SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
Commission File No. 0-25506
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
PST VANS, INC.
(Exact name of registrant as specified in this charter)
Utah 87-0411704
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1901 West 2100 South
Salt Lake City, UT 84119
(Address of Principal Executive Offices)
(Zip Code)
Registrant=s telephone number, including area code: 801-975-2500
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
The number of shares outstanding of Registrant=s Common Stock, par value $0.001
per share, as of August 8, 1997, was 4,239,206 shares.
<PAGE>
PST VANS, INC.
INDEX
PART I, FINANCIAL INFORMATION
Page
Number
Item 1. Financial Statements
Condensed Balance Sheets as of June 30, 1997 (unaudited)
and December 31, 1996 1
Condensed Statements of Operations (unaudited) for the Three and Six
Months Ended June 30, 1997 and June 30, 1996 2
Condensed Statements of Cash Flows (unaudited) for the Six Months
Ended June 30, 1997 and June 30, 1996 3
Notes to Condensed Financial Statements 5
Item 2. Management=s Discussion and Analysis of Financial Condition
and Results of Operations 6
PART II, OTHER INFORMATION
Item 1. Legal Proceedings *
Item 2. Changes in Securities *
Item 3. Defaults Upon Senior Securities *
Item 4. Submission of Matters to a Vote of Security Holders *
Item 5. Other Information *
Item 6. Exhibits and Reports on Form 8-K 13
*No Information Submitted Under This Caption
<PAGE>
PST VANS, INC.
CONDENSED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1997 1996
(unaudited) -------------
-------------
CURRENT ASSETS:
<S> <C> <C>
Cash $ 2,118,835 $ 4,098,361
Receivables, net 14,931,676 14,607,292
Prepaid expenses and other 2,328,645 3,258,670
Inventories and operating supplies 653,720 689,875
Deposits 320,482 353,437
------------ ------------
Total current assets 20,353,358 23,007,635
------------ ------------
PROPERTY AND EQUIPMENT, net 52,952,921 58,116,763
------------ ------------
GOODWILL, net 8,476,168 8,612,150
------------ ------------
OTHER ASSETS, net 286,746 523,538
------------ ------------
$ 82,069,193 $ 90,260,086
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Line of credit $ 1,661,634 $ --
Current portion of long-term obligations 660,197 1,388,581
Current portion of capitalized lease obligations 20,578,176 18,708,615
Accounts payable 3,664,181 4,140,985
Current portion of accrued claims payable 5,411,245 5,456,316
Accrued liabilities 2,703,836 2,469,914
------------ ------------
Total current liabilities 34,679,269 32,164,411
------------ ------------
LONG-TERM ACCRUED CLAIMS PAYABLE,
net of current portion 1,377,867 1,429,227
------------ ------------
LONG-TERM OBLIGATIONS, net of current portion 1,512,246 1,986,214
------------ ------------
CAPITALIZED LEASE OBLIGATIONS,
net of current portion 24,625,257 32,907,995
------------ ------------
STOCKHOLDERS' EQUITY:
Common stock 4,227 4,217
Additional paid-in capital 49,786,888 49,759,238
Accumulated deficit (29,916,561) (27,991,216)
------------ ------------
Total stockholders' equity 19,874,554 21,772,239
------------ ------------
$ 82,069,193 $ 90,260,086
============ ============
</TABLE>
See accompanying notes to condensed financial statements
1
<PAGE>
PST VANS, INC.
