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

EXPRESS-1 EXPEDITED SOLUTIONS, INC.

Delaware (State or other jurisdiction of incorporation or organization)		000-49606 (Commission File Number)		03-0450326 (I.R.S. Employer Identification No.)

429 Post Road, Buchanan, Michigan 49107

(269) 695-4920

Not applicable

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 August 3, 2006, Express-1 Expedited Solutions, Inc., issued a press release reporting its financial results for quarter ended June 30, 2006. 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 August 3, 2006.

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.

EXHIBIT INDEX

Exhibit No.		Exhibit Description
99.1		Press Release dated August 3, 2006.

EXHIBIT 99.1

Contact:
Express-1 Expedited Solutions, Inc.
Jeff Curry
269-695-4955
JeffC@express-1.com

EXPRESS-1 EXPEDITED SOLUTIONS REPORTS RECORD PROFITABILITY
AND SOLID TOP-LINE GROWTH IN THE SECOND QUARTER OF 2006

Company Delivers 38% Increase in Expedited Transportation Revenue and
Highest Gross Margin in Its History

BUCHANAN, Mich. — August 3, 2006 — Express-1 Expedited Solutions, Inc. (The Company) (AMEX: XPO) today announced its financial results for the quarter ended June 30, 2006.

For the second quarter of 2006, the Company reported that revenues increased to $11.1 million from $10.3 million in the second quarter of 2005. The Company’s GAAP net income for the second quarter of 2006 was $848,000, or $0.03 per share. This compares with a net loss of $1.2 million, or $0.05 per share, for the second quarter last year, including $375,000 in restructuring charges. EBITDA for the second quarter of 2006 was $1.2 million, compared with an EBITDA loss of $370,000 for the year-ago quarter. Please refer to Table 1 for a reconciliation of net income, as reported, to EBITDA.

“The Company continued to execute its growth strategy during the second quarter, and we delivered record profitability on the strength of our expedited transportation business,” said Michael Welch, the Company’s president and chief executive officer. “In 2005, we made the decision to divest some unprofitable operations and focus squarely on growing our core business — expedited transportation solutions for time-critical shipments. Our second-quarter results demonstrate that our strategy is on target. Our Express-1 fleet size increased 28% from the second quarter of 2005, and utilization rates improved by 9%. This combination of growing truck count and higher number of loaded miles per truck per week generated a 38% increase in Express-1 revenue. At the same time, our Evansville operation posted 18% revenue growth.”

“Express-1 continues to outperform the expedite industry in the competency most critical for business success — attracting, recruiting and retaining qualified drivers,” said Welch. “Thanks to stronger brand awareness of Express-1 and our gains in market share, our owner-operators have experienced steady increases in loaded miles per week. In addition, during the second quarter we rolled out a series of steps designed to improve cash flow and quality of life for Express-1 drivers. Along with a rate increase and utilization bonus program for miles run per month, these initiatives included a faster payment schedule and more convenient access to cash while on the road. To enhance our driver recruiting, we introduced a rewards program for Express-1 drivers who refer owner-operators of straight trucks to us. As a result of Express-1’s growing reputation as

a driver-friendly organization, we substantially expanded the size of our fleet at a time of severe constraints in owner-operator availability.”

The Company’s Chief Financial Officer Mark Patterson said, “Our second-quarter results reflect significantly stronger operating leverage in our core business. As a result of our transition to a variable cost model and greater reliance on independent contractors to supply our fleet, gross margin increased to 25.7% from 21.7% for the second quarter of 2005. Coupled with the elimination of prior restructuring expenses, these cost reduction initiatives enabled us to deliver substantial increases in EBITDA and net income for the quarter.”

