RYDER SYSTEM INC
10-Q, 1995-11-08
AUTO RENTAL & LEASING (NO DRIVERS)
Previous: ROLLINS INC, 10-Q, 1995-11-08
Next: SCI SYSTEMS INC, 10-Q, 1995-11-08




- --------------------------------------------------------------------------------

                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
         OF THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 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 No. 1-4364

                      -------------------------------------

                               RYDER SYSTEM, INC.
                             (a Florida corporation)

                             3600 N. W. 82nd Avenue
                              Miami, Florida 33166

                            Telephone (305) 593-3726

                  I.R.S. Employer Identification No. 59-0739250

                      -------------------------------------

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 filing
requirements for the past 90 days: YES  X   NO
                                       ---      ---

Ryder System, Inc. (the "Registrant" or the "Company") had 79,211,058 shares of
common stock ($0.50 par value per share) outstanding as of October 31, 1995.

- ------------------------------------------------------------------------------

<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1.   Financial Statements

<TABLE>
<CAPTION>
CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS
Ryder System, Inc. and Consolidated Subsidiaries

- ------------------------------------------------------------------------------------------------------------------------------------
Periods ended September 30, 1995 and 1994                                         THIRD QUARTER                    NINE MONTHS
                                                                           --------------------------       ------------------------
(In thousands, except per share amounts)                                         1995            1994            1995           1994
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                        <C>              <C>             <C>            <C>
REVENUE                                                                    $1,264,049       1,194,675       3,821,974      3,442,851
- ------------------------------------------------------------------------------------------------------------------------------------
Operating expense                                                           1,003,975         930,047       3,023,076      2,698,326
Depreciation expense, net of gains (quarter, 1995 - $20,756,
  1994 - $16,696; nine months, 1995 - $70,713, 1994 - $53,285)                172,853         153,950         487,018        440,443
Interest expense                                                               50,251          38,069         141,697        105,648
Miscellaneous expense (income)                                                     (7)          1,411           1,161          2,375
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                            1,227,072       1,123,477       3,652,952      3,246,792
- ------------------------------------------------------------------------------------------------------------------------------------
  Earnings before income taxes and cumulative effect
     of change in accounting                                                   36,977          71,198         169,022        196,059
Provision for income taxes                                                     16,046          29,241          70,026         80,522
- ------------------------------------------------------------------------------------------------------------------------------------
  Earnings before cumulative effect of change in accounting                    20,931          41,957          98,996        115,537
Cumulative effect of change in accounting                                          --              --          (7,759)            --
- ------------------------------------------------------------------------------------------------------------------------------------
NET EARNINGS                                                               $   20,931          41,957          91,237        115,537
====================================================================================================================================
Earnings per common share:
  Earnings before cumulative effect of change in accounting                $     0.26            0.53            1.25           1.47
  Cumulative effect of change in accounting                                        --              --           (0.10)            --
- ------------------------------------------------------------------------------------------------------------------------------------
EARNINGS PER COMMON SHARE                                                  $     0.26            0.53            1.15           1.47
- ------------------------------------------------------------------------------------------------------------------------------------
Cash dividends per common share                                            $     0.15            0.15            0.45           0.45
- ------------------------------------------------------------------------------------------------------------------------------------
Average common and common equivalent shares                                    79,511          79,177          79,264         78,669
====================================================================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.

<PAGE>

ITEM 1.   Financial Statements (continued)

<TABLE>
<CAPTION>
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
Ryder System, Inc. and Consolidated Subsidiaries

