e8vk
UNITED STATES 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): May 10, 2007
EXPRESS-1 EXPEDITED SOLUTIONS, INC.
(Exact Name of Registrant as Specified in Its Charter)
|
|
|
|
|
Delaware
|
|
000-49606
|
|
03-0450326 |
|
|
|
|
|
(State or other jurisdiction of
|
|
(Commission File Number)
|
|
(I.R.S. Employer |
incorporation or
|
|
|
|
Identification No.) |
organization) |
|
|
|
|
429 Post Road, Buchanan, Michigan 49107
(Address of principal executive offices zip code)
(269) 695-4920
(Registrants telephone number, including area code)
Not applicable
(former name or former address, if changed since last report)
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 (see General
Instruction A.2. below):
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On May 10, 2007, Express-1 Expedited Solutions, Inc., issued a press release reporting its
financial results for the quarter ended May 30, 2007. A copy of the release is furnished as Exhibit
99.1.
The information furnished herein, including Exhibit 99.1, is not deemed to be filed for purposes
of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. This
information will not be deemed to be incorporated by reference into any filing under the Securities
Act or the Exchange Act, except to the extent that the registrant specifically incorporates them by
reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
|
|
|
|
|
Exhibit No. |
|
Exhibit Description |
|
|
|
99.1
|
|
Press Release dated May 10, 2007.
|
|
|
2
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
Dated May 10, 2007 |
Express-1 Expedited Solutions, Inc.
|
|
|
By: |
/s/ Mike Welch
|
|
|
|
Mike Welch |
|
|
|
Chief Executive Officer |
|
|
3
exv99w1
Exhibit 99.1
Contact:
Express-1 Expedited Solutions, Inc.
Jeff Curry
269-695-4955
Jeff.Curry@express-1.com
EXPRESS-1 EXPEDITED SOLUTIONS (AMEX:XPO) REPORTS CONTINUED
MOMENTUM IN THE FIRST QUARTER OF 2007
REVENUES UP OVER 20%; OPERATING INCOME UP OVER 32%
BUCHANAN, Mich. May 10, 2007 Express-1 Expedited Solutions, Inc. today reported higher revenues
and operating income for the first quarter, ended March 31, 2007.
Express-1, one of the nations top providers of ground expedited services for the automotive,
manufacturing, logistics, service, and other industries, reported a 20.3% increase in revenue in
the first quarter of 2007. Revenues grew to $11.5 million as compared to $9.6 million in the first
quarter of 2006. During the same period, income from operations (income before income tax
provision) increased by 32.7% to $739,000 versus $557,000 in the first quarter of 2006.
The Companys GAAP net income was $461,000 or $0.02 per diluted share for the first quarter of
2007, as compared to $557,000 or $0.02 per diluted share for the first quarter of 2006. The decline
is solely related to the recording of a current tax provision during 2007. The Company recorded a
provision for income taxes at the rate of approximately 37.5% of pre-tax earnings, in its most
recent quarter. The Company did not record a tax provision in the same period in 2006, due to a
large valuation allowance on its deferred taxes. As of December 31, 2006, the Company had
cumulative tax net operating loss carry forwards of approximately $8.3 million. The Company
estimates this balance has been reduced to approximately $7.5 million through March 31, 2007, based
upon earnings in the current quarter. The net operating loss carry forwards will be used to offset
future taxable income in the determination of tax payments, thereby reducing the Companys cash
outlay for income taxes until the net operating losses are exhausted.
For the first quarter of 2007, EBITDA increased by 15.4% to $994,000 compared with $861,000 in the
first quarter of 2006. Please refer to Table 1 for a reconciliation of net income, as reported, to
EBITDA.
Express-1 built on the success we achieved in 2006, as evidenced by our strong growth on the
top-line and income from operations. We have increased our fleet of independent contractors or
value providers (VPs) as we call them, and continue to give them more loaded miles and other
services designed to enhance their quality life as drivers, said Michael Welch, the Companys
President and Chief Executive Officer. We successfully executed our organic growth strategy during
the quarter. Capacity improved and our market share increased through new accounts and additional
business from existing accounts. Within our primary operating segment Express-1, fleet size
increased by 31% from the first quarter of 2006; utilization improved; and we generated a 22.7%
increase in revenue compared to the first quarter of 2006. At the same time, our Evansville
dedicated contract operations showed a small increase of 3.3% of revenue in the
first quarter of 2007 compared to the first quarter of 2006. Driving
momentum continues to be our focus in 2007.
Chief Financial Officer Mark Patterson said, The Companys, cost structure is beginning to
demonstrate the operating leverage weve spoken of over the past few quarters. Our income from
operations grew at a faster rate than our revenues due to this leverage. We continue to be cautious
about adding employees and careful in our spending. Coupled with our reliance on value providers
and brokerage operations, our cost structure helps us maximize our operational efficiency. Gross
margin came in at 26.3% for the first quarter of 2007 versus 25.4% in the same quarter last year.