Additional Second-Quarter Financial Information

•		Operating expenses, which consist primarily of payment for owner-operator and partner trucking services, fuel, maintenance and insurance costs, increased to $8.3 million for the second quarter of 2006 from $8.1 million a year earlier.
•		Gross profit for the second quarter of 2006 improved to $2.9 million, or 25.7 percent of consolidated revenue, from $2.2 million, or 21.7 percent of consolidated revenue, for the second quarter of 2005.
•		Selling, general and administrative expenses (SG&A) were $1.9 million, down 41 percent from $3.3 million for the second quarter of 2005. Approximately $375,000 in restructuring charges were recorded in the second quarter of 2005 and are included in SG&A expenses for that period.
•		Operating ratio improved by 18 percent to 91.2 percent for the second quarter of 2006, from 111.4 percent for the year-earlier quarter.

Outlook and Financial Guidance

“The Company has grown significantly faster than the expedited industry during the first half of 2006, and our objective is to continue to outperform during the second half of the year,” Welch said. “Our recent efforts to increase our truck count through enhanced driver recruiting and retention have created strong momentum on the capacity side as we begin the third quarter. At the same time, we continue to make excellent progress in diversifying our customer base. Our sales and customer service organization is well-positioned to generate and support increased business volume across an expanding fleet. In addition, reflecting our broadening relationships with third-party carriers, the brokerage component of our business continues to gain strength. We look forward to leveraging these positive dynamics to extend the Company’s growth and profitability gains throughout the year.”

Express-1 Expedited Solutions, Inc. reiterated its previously announced guidance for full year 2006. The Company continues to expect that revenue for 2006 will be in the range of $39 million to $42 million, representing approximately 17% to 18% growth in the Company’s remaining operations. The Company expects full-year net income in the range of $0.10 to $0.12 per share based on its current shares outstanding.

Conference Call/Webcast Information

Management will conduct a conference call this morning at 10:00 a.m. ET to discuss the Company’s second-quarter financial results. Those interested in accessing a live or archived webcast of the call should visit the Company’s website at www.express-1.com. Those wishing to take part in the live teleconference call can dial 201-689-8049 or 877-407-9210. A playback will be available through midnight on August 11, 2006. To listen to the playback, please call 201-612-7415 or 877-660-6853. Use account number 286 and conference ID number 208301.

About Express-1 Expedited Solutions, Inc.

The Company provides expedited transportation services to more than 1,000 organizations, ranging from mid-sized companies to the Fortune 500. The Company specializes in same-day and next-day pick up and delivery. To maximize flexibility and minimize overhead, the Company maintains a non-asset-based business model and utilizes a fleet of professional, independent owner operators. The Company has a state-of-the-art 24/7 call center utilizing an advanced communications technology and dispatch infrastructure that covers the 48 continental U.S. states and Canada. 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 management’s 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.

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 Company’s 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 Company’s ability to pay outstanding liabilities.

Express-1, Expedited Solutions Inc.
EBITDA Reconciliation

		Three Months Ended
		June 30,
		2006				2005
Net income (loss) as reported		$	848,000			$	(1,211,000	)
Income tax (benefit) provision		$	0			$	0
Interest expense		$	63,000			$	52,000
Depreciation and amortization		$	254,000			$	414,000
Restructuring, exit and consolidation expenses		$	0			$	375,000
EBITDA		$	1,165,000			$	(370,000	)

Express-1 Expedited Solutions, Inc.
Statements of Operations
(unaudited)