- ------------------------------------------------------------------------------------------------------------------------------------
Nine months ended September 30, 1995 and 1994
(In thousands)                                                                           1995                         1994
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>                           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net earnings                                                                    $    91,237                      115,537
  Cumulative effect of change in accounting                                             7,759                           --
  Depreciation expense, net of gains                                                  487,018                      440,443
  Deferred income taxes                                                                51,231                       36,957
  Proceeds from sales of receivables                                                   30,000                           --
  Decrease (increase) in other working capital items and other, net                     5,427                      (47,276)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                      672,672                      545,661
- ------------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Debt proceeds                                                                       965,788                      479,103
  Debt repaid, including capital lease obligations                                   (439,519)                    (143,222)
  Common stock issued                                                                   7,968                       27,389
  Dividends on common stock                                                           (35,486)                     (35,112)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                      498,751                      328,158
- ------------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and revenue earning equipment                              (1,742,084)                  (1,301,318)
  Sales of property and revenue earning equipment                                     262,292                      198,377
  Sale and leaseback of revenue earning equipment                                     300,000                      300,000
  Acquisitions, net of cash acquired                                                       --                      (94,664)
  Other, net                                                                           29,130                       28,993
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                   (1,150,662)                    (868,612)
- ------------------------------------------------------------------------------------------------------------------------------------
INCREASE IN CASH AND CASH EQUIVALENTS                                                  20,761                        5,207
Cash and cash equivalents at January 1                                                 75,878                       56,691
- ------------------------------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT SEPTEMBER 30                                         $    96,639                       61,898
====================================================================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.

<PAGE>

ITEM 1.   Financial Statements (continued)

<TABLE>
<CAPTION>
CONSOLIDATED CONDENSED BALANCE SHEETS
Ryder System, Inc. and Consolidated Subsidiaries

- --------------------------------------------------------------------------------
                                                     SEPTEMBER 30,  DECEMBER 31,
(Dollars in thousands, except per share amounts)              1995          1994
- --------------------------------------------------------------------------------
<S>                                                  <C>             <C>
ASSETS
Current assets:
  Cash and cash equivalents                          $      96,639       75,878
  Receivables                                              304,276      316,855
  Inventories                                               60,099       57,124
  Tires in service                                         191,733      164,347
  Deferred income taxes                                     39,954       51,619
  Prepaid expenses and other current assets                112,537       92,999
- --------------------------------------------------------------------------------
        Total current assets                               805,238      758,822
- --------------------------------------------------------------------------------
Revenue earning equipment                                5,838,335    5,330,586
  Less accumulated depreciation                         (2,147,736)  (2,195,522)
- --------------------------------------------------------------------------------
        Net revenue earning equipment                    3,690,599    3,135,064
- --------------------------------------------------------------------------------
Operating property and equipment                         1,148,141    1,044,808
  Less accumulated depreciation                           (500,472)    (450,480)
- --------------------------------------------------------------------------------
        Net operating property and equipment               647,669      594,328
- --------------------------------------------------------------------------------
Direct financing leases and other assets                   260,989      223,680
Intangible assets and deferred charges                     303,890      302,579
- --------------------------------------------------------------------------------
                                                     $   5,708,385    5,014,473
================================================================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Current portion of long-term debt                  $     168,344      118,103
  Accounts payable                                         398,604      422,532
  Accrued expenses                                         546,558      552,518
- --------------------------------------------------------------------------------
        Total current liabilities                        1,113,506    1,093,153
- --------------------------------------------------------------------------------
Long-term debt                                           2,317,942    1,794,795
Other non-current liabilities                              471,810      426,848
Deferred income taxes                                      607,633      570,653
Shareholders' equity:
  Common stock of $0.50 par value per share
        (shares outstanding at
        September 30, 1995 - 79,130,770;
        December 31, 1994 - 78,760,742)                    547,332      539,101
  Retained earnings                                        658,977      603,226
  Translation adjustment                                    (8,815)     (13,303)
- --------------------------------------------------------------------------------
        Total shareholders' equity                       1,197,494    1,129,024
- --------------------------------------------------------------------------------
                                                     $   5,708,385    5,014,473
================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.

<PAGE>

ITEM 1.   Financial Statements (continued)

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(A)   INTERIM FINANCIAL STATEMENTS
      The accompanying unaudited consolidated condensed financial statements
      have been prepared by the Company in accordance with the accounting
      policies described in the 1994 Annual Report and should be read in
      conjunction with the consolidated financial statements and notes which
      appear in that report. These statements 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.