In combination with our ability to control SG&A expenses, this enabled us to deliver another
quarter of growth in income from operations and EBITDA.
Outlook
Looking ahead to 2007, we believe the momentum we have generated with our additional fleet
capacity and with our customers will drive further growth in our business, Welch said. Our
continued goal is to be one of the largest and most reliable ground expediters in the country. In
order to accomplish our goal, we intend to drive growth by adding to our customer base and
continuing to grow our sales force. We are confident in our business model and believe that by
remaining conservative and goal-focused in our approach we will be able to continue delivering
strong results in revenue growth and profitability.
Conference Call/Webcast Information
Management will conduct a conference call this morning at 11:00 a.m. EDT to discuss the Companys
first quarter financial results. Those interested in accessing a live or archived Webcast of the
call should visit the Companys Website at www.express-1.com. Those wishing to take part in the
live teleconference call can dial 201-689-8049 (international) or 877-407-9210. A playback will be
available through midnight on May 17, 2007. To listen to the playback, please call 201-612-7415
(international) or 877-660-6853. Use account number 286 and conference ID number 239816.
About Express-1 Expedited Solutions, Inc.
Offering same-day, time sensitive, and dedicated transportation to more than 1500 customers,
Express-1 is one of the largest ground expedite companies in the country. The companys premium
transportation service is provided through its 24/7 operations center, by experienced inside sales
staff using the latest in vehicle tracking and dispatch software. Express-1 services customers in
the 48 states and Canada and has outside sales staff that covers the Midwest and Southeast.
Express-1 utilizes an asset light operating model working with independent contractors that live
throughout the Country. Express-1 Expedited Solutions, Inc. is publicly traded on the American
Stock Exchange under the symbol XPO. For more information about the Company, visit
www.express-1.com.
Forward-Looking Statements
This press release contains forward-looking statements that may be subject to various risks and
uncertainties. Such forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995 and are made based on managements
2
current expectations or beliefs as well as assumptions made by, and information currently available
to, management. These forward-looking statements, which may include statements regarding our future
financial performance or results of operations, including expected revenue growth, cash flow
growth, future expenses, future operating margins and other future or expected performance, are
subject to the following risks: the acquisition of businesses or the launch of new lines of business, which
could increase operating expenses and dilute operating margins; increased competition, which could
lead to negative pressure on our pricing and the need for increased marketing; the inability to
maintain, establish or renew relationships with customers, whether due to competition or other
factors; the inability to comply with regulatory requirements governing our business operations;
and to the general risks associated with our businesses.
In
addition to the risks and uncertainties discussed above, you can find additional information
concerning risks and uncertainties that would cause actual results to differ materially from those
projected or suggested in the forward-looking statements in the reports that we have filed with the
Securities and Exchange Commission. The forward-looking statements contained in this press release
represent our judgment as of the date of this release and you should not unduly rely on such
statements. Unless otherwise required by law, we undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information, future events or
otherwise after the date of this press release. In light of these risks and uncertainties, the
forward-looking events and circumstances discussed in the filing may not occur, and actual results
could differ materially from those anticipated or implied in the forward-looking statements.
Use of GAAP and Non-GAAP Measures
In addition to results presented in accordance with generally accepted accounting principles
(GAAP), the Company has included EBITDA, a non-GAAP financial measure. The Company defines EBITDA
as earnings before interest, taxes, depreciation and amortization. In addition, the Company
excludes from its EBITDA calculation the cumulative effect of a change in accounting principle,
discontinued operations, and the impact of restructuring and certain other charges, and includes in
the EBITDA calculation selected financial data related to various Company acquisitions. A
reconciliation of EBITDA to the most directly comparable GAAP financial measure is set forth
herein.
Management believes the use of non-GAAP financial measures provides useful information to investors
to assist them in understanding the underlying operational performance of the Company.
Specifically, management believes EBITDA is a useful measure of operating performance before the
impact of investing and financing transactions, making comparisons between companies earnings
power more meaningful and providing consistent period-over-period comparisons of the Companys
performance. The Company uses these non-GAAP financial measures internally to measure its ongoing
business performance and in reports to bankers to permit monitoring of the Companys ability to pay
outstanding liabilities.
3
Express-1 Expedited Solutions, Inc.
