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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE YEAR ENDED DECEMBER 31, 1999.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-22276
ALLIED HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Georgia 58-0360550
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(State or other jurisdiction of incorporation or (I.R.S. Employer ID Number)
organization)
160 Clairemont Avenue, Suite 200, Decatur, Georgia 30030
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(Address of principal executive office)
Registrant's telephone number, including area code (404) 373-4285
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Securities registered pursuant to Section 12(b) of the Act:
No par value Common Stock New York Stock Exchange
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(Title of Class) (Name of Exchange on which Registered)
Securities registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or Section 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by referenced in Part III of this Form 10-K or any amendment to
this Form 10-K. [ ]
As of March 3, 2000 Registrant had outstanding 8,002,690 shares of common stock.
The aggregate market value of the common stock held by nonaffiliates of the
Registrant, based upon the closing sales price of the common stock on March 3,
2000 as reported on the New York Stock Exchange, was approximately $38,436,585.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the proxy statement for Registrant's 2000 Annual Meeting of
Shareholders to be held May 17, 2000 are incorporated by reference in Part III.
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The Registrant hereby amends its Report on Form 10-K for the Year Ended December
31, 1999 as follows: Item 14 is amended to include financial statements for Ansa
Logistics Limited, which are filed by amendment in accordance with Regulation
S-X 3-09(b), and to include exhibits related to such financial statements.
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PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) The following documents are filed as part of this report:
(1) Financial Statements:
INDEX TO FINANCIAL STATEMENTS
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Page
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Report of Independent Public Accountants........................................................ F-1
Consolidated Balance Sheets at December 31, 1999 and 1998....................................... F-2
Consolidated Statements of Operations for the Years Ended December 31, 1999, 1998 and 1997...... F-3
Consolidated Statements of Changes in Stockholders' Equity for the Years Ended
December 31, 1999, 1998, and 1997......................................................... F-4
Consolidated Statements of Cash Flows for the Years Ended December 31, 1999, 1998 and 1997...... F-5
Notes to Consolidated Financial Statements...................................................... F-6
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(2) Financial Statement Schedules:
INDEX TO FINANCIAL STATEMENT SCHEDULES
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Report of Independent Public Accountants........................................................ S-1
Schedule II - Valuation and Qualifying Accounts for the Years Ended
December 31, 1999, 1998 and 1997 ......................................................... S-2
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(3) Supplemental Financial Statement Schedules:
Exhibit 99.1 contains the Financial Statements of Ansa Logistics Limited
All other schedules are omitted as the required information is inapplicable or
the information is presented in the financial statements or related notes.
(b) Reports on Form 8-K.
(i) The Company filed a report on Form 8-K on October 25, 1999
regarding the issuance of a press release announcing the adoption of a
stock repurchase plan.
(ii) The Company filed a report on Form 8-K on December 6, 1999
regarding the issuance of a press release in connection with the
reorganization of certain aspects of management of the Company.
(c) Exhibits;
Exhibit Index filed as part of this report
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<CAPTION>
EXHIBIT DESCRIPTION
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*3.1 Amended and Restated Articles of Incorporation of the Company.
*3.2 Amended and Restated Bylaws of the Company.
*3.3 Amendment to By-laws as of March 21, 2000.
*4.1 Specimen Common Stock Certificate.
*4.2 Indenture dated September 30, 1997 by and among the Company, the
Guarantors and The First National Bank of Chicago, as Trustee.
*4.3 $230 million Revolving Credit Agreement among Allied Holdings, Inc. and
BankBoston, N.A., individually and as Administrative Agent, et al.,
dated January 20, 2000.
*10.1 Form of the Company's Employment Agreement with executive officers.
*10.2 The Company's Long Term Incentive Plan dated July 1993.
*10.3 The Company's 401(k) Retirement Plan and Defined Benefit Pension Plan
and Trust.
*10.4 Form of 12% Senior Subordinated Notes due February 1, 2003.
*10.5 Agreement between the Company and Ford Motor Company, as amended.
*10.7 Agreement between the Company and General Motors Corporation.
*10.8 Acquisition Agreement among Allied Holdings, Inc., AH Acquisition
Corp., Canadian Acquisition Corp., and Axis International Incorporated
and Ryder System, Inc. dated August 20, 1997.
*10.9 The Company's 1999 Employee Stock Purchase Plan.
*21.1 List of subsidiary corporations.
*23.1 Consent of Arthur Andersen LLP.
*24.1 Powers of Attorney (included within the signature pages of this Report).
*27.1 Financial Data Schedule (for SEC use only).
**99.1 Financial Statements of Ansa Logistics Limited.
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* Previously filed with the Registrant's Report on Form 10-K for the Year Ended
December 31, 1999.
** Filed herewith.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this Amended report to be
signed on its behalf by the undersigned, thereunto duly authorized.
ALLIED HOLDINGS, INC.
Date: 6/29/00 By: /s/ Robert J. Rutland
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Robert J. Rutland, Chairman
Date: 6/29/00 By: /s/ A. Mitchell Poole, Jr.
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A. Mitchell Poole, Jr., Vice-Chairman and Chief Executive
Officer
Date: 6/29/00 By: /s/ Daniel H. Popky
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Daniel H. Popky, Senior Vice President and Chief Financial
Officer (Principal Financial and Accounting Officer)
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Pursuant to the requirements of the Securities Exchange Act of 1934,
this Amended report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
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Signature Title Date
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<S> <C> <C>
/s/ Robert J.Rutland Chairman and Director 6/29/00
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Robert J. Rutland
/s/ Guy W. Rutland, III Chairman Emeritus and Director 6/29/00
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Guy W. Rutland, III
/s/ A. Mitchell Poole, Jr. Vice-Chairman, Chief Executive 6/29/00
--------------------------------------- Officer and Director -----------
A. Mitchell Poole, Jr.
/s/ Bernard O. De Wulf Vice-Chairman, Executive Vice 6/29/00
--------------------------------------- President, and Director -----------
Bernard O. De Wulf
/s/ Randall E. West President, Chief Operating Officer and 6/29/00
--------------------------------------- Director -----------
Randall E. West
/s/ Joseph W. Collier Executive Vice-President and Director 6/29/00
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Joseph W. Collier
/s/ David G. Bannister Director 6/29/00
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David G. Bannister
/s/ Robert R. Woodson Director 6/29/00
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Robert R. Woodson
/s/ William P. Benton Director 6/29/00
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William P. Benton
/s/ Berner F. Wilson, Jr. Director 6/29/00
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Berner F. Wilson, Jr.
/s/ Guy W. Rutland, IV Director 6/29/00
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Guy W. Rutland, IV
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A. Mitchell Poole, Jr., by signing his name hereto, does hereby sign
this document pursuant to Powers of Attorney duly executed by the persons named,
filed with the Securities and Exchange Commission as an Exhibit to Form 10-K, on
behalf of such persons, all in the capacities and on the dates stated, such
persons including a majority of the directors of the Company.
By: /s/ A. Mitchell Poole, Jr.
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A. Mitchell Poole, Jr.
Attorney-In-Fact