(B)   ACCOUNTING CHANGE
      Effective January 1, 1995, the Company adopted Statement of Financial
      Accounting Standards No. 116, "Accounting for Contributions Received and
      Contributions Made," which requires that promises to make contributions be
      recognized in the financial statements as an expense and a liability when
      a promise is made. As a result, a pretax charge of $12.2 million ($7.8
      million after tax, or $0.10 per common share) was recorded as the
      cumulative effect of a change in accounting principle to establish a
      liability for the present value of the Company's total outstanding
      charitable commitments as of January 1, 1995. Prior to the adoption of the
      new statement, charitable contributions were recorded in the financial
      statements in the period in which they were paid. Approximately two-thirds
      of the charitable commitments recognized as a result of adopting the new
      statement will be paid in 1995 with the remainder payable from 1996
      through 1999.


<PAGE>

KPMG PEAT MARWICK LLP
CERTIFIED PUBLIC ACCOUNTANTS
One Biscayne Tower                  Telephone        305-358-2300
Suite 2900                          Telecopier       305-577-0544
2 South Biscayne Boulevard
Miami, FL 33131

                     INDEPENDENT ACCOUNTANTS' REVIEW REPORT

The Board of Directors and Shareholders
Ryder System, Inc.:

We have reviewed the accompanying consolidated condensed balance sheet of Ryder
System, Inc. and subsidiaries as of September 30, 1995, and the related
consolidated condensed statements of earnings for the three- and nine-month
periods ended September 30, 1995 and 1994 and the consolidated condensed
statements of cash flows for the nine-month periods ended September 30, 1995 and
1994. These consolidated condensed financial statements are the responsibility
of the Company's management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the consolidated condensed financial statements referred to above for
them to be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Ryder System, Inc. and subsidiaries
as of December 31, 1994, and the related consolidated statements of earnings and
cash flows for the year then ended (not presented herein); and in our report
dated February 7, 1995, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information set forth in
the accompanying consolidated condensed balance sheet as of December 31, 1994,
is fairly presented, in all material respects, in relation to the consolidated
balance sheet from which it has been derived.

As discussed in the notes to the consolidated condensed financial statements, in
1995, Ryder System, Inc. and subsidiaries changed its method of accounting for
contributions received and contributions made.

                                                    KPMG PEAT MARWICK LLP

Miami, Florida
October 19, 1995

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition --
          Three and nine months ended September 30, 1995 and 1994

RESULTS OF OPERATIONS

The Company reported earnings before income taxes of $37 million in the third
quarter of 1995, compared with $71 million in last year's third quarter.
Earnings before income taxes and cumulative effect of change in accounting in
the first nine months of 1995 were $169 million, compared with $196 million in
the first nine months of 1994. Third quarter pretax earnings were significantly
impacted by a strike by the International Brotherhood of Teamsters against the
Automotive Carrier Division and separation and relocation costs of $12 million
in the Vehicle Leasing & Services Division. As a result of the strike,
Automotive Carriers reported a pretax loss of $14 million in the third quarter
of 1995 compared with a pretax profit of $10 million in last year's third
quarter.

Net earnings in the third quarter of 1995 were $21 million, or $0.26 per common
share, compared with $42 million, or $0.53 per common share, in the third
quarter of 1994. Earnings before cumulative effect of change in accounting in
the first nine months of 1995 were $99 million, or $1.25 per common share,
compared with $116 million, or $1.47 per common share, in the first nine months
of 1994. Net earnings in the first nine months of 1995 were $91 million, or
$1.15 per common share, which included a first quarter after tax charge of $8
million for the cumulative effect of a change in accounting for charitable
contributions (see "Accounting Change and Recent Accounting Pronouncements"
below). The Company's effective tax rate in the first nine months of 1995 was
relatively unchanged compared with the same period in 1994.

Vehicle Leasing & Services revenue increased 10% in the third quarter and 14% in
the first nine months of 1995, compared with the same periods in 1994. Revenue
growth was led by the division's two primary contractual product lines, full
service truck leasing and dedicated logistics. Automotive Carriers revenue was
26% and 8% lower in the third quarter and first nine months of 1995,
respectively, compared with the same periods last year due to the impact of the
Teamsters strike.

