<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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, 1999
BURLINGTON NORTHERN SANTA FE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-11535 41-1804964
(Commission File Number) (I.R.S. Employer
Identification No.)
2650 Lou Menk Drive, Fort Worth, Texas 76131-2830
(Address of Principal Executive Offices) (Zip Code)
(817) 352-6454
(Registrant's Telephone Number, Including Area Code)
(Not Applicable)
(Former Name or Former Address, If Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. OTHER EVENTS.
The Company announced its first quarter 1999 earnings in an April 20, 1999,
press release, which press release is attached as Exhibit 99.1 and is hereby
incorporated by reference.
Attached as Exhibit 12.1 is a statement regarding computation of ratio of
earnings to fixed charges (as of March 31, 1999).
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
See Exhibit Index included herewith.
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EXHIBIT INDEX
-------------
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
- ------ ----------------------
12.1 Computation of ratio of earnings to fixed charges (as of March 31,
1999)
99.1 Burlington Northern Santa Fe Corporation press release dated April
20, 1999
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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.
BURLINGTON NORTHERN SANTA FE CORPORATION
(Registrant)
Date: May 7, 1999 By: /s/ Thomas N. Hund
------------------------------------
(Signature)
Thomas N. Hund
Vice President and Controller
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EXHIBIT 12
BURLINGTON NORTHERN SANTA FE CORPORATION AND SUBSIDIARIES
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(IN MILLIONS, EXCEPT RATIO AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------------
1999 1998
------------- -------------
<S> <C> <C>
Earnings:
Pre-tax income $ 377 $ 436
Add:
Interest and fixed charges,
excluding capitalized interest 94 88
Portion of rent under long-term
operating leases representative
of an interest factor 49 45
Amortization of capitalized interest 1 1
Less: Undistributed equity in earnings
of investments accounted for
under the equity method 3 3
------------- -------------
Total earnings available for fixed charges 518 567
============= =============
Fixed charges:
Interest and fixed charges $ 97 $ 91
Portion of rent under long-term operating
leases representative of an interest factor 49 45
------------- -------------
Total fixed charges $ 146 $ 136
============= =============
Ratio of earnings to fixed charges 3.55x 4.17x
</TABLE>
(1) Earnings for the three months ended March 31, 1998 include a pre-tax gain
on the pipeline partnerships sale of $67 million. Excluding this gain, the
ratio for the three months ended March 31, 1998 would have been 3.68x.
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BNSF
[LOGO APPEARS HERE] NEWS
Contact: Richard Russack FOR IMMEDIATE RELEASE
(817) 352-6425
BURLINGTON NORTHERN SANTA FE REPORTS
FIRST QUARTER RESULTS
. Earnings of $0.50 per share - up 2 percent from earnings of $0.49 per
share, adjusted to exclude the first quarter 1998 gain on pipeline
partnership sale. Net income was $236 million compared to first quarter
1998 adjusted net income of $233 million.
. First quarter operating income of $480 million -- $33 million or 7 percent
higher than 1998.
. Revenues of $2.2 billion, an increase of $42 million or 2 percent over
first quarter 1998 revenues of $2.1 billion.
. Operating ratio for the first quarter improved to 78.1 percent compared
with 79.2 percent in 1998.
FORT WORTH, Texas, April 20, 1999 - - Burlington Northern Santa Fe
Corporation (BNSF) (NYSE: BNI) today reported first quarter 1999 earnings of
$0.50 per share on a diluted basis, an increase of 2 percent from first quarter
1998, which excludes a $67 million pre-tax gain on pipeline partnership sale.
First quarter 1999 net income of $236 million was $3 million higher than
adjusted net income of $233 million a year ago.
"Our service has never been better and we have reached the point where we
can comfortably take on more business. While we are disappointed that revenue
growth wasn't better in the first quarter, we are maintaining our focus on
growing our business," said Robert D. Krebs, BNSF chairman, president and chief
executive officer.
Revenues of $2.2 billion for the 1999 first quarter were $42 million higher
than the 1998 first quarter. Intermodal revenues reached $583 million, an
increase of $21 million, or 4 percent from last year, reflecting increases in
the international and direct marketing
more . . .
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BNSF 1Q EARNINGS / Page Two
sectors. Automotive revenues improved $16 million or 17 percent primarily due to
growth in vehicles and parts shipments. Coal revenues increased $7 million or 1
percent to $566 million. Merchandise revenues grew to $662 million, an increase
of $6 million, or 1 percent due to improvements in chemicals and commercial
products sectors. Agricultural commodity revenues decreased $17 million, or 6
percent, to $262 million, due primarily to weakness in the wheat export markets.