		Three Months Ended								Six Months Ended
		June 30,				June 30,				June 30,				June 30,
		2006				2005				2006				2005
Revenues
Operating revenue		$	11,120,000			$	10,290,000			$	20,675,000			$	20,639,000
Expenses:
Direct expenses			8,257,000				8,057,000				15,386,000				16,435,000
Gross profit			2,863,000				2,233,000				5,289,000				4,204,000
Sales, general and administrative expense			1,939,000				2,903,000				3,634,000				5,912,000
Restructuring, exit and consolidation expense			—				375,000				—				3,958,000
Total sales, general and administrative expense			1,939,000				3,278,000				3,634,000				9,870,000
Other expense			13,000				114,000				142,000				119,000
Interest Expense			63,000				52,000				108,000				76,000
Income (loss) before income tax provision			848,000				(1,211,000	)			1,405,000				(5,861,000	)
Income tax (benefit) provision			—				—				—				—
Net income (loss)		$	848,000			$	(1,211,000	)		$	1,405,000			$	(5,861,000	)
Basic income (loss) per common share			0.03				(0.05	)			0.05				(0.22	)
Basic weighted average common shares outstanding			26,285,034				26,730,034				26,285,034				26,717,672
Diluted income (loss) per common share			0.03				(0.05	)			0.05				(0.22	)
Diluted weighted average common shares outstanding			26,441,809				26,730,034				26,398,952				26,717,672

Express-1 Expedited Solutions, Inc.
Balance Sheet

		June 30,				December 31,
		2006				2005
Assets
Current assets:
Cash and cash equivalents		$	82,000			$	386,000
Accounts receivable, net of allowances of $504,000 and $732,000, respectively			5,646,000				4,434,000
Prepaid expenses			194,000				326,000
Other current assets			42,000				77,000
Deferred tax asset, current			500,000				500,000
Total current assets			6,464,000				5,723,000
Property and equipment, net of accumulated depreciation			2,401,000				2,229,000
Goodwill			3,567,000				3,567,000
Identified intangible assets			4,411,000				4,629,000
Loans and advances			166,000				439,000
Deferred tax asset, long term			1,504,000				1,504,000
Other long term assets			406,000				363,000
		$	18,919,000			$	18,454,000
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable		$	1,202,000			$	924,000
Accrued salaries and wages			391,000				397,000
Accrued expenses, other			1,012,000				2,721,000
Current maturities of long term debt			177,000				242,000
Other current liabilities			252,000				97,000
Total current liabilities			3,034,000				4,381,000
Line of credit			2,805,000				1,764,000
Notes payable and capital leases, net of current maturities			140,000				824,000
Other long-term liabilities			190,000				199,000
Total long-term liabilities			3,135,000				2,787,000
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; 26,465,034 shares issued and 26,285,034 outstanding			26,000				26,000
Additional paid-in capital			20,371,000				20,312,000
Accumulated deficit			(7,540,000	)			(8,945,000	)
Treasury stock, at cost, 180,000 shares held			(107,000	)			(107,000	)
Total stockholders’ equity			12,750,000				11,286,000
		$	18,919,000			$	18,454,000

Selected Financial Data
For the three months ended, June 30, 2006

																						Express-1
		Express-1				Evansville								Core								Expedited
		Expedited				Dedicated				Corporate				Business				Other				Solutions, Inc.
Operating Revenues		$	9,868,000			$	1,252,000				—			$	11,120,000				—			$	11,120,000
Direct Expenses			7,268,000				989,000				—				8,257,000				—				8,257,000
Sales, general and administrative expenses			1,515,000				163,000				365,000				2,043,000				(28,000	)			2,015,000
Restructuring expenses			—				—				—				—				—				—
Net income (loss) before provision (benefit) for taxes		$	1,085,000			$	100,000			$	(365,000	)		$	820,000			$	28,000			$	848,000
Restructuring expenses		$	—			$	—			$	—			$	—			$	—			$	—
Depreciation and amortization			207,000				47,000				—				254,000				—				254,000
Interest expense, net			—				—				63,000				63,000				—				63,000
Taxes			—				—				—				—				—				—
EBITDA		$	1,292,000			$	147,000			$	(302,000	)		$	1,137,000			$	28,000			$	1,165,000

