SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SIMON TRANSPORTATION SERVICES INC.
(Name of Issuer)
CLASS A COMMON STOCK, $0.01 Par Value
(Title of Class of Securities)
828813105
(CUSIP Number)
Jerry Moyes
2200 South 75th Avenue
Phoenix, AZ 85043
(602)269-9700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 27, 1999
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for
other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 828813105
(1) Names of Reporting Persons Jerry Moyes
I. R. S. Identification Nos. of Above Persons (entities only)
(2) Check the Appropriate Box if a Member of a Group (a) [ ]
(see instructions) (b) [ ]
(3) SEC Use Only
(4) Source of Funds (see instruction) PF and AF
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
(6) Citizenship or Place of Organization United States of America
- --------------------------------------------------------------------------------
NUMBER OF (7) SOLE VOTING POWER 293,550
SHARES --------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER 0
OWNED BY --------------------------------------------------------
EACH (9) SOLE DISPOSITIVE POWER 293,550
REPORTING --------------------------------------------------------
PERSON WITH (10) SHARED DISPOSITIVE POWER 0
- --------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 293,550
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
(see instructions)
(13) Percent of Class Represented by Amount in Row (11) 5.5% of
Class A Common Stock
(14) Type of Reporting Person IN
Page 2 of 7
<PAGE>
CUSIP No. 828813105
(1) Names of Reporting Persons SME Steel Contractors, Inc.
I. R. S. Identification Nos. of Above Persons (entities only) 87-0495960
(2) Check the Appropriate Box if a Member of a Group (a) [ ]
(see instructions) (b) [ ]
(3) SEC Use Only
(4) Source of Funds (see instruction) WC
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
(6) Citizenship or Place of Organization Utah
- --------------------------------------------------------------------------------
NUMBER OF (7) SOLE VOTING POWER 300,000
SHARES --------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER 0
OWNED BY --------------------------------------------------------
EACH (9) SOLE DISPOSITIVE POWER 300,000
REPORTING --------------------------------------------------------
PERSON WITH (10) SHARED DISPOSITIVE POWER 0
- --------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 300,000
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
(see instructions)
(13) Percent of Class Represented by Amount in Row (11) 5.6% of
Class A Common Stock
(14) Type of Reporting Person CO
Page 3 of 7
<PAGE>
SCHEDULE 13D
This Amendment No. 1 to Schedule 13D hereby amends a Schedule 13D dated
August 26, 1999 filed by Jerry Moyes and SME Steel Contractors, Inc.
(collectively, the "Filing Persons").
ITEM 1. SECURITY AND ISSUER
Class A Common Stock, par value $0.01 (the "Shares")
Simon Transportation Services Inc. (the "Issuer")
5175 West 2100 South
West Valley City, Utah 84120-1252.
ITEM 2. IDENTITY AND BACKGROUND
Set forth below is certain information with respect to each of the Filing
Persons and each of the persons enumerated in General Instruction C to Schedule
13D.
(1) SME Steel Contractors, Inc. is a Utah corporation, which is wholly
owned by SME Industries, Inc. (collectively, "SME"). The principal business of
SME is steel fabrication and erection. The address of its principal business and
principal office is 5955 West Wells Park Road, West Jordan, Utah 84088.
(2) Jerry Moyes is a citizen of the United Sates of America, and his
business address is 2200 South 75th Avenue, Phoenix, Arizona 85043. His present
principal employment is as President of Swift Transportation Co., Inc.
During the last five years, none of the Filing Persons and no director or
executive officer of SME, (i) has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors), or (ii) has been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he, she, or it was or is subject to a
judgment, decree, or final order enjoining future violations of, or prohibiting
or mandating activities subject to, Federal or State securities laws, or finding
any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Jerry Moyes used personal funds to purchase 60,500 Shares in the open
market at prices ranging from $4.5625 to $5.5547 per share for an aggregate
purchase price of $335,563.25. The Jerry and Vickie Moyes Family Trust, a
grantor trust of which Mr. Moyes is the trustee and a beneficiary (the "Trust"),
used trust income to purchase an additional 233,050 Shares in the open market at
prices ranging from $4.00 to $5.2001 per share for an aggregate purchase price
of $1,102,763.18. SME Steel Contractors, Inc., a Utah corporation ("SME-Utah"),
used its working capital to purchase an additional 300,000 Shares in the open
market at prices ranging from $4.125 to $4.9572 per share for an aggregate
purchase price of $1,335,934. SME-Utah is a wholly owned subsidiary of SME
Industries, Inc., a Nevada corporation ("SME-Nevada"). Mr. Moyes owns
approximately 75% of the outstanding voting stock of SME-Nevada. Mr. Moyes
disclaims beneficial ownership of any Shares attributable to the percentage of
SME-Nevada he does not own.
