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) September 7, 2004
YELLOW ROADWAY CORPORATION
(Exact name of registrant as specified in its charter)
| 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
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (913) 696-6100
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure
Yellow Roadway Corporation will provide a presentation to investors on September 8 and 9, 2004. A copy of the presentation is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements 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 presentation.
Information in this Current Report that is being furnished pursuant to Item 7.01 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 furnished pursuant to Item 7.01 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 Item 7.01 of 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 Item 7.01 of 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 thereunto duly authorized.
| YELLOW ROADWAY CORPORATION (Registrant) | ||||||||
| Date: | September 7, 2004 |
By: | /S/ STEPHEN L. BRUFFETT | |||||
| Stephen L. Bruffett Senior Vice President, Corporate Development and Investor Relations | ||||||||
Bear Stearns
September 8 - 9, 2004
Yellow Roadway Corporation
Who We Are
A leading transportation services provider that offers a full range of regional, national and international services for the movement of industrial, commercial and retail goods, primarily through centralized management and customer facing organizations.
A leading transportation services provider that offers a full range of regional, national and international services for the movement of industrial, commercial and retail goods, primarily through decentralized management and customer facing organizations.
Provides superior quality regional, next-day ground services through a network of facilities located primarily in the Northeastern U.S.
Roadway Express owns 100% of Reimer Express, located in Canada, that specializes in shipments into, across and out of Canada.
A non-asset-based global transportation management company that plans and coordinates the movement of goods throughout the world, providing customers a single source for transportation management solutions.
2
Yellow Roadway Corporation
What We Do
Exact Express®
Definite Delivery®
Standard Ground™
Standard Ground Regional Advantage
Standard Ground Truckload
Exhibit Services
Time Advantage®
Time Critical
Standard LTL
Volume Delivery
Special Shipping Services
Exhibit Transportation Services
International Forwarding & Customs Brokerage
Multi-Modal Brokerage Services
Domestic Forwarding & Expedited Services
Transportation Solutions & Technology Management
Day-Definite Guaranteed
Time-Definite Guaranteed
Pool Distribution/Consolidation
Trade Show Exhibit Transportation
Fast as Flite Expedited
Time-Critical Services
Exhibit Transportation Services
3
Yellow Roadway Corporation
What We Offer
Yellow Roadway offers its clients expansive resources
Over 50,000 employees
Over 800 service facilities
Over 18,000 tractors
Over 70,000 trailers
Over 550 technology professionals
Dedicated to the Yellow Roadway Core Purpose
Making global commerce work by connecting people, places and information.
4
Yellow Roadway Corporation
Less-than-Truckload Market Share
Revenue ($billions)
$0 $1 $2 $3 $4 $5 $6 $7
Yellow Roadway USF Con-Way Fed Ex Overnite ABF SCST ODFL Central
2003 results from company Form 10-Ks
5
Yellow Roadway Corporation
Large and Diverse Customer Base
6
Yellow Roadway Corporation
Independent Recognition
#1 In Our Industry - 2 Years In A Row
7
Yellow Roadway Corporation
3-Year Relative Stock Performance
Percentage Improvement
-6.8 23.4 35.6 45.8 53.0 104.8 142.8
S&P500 USFC UPS ABFS CNF FDX YELL
USFC = USF Corp; UPS = United Parcel Service; ABFS = Arkansas Best Corporation; CNF = CNF
Inc.; FDX = FedEx Corporation; YELL = Yellow Roadway Corporation
Results measured as of June 30, 2004
8
Yellow Roadway Corporation
Stock Performance Since Announcement of Roadway Acquisition
Roadway acquisition announced July 8, 2003
Deal closed December 11, 2003
$23 $30 $36 $34 $40 $43
Jun-03 Sep-03 Dec-03 Mar-04 Jun-04 Aug-04
Our stock price has increased over 80% since we announced the Roadway acquisition.
9
Yellow Roadway Corporation
Strategy Overview
10 15 20 25 30 35 40 45 50
Jan-99 Jan-00 Jan-01 Jan-02 Jan-03 Jan-04
Stock Price
New CEO
Spin Off SCS Transportation
Roadway Acquisition Announcement
Formation of Meridian IQ
Equity Offering
New Management Team
Roadway Acquisition Closed
5-Year Labor Agreement
10
Yellow Roadway Corporation
Roadway Acquisition Strategic Rationale
Growth
Significant resources, capabilities and market reach
Large customer bases with limited overlap
Enhanced Profitability
Leverage best practices opportunities
“Develop it once, use it twice”
The Right Partner
Continued investments in both companies’ brands
Operate networks separately
The Right Time
Both companies solidly profitable
Strengthening economy
11
Yellow Roadway Corporation
Synergy Update
$0 $100 $300 $200
2003 2004 2005 2006
Synergy Timeline
Run Rate Synergies at Year-End
(millions)
Examples:
Near-term synergies
Purchased transportation
Equipment and parts purchasing
Technology acquisition & licensing
Duplicate infrastructure
Best practices opportunities
Longer-term synergies
Network optimization
Common technology systems
Common equipment maintenance
12
Yellow Roadway Corporation
2004 Financial Performance
$6.1 billion
$6.7 billion
2003 Pro Forma 2004 Actual/Projected
Full year revenue +9%
$0.79 per share
$3.70 - $3.75 per share
2003 Pro Forma 2004 Actual/Projected
Full year EPS +370%*
Projected Actual
2004 results include actual through June 30 and projected from July 1 through December 31
*varies slightly due to 2004 EPS range
13
Yellow Roadway Corporation
Debt Reduction of Over $150 Million in 2004
48% 42% 38%
12/31/2003 6/30/2004 Est. 12/31/04
Debt to Capital Ratio
Convertible notes, $400
Roadway senior notes, $246
Term loan, $75
ABS, $57
Other, $13
Debt Composition at 6/30/04
14
Yellow Roadway Corporation
2004 Guidance
3rd quarter 2004
Earnings per share guidance increased
Updated EPS guidance $1.30 - $1.35 per share
Original EPS guidance $1.20 - $1.25 per share
Full year 2004
Consolidated revenue $6.7 billion
Earnings per share $3.70 - $3.75 per share
Cost synergies
$40 - $50 million during 2004
$80 - $100 million run rate by year end 2004
Longer-term objective of $300 million annually (5% of costs)
15
Yellow Roadway Corporation
Summary
Well positioned for a strong 2004 — and beyond
All business units are performing well
Sizeable cost synergies are available
We are focused on execution
Economic conditions are favorable
16
Yellow Roadway Corporation
Forward-Looking Statements
This presentation, and oral statements made regarding the subjects of this presentation, contains forwardlooking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words “expect,” “projected,” “estimated,” “anticipated” and similar expressions are intended to identify forward-looking statements. It is important to note that the company’s actual future results could differ materially from those projected in such forwardlooking statements because of a number of factors, including (without limitation), inclement weather, price and availability of fuel, competitor pricing activity, expense volatility, ability to capture cost synergies, a downturn in general or regional economic activity, and labor relations, including (without limitation), the impact of work rules, any obligations to multi-employer health, welfare and pension plans, wage requirements and employee satisfaction. The expectations set forth in this presentation regarding achievement of annual synergies and achievement of debt reduction targets are only the parties’ expectations regarding these matters. Actual results could differ materially from these expectations depending on factors such as the ability of the company to identify and implement synergies and efficiencies in the time frame needed to achieve these expectations and the combined company’s actual capital needs.
17