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
--------------------------- ---------------------------
June 30, June 30, June 30, June 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES $35,313,910 $36,$28,193 $69,836,519 $74,664,217
----------- ----------- ----------- -----------
COST AND EXPENSES:
Salaries, wages and benefits 10,634,717 11,026,144 21,500,462 22,040,380
Purchased transportation 6,017,745 7,998,672 12,850,590 17,129,665
Fuel and fuel taxes 5,521,031 4,725,303 10,894,659 10,313,792
Depreciation and amortization 3,129,253 3,330,819 6,161,538 6,686,776
Insurance and claims 2,163,238 2,494,674 5,034,696 5,216,160
Revenue equipment lease expense 1,743,539 2,073,691 3,586,087 4,227,392
Maintenance 1,993,707 1,790,623 3,820,623 3,684,358
General supplies and expense 1,441,666 1,552,863 2,703,089 2,864,978
Taxes and licenses 700,687 851,716 1,419,946 1,755,665
Communications and utilities 627,288 828,365 1,522,326 1,746,090
Amortization of goodwill 67,990 67,990 135,981 135,981
(Gain) Loss on disposition
of assets 23,826 (246,839) (30,361) (1,255,883)
----------- ----------- ----------- -----------
34,064,687 36,494,021 69,599,636 74,545,354
----------- ----------- ----------- -----------
OPERATING INCOME (LOSS) 1,249,223 (65,828) 236,883 118,863
----------- ----------- ----------- -----------
OTHER INCOME (EXPENSES):
Interest expense (1,077,654) (1,293,000) (2,203,878) (2,657,732)
Other income (expense) 12,161 47,531 41,649 90,416
----------- ----------- ----------- -----------
(1,065,493) (1,245,469) (2,162,229) (2,567,316)
----------- ----------- ----------- -----------
INCOME (LOSS) BEFORE
PROVISION FOR INCOME TAXES 183,730 (1,311,297) (1,925,346) (2,448,453)
PROVISION FOR INCOME TAXES -- -- -- --
----------- ----------- ----------- -----------
NET INCOME (LOSS) $ 183,730 $ (1,311,297) $(1,925,346) $(2,448,453)
=========== =========== =========== ===========
NET INCOME (LOSS) PER SHARE $ 0.04 $ (0.31) $ (0.46) $ (0.58)
=========== =========== =========== ===========
WEIGHTED AVERAGE SHARES
OUTSTANDING 4,227,215 4,209,409 4,226,880 4,209,409
=========== =========== =========== ===========
</TABLE>
See accompanying notes to condensed financial statements
2
<PAGE>
PST VANS, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30,
--------------------------
1997 1996
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss $(1,925,346) $(2,448,453)
----------- -----------
Adjustments to reconcile net loss to net
cash provided by operating activities -
Depreciation and amortization 6,297,519 6,822,757
Provision for losses on accounts receivable 235,652 501,838
Gain on sale of property and equipment (30,361) (1,255,883)
Increase in accounts receivable (560,036) (756,797)
Decrease in deposits 32,955 349,891
Decrease in prepaid and other expenses 930,025 1,139,459
Increase (decrease) in inventories and operating supplies 36,155 (45,406)
Decrease in other assets, net 236,792 213,693
Decrease in accounts payable (476,804) (726,189)
Increase (decrease) in accrued claims payable (98,552) 481,140
Increase in accrued liabilities 236,344 155,803
----------- -----------
Total adjustments 6,839,689 6,880,306
----------- -----------
Net cash flows provided by operating activities 4,914,343 4,431,853
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment (2,367,673) (797,843)
Proceeds from sale of property and equipment 1,400,038 2,184,962
----------- -----------
Net cash flows provided by (used in) investing
activities (967,635) 1,387,119
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in line of credit, net 1,661,634 --
Proceeds from long-term obligations 74,601 --
Principal payments on long-term obligations (1,276,953) (1,115,863)
Principal payments on capitalized lease obligations (6,413,176) (5,270,937)
Proceeds from issuance of common stock, net 27,660 --
----------- -----------
Net cash flows used in financing activities (5,926,234) (6,386,800)
----------- -----------
NET DECREASE IN CASH (1,979,526) (567,828)
CASH AT BEGINNING OF PERIOD 4,098,361 4,249,981
----------- -----------
CASH AT END OF PERIOD $ 2,118,835 $ 3,682,153
=========== ===========
</TABLE>
See accompanying notes to condensed financial statements
3
<PAGE>
PST VANS, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30,
-----------------------------
1997 1996
------------- --------------
SUPPLEMENTAL DISCLOSURES OF CASH
FLOW INFORMATION:
Cash paid for -
Interest $ 2,261,248 $ 2,683,623
Income taxes 17,434 78,442
See accompanying notes to condensed financial statements
4
<PAGE>
PST VANS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
Note 1. Financial Information:
The accompanying condensed financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes the following disclosures
are adequate to make the information presented not misleading. In the opinion of
management, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included. Results of
operations for interim periods are not necessarily indicative of results for a
full year. These condensed financial statements and notes thereto should be read
in conjunction with the Company's financial statements and notes thereto,
included in the Company's Form 10-K for the year ended December 31, 1996.