Total operating expense as a percentage of revenue was higher in both the third
quarter and first nine months of 1995 compared with the same periods in 1994.
These increases were due primarily to the growth of the logistics business,
higher equipment rental costs due to an increase in the number of vehicles
leased by the Company as lessee under operating lease agreements and higher
proportionate costs at Automotive Carriers due to the impact of the Teamsters
strike on revenue.

Depreciation expense (before gains on vehicle sales) increased 13% in both the
third quarter and first nine months of 1995 compared with the same periods last
year. Higher depreciation resulted from an increase in the size of the vehicle
fleet, primarily as a result of strong sales of new contractual business within
the full service lease and dedicated logistics product lines over the past
several quarters. Gains on vehicle sales were $4 million and $17 million higher
in the third quarter and first nine months of 1995, respectively, compared with
the same periods in 1994. Higher gains in both 1995 periods reflected an

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

increase in the number of units sold compared with the same periods in 1994. The
average gain per vehicle sold in 1995 was about the same as in 1994.

Interest expense increased $12 million and $36 million in the third quarter and
first nine months of 1995, respectively, compared with the same periods in 1994.
These increases were due primarily to higher outstanding debt levels, as a
result of expanded investment in the vehicle fleet, combined with higher average
rates on the Company's variable-rate debt. Less than one-third of the Company's
financing obligations at September 30, 1995 have variable interest rates.

VEHICLE LEASING & SERVICES

Revenue in the third quarter and first nine months of 1995 for Vehicle Leasing &
Services increased 10% and 14%, respectively, compared with the same periods in
1994. Revenue from full service truck leasing, the division's largest product
line, increased 10% in the third quarter and 13% in the first nine months of
1995 compared with the same periods last year. Dedicated logistics revenue
increased 30% and 39% in the third quarter and first nine months of 1995,
respectively, over the same 1994 periods. Revenue increases for both product
lines were primarily due to strong new business sales over the past several
quarters. New business sales for dedicated logistics for the nine months ended
September 30, 1995 were nearly double last year's record pace at September 30,
1994. Although slightly behind last year's record pace, full service truck lease
sales have also continued to be strong in 1995. Revenue from the division's
public transportation services businesses increased 8% and 10% in the third
quarter and first nine months of 1995, respectively, compared with the same
periods last year, due primarily to the addition of new contracts. Commercial
truck rental revenue increased 1% and 9% in the third quarter and first nine
months of 1995, respectively, compared with the same periods in 1994. Higher
demand created by new full service truck lease customers using rental vehicles
while awaiting delivery of new lease vehicles was the largest contributing
factor to the nine month increase. Revenue from consumer truck rental was about
the same in both the third quarter and first nine months of 1995 compared with
the same periods last year.

Pretax profits for Vehicle Leasing & Services were $57 million in the third
quarter of 1995 compared with $68 million in the third quarter of 1994. For the
nine months ended September 30, 1995, pretax earnings were $171 million compared
with $179 million last year. Pretax earnings in the third quarter and first nine
months of 1995 were impacted by separation and relocation costs of approximately
$12 million. These costs were incurred as a result of the third quarter
consolidation of the division's twenty consumer truck rental administrative
locations into two central locations as well as headcount reductions driven by
the implementation of new systems and processes in the division's commercial
businesses.

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

Margin (revenue less direct operating expenses, depreciation and interest
expense) from full service truck leasing was slightly higher and margin as a
percentage of revenue was lower in the third quarter and first nine months of
1995 compared with the same periods last year. As a result of significant market
competition, full service truck leasing margins continued to be impacted by
lower prices on newer leases compared with prices on older and expiring leases.
Higher interest costs in 1995 compared with 1994 also impacted margins.
Dedicated logistics margin was higher in the third quarter and first nine months
of 1995 compared with the same periods in 1994 as a result of strong revenue
growth. Margin as a percentage of revenue for this product line in both 1995
periods was comparable with the same periods in 1994. Margin and margin as a
percentage of revenue from the division's public transportation services
businesses were higher in the first nine months of 1995 compared with the first
nine months of 1994, due mainly to increased revenue and lower workers'
compensation expense. Margins for this business unit in the third quarter, its
seasonal low period, were comparable with those in last year's third quarter.

