation of federal and state anti-trust laws.
Additionally, the Company has redirected part of its sales and
marketing efforts to new market segments. As a result of these
efforts, during the first nine months of 1995, the Company
replaced most of the revenue from customer losses to UPS,
however the margins on the replacement business are not as large
as the margins on the lost business.
While management believes that its redirected sales and
marketing efforts will provide positive results, there can be no
assurance that such will be the case. While maintaining high
service capability to customers, it is not expected that
management can effect material reduction in cost of operations
during 1995. Accordingly, if the Company cannot continue to
improve its customer base and revenue during 1995, it will have
to rely on outside sources to fund any operating losses and
repayment of indebtedness coming due in 1995. Although, a major
shareholder has indicated his intent to fund any cash losses,
there can be no guarantee that funds will be available when
needed.
Total operating expenses (excluding interest expense) were
$16,435,030 for the first nine months of 1995 and $5,661,180 for
the third quarter of 1995. For the first nine months of 1995,
total operating expenses increased $1,958,263 (or 13.5%)
compared to those expenses for the first nine months of 1994.
For the quarter of 1995, total operating expenses increased by
$471,612 (or 9.1%) over total operating expenses for the third
quarter of 1994. The operating ratio (total operating expenses
as a percentage of revenue), was 110.1% for the nine months
ended September 30, 1995, compared to 98.1% for the nine
months ended September 30, 1994, and
10
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations (Continued)
112.9% for the quarter ended September 30, 1995, compared to
101.3% for the quarter ended September 30, 1994.
Operating salaries and benefits at $8,152,980 increased by
$1,001,939 (or 14.0%) for the first nine months of 1995, and
were 54.6% of revenue compared to 48.4% for the first nine
months of 1994. For the third quarter of 1995, operating
salaries and benefits were $2,815,491, an increase of $275,352
(or 10.8%) over those for the third quarter of 1994. Operating
salaries and benefits were 56.1% of revenue for the third
quarter of 1995 compared to 49.6% for the third quarter of 1994.
The increase in operating salaries and benefits occurred
primarily in the Charlotte terminal because of the TE
acquisition and in Atlanta where significant new business
was generated. However, the Company has been unable to reduce
salaries and benefits at the Company's Florida terminals and
still service existing package volume at those terminals.
Fuel costs at $863,044 decreased by $22,143 from the first nine
months of 1994 level of $885,187 and were 5.8% of revenue for
the nine months ended September 30, 1995, compared to 6.0% for
the first nine months of 1994. For the third quarter of 1995,
fuel costs were $272,725. They decreased in the quarter ended
September 30, 1995, by $58,776 from the third quarter 1994 level
of 6.5% of revenue to reach 5.4% of revenue.
Tires and maintenance expense at $547,768 decreased by $36,581
from the first nine months 1994 level and represented 3.7 % of
revenue compared to 4.0% in the first nine months of 1994.
Tires and maintenance expense at $190,780 decreased by $36,908
from the third quarter 1994 level and represented 3.8% and 4.4%
of revenue in the third quarter of 1995 and 1994, respectively.
Insurance costs increased by $61,199 to $1,452,282 or 9.7% of
revenue in first nine months of 1995 as compared to $1,391,083
or 9.4% of first nine months of 1994 revenue. Insurance costs
decreased by $4,137 to $478,302 or 9.5% of revenue in third
quarter of 1995 as compared to $482,439 or 9.4 % of third
quarter 1994 revenue. The increase resulted primarily from
additional workman's compensation insurance premiums.
The fixed components of operating cost (depreciation and
amortization, facilities and terminal expense) increased in
first nine months of 1995 over the first nine months of 1994
because of decisions made in early 1994 to significantly
increase the number of vehicles placed in service during the
last three quarters of 1994, to open new terminals during the
last three quarters of 1994 and to convert to electronic
clipboards. Depreciation and amortization at $1,273,144,
increased by $318,350 (or 33.3%) over the depreciation expense
for the first nine months of 1994, and was 8.5% of revenue in
11
<PAGE>
the first nine months of 1995 as compared to 6.5% in the same
period of 1994. Depreciation and amortization was $424,447, an
increase of $88,754 (or 26.4%) over the third quarter of 1994,
and was 8.5% of revenue in the third quarter of 1995 as compared
to 6.6% in the same period of 1994.
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations (Continued)
Facilities expense (rent plus utilities) at $957,703 increased
by $68.335 (or 7.7%) and was 6.4% of first nine months 1995
revenue versus 6.0% in the first nine months of 1994.
Facilities expense at $319,540 increased by $11,382 (or 3.7%)
and was 6.4% of third quarter 1995 revenue versus 6.0% in the
third quarter of 1994. Terminal expense increased by $88,132
and $19,677 to $194,151 and $58,789 for the nine months and
quarter ended September 30, 1995.