Note 2. Income Taxes:
Income taxes for the interim periods are based upon the Company's estimated
effective annual tax rates. The Company's effective tax rate (income tax expense
divided by income before provision for income taxes) was zero for the three and
six months ended June 30, 1997, and zero for the three and six months ended June
30, 1996, respectively, as a result of the Company not recording any benefit on
its year-to-date pre-tax loss.
Note 3 Recent Accounting Pronouncement
In February 1997, the Financial Accounting Standards Board released Statement of
Financial Accounting Standards No. 128 "Earnings Per Share" (SFAS 128). This
statement specifies the computation, presentation, and disclosure requirements
for earnings per share (EPS) for financial statements issued for all periods
ending after December 15, 1997. SFAS 128 simplifies the standards for computing
EPS previously found in APB Opinion No. 15 and replaces the presentation for
Primary EPS and Fully Diluted EPS. When the Company incurs a loss, common stock
equivalents are not included in the calculation of the weighted average number
of shares outstanding as they would be anti-dilutive. The adoption of SFAS 128
is not expected to have a significant impact on the Company's calculation of its
net income (loss) per common share.
5
<PAGE>
PST VANS, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Results of Operations
Comparison of the Three Months Ended June 30, 1997 to the Three Months Ended
June 30, 1996
Revenues decreased by 3.1% to $35.3 million for the three months ended June 30,
1997 compared to $36.4 million for the three months ended June 30, 1996. This
revenue reduction resulted primarily from a decrease in revenue equipment as the
average number of tractors decreased to 1105 for the three months ended June 30,
1997 compared to 1229 for the three months ended June 30, 1996. Revenues for the
three months ended June 30, 1997, were positively affected by a 5.7% increase in
average miles per tractor, primarily due to a reduction in the number of
unmanned tractors. Management believes that reducing revenue equipment was
prudent in light of an overcapacity of equipment that has affected the industry
generally.
Operating costs and expenses were 96.5% of revenues for the three months ended
June 30, 1997, compared to 100.2% of revenues for the three months ended June
30, 1996. Operating costs and expenses in the quarter ended June 30, 1997, as a
percent of revenue, were positively affected primarily by decreased usage of
purchased transportation, decreased insurance and claims expense and reduced
communications and utilities expenses, offset by increased fuel and fuel tax
expense and increased maintenance costs.
Purchased transportation decreased to 17.0% of revenues for the three months
ended June 30, 1997, compared to 22.0% for the three months ended June 30, 1996,
because most of the reduction in revenue equipment was in independent contractor
tractors. Independent contractors are under contract with the Company and are
responsible for their own salaries, wages and benefits, fuel, maintenance and
depreciation. Independent contractor costs are classified as purchased
transportation expenses.
Fuel and fuel taxes increased to 15.6% of revenues for the three months ended
June 30, 1997, compared to 13.0% of revenues for the three months ended June 30,
1996, as a result of increased fuel prices and the Company having smaller
quantities of fuel secured under guaranteed price contracts due to higher
contract prices. In order to reduce the Company=s vulnerability to rapid
increases in the price of fuel, the Company has historically entered into
purchase contracts with fuel suppliers from time to time for a portion of its
estimated fuel requirements at guaranteed prices. As of June 30, 1997, the
Company did not have any such purchase contracts due to the high level of fuel
prices. The Company has also implemented fuel surcharges to many of its
customers.
Revenue equipment lease expense decreased to 4.9% of revenues for the three
months ended June 30, 1997, compared to 5.7% of revenues for the three months
ended June 30, 1996, depreciation and amortization decreased to 8.9% of revenues
for the three months ended June 30, 1997, compared to 9.1% for the three months
6
<PAGE>
ended June 30, 1996, and interest expense decreased to 3.1% of revenues for the
three months ended June 30, 1997, compared to 3.5% for the three months ended
June 30, 1996 primarily as a result of the Company reducing revenue equipment by
selling trailers in order to reach a more desirable trailer to tractor ratio.
