SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest Event reported): April 27, 1995
Southern Pacific Transportation Company
Exact name of registrant (as specified in its charter)
Delaware 1-6146 4-6001323W
(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Identification No.)
Incorporation)
Southern Pacific Building
One Market Plaza
San Francisco, California 94105
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (415) 541-1000
Item 5. Other Events.
CAPITALIZATION
The following table sets forth the capitalization of
Southern Pacific Transportation Company ("SPT" or the "Company")
and its consolidated subsidiaries as of March 31, 1995. The data
contained in this table should be read in conjunction with the
selected consolidated financial and operating data and notes
thereto that follow and other information contained in the documents
incorporated by reference therein.
<TABLE>
<CAPTION>
March 31, 1995
(dollars in millions)
<S> <C>
Current portion of long-term debt:
Equipment & capital lease obligations $ 54.2
Current portion of other debt 6.6
Total short-term debt $ 60.8
Long-term debt:
Equipment & capital lease obligations $ 653.3
Other long-term debt 121.3
Total long-term debt 774.6
Redeemable preference shares of a subsidiary
(includes current portion) 43.8
Stockholder's equity:
Common Stock 424.9
Additional paid-in capital 1,090.1
Retained income 1,491.9
Advances to parent (719.1)
Total stockholder's equity 2,287.8
Total capitalization $3,106.2
</TABLE>
SELECTED CONSOLIDATED FINANCIAL AND OPERATING DATA
The financial information for the years ended December 31, 1994,
1993 and 1992 has been derived from the Company's consolidated
financial statements, which statements have been audited by KPMG
Peat Marwick LLP, independent certified public accountants, as
indicated in their reports incorporated by reference herein. The
financial information as of and for the three months ended March 31,
1995 and 1994 is unaudited, but reflects all adjustments (consisting
only of normal recurring accruals) that are, in the opinion of
management, necessary for a fair statement for such periods. Data
for the three months ended March 31, 1995 are not necessarily
indicative of the results to be expected for the year ending
December 31, 1995. The following should be read in conjunction
with the consolidated financial statements and related notes of
the Company incorporated by reference in its Annual Report on
Form 10-K for the year ended December 31, 1994.
<TABLE>
<CAPTION>
Three Months
Ended March 31, Year Ended December 31,
1995 1994 1994 1993 1992
(dollars in millions, except as indicated)
<S> <C> <C> <C> <C> <C>
Statement of Operations
Data(a):
Operating revenues $ 760.4 $ 742.1 $3,120.3 $2,898.7 $2,859.2
Operating expenses 733.7 707.6 2,888.7 2,919.5 2,868.8
Operating income (loss) 26.7 34.5 231.6 (20.8) (9.6)
Gain from sales of
property 15.8 10.5 281.3 30.7 303.0
Other income (loss) (12.2) (7.6) (44.7) (19.6) (13.9)
Interest expense 24.1 28.2 118.2 104.4 94.0
Income (loss) before
taxes and change in
accounting 6.2 9.2 350.0 (114.1) 185.5
Income tax expense
(benefit) 2.5 3.7 139.5 (25.3) 73.5
Income (loss) before
cumulative effect of
change in accounting 3.7 5.5 210.5 (88.8) 112.0
Cumulative effect of
change in accounting(b) --- (6.0) (6.0) (104.2) ---
Net income (loss) 3.7 (0.5) 204.5 (193.0) 112.0
Balance Sheet Data(a):
Total assets $5,801.2 $5,380.3 $5,789.4 $5,388.6 $5,220.3
Long-term debt 774.6 809.0 725.3 929.9 773.6
Common stockholder's
equity 2,287.8 2,096.6 2,284.1 1,873.4 1,678.2
Ratio of earnings to
fixed charges(c) 1.1x 1.2x 2.4x ---- 1.9x
Operating Data(a):
Operating ratio(d) 96.5% 95.4% 92.6% 100.7% 100.3%
Total employees at
end of period 18,685 18,882 18,010 18,982 22,793
Carloads (thousands)e) 554.9 541.4 2,274 2,078 1,995
Revenue ton miles
(billions)(f) 36.0 32.4 139.1 123.6 115.4
Revenue per ton-mile(g)$ 0.020 $ 0.022 $ 0.021 $ 0.022 $ 0.023
Revenue per employee
(thousands)(h) $ 41.1 $ 39.2 $ 167.3 $ 137.1 $ 125.5
Revenue ton miles
per employee
(thousands)(h) 1,944.8 1,713.2 7,456 5,845 5,063
</TABLE>
Notes to Selected Consolidated Financial and Operating Data
(a) Southern Pacific Rail Corporation transferred ownership of DRGW
to the Company effective October 1, 1994 by a contribution to capital.
The Consolidated Financial Statements included in the Company's Report
on Form 10-K for the year ended December 31, 994, incorporated herein
by reference, have been restated to reflect the combined financial
position and results of operations and cash flows of the combined
companies for all years reported therein.
(b) Includes the effects of a $9.8 million pre-tax accrual of
post-employment benefit costs pursuant to Statement of Financial
Accounting Standards No. 112 in 1994 and a $168.5 million pre-tax
accrual of retiree health and welfare benefit costs pursuant to
Statement of Financial Accounting Standards No. 106 in 1993. See
Note 1 to the Consolidated Financial Statements included in the
Company's Report on Form 10-K for the year ended December 31, 1994,
incorporated herein by reference.
(c) The ratio of earnings to fixed charges is calculated by dividing
income (loss) before provision of (benefit from) income taxes
(excluding extraordinary items and the cumulative effect of change in
accounting charge referenced in note (b)) plus fixed charges by fixed
charges. Fixed charges consist of interest on indebtedness,
amortization of debt issuance costs and that portion of rental expense
deemed to be representative of interest expense (one-third of rental
expense). The Company had a deficiency in its earnings to fixed
charges coverage of $114.1 million for the year ended December 31,
1993.
(d) Operating ratio represents consolidated operating expenses as a
percentage of consolidated operating revenues.
(e) Includes intermodal carloads and assumes two containers per
intermodal carload.
(f) Revenue ton-miles equal the product of the weight in tons of
freight carried for hire and the distance in miles between origin and
destination.
(g) Revenue per ton-mile equals net freight revenue divided by revenue
ton-mile of freight traffic.
(h) For fiscal year 1992, revenue ton-miles per employee and revenues
per employee have been calculated on the basis of the number of
employees at the end of each such period. However, the Company
reduced the number of its employees from 22,793 at December 31, 1992
to 18,982 at December 31, 1993 and to 18,010 at December 31, 1994.
Because of this substantial reduction in employees during 1993 and
1994, the Company does not believe that calculating these statistics
on the basis of the number employees at December 31, 1993 and 1994
would accurately reflect the actual per employee data for 1993 and
1994, respectively. Accordingly, for the years 1993 and 1994 and
for the first quarters of 1994 and 1995, this data has been computed
on the basis of the average monthly number of employees during those
years.
Item 7. Financial Statements, Pro Form Financial Information and
Exhibits
(a) Not applicable
(b) Not applicable
(c) None
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 hereunto duly authorized.
SOUTHERN PACIFIC RAIL CORPORATION
BY: /s/ B.C. Kane
Name: B.C. Kane
Title: Controller
Dated: April 27, 1995
