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 20, 2000
Union Pacific Railroad Company
--------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-6146 94-6001323
- -------------------------------------------------------------------------
(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
1416 Dodge Street, Omaha, Nebraska 68179
-----------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (402) 271-5000
N/A
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events.
------------
Attached as an Exhibit is the Press Release issued by Union Pacific
Corporation, the corporate parent of Union Pacific Railroad Company, on April
20, 2000 announcing Union Pacific Corporation's financial results for the first
quarter of 2000, which is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits.
--------
99 Press Release dated April 20, 2000 announcing Union
Pacific Corporation's financial results for the first
quarter of 2000.
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.
Dated: April 20, 2000
UNION PACIFIC RAILROAD COMPANY
By: /s/ James R. Young
----------------------
James R. Young
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit Description
99 Press Release dated April 20, 2000 announcing Union Pacific
Corporation's financial results for the first quarter of 2000.
UNION PACIFIC ANNOUNCES FIRST QUARTER RESULTS
Omaha, NE, April 20, 2000 - Union Pacific Corporation today reported
continuing strength in both its revenue and operating performance for the first
quarter of 2000. Net income for the quarter increased 43% to $185 million, or
$.74 per diluted share. Union Pacific reported net income of $129 million, or
$.52 per diluted share, in the first quarter of 1999.
Union Pacific Corporation, excluding Overnite, reported a 28% increase
in first quarter operating income to a record $451 million. The Railroad's
commodity revenue increased 5% to a record $2.5 billion for the quarter. The
Automotive, Intermodal and Industrial Products business groups reached record
first quarter revenue levels showing gains of 15%, 14%, and 10% respectively.
Increased revenue and improved operating productivity drove the operating ratio
down to 82.9, a first quarter record for the combined company and a reduction of
2.9 points from the first quarter of 1999. This was accomplished despite the
$100 million impact of higher fuel prices year over year.
Overnite Transportation reported first quarter operating income of $1
million compared to $10 million in the first quarter of 1999. This is a marked
improvement over the $13 million operating loss in the fourth quarter of 1999.
Overnite's revenue increased 6% to $269 million as momentum built throughout the
quarter. Operating expense increased 10% due to increased fuel prices and costs
<PAGE>
-2-
associated with a Teamster-led job action. Despite the Teamster activity,
on-time performance improved to a record 98% for the quarter.
"With the strong performance in the first quarter, we are off to a great
start for 2000," said Dick Davidson, Chairman and CEO. "As we move through the
year, we will continue our unrelenting focus on improving the quality and
reliability of our service to customers while reducing failure costs. Through
this process we're committed to achieving the tremendous potential of our merged
rail franchise."
A first quarter income statement is attached.
Media inquiries should be directed to John Bromley at Union Pacific
Railroad, (402) 271-3475.
(This press release may contain statements about the Company's future that
are not statements of historical fact. These statements are "forward-looking
statements" for purposes of applicable securities laws, and are based on current
information and/or management's good faith belief as to future events.
Forward-looking statements include projections and estimates of earnings,
revenues, cost-savings, expenses, or other financial items; statements of
management's plans, strategies and objectives for future operation, and
management's expectations as to future performance and operations and the time
by which objectives will be achieved; statements concerning proposed new
products and services; and statements regarding future economic or market
conditions or performance.
Forward-looking statements are subject to risks and uncertainties.
Actual performance or results could differ materially from that anticipated by
the forward-looking statement. Important factors that could cause such
differences include the Company's success in implementing its financial and
operational initiatives; the impact of industry competition, conditions,
performance and consolidation; legislative and/or regulatory developments,
including initiatives to re-regulate the rail business; natural events such as
severe weather, floods and earthquakes; adverse general economic conditions,
both within the United States and globally; changes in fuel prices; changes in
labor costs; labor stoppages; and the outcome of claims and litigation.
Forward-looking statements speak only as of the date the statement was
made. The Company assumes no obligation to update forward-looking information to
reflect actual results, changes in assumptions or changes in other factors
affecting forward-looking information. If the Company does update any
forward-looking statement, no inference should be drawn that the Company will
make additional updates with respect to that statement or any other
forward-looking statements.)
<PAGE>
<TABLE>
<CAPTION>
UNION PACIFIC CORPORATION
STATEMENT OF CONSOLIDATED INCOME
For the Three Months Ended March 31
(Dollars in Millions, Except Per Share Amounts)
(Unaudited)
2000 1999 Pct Chg
--------------------------------
<S> <C> <C> <C>
Operating Revenue $ 2,913 $ 2,740 + 6
Operating Expense - a) 2,461 2,378 + 3
------- -------
Operating Income 452 362 + 25
Other Income - Net 20 25 - 20
Interest Expense (182) (186) - 2
------- -------
Income Before Income Taxes 290 201 + 44
Income Tax Expense (105) (72) + 46
------- -------
Net Income $ 185 $ 129 + 43
------- -------
Basic Earnings Per Share $ 0.75 $ 0.52 + 44
------- -------
Diluted Earnings Per Share $ 0.74 $ 0.52 + 42
------- -------
Average Basic Shares Outstanding (MM) 246.4 246.3
Average Diluted Shares Outstanding (MM) - b) 269.3 247.4
</TABLE>
a) Includes one-time merger expenses of $9 million pre-tax ($6 million
after-tax or $.02 per diluted share) in 2000, $15 million pre-tax ($9
million after-tax or $.04 per share) in 1999. Merger expenses include
severance, relocation and certain other costs related to Union Pacific
employees affected by the merger.
b) 1999 excludes 21.8 million anti-dilutive common stock equivalents.