Maintenance expense increased to 5.6% of revenues for the three months ended
June 30, 1997, compared to 4.9% for the three months ended June 30, 1996, as a
result of increased maintenance costs associated with an older tractor and
trailer fleet, and repairs on tractors that have exceeded factory warrantees.
The average age of Company owned tractors increased to 2.1 years during the
three months ended June 30, 1997 compared to 1.3 years for the three months
ended June 30, 1996.
Insurance and claims decreased to 6.1% of revenues for the three months ended
June 30, 1997, from 6.8% of revenues for the three months ended June 30, 1996 as
a result of an decrease in the amount of the average loss per accident and a
reduction in the number of accidents during the three months ended June 30,
1997. In February 1997, management implemented examinations for new drivers and
increased the training requirements for all drivers. Management continues to
review accidents to determine what actions may be taken to further reduce future
claims costs. Effective July 1, 1997, the deductible on the Company's third
party liability insurance was reduced from $50,000 to $2,500. While insurance
premium costs are higher, the Company believes that the lower deductibles will
reduce the Company's exposure to large liability claims.
Taxes and licenses decreased to 2.0% of revenues for the three months ended June
30, 1997, compared to 2.3% of revenues for the three months ended June 30, 1996,
primarily as a result of decreased costs associated with a lower trailer to
tractor ratio.
Communications and utilities decreased to 1.8% of revenues for the three months
ended June 30, 1997, compared to 2.3% of revenues for the three months ended
June 30, 1996, primarily as a result of the Company discontinuing utilizing on
board communication systems in a large portion of its fleet of tractors. The
Company is currently evaluating other on board communication systems and
anticipates acquiring another system by the end of 1997.
The Company recognized a loss on the disposition of assets of $23,826, or 0.1%
of revenues for the three months ended June 30, 1997, compared to a gain of
$246,839 for the three months ended June 30, 1996, as a result of increased
disposition costs for 100 older trailers sold in the second quarter of 1997. The
Company anticipates selling 300 more of its older trailers during the third
quarter of 1997 to reduce the trailer to tractor ratio to attain a more
efficient use of assets. Management believes that disposition costs related to
the trailers to be sold in the third quarter of 1997 will be lower than in the
second quarter.
As a consequence of the items discussed above, the Company incurred income
before provision for income taxes for the three months ended June 30, 1997 of
$183,730 compared to a loss before provision for income taxes of $1,311,297 for
the three months ended June 30, 1996.
The Company's effective tax rate (income tax expense divided by income before
income taxes) was zero for the three months ended June 30, 1997, and for the
three months ended June 30, 1996, as a result of the Company not recording any
benefit on its year-to-date pre-tax losses.
7
<PAGE>
Comparison of the Six Months Ended June 30, 1997 to the Six Months Ended June
30, 1996
Revenues decreased by 6.5% to $69.8 million for the six months ended June 30,
1997 compared to $74.7 million for the six months ended June 30, 1996. This
revenue reduction resulted primarily from a decrease in revenue equipment as the
average number of tractors decreased to 1138 for the six months ended June 30,
1997 compared to 1295 for the six months ended June 30, 1996. Revenues for the
six months ended June 30, 1997, however, were positively affected by a 5.5%
increase in average miles per tractor.
Operating costs and expenses were 99.7% of revenues for the six months ended
June 30, 1997 compared to 99.8% of revenues for the six months ended June 30,
1996. Operating costs and expenses primarily were positively affected by
decreased usage of purchased transportation, offset by increased fuel and fuel
tax expense and maintenance costs and a reduction in gain on disposition of
assets.
Salaries, wages and benefits increased to 30.8% of revenues for the six months
ended June 30, 1997 compared to 29.5 % for the six months ended June 30, 1996,
and purchased transportation decreased from 22.9% for the six months ended June
30, 1997 to 18.4% for the six months ended June 30, 1996 due primarily to an
increase in the percent of total miles driven by Company drivers compared to
independent contractors during the two periods. Company miles increased due to a
higher percentage of Company tractors to total tractors. Independent contractors
are under contract with the company and are responsible for their own salaries,
wages and benefits, fuel, maintenance and depreciation. Independent contractor
costs are classified as purchased transportation expenses.