Selected Financial Data
For the three months ended, June 30, 2005

						Evansville								Core
		Express-1				Dedicated				Corporate				Business				Other				Segmentz, Inc.
Operating Revenues		$	7,160,000			$	1,065,000			$	—			$	8,225,000			$	2,065,000			$	10,290,000
Direct Expenses			5,415,000				1,037,000				—				6,452,000				1,605,000				8,057,000
Sales, general and administrative expenses			1,546,000				113,000				785,000				2,444,000				625,000				3,069,000
Restructuring expenses			—				—				375,000				375,000				—				375,000
Net income (loss) before provision (benefit) for taxes		$	199,000			$	(85,000	)		$	(1,160,000	)		$	(1,046,000	)		$	(165,000	)		$	(1,211,000	)
Restructuring expenses		$	—			$	—			$	375,000			$	375,000			$	—			$	375,000
Depreciation and amortization			194,000				103,000				83,000				380,000				34,000				414,000
Interest expense, net			—				—				52,000				52,000				—				52,000
Taxes			—				—				—				—				—				—
EBITDA		$	393,000			$	18,000			$	(650,000	)		$	(239,000	)		$	(131,000	)		$	(370,000	)

Selected Financial Data
For the six months ended, June 30, 2006

																						Express-1
		Express-1				Evansville								Core								Expedited
		Expedited				Dedicated				Corporate				Business				Other				Solutions, Inc.
Operating Revenues		$	18,244,000			$	2,431,000			$	—			$	20,675,000			$	—			$	20,675,000
Operating Expenses			13,358,000				1,980,000				—				15,338,000				—				15,338,000
Sales, general and administrative expenses			2,869,000				323,000				710,000				3,902,000				30,000				3,932,000
Restructuring expenses			—				—				—				—				—				—
Net income (loss) before provision (benefit) for taxes		$	2,017,000			$	128,000			$	(710,000	)		$	1,435,000			$	(30,000	)		$	1,405,000
Restructuring expenses		$	—			$	—			$	—			$	—			$	—			$	—
Depreciation and amortization			419,000				94,000				—				513,000				—				513,000
Interest expense, net			—				—				108,000				108,000				—				108,000
Taxes			—				—				—				—				—				—
EBITDA		$	2,436,000			$	222,000			$	(602,000	)		$	2,056,000			$	(30,000	)		$	2,026,000

Selected Financial Data
For the six months ended, June 30, 2005

						Evansville								Core
		Express-1				Dedicated				Corporate				Business				Other				Segmentz, Inc.
Operating Revenues		$	14,067,000			$	2,129,000			$	—			$	16,196,000			$	4,443,000			$	20,639,000
Operating Expenses			10,500,000				2,056,000				—				12,556,000				3,879,000				16,435,000
Sales, general and administrative expenses			3,186,000				237,000				1,369,000				4,792,000				1,315,000				6,107,000
Restructuring expenses			—				—				3,958,000				3,958,000				—				3,958,000
Net income (loss) before provision (benefit) for taxes		$	381,000			$	(164,000	)		$	(5,327,000	)		$	(5,110,000	)		$	(751,000	)		$	(5,861,000	)
Restructuring expenses		$	—			$	—			$	3,958,000			$	3,958,000			$	—			$	3,958,000
Depreciation and amortization			387,000				214,000				151,000				752,000				109,000				861,000
Interest expense, net			—				—				76,000				76,000				—				76,000
Taxes			—				—				—				—				—				—
EBITDA		$	768,000			$	50,000			$	(1,142,000	)		$	(324,000	)		$	(642,000	)		$	(966,000	)

The selected financial data above represents “reporting units” within the Company. The subtotal entitled “Core Business” represents the operations remaining after the completion of the restructuring plan, and is intended only to give the reader the ability to

view what are now our ongoing operations, exclusive of the closed operations. The column entitled “Other” represents services or location revenue and expenses that have primarily been eliminated based on the restructuring plan implemented in the fourth quarter of 2004. Remaining expense items reflected within this column include real estate leases, equipment termination costs and impairment charges associated with equipment and property no longer in use. None of our reporting units met the quantitative criteria required for segment reporting. For purposes of the selected financial tables above, we have included Interest Expense and Other Expense within the line item Sales, General and Administrative Expenses.