UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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) |
May 11, 2004 | |||
YELLOW ROADWAY CORPORATION
| Delaware | 0-12255 | 48-0948788 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
||
10990 Roe Avenue, Overland
Park, Kansas 66211
Registrant’s telephone number, including area code |
(913) 696-6100 | |||
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
| (a) | Financial statements of businesses acquired. | |||
| Not applicable | ||||
| (b) | Pro forma financial information. | |||
| Not applicable | ||||
| (c) | Exhibits. | |||
| 99.1 | The Yellow Roadway Corporation Bear Stearns Global Transportation Conference slide show. | |||
Item 9. Regulation FD Disclosure
On May 11, 2004, William D. Zollars, Chairman, President and Chief Executive Officer of Yellow Roadway Corporation (the “Company”) delivered a presentation at the Bear Stearns Global Transportation Conference. The presentation is available on an audio webcast through the Company’s website, www.yellowroadway.com, and will be available for 30 days. A copy of the slide show is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information presented in this Current Report on Form 8-K may contain forward-looking statements and certain assumptions upon which such forward-looking statements are in part based. Numerous important factors, including those factors identified as in the Yellow Roadway Annual Report on Form 10-K and other of the Company’s filings with the Securities and Exchange Commission, and the fact that the assumptions set forth in this Current Report on Form 8-K could prove incorrect, could cause actual results to differ materially from those contained in such forward-looking statements.
Information in this Current Report is being furnished pursuant to Item 9 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. The furnishing of the information in this Current Report is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information this Current Report contains is material investor information that is not otherwise publicly available.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| YELLOW ROADWAY
CORPORATION |
|||||
| (Registrant) | |||||
Date: May 11, 2004
|
By: | /s/ Stephen L. Bruffett
|
|||
| Stephen L. Bruffett | |||||
| Senior Vice President, | |||||
| Corporate Development | |||||
| and Investor Relations | |||||
Exhibit 99.1
| Yellow Roadway Corporation Bear Stearns Global Transportation Conference May 11, 2004 |
| Making global commerce work by connecting people, places and information Yellow Roadway Corporation Our Company Today |
| Yellow Roadway Corporation Recognition - Number One In Our Industry Industry Ranking Social Responsibility 1 Innovation 1 Long-Term Investments 1 Use of Corporate Assets 1 Employee Talent 1 Financial Soundness 2 Quality of Services 1 Quality of Management 1 Overall 1 |
| Yellow Roadway Corporation Review of 2003 Financial Performance 2001 2002 2003 Revenue 2.51 2.62 2.93 2001 2002 2003 Operating income 43.6 55.3 117.4 2001 2002 2003 EPS 0.56 1.03 2.27 Revenue ($ billions) Earnings Per Share Operating Income ($ millions) The above charts exclude SCS Transportation in 2001 and 2002, Roadway in 2003, and the impact of property disposals and restructuring costs in all periods presented 2003 earnings were more than double 2002 levels |
| Yellow Roadway Corporation Solid First Quarter 2004 Performance Pro forma 1Q03 Actual 1Q04 YTR 660 734 REX 710 717 NP 51 56 MIQ 22 46 Strong Momentum at All Business Units Pro forma 1Q03 Actual 1Q04 YTR 19.5 26.4 REX 17.7 15 NP 2.6 5.8 MIQ -0.9 0.6 Consolidated Revenue +7.7% Operating Income +20.3% $1.55 billion $1.44 billion $41.3 million $34.4 million |
| Yellow Roadway Corporation Market Share LTL Tonnage per Day Includes LTL tonnage per day data from Arkansas Best Freight System, Con-Way, FedEx Freight, Old Dominion, Roadway Express, SCS Transportation, USF and Yellow Transportation |
| Yellow Roadway Corporation Stock Performance - 1 Year ABFS UPS CNF S&P 500 USFC FDX YELL % 13.1 20.4 21.8 24.1 26.8 26.9 32.3 ABFS = Arkansas Best Corporation; UPS = United Parcel Service; CNF = CNF Inc.; USFC = USF Corp; FDX = FedEx Corporation; YELL = Yellow Roadway Corporation Results measured as of April 23, 2004 Percentage Improvement |
| Yellow Roadway Corporation Stock Performance - 3 Year S&P 500 CNF UPS USFC ABFS FDX YELL % -6.8 24.1 33 35.5 57.3 76.3 137.7 CNF = CNF Inc.; UPS = United Parcel Service; USFC = USF Corp; ABFS - Arkansas Best Corporation; FDX = FedEx Corporation; YELL = Yellow Roadway Corporation Results measured as of April 23, 2004 Percentage Improvement |
| Yellow Roadway Corporation Average Daily Trading Volumes Significant Increase in Liquidity of Stock |
| Yellow Roadway Corporation 2004 Guidance Full year 2004 Consolidated revenue $6.5 billion Earnings per share $3.00 (+/- 5%) Capital expenditures $200 million 2nd quarter 2004 Earnings per share $.70 - $.75 Cost synergies $40 - $50 million during 2004 $80 - $100 million run rate by year end 2004 Expect Roadway acquisition to be accretive by 2nd quarter 2004 |
| Convertible notes Senior notes Term loan Other Debt 400 248 150 30 Yellow Roadway Corporation Capitalization 12/31/2003 3/31/2004 Est. 12/31/04 Debt to cap 0.47 0.44 0.4 Debt to capital ratio Debt Composition at 3/31/04 Debt Reduction of $80 - $100 Million in 2004 |
| Yellow Roadway Corporation Summary Well positioned for a strong 2004 All business units are performing well Sizeable cost synergies are available Economic conditions are favorable Continued growth in premium services Meridian IQ gaining scale and traction |