Fuel and fuel taxes increased to 15.6% of revenues for the six months ended June
30, 1997, compared to 13.8% of revenues for the six months ended June 30, 1996,
as a result of a higher percentage of miles driven with Company tractors and
higher fuel prices partially offset with fuel surcharges billed to customers and
fuel purchase contracts.
Revenue equipment lease expense decreased to 5.1% of revenue for the six months
ended June 30, 1997 compared to 5.7% of revenues for the six months ended June
30, 1997, depreciation and amortization decreased to 8.8% of revenues for the
six months ended June 30, 1997, compared to 9.0% for the six months ended June
30, 1996, and interest expense decreased to 3.2% of revenues for the six months
ended June 30, 1997, compared to 3.6% for the six months ended June 30, 1996
primarily as a result of the Company reducing revenue equipment by selling
trailers in order to reach a more desirable trailer to tractor ratio.
Maintenance expense increased to 5.5% of revenues for the six months ended June
30, 1997, compared to 4.9% for the six months ended June 30, 1996, as a result
of increased maintenance costs associated with an older tractor and trailer
fleet, and repairs on tractors that have exceeded factory warrantees. The
average age of Company owned tractors increased to 2.1 years during the six
months ended June 30, 1997 compared to 1.3 years for the six months ended June
30, 1996.
8
<PAGE>
Taxes and licenses decreased to 2.0% of revenues for the six months ended June
30, 1997 compared to 2.4% of revenues for the six months ended June 30, 1996,
primarily as a result of decreased costs associated with a lower
trailer-to-tractor ratio.
The Company recognized a gain on the disposition of assets of $30,361 or zero
per-cent of revenues for the six months ended June 30, 1997 compared to a gain
of $1,255,883, or 1.7% of revenues for the six months ended June 30, 1996. The
Company sold 128 of its older trailers during the six months ended June
20,1997,as compared to 294 trailers during the first six months of 1996. Lower
sales prices combined with higher disposition costs account for the lower gain
on disposition in the first half of 1997. The Company anticipates selling 300
more of its older trailers during the third quarter of 1997 to reduce the
trailer-to-tractor ratio and attain a more efficient use of assets.
As a consequence of the items discussed above, the Company incurred a loss
before provision for income taxes for the six months ended June 30, 1997 of
$1,925,346 compared to a loss before provision for income taxes of $2,448,453,
for the six months ended June 30, 1996.
The Company's effective tax rate ( income tax expense divided by income before
income taxes) was zero for the six months ended June 30, 1996, and for the six
months ended June 30, 1995, as a result of the Company not recording any benefit
on its pretax losses.
Liquidity and Capital Resources
The Company's sources of liquidity have been funds provided by operations,
leases on revenue equipment and revolving lines of credit.
The Company has a $11.5 million working capital line of credit with Congress
Financial Corporation (Northwest) which expires August 1999. The Company
anticipates that use of the line will be primarily for insurance related letters
of credit as well as providing any short term cash requirements. As of June 30,
1997 the Company has utilized $5.9 million of this line of credit, $4.2 million
for insurance related letters of credit, and $1.6 million of short term cash
borrowings. The Congress Agreement restricts the payment of dividends and is
secured by accounts receivable. On February 28, 1997, this line of credit was
increased to $11.5 million from $7 million.
The Company also has a credit facility with the Bank of New York for issuance of
letters of credit up to $7.25 million which expires December 31, 1997. As of
June 30, 1997, the Company had used $7.25 million of this facility, principally
for letters of credit in favor of the Company=s insurance carrier. As
outstanding letters of credit issued under this credit facility are not renewed,
the maximum commitment available under this credit facility will be reduced by
the amount of the expiring letters of credit. This credit facility had loan
covenants which obligated the Company to maintain a required level of
profitability and cash flow. On March 21, 1997, the Company and The Bank of New
York entered into an amendment to this credit facility to delete certain
financial covenants and add covenants requiring certain levels of tangible net
9
<PAGE>
worth for periods through and including December 31, 1997. The Company may be
required to seek additional amendments of the revolving credit facility with The
Bank of New York in the future based on actual operating results. The amendment
also shortened the expiration date of the credit facility from December 31, 1998
to December 31, 1997. Management believes that following the expiration of the
credit facility with The Bank of New York, the Company will be able to satisfy
its anticipated insurance related letter of credit requirements, including the
insurance related letter of credit requirements which are currently being met
with letters of credit under the credit facility with The Bank of New York,
under its working capital line of credit with Congress Financial Corporation
(Northwest) or new credit facilities. There can be no assurance, however, that
the Congress Financial Corporation (Northwest) credit facility will be
sufficient to satisfy the Company's insurance related letter of credit
requirements or that the Company will be able to obtain additional or new credit
facilities on terms favorable to the Company, if at all.