Commercial truck rental margin and margin as a percentage of revenue were lower
in the third quarter and first nine months of 1995 compared with the same
periods last year. Lower margins were due primarily to higher interest expense
and lower asset utilization as a result of slowing rental demand during 1995 on
a larger fleet. Consumer truck rental margin and margin as a percentage of
revenue were relatively unchanged in the third quarter and first nine months of
1995 compared with the same periods in 1994. Margins in both 1995 periods
reflected lower asset utilization and higher interest expense, offset by lower
vehicle liability expense. Total fleet levels in the rental product lines were
reduced in the third quarter of 1995 from second quarter levels and continued
fleet level reductions are planned for the fourth quarter.

For the division as a whole, earnings in the third quarter and first nine months
of 1995 benefited from higher overall margin dollars in both periods and
increases in gains on vehicle sales of $4 million and $16 million, respectively,
compared with the same periods in 1994. These items were offset by separation
and relocation costs of $12 million, higher indirect operating expenses
resulting from general increases in business activity, and continued spending
related to reengineering and systems initiatives and the development of greater
logistics design, operations and sales capabilities.

AUTOMOTIVE CARRIERS

Third quarter results for Automotive Carriers were significantly impacted by the
International Brotherhood of Teamsters strike which began on September 7, 1995
and lasted for 32 days. In the third quarter of 1995, revenue and vehicle
shipments were significantly lower than last year's third quarter and, as such,
the division reported a pretax loss of $14 million. Prior to commencement of the
strike, 1995 year-to-date revenue, vehicle shipments and earnings were
comparable with 1994 levels.

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

On October 9, 1995, the Teamsters and representatives of the automobile
truckaway industry tentatively reached a four-year agreement (retroactive to May
21, 1995). The new agreement includes provisions for wage and benefit increases
over the term of the agreement. The division is commencing negotiations with its
customers for the purpose of obtaining rate relief relating to the new
agreement.

In the fourth quarter of 1995 the division expects to transport many of the
vehicles manufactured during the strike which were not yet shipped as of the end
of the strike. Increased vehicle shipments in the fourth quarter combined with
other planned actions should allow the division to recover much of its third
quarter loss.

OTHER

Other, which is comprised primarily of corporate administrative costs, reported
net expenses in the third quarter and first nine months of 1995 of $6 million
and $17 million, respectively, compared with net expenses of $6 million and $18
million, respectively, in the same periods last year.

ACCOUNTING CHANGE AND RECENT ACCOUNTING PRONOUNCEMENTS

The Company adopted Statement of Financial Accounting Standards No. 116,
"Accounting for Contributions Received and Contributions Made," effective
January 1, 1995. The Statement requires that promises to make contributions be
recognized in the financial statements as an expense and a liability when a
promise is made. As a result, the Company recorded a first quarter pretax charge
of $12 million ($8 million after tax, or $0.10 per common share), to record the
cumulative effect of the change in accounting principle and establish a
liability for the present value of the Company's total outstanding charitable
commitments as of January 1, 1995.

In 1995, the Financial Accounting Standards Board issued Statement No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be Disposed Of" and Statement No. 123, "Accounting for Stock-Based
Compensation." The Company will adopt both statements in the first quarter of
1996 and, based on current circumstances, does not believe the effect of the
adoptions will be material to the Company's financial position or results of
operations.

