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 8, 2008
EXPRESS-1 EXPEDITED SOLUTIONS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-32172
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03-0450326 |
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
3399 Lakeshore Drive, Suite 225, Saint Joseph, Michigan, 49085
(Address of principal executive offices zip code)
(269) 429-9761
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
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ITEM 2.02 |
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RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On May 8, 2008, Express-1 Expedited Solutions, Inc., issued a press release reporting its financial
results for the quarter ended March 31, 2008. 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.
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ITEM 9.01 |
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FINANCIAL STATEMENTS AND EXHIBITS |
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Exhibit No. |
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Exhibit Description |
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99.1
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Press Release dated May 8, 2008.
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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.
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Dated March 8, 2008 |
Express-1 Expedited Solutions, Inc.
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By: |
/s/ Mike Welch
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Mike Welch |
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Chief Executive Officer |
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exv99w1
Exhibit 99.1
Contact:
Express-1 Expedited Solutions, Inc.
Mark Patterson
269-429-9761
Mark.Patterson@express-1.com
EXPRESS-1 EXPEDITED SOLUTIONS (AMEX:XPO) REPORTS STRONG RESULTS FOR TENTH CONSECUTIVE QUARTER
REVENUES UP 118%, OPERATING INCOME UP 44%
SAINT JOSEPH, Mich. May 8, 2008 Express-1 Expedited Solutions, Inc. today reported its
earnings for the first quarter, ended March 31, 2008.
Express-1 Expedited Solutions, one of the nations fastest growing providers of premium
transportation services, including ground expedited, domestic and international freight forwarding,
premium freight brokerage and dedicated expedite delivery, reported an 118% increase in revenue in
the first quarter of 2008. Revenues increased dramatically to $25.0 million during the quarter,
compared to $11.5 million in the same period in the prior year. The acquisition of Concert Group
Logistics, which had a transaction date of January 1, 2008, contributed $10.5 million of this
increase. During the quarter, the Companys Express-1 operations expanded revenues by 28% over the
same period in 2007. The Companys other business units, Express-1 Dedicated and Bounce Logistics
also contributed to the record year-over-year increase in revenues. Express-1 Expedited Solutions,
Inc. continues to grow at a healthy pace, even in the face of the current soft transportation
market.
During the same period, income from operations (income before income tax provision) increased by
44% to $1,063,000 versus $739,000 for the same period in 2007. Net income also improved 40% and
represented $643,000 or $0.02 per diluted share for the first quarter of 2008 compared to $461,000
or $0.02 per diluted share for the same period in 2007.
During 2008, our Company has significantly changed its geographical and operating footprints
within the marketplace for premium transportation services. The acquisition of Concert Group
Logistics, allowed us to expand our services into the freight forwarding sector. The start-up of
Bounce Logistics is a strategic entry into the time-sensitive
truckload brokerage arena, commented
Michael Welch, the Companys Chief Executive Officer.
Welch added, I am extremely pleased with the addition of these two complimentary operations to
Express-1 and Express-1 Dedicated. We are now able to offer an expanded array of premium services
to our broad base of customers. Weve just begun to capitalize on the expansive cross-selling
opportunities and anticipate this will rapidly increase in coming quarters. During 2007, we made
some significant organizational changes that helped us to leverage the breadth of our management
team. This allowed us to focus on the Concert Group Logistics acquisition and Bounce Logistics
start-up. We believe each of our operating companies has been entrusted into the very capable
hands of our Presidents.
Chief Financial Officer Mark Patterson said, The Company continues to demonstrate the operating
leverage within our model, by holding the rates of growth within Selling, General and
Administrative expenses below those of our top line. Selling, General and Administrative expenses
increased by 46% during the period and represented $3.3 million in the first quarter of 2008
compared to $2.3 million during the same quarter during the prior year. As a percentage of revenue,
SG&A costs declined to 13% of consolidated revenue during the 2008 period from 20% of revenue
during the previous year. Our team is focused upon quickly completing the integration of Concert
Group Logistics and Bounce Logistics. Once again, were pleased with these results and proud of the
commitment from our dedicated employees and veteran management.
Outlook
Looking towards the end of 2008, our Presidents continue to be focused on delivering results that
meet or exceed the targets weve established. Jeff Curry at Express-1, Brian Glaser at Express-1
Dedicated, Gerry Post at Concert Group Logistics and Tim Hindes at Bounce Logistics each lead a
team of professionals that are committed to continuing the momentum weve established over the past
ten quarters, Welch said. With rate compression like we continue to see in todays market place,
market expansion and attention to customer service are critical to continuing to expand our gross
margin dollars. Our non-asset based business model has proven itself over many years and in all
types of economic climates. We remain on target to deliver the results we committed to deliver at
the start of 2008. By remaining focused on our model and our goals, we should be able to continue
growing our company and our profits.
Conference Call/Webcast Information
Management will conduct a conference call May 8, 2008 at 10:00 a.m. Eastern 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 15, 2008. To listen to the playback, please
call 877-660-6853. Use account number 286 and conference ID number 282362.
About Express-1 Expedited Solutions, Inc.