Purchased transportation, which includes amounts paid to
trucking companies to bring packages from customers' distribution
points outside the Company's geographical operating area to the
Company's terminals for delivery has increased to $180,604 and
$60,322 for the nine months and quarter ended September 30,
1995, from $11,488 for both the nine months and quarter ended
September 30, 1994. The costs increased along with the
associated revenues because the packages were brought into the
Company's distribution area from outside during the entire nine
months of 1995 but only for a portion of the first nine months
of 1994.
Selling and administrative expense at $2,659,313 was 17.1%
higher than the first nine months 1994 level and increased as a
percentage of revenue from 15.4% in the 1994 first nine months
to 17.8% in the 1995 first nine months. For the third quarter of
1995, selling and administrative expense was $1,007,007, an
increase of $164,848 (or 19.6%) over those for the third quarter
1994 and increased as a percentage of revenue from 16.4% in the
1994 third quarter to 20.1% in 1995 third quarter. The increases
relate primarily to additional personnel costs, legal expenses
associated with the UPS litigation and additional taxes and
licenses.
The Company's operating loss for the nine months ended September
30, 1995, was $1,502,727 compared to an operating profit of
$287,598 for the nine months ended September 30, 1994. Its
operating loss for the quarter ended September 30, 1995, was
$645,696 compared to an operating loss of $64,515 for the
quarter ended September 30, 1994.
Interest expense at $561,063 increased $153,166 over the
interest expense for the nine months ended September 30, 1994,
resulting from additional amounts borrowed under the Company's
line of credit and debt issued and liabilities assumed in the TE
acquisition. Interest expense for the quarter ended September
30, 1995, was $205,809, an increase of $56,328 over the interest
expense for the quarter ended September 30, 1994.
12
<PAGE>
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
Part II - Other Information
Item 1. Legal Proceedings
Inforite Corporation has filed a suit against the Company, seeking damages
of $374,203 for alleged breach of a contract in which Inforite agreed to sell
the Company certain electronic "clipboards" along with supporting accessories
and computer software. The Company has asserted that the Inforite products
are defective, and has revoked acceptance of the products pursuant to
California Comercial Code sections 2608 and 2609. In the same action,
Inforite has also alleged intentional interference with contract and
defamation, claiming an unspecified amount of damages. The Company has denied
all material allegations and has counterclaimed for breach of contract, breach
of warranty and fraud, seeking recovery of approximately $175,000 it paid for
the products and for an undetermined amount in incidental damages.
Item 6. Exhibits and Reports on Form 8-K
Exhibit 11 - Statement regarding computation of per share earnings.
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.
General Parcel Service, Inc.
Date: November 13, 1995
By: s/E. Hoke Smith, Jr.
E. Hoke Smith, Jr.
President and CEO
s/Wayne Nellums
Wayne N. Nellums
Vice President
Chief Financial Officer
13
<PAGE>
<TABLE>
EXHIBIT 11
GENERAL PARCEL SERVICE, INC. AND SUBSIDIARY
COMPUTATION OF EARNINGS PER SHARE
(unaudited)
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Weighted average number of common
shares outstanding 3,758,671 3,758,671 3,758,671 3,758,671
Additional shares assuming conversion of:
Stock options, performance share
awards (1) - 365,695 - 365,695
---------- ---------- ---------- ----------
Average common shares outstanding
and equivalents used in per share
calculation 3,758,671 4,124,366 3,758,671 4,124,366
========== ========== ========== ==========
<FN>
<F1>
(1) Stock options were not included except for the three months and nine months ended September 30, 1994,
because inclusion in subsequent periods calculations would have been anti-dilutive.
<F2>
(2) Convertible preferred stock and convertible subordinated debentures equivalents were not used to calculate
fully diluted per share data because the resulting earnings would have been anti-dilutive.
14
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Statements of Operations and Balance Sheet and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 11171
<SECURITIES> 0
<RECEIVABLES> 1840289
<ALLOWANCES> (7898)
<INVENTORY> 0
<CURRENT-ASSETS> 2345196
<PP&E> 13914862
<DEPRECIATION> (6064367)
<TOTAL-ASSETS> 11488829
<CURRENT-LIABILITIES> 4646571
<BONDS> 0
<COMMON> 37586
0
1000
<OTHER-SE> 668438
<TOTAL-LIABILITY-AND-EQUITY> 11488829
<SALES> 14932303
<TOTAL-REVENUES> 14932303
<CGS> 0
<TOTAL-COSTS> 16435030
<OTHER-EXPENSES> 561063
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 561063
<INCOME-PRETAX> (2063790)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2063790)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2063790)
<EPS-PRIMARY> (.58)
<EPS-DILUTED> (.58)
</TABLE>