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

LIQUIDITY AND CAPITAL RESOURCES

Total capital expenditures in the first nine months of 1995 were $1.7 billion,
compared with $1.3 billion in the first nine months of 1994, due primarily to
growth within the Company's contractual product lines. Capital expenditures for
full service truck leasing (which include the equipment required to service new
dedicated logistics customers) were $1.0 billion in the first nine months of
1995, an increase of $292 million compared with last year's first nine months,
due primarily to continued high levels of new business sales. Capital
expenditures for commercial and consumer truck rental increased $71 million
in the first nine months of 1995 compared with last year's first nine months,
due primarily to the replacement of older units. Capital expenditures in
Automotive Carriers increased $33 million in the first nine months of 1995
compared with the same period last year, also as a result of planned fleet
replacement. The remaining increase in capital expenditures of $45 million in
the first nine months of 1995 compared with the first nine months of 1994,
reflected higher expenditures on operating property and equipment, primarily
relating to reengineering and systems initiatives, and maintenance facilities
improvements. An increase of $64 million in proceeds from sales of property and
revenue earning equipment in the first nine months of 1995 compared with the
same period last year offset a portion of the increase in capital expenditures.

Total debt at September 30, 1995 was $2.5 billion, compared with $1.9 billion at
December 31, 1994. The increase in debt was due to financing requirements
associated with 1995 capital expenditures. During the first nine months of 1995
the Company issued $778 million of unsecured medium-term notes. U.S. commercial
paper outstanding at the end of the third quarter of 1995 was $123 million,
compared with $44 million at December 31, 1994. The Company redeemed $300
million of unsecured notes at par and made $70 million of scheduled unsecured
note payments during the first nine months of 1995. The Company's foreign debt
increased $88 million in the first nine months of 1995. The Company's debt to
equity ratio at September 30, 1995 was 208%, compared with 205% at June 30, 1995
and 169% at December 31, 1994.

Cash flow from operating activities in the first nine months of 1995 was $673
million compared with $546 million in the same period last year. The 1995
increase resulted primarily from higher non-cash charges for depreciation and
deferred income taxes, proceeds of $30 million from sales of receivables as part
of the Company's receivables securitization program and increased cash provided
from changes in other working capital items. The lower level of cash provided
from other working capital items in 1994 was primarily due to a lower balance of
receivables sold at September 30, 1994 compared with December 31, 1993. Cash
flow from operating activities (excluding sales of receivables) plus asset sales
as a percentage of capital expenditures was 52% in the first nine months of 1995
compared with 57% in the same period last year.

As part of its financing program, the Company periodically enters into sale and
leaseback agreements for revenue earning equipment which are treated as
operating leases. Proceeds from sale-leaseback transactions were $300 million in
the first nine months of both 1995 and 1994. At September 30, 1995 and December
31, 1994, the Company had interest rate swap agreements with aggregate notional
amounts outstanding of $773 million and $673 million, respectively. In the first

<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

nine months of 1995 the Company entered into three interest rate swap agreements
with notional principal amounts totaling $100 million and terms ranging from six
months to two years, which modify variable interest rate reset dates on certain
obligations. The Company also had interest rate cap agreements with aggregate
notional amounts totaling $350 million outstanding at September 30, 1995 and
December 31, 1994. The interest rate swap and cap instruments have been assigned
to specific financial obligations, and amounts to be paid or received under the
agreements are recognized over the terms of the agreements as adjustments to
earnings. The Company has no derivative instruments held for trading purposes or
that are leveraged.

The Company had contractual lines of credit totaling $693 million at September
30, 1995, of which $552 million was available. Also, at September 30, 1995, the
Company had $457 million of debt securities available under a shelf registration
filed in 1995.


<PAGE>

ITEM 2.   Management's Discussion and Analysis of Results of Operations
          and Financial Condition (continued) --
          Three and nine months ended September 30, 1995 and 1994

<TABLE>
<CAPTION>
SELECTED FINANCIAL AND OPERATIONAL DATA
(Dollars in thousands)

                                                     THIRD QUARTER              NINE MONTHS
                                                ----------------------    ----------------------
                                                     1995         1994         1995         1994
- ------------------------------------------------------------------------------------------------
<S>                                             <C>          <C>          <C>          <C>
VEHICLE LEASING & SERVICES
Revenue:
 Full service lease and programmed maintenance  $ 526,957      477,426    1,551,127    1,378,671
 Commercial and consumer rental                   330,927      329,083      882,815      844,593
 Dedicated logistics                              234,834      181,038      688,776      495,058
 Public transportation                             76,120       70,357      287,698      261,088
 Other and eliminations                            (5,718)        (159)     (15,567)      (1,152)
                                                ---------    ---------    ---------    ---------
  Total                                         1,163,120    1,057,745    3,394,849    2,978,258