Express-1 Expedited Solutions, Inc. is a non-asset based services organization focused on premium
transportation through its business segments, Express-1, Inc. (Buchanan, Michigan), Concert Group
Logistics, Inc. (Downers Grove, Illinois), Express-1 Dedicated, Inc. (Evansville, Indiana), and
Bounce Logistics, Inc. (South Bend, Indiana). These segments are focused on premium services that
include: same-day, timesensitive and dedicated transportation as well as domestic and
international freight forwarding. Serving more than 2,000 customers, the Companys premium
transportation offerings are provided through one of five operations centers; Buchanan, Michigan;
Evansville, Indiana; Toledo, Ohio; South Bend, Indiana and Downers Grove, Illinois. The operation
centers are handled by experienced inside sales staff using the latest in operational software. The
Company services customers throughout the lower 48 states and portions of Canada and Mexico. The
Companys operating model can be described
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as non-asset or asset light, with independent contractors fulfilling the trucking services for most
of its shipments, and independently owned stations managing the services of its freight-forwarding
network. 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 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: that our recent reorganization fails to result in projected
operating efficiencies; 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.
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Express-1 Expedited Solutions, Inc.
Consolidated Balance Sheets
(Unaudited)
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March 31, |
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December 31, |
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2008 |
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2007 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
1,215,000 |
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$ |
800,000 |
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Accounts receivable, net of allowances of
$160,000 and $77,000, respectively |
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12,316,000 |
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5,663,000 |
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Prepaid expenses |
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482,000 |
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492,000 |
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Other current assets |
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595,000 |
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149,000 |
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Deferred tax asset, current |
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1,372,000 |
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1,549,000 |
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Total current assets |
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15,980,000 |
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8,653,000 |
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Property and equipment, net of $1,891,000 and $1,734,000
in accumulated depreciation, respectively |
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2,885,000 |
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2,312,000 |
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Goodwill |
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16,040,000 |
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7,737,000 |
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Identified intangible assets, net of $1,332,000 and
$1,279,000 in accumulated amortization, respectively (*) |
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6,900,000 |
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3,950,000 |
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Loans and advances |
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94,000 |
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104,000 |
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Deferred tax asset, long term |
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134,000 |
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377,000 |
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Other long term assets |
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1,263,000 |
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591,000 |
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$ |
43,296,000 |
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$ |
23,724,000 |
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Liabilities and Stockholders Equity |
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Current liabilities: |
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Accounts payable |
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$ |
5,271,000 |
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$ |
892,000 |
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Accrued salaries and wages |
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419,000 |
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660,000 |
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Accrued acquisition earnouts |
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2,210,000 |
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Accrued expenses, other |
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2,083,000 |
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861,000 |
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Current maturities of long term debt |
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1,250,000 |
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50,000 |
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Other current liabilities |
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508,000 |
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199,000 |
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Total current liabilities |
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9,531,000 |
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4,872,000 |
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Line of credit |
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7,223,000 |
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Notes payable and capital leases, net of current maturities |
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2,222,000 |
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34,000 |
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Other long-term liabilities |
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571,000 |
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616,000 |
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Total long-term liabilities |
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10,016,000 |
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650,000 |
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Stockholders equity: |
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Preferred stock, $.001 par value;
10,000,000 shares no shares issued or
outstanding |
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Common stock, $.001 par value; 100,000,000
shares authorized; 32,069,336 and
27,008,786 shares issued and 31,889,336 and
26,828,768 shares outstanding |
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32,000 |
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27,000 |
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Additional paid-in capital |
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26,051,000 |
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21,152,000 |
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Accumulated deficit |
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(2,227,000 |
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(2,870,000 |
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Treasury stock, at cost, 180,000 shares held |
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(107,000 |
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(107,000 |
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Total stockholders equity |
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23,749,000 |
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18,202,000 |
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$ |
43,296,000 |
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$ |
23,724,000 |
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* The Company is currently awaiting the results of an independent valuation of the assets purchased
in the Concert Group Logistics transaction. At this time, the Company has estimated the value of
the intangibles created in the transaction to be $3.0 million. Based upon the results of this
independent valuation, this amount could change. The valuation is anticipated to be completed
during the second quarter of 2008.
Express-1 Expedited Solutions, Inc.
Consolidated Statements of Operations
(Unaudited)
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Three Months Ended |
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March 31, |
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March 31, |
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2008 |
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2007 |
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Revenues |
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Operating revenue |
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$ |
25,006,000 |
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$ |
11,493,000 |
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Expenses |
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Direct expenses |
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20,580,000 |
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8,473,000 |
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Gross margin |
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4,426,000 |
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3,020,000 |
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Sales, general and administrative expense |
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3,280,000 |
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2,250,000 |
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Other expense (income) |
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3,000 |
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7,000 |
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Interest expense (income) |
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80,000 |
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24,000 |
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Income before income tax provision |
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1,063,000 |
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739,000 |
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Income tax provision |
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420,000 |
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278,000 |
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Net income |
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$ |
643,000 |
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$ |
461,000 |
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Earnings per common share |
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Basic income per common share |
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0.02 |
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0.02 |
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Diluted income per common share |
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0.02 |
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0.02 |
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Weighted average common shares outstanding |
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Basic weighted average common shares outstanding |
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29,717,539 |
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26,436,965 |
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Diluted weighted average common shares outstanding |
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30,068,442 |
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27,237,036 |
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Included within the expenses above are depreciation and amortization of $242,000 and $231,000 for
the three months ended March 31, 2008 and 2007, respectively.
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