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<PAGE>
ITEM 4. PURPOSE OF TRANSACTION
Mr. Moyes and SME-Utah acquired their beneficial ownership interest in the
Shares for investment purposes. In the past Mr. Moyes and SME-Utah have
considered the possibility of acquiring all or a controlling portion of the
Issuer's common stock, but Mr. Moyes and SME-Utah do not have any existing plan,
arrangement, or understanding with respect to any such proposal. No discussion
is currently ongoing or planned with respect to any such proposal. From time to
time Mr. Moyes and SME-Utah review the performance of their investments and
consider possible strategies for enhancing value. As part of the review of their
investment in the Shares, Mr. Moyes and SME-Utah may explore from time to time
in the future a variety of alternatives, including, without limitation: (a) the
acquisition of additional securities of the Issuer or the disposition of
securities of the Issuer; (b) an extraordinary corporate transaction, such as a
merger, reorganization, or liquidation, involving the Issuer or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries; (d) a change in the present board of
directors or management of the Issuer, including a change in the number or term
of directors or to fill any existing vacancies on the board; (e) a material
change in the present capitalization or dividend policy of the Issuer; (f) any
other material change in the Issuer's business or corporate structure; (g)
changes in the Issuer's charter, bylaws, or instruments corresponding thereto,
or other actions that may impede the acquisition of control of the Issuer by any
person; (h) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities assocation;
(i) causing a class of equity securities of the Issuer to become eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or (j) any action similar to any of those
enumerated above. There is no assurance that Mr. Moyes or SME-Utah will develop
any plans or proposals with respect to any of the foregoing matters. Any
alternatives that Mr. Moyes or SME-Utah may pursue will depend upon a variety of
factors, including, without limitation, current and anticipated future trading
prices for the Shares, the financial condition, results of operations, and
prospects of the Issuer, and general economic, financial market, and industry
conditions.
Except as set forth above, Mr. Moyes and SME have no plans nor proposals
with respect to any of the matters set forth in paragraphs (a) through (j) of
Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The aggregate number and percentage of Shares to which this Amendment No. 1
to Schedule 13D relates is 593,550 Shares, representing 11.0% of the 5,372,683
Shares outstanding as reflected in the Issuer's most recently filed Form 10-Q
for the period ended June 30, 1999. Jerry Moyes is the direct beneficial owner
of 60,500 Shares. The Trust is the direct and beneficial owner of an additional
233,050 Shares. As the trustee and a beneficiary of the Trust, Mr. Moyes may be
deemed to beneficially own (as defined in Rule 13d-3 promulgated under the
Securities Exchange Act of 1934, as amended) the Shares owned by the Trust.
SME-Utah is the direct beneficial owner of an additional 300,000 Shares. Because
Mr. Moyes owns approximately 75% of the outstanding voting stock of SME-Nevada,
which in turn owns 100% of the outstanding voting stock of SME-Utah, Mr. Moyes
may also be deemed to beneficially own (as defined in Rule 13d-3 promulgated
under the Securities Exchange Act of 1934, as amended) a portion of the 300,000
Shares owned by SME-Utah. Mr. Moyes disclaims beneficial ownership of any Shares
attributable to the percentage of SME-Nevada he does not own.
Schedule A hereto describes transactions in the Shares effected during
the 60 days preceding August 27, 1999 and continuing through the date hereof.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None
***signature page follows***
Page 5 of 7
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete, and
correct.
August 30, 1999
(Date)
By:/s/ Jerry Moyes
(Signature)
Jerry Moyes, individually
(Name/Title)
SME Steel Contractors, Inc.
By:/s/ Craig Moyes
(Signature)
Craig Moyes, President
(Name/Title)
Page 6 of 7
<PAGE>
Schedule A
The following table sets forth certain information concerning the Shares
purchased by Jerry Moyes, the Trust, and SME-Utah during the 60 days preceding
August 27, 1999 and continuing through the date hereof. All purchases were made
through brokerage transactions on the NASDAQ National Market.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Approximate
Average Purchase
Amount of Price Per Share
Identity Securities (Exclusive of
of Person Date of Transaction Involved Commissions)
- --------- ---------------- --------- ------------
Jerry Moyes July 19, 1999 500 $ 4.5625
August 27, 1999 60,000 $ 5.5547
Jerry and Vickie
Moyes Family Trust June 30, 1999 24,100 $ 4.9894
July 1, 1999 10,000 $ 4.9375
July 2, 1999 20,000 $ 4.9375
July 29, 1999 4,200 $ 4.00
July 29, 1999 86,000 $ 4.1875
July 30, 1999 27,000 $ 5.125
August 3, 1999 (20,000) $ 4.5775 Sold
August 6, 1999 (30,000) $ 4.2105 Sold
August 23, 1999 5,600 $ 4.1875
August 23, 1999 40,000 $ 4.7228
SME-Utah July 29, 1999 80,000 $ 4.125
August 16, 1999 110,000 $ 4.25
August 20, 1999 15,000 $ 4.50
August 26, 1999 95,000 $ 4.9572
</TABLE>
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