Operating expense                                 891,409      802,489    2,618,166    2,272,750
Depreciation expense                              184,435      162,651      527,540      466,495
Gains on sale of revenue earning equipment        (20,151)     (16,520)     (68,916)     (52,742)
Interest expense                                   50,434       39,552      144,925      110,099
Miscellaneous expense, net                            221        1,572        1,751        2,877
                                                ---------    ---------    ---------    ---------
Earnings before income taxes                    $  56,772       68,001      171,383      178,779
                                                =========    =========    =========    =========
Fleet size (owned and leased):
 Full service lease                                                          96,839       85,237
 Commercial and consumer rental                                              84,880       76,763
Buses operated or managed                                                    12,703       12,558
Ryder Truck Rental service locations                                          1,121        1,080
- ------------------------------------------------------------------------------------------------
AUTOMOTIVE CARRIERS

Revenue                                         $ 104,150      141,535      439,756      477,369
                                                =========    =========    =========    =========
Earnings (loss) before income taxes             $ (13,622)       9,646       14,834       34,863
                                                =========    =========    =========    =========
Total units transported (000)                         987        1,413        4,269        4,625
Total miles traveled (000)                         40,583       54,102      165,633      175,966
Auto transports:
 Owned and leased                                                             3,249        3,826
 Owner-operators                                                                458          507
Locations                                                                        83           91
- ------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

                           PART II. OTHER INFORMATION

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K:

(a)      EXHIBITS

         (3.1)    The Ryder System, Inc. Restated Articles of Incorporation,
                  dated November 8, 1985, as amended through May 18, 1990,
                  previously filed with the Commission as an exhibit to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1990, are incorporated by reference into this
                  report.

         (3.2)    The Ryder System, Inc. By-Laws, as amended through November
                  23, 1993, previously filed with the Commission as an exhibit
                  to the Company's Annual Report on Form 10-K for the year ended
                  December 31, 1993, are incorporated by reference into this
                  report.

         (11)     Statement regarding computation of per share earnings.

         (15)     Letter regarding unaudited interim financial statements.

         (27)     Financial data schedule (for SEC use only).

(b)      REPORTS ON FORM 8-K

         A report on Form 8-K, dated September 27, 1995, was filed by the
         Registrant with respect to a press release commenting on expected
         earnings for the three-month period ending September 30, 1995.

<PAGE>

                                   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.

                                         RYDER SYSTEM, INC.
                                         (Registrant)

Date: November 8, 1995                   /S/ EDWIN A. HUSTON
                                         -------------------------------------
                                         Edwin A. Huston
                                         Senior Executive Vice President-Finance
                                         and Chief Financial Officer
                                         (Principal Financial Officer)

Date: November 8, 1995                   /S/ ANTHONY G. TEGNELIA
                                         ---------------------------------------
                                         Anthony G. Tegnelia
                                         Senior Vice President
                                         and Controller (Principal
                                         Accounting Officer)



                                                                      Exhibit 11

              STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS

Primary earnings per share are computed by dividing earnings available to common
shares by the weighted average number of common and common equivalent shares
outstanding during the period.

For purposes of computing primary earnings per share, common equivalent shares
include the average number of common shares issuable upon the exercise of all
employee stock options and awards and outstanding employee stock subscriptions,
if dilutive, less the common shares which could have been purchased at the
average market price during the period, with the assumed proceeds, including
"windfall" tax benefits, from the exercise of the options, awards and
subscriptions.

Fully-diluted earnings per share are computed by dividing the sum of earnings
available to common shares by the weighted average number of common shares,
common equivalent shares and common shares assumed converted from potentially
dilutive securities outstanding during the period.