Operating expenses of $1.7 billion were 1 percent higher than 1998 despite
a 3 percent increase in units handled. Higher purchased services and
depreciation expense were partially offset by lower fuel and compensation and
benefits expenses.
Operating income was $480 million for the first quarter 1999 compared with
$447 million for the same period in 1998. The operating ratio improved to 78.1
percent for the first quarter 1999 compared with an operating ratio of 79.2
percent for 1998.
Adjusted other income was unfavorable by $19 million compared to 1998, as
1998 included gains from the sale of a real estate portfolio. Including the $67
million pre-tax gain on the sale of the pipeline partnership in 1998, other
income decreased $86 million.
COMMON STOCK REPURCHASES
During the first quarter, BNSF repurchased 3.0 million shares at an average
price of $33.79 per share, bringing total repurchases under BNSF's share-
repurchase program to 7.9 million shares at an average price of $31.88 per
share.
Through The Burlington Northern and Santa Fe Railway Company, BNSF owns one
of the largest railroad networks in the United States, with 34,000 route miles
covering 28 states and two Canadian provinces.
Consolidated financial statements follow.
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BURLINGTON NORTHERN SANTA FE CORPORATION
ADJUSTED CONSOLIDATED STATEMENT OF INCOME
(Unaudited. In millions, except per share data)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1999 1998
-------- -------
<S> <C> <C>
REVENUES $ 2,190 $ 2,148
-------- --------
OPERATING EXPENSES
Compensation and benefits 690 702
Purchased services 236 217
Depreciation and amortization 219 202
Equipment rents 193 191
Fuel 165 181
Materials and other 207 208
-------- --------
Total Operating Expenses 1,710 1,701
======== ========
OPERATING INCOME 480 447
Interest Expense 94 88
Other Income (Expense) - Net (9) 10
-------- --------
Income Before Income Taxes 377 369
Income Tax Expense 141 136
-------- --------
ADJUSTED NET INCOME $ 236 $ 233
======== ========
ADJUSTED DILUTED EARNINGS PER SHARE $ 0.50 $ 0.49
======== ========
REPORTED EARNINGS
Net Income $ 236 $ 265
======== ========
Basic Earnings Per Share $ 0.50 $ 0.56
======== ========
Diluted Earnings Per Share $ 0.50 $ 0.56
======== ========
AVERAGE SHARES OUTSTANDING
Basic 469.3 469.1
======== ========
Diluted 474.7 475.3
======== ========
</TABLE>
Statement Explanation:
- ----------------------
1998 adjusted net income and diluted earnings per share exclude gain on pipeline
partnership sale of $32 million ($67 million pre-tax) or $0.07 per share after
tax.
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BURLINGTON NORTHERN SANTA FE CORPORATION
(Unaudited. In millions)
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
-------------- --------------
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 19 $ 25
Other current assets 1,142 1,207
-------------- --------------
Total current assets 1,161 1,232
Properties and other assets 21,849 21,484
-------------- --------------
Total Assets $23,010 $22,716
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities $ 2,175 $ 2,223
Long-term debt and commercial paper 5,416 5,188
Deferred income taxes 5,706 5,662
Other liabilities 1,800 1,873
Stockholders' equity 7,913 7,770
-------------- --------------
Total Liabilities and Stockholders' Equity $23,010 $22,716
============== ==============
</TABLE>
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------
1999 1998
---------- ----------
<S> <C> <C>
Cash Provided by Operating Activities $ 408 $ 461
Cash Used for Capital Expenditures (373) (366)
Net Proceeds (Payments) of Borrowings 266 (21)
Dividends Paid (56) (47)
Purchase of BNSF common stock (100) (6)
Cash Used for Other Activities (151) (19)
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Increase (Decrease) in Cash and Cash Equivalents $ (6) $ 2
========== ==========
</TABLE>
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BURLINGTON NORTHERN SANTA FE CORPORATION
Supplemental Data
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
1999 1998
---------- ----------
<S> <C> <C>
Revenues (In millions)
Intermodal $ 583 $ 562
Coal 566 559
Agricultural Commodities 262 279
Merchandise
Commercial Products 280 275
Chemicals 208 201
Industrial Products 174 180
Automotive 108 92
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Total Freight Revenues 2,181 2,148
Other Revenues 9 --
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Total Revenues $ 2,190 $ 2,148
========== ==========
Operating ratio 78.1% 79.2%
Revenue ton miles (billions) 113.6 113.1
Freight revenue per thousand revenue ton miles $ 19.21 $ 18.99
Cars/Units (thousands) 1,926 1,862
Average freight revenue per car/unit $ 1,132 $ 1,154
Employees (average) 42,590 43,870
</TABLE>
Statement Explanation:
- ----------------------
Certain prior period amounts have been reclassified to conform to the current
period presentation.