Statements of Operations
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2007 |
|
|
2006 |
|
Revenues |
|
|
|
|
|
|
|
|
Operating revenue |
|
$ |
11,493,000 |
|
|
$ |
9,555,000 |
|
Expenses: |
|
|
|
|
|
|
|
|
Direct expenses |
|
|
8,473,000 |
|
|
|
7,129,000 |
|
|
|
|
|
|
|
|
Gross profit |
|
|
3,020,000 |
|
|
|
2,426,000 |
|
Sales, general and administrative expense |
|
|
2,250,000 |
|
|
|
1,721,000 |
|
|
|
|
|
|
|
|
Total sales, general and administrative expense |
|
|
2,250,000 |
|
|
|
1,721,000 |
|
Other expense |
|
|
7,000 |
|
|
|
103,000 |
|
Interest Expense |
|
|
24,000 |
|
|
|
45,000 |
|
|
|
|
|
|
|
|
Income before income tax provision |
|
|
739,000 |
|
|
|
557,000 |
|
Income tax provision |
|
|
278,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
461,000 |
|
|
$ |
557,000 |
|
|
|
|
|
|
|
|
Basic income per common share |
|
|
0.02 |
|
|
|
0.02 |
|
|
|
|
|
|
|
|
Basic weighted average common shares outstanding |
|
|
26,436,965 |
|
|
|
26,285,034 |
|
|
|
|
|
|
|
|
Diluted income per common share |
|
|
0.02 |
|
|
|
0.02 |
|
|
|
|
|
|
|
|
Diluted weighted average common shares outstanding |
|
|
27,237,036 |
|
|
|
26,340,111 |
|
|
|
|
|
|
|
|
4
Express-1 Expedited Solutions, Inc.
Consolidated Balance Sheets
As of March 31, 2007 and December 31, 2006
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Assets |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
816,000 |
|
|
$ |
79,000 |
|
Accounts receivable, net of allowances of $226,000
and $77,000, respectively |
|
|
5,173,000 |
|
|
|
5,354,000 |
|
Prepaid expenses |
|
|
206,000 |
|
|
|
265,000 |
|
Other current assets |
|
|
214,000 |
|
|
|
181,000 |
|
Deferred tax asset, current |
|
|
1,069,000 |
|
|
|
1,069,000 |
|
|
|
|
|
|
|
|
Total current assets |
|
|
7,478,000 |
|
|
|
6,948,000 |
|
|
Property and equipment, net of $1,496,000 and $1,410,000 in
accumulated depreciation, respectively |
|
|
2,443,000 |
|
|
|
2,488,000 |
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
5,527,000 |
|
|
|
5,527,000 |
|
Identified intangible assets, net of $1,084,000 and $1,004,000 in
accumulated amortization, respectively |
|
|
4,145,000 |
|
|
|
4,225,000 |
|
Loans and advances |
|
|
134,000 |
|
|
|
143,000 |
|
Deferred tax asset, long term |
|
|
1,791,000 |
|
|
|
2,069,000 |
|
Other long term assets |
|
|
359,000 |
|
|
|
209,000 |
|
|
|
|
|
|
|
|
|
|
$ |
21,877,000 |
|
|
$ |
21,609,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders Equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
1,006,000 |
|
|
$ |
1,034,000 |
|
Accrued salaries and wages |
|
|
389,000 |
|
|
|
724,000 |
|
Accrued acquisition earnouts |
|
|
|
|
|
|
1,960,000 |
|
Accrued expenses, other |
|
|
1,151,000 |
|
|
|
740,000 |
|
Current maturities of long term debt |
|
|
117,000 |
|
|
|
117,000 |
|
Other current liabilities |
|
|
445,000 |
|
|
|
295,000 |
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
3,108,000 |
|
|
|
4,870,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Line of credit |
|
|
2,529,000 |
|
|
|
1,159,000 |
|
Notes payable and capital leases, net of current maturities |
|
|
94,000 |
|
|
|
127,000 |
|
Other long-term liabilities |
|
|
109,000 |
|
|
|
115,000 |
|
|
|
|
|
|
|
|
Total long-term liabilities |
|
|
2,732,000 |
|
|
|
1,401,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders equity: |
|
|
|
|
|
|
|
|
Preferred stock, $.001 par value;
10,000,000 shares no shares issued or
outstanding |
|
|
|
|
|
|
|
|
Common stock, $.001 par value; 100,000,000
shares authorized; 26,735,380 and
26,516,037 shares issued and 26,555,380 and
26,336,037 shares outstanding |
|
|
27,000 |
|
|
|
27,000 |
|
Additional paid-in capital |
|
|
20,697,000 |
|
|
|
20,459,000 |
|
Accumulated deficit |
|
|
(4,580,000 |
) |
|
|
(5,041,000 |
) |
Treasury stock, at cost, 180,000 shares held |
|
|
(107,000 |
) |
|
|
(107,000 |
) |
|
|
|
|
|
|
|
Total stockholders equity |
|
|
16,037,000 |
|
|
|
15,338,000 |
|
|
|
|
|
|
|
|
|
|
$ |
21,877,000 |
|
|
$ |
21,609,000 |
|
|
|
|
|
|
|
|
5
Express-1 Expedited Solutions, Inc
EBITDA Reconciliation
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2007 |
|
|
2006 |
|
Net income (loss) as reported |
|
$ |
461,000 |
|
|
$ |
557,000 |
|
Income tax (benefit) provision |
|
|
278,000 |
|
|
|
|
|
Interest expense |
|
|
24,000 |
|
|
|
45,000 |
|
Depreciation and amortization |
|
|
231,000 |
|
|
|
259,000 |
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
994,000 |
|
|
$ |
861,000 |
|
|
|
|
|
|
|
|
6