Net cash provided by operating activities totaled approximately $4.9 million for
the six months ended June 30, 1997. Net cash used for investing activities
(primarily used for the acquisition of capital equipment offset by proceeds from
selling of equipment) amounted to $1.0 million for the six months ended June 30,
1997. Payments on debt and capitalized lease obligations was $7.7 million for
the six months ended June 30, 1997.
The Company expects capital expenditures for the remainder of 1997 to be
approximately $5 million primarily for an onboard communication system and an
upgrade to the Company's computer system. In addition, the Company plans to
replace approximately 50 tractors during the remainder of 1997. The tractors
would be financed with operating leases. During the first six months of 1997,
the Company acquired $2.3 million of equipment, comprised primarily of trailers
that the Company was leasing.
Management believes that commitments available under the Company=s lines of
credit will be sufficient to meet the Company's capital requirements through
1997 The Company's business is capital intensive and will require the Company to
seek additional debt and possibly equity capital to enable the Company to
maintain a modern fleet. Whether such capital will be available on favorable
terms, or at all, will depend on the Company's future operating results,
prevailing economic and industry conditions and other factors over which the
Company has little or no control.
Seasonality
In the trucking industry, revenues generally show a seasonal pattern as
customers reduce shipments during and after the winter holiday season and its
attendant weather variations. Operating expenses also tend to be higher during
the cold weather months, primarily due to poorer fuel economy and increased
maintenance costs.
Inflation
Inflation can be expected to have an impact on the Company's operations. The
effect of inflation has been minimal over the past three years.
This quarterly report on Form 10-Q may be deemed to contain certain
forward-looking statements. These statements are subject to known and unknown
risks and uncertainties, including decreased demand for freight, slower than
anticipated economic conditions, shortages of drivers and such other risks as
are identified and discussed herein and in the Company=s filings with the
Securities and Exchange Commission. These known and unknown risks and
uncertainties could cause the Company=s actual results in future periods to be
materially different from any future performance suggested herein.
10
<PAGE>
PART II, OTHER INFORMATION
INDEX
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
---------
Exhibit No. Description
---------------------------------------------------------------------------
27 Financial Data Schedule
(b) Reports on Form 8-K
--------------------
None
11
<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 thereto duly authorized.
................................................................................
Date: August 14, 1997 By:
--------------------------------
Kenneth R. Norton
Chief Executive Officer
Date: August 14, 1997 By:
--------------------------------
Neil R. Vos
Chief Financial Officer and
Principal Financial Officer
Signatures
12
<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 thereto duly authorized.
Date: August 14, 1997 By: /s/ Kenneth R. Norton
--------------------------------
Kenneth R. Norton
Chief Executive Officer
Date: August 14, 1997 By: /s/ Neil R. Vos
--------------------------------
Neil R. Vos
Chief Financial Officer and
Principal Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 2118835
<SECURITIES> 0
<RECEIVABLES> 14931676
<ALLOWANCES> 0
<INVENTORY> 653720
<CURRENT-ASSETS> 20553358
<PP&E> 52952921
<DEPRECIATION> 0
<TOTAL-ASSETS> 82069193
<CURRENT-LIABILITIES> 34679269
<BONDS> 0
0
0
<COMMON> 4227
<OTHER-SE> 19870327
<TOTAL-LIABILITY-AND-EQUITY> 82069193
<SALES> 0
<TOTAL-REVENUES> 69836519
<CGS> 0
<TOTAL-COSTS> 69599636
<OTHER-EXPENSES> (41649)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2203878
<INCOME-PRETAX> (1925346)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1925346)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1925346)
<EPS-PRIMARY> (0.46)
<EPS-DILUTED> (0.46)
</TABLE>