For purposes of computing fully-diluted earnings per share, common equivalent
shares are computed on a basis comparable to that for primary earnings per
share, except that common shares are assumed to be purchased at the market price
at the end of the period, if dilutive.


KPMG PEAT MARWICK LLP
CERTIFIED PUBLIC ACCOUNTANTS
One Biscayne Tower                  Telephone        305-358-2300
Suite 2900                          Telecopier       305-577-0544
2 South Biscayne Boulevard
Miami, FL 33131

The Board of Directors
Ryder System, Inc.:

We acknowledge our awareness of the incorporation by reference in the following
Registration Statements of our report dated October 19, 1995 related to our
review of interim financial information:

         Form S-3:

                  --   Registration Statement No. 33-20359 covering
                       $1,000,000,000 aggregate principal amount of debt
                       securities.

                  --   Registration Statement No. 33-50232 covering $800,000,000
                       aggregate principal amount of debt securities.

                  --   Registration Statement No. 33-58667 covering $800,000,000
                       aggregate principal amount of debt securities.

         Form S-8:

                  --   Registration Statement No. 33-20608 covering the Ryder
                       System Employee Stock Purchase Plan.

                  --   Registration Statement No. 33-4333 covering the Ryder
                       Employee Savings Plan.

                  --   Registration Statement No. 1-4364 covering the Ryder
                       System Profit Incentive Stock Plan.

                  --   Registration Statement No. 33-69660 covering the Ryder
                       System, Inc. 1980 Stock Incentive Plan.

                  --   Registration Statement No. 33-37677 covering the Ryder
                       System UK Stock Purchase Scheme.

<PAGE>

The Board of Directors
Ryder System, Inc.
Page 2

                  --   Registration Statement No. 33-442507 covering the Ryder
                       Student Transportation Services, Inc. Retirement/Savings
                       Plan.

                  --   Registration Statement No. 33-63990 covering the Ryder
                       System, Inc. Directors' Stock Plan.

                  --   Registration Statement No. 33-58001 covering the Ryder
                       System, Inc. Employee Savings Plan A.

                  --   Registration Statement No. 33-58003 covering the Ryder
                       System, Inc. Employee Savings Plan B.

                  --   Registration Statement No. 33-58045 covering the Ryder
                       System, Inc. Savings Restoration Plan.

                  --   Registration Statement No. 33-61509 covering the Ryder
                       System, Inc. Stock for Merit Increase Replacement Plan.

                  --   Registration Statement No. 33-62013 covering the Ryder
                       System, Inc. 1995 Stock Incentive Plan.

Pursuant to Rule 436 (c) under the Securities Act of 1933, such report is not
considered a part of a registration statement prepared or certified by an
accountant or a report prepared or certified by an accountant within the meaning
of Sections 7 and 11 of the Act.

                                                     KPMG PEAT MARWICK LLP

Miami, Florida
November 8, 1995



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
RYDER SYSTEM, INC. AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED CONDENSED
BALANCE SHEETS AND STATEMENTS OF EARNINGS FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               SEP-30-1995
<CASH>                                          96,639
<SECURITIES>                                         0
<RECEIVABLES>                                  304,276
<ALLOWANCES>                                         0
<INVENTORY>                                     60,099
<CURRENT-ASSETS>                               805,238
<PP&E>                                       6,986,476
<DEPRECIATION>                               2,648,208
<TOTAL-ASSETS>                               5,708,385
<CURRENT-LIABILITIES>                        1,113,506
<BONDS>                                      2,317,942
<COMMON>                                       547,332
                                0
                                          0
<OTHER-SE>                                     650,162
<TOTAL-LIABILITY-AND-EQUITY>                 5,708,385
<SALES>                                              0
<TOTAL-REVENUES>                             3,821,974
<CGS>                                                0
<TOTAL-COSTS>                                3,511,255
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             141,697
<INCOME-PRETAX>                                169,022
<INCOME-TAX>                                    70,026
<INCOME-CONTINUING>                             98,996
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                        7,759
<NET-INCOME>                                    91,237
<EPS-PRIMARY>                                     1.15
<EPS-DILUTED>                                        0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission