UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the
period ended September 30, 1999.
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities
Exchange Act of 1934 for the transition
period from
------------------------------------------ to ------------------------------------------
Commission File Number 1-10006
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Frozen Food Express Industries, Inc.
|
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|
(Exact name of registrant as specified on its charter)
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(State or other jurisdiction of incorporation or organization)
|
(IRS Employer Identification No.) |
| 1145 Empire
Central Place |
Dallas,
Texas |
75247-4309 |
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| (Address of principal
executive offices) |
(Zip
Code) |
- ----------------------------------------------------------------------------------------
|
(Registrant's telephone number, including area code)
|
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|
(Former name, former address and former fiscal year, if changed
since last report)
|
Indicate by check mark whether the registrant (l) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to filing requirements for the past 90 days.
As of November 5, 1999, 16,316,004 shares of the Registrant's Common
Stock, $1.50 par value, were outstanding.
INDEX
| |
PART I - FINANCIAL INFORMATION
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Page No.
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| Item l. |
Financial Statements |
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| |
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|
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Consolidated Condensed Balance Sheets - |
|
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September 30, 1999 and December 31, 1998 |
2
|
| |
|
|
| |
Consolidated Statements of Income - |
|
| |
Three and Nine months ended September 30, 1999
and 1998 |
3
|
| |
|
|
| |
Consolidated Condensed Statements of Cash Flows
- - |
|
| |
Nine months ended September 30, 1999 and 1998 |
4
|
| |
|
|
| |
Notes to Consolidated Condensed Financial Statements |
5
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| |
|
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| Item 2. |
Management's Discussion and Analysis of |
|
| |
Financial Condition and Results of Operations |
7
|
| |
|
|
| Item 3. |
Qualitative and Quantitative Disclosures about
Market Risk |
11
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PART II - OTHER INFORMATION
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|
| |
|
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| Item 6. |
Exhibits and Reports on Form 8-K |
12
|
| |
|
|
| |
Exhibit 27.1 - Financial Data Schedule |
14
|
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(In thousands)
(Unaudited)
| |
Sept. 30,
|
Dec. 31,
|
|
1999
---------
|
1998
---------
|
| Assets |
|
|
| Current assets |
|
|
| Cash |
$ 5,725
|
$ 6,023
|
| Accounts receivable, net |
54,454
|
43,802
|
| Inventories |
16,028
|
12,575
|
| Tires |
5,310
|
5,276
|
| Other current assets |
8,374
---------
|
3,259
---------
|
| Total current assets |
89,891
|
70,935
|
| |
|
|
| Property and equipment, net |
75,264
|
64,405
|
| Other assets |
15,738
---------
|
14,340
---------
|
| |
$180,893
======
|
$149,680
======
|
| |
|
|
| Liabilities and Shareholders' Equity |
|
|
| Current liabilities |
|
|
| Trade accounts payable |
$ 18,282
|
$ 17,153
|
| Accrued claims liabilities |
3,422
|
3,801
|
| Accrued payroll |
4,663
|
5,759
|
| Other |
6,276
---------
|
4,869
---------
|
| Total current liabilities |
32,643
|
31,582
|
| |
|
|
| Long-term debt |
30,500
|
-
|
| Other and deferred credits |
21,111
---------
|
19,821
---------
|
| Total liabilities and deferred credits |
84,254
---------
|
51,403
---------
|
| |
|
|
| Shareholders' equity |
|
|
| Common stock |
25,921
|
25,921
|
| Paid-in capital |
5,096
|
5,323
|
| Retained earnings |
72,940
---------
|
73,001
---------
|
| |
103,957
|
104,245
|
| Less - Treasury stock |
7,318
---------
|
5,968
---------
|
| Total shareholders' equity |
96,639
---------
|
98,277
---------
|
| |
$180,893
======
|
$149,680
======
|
| |
|
|
See accompanying notes.
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(In thousands, except per-share amounts)
(Unaudited)
| |
For the Three Months
Ended Sept. 30,
|
For the Nine Month
Ended Sept. 30,
|
| |
1999
---------
|
1998
---------
|
1999
---------
|
1998
---------
|
| Revenue |
|
|
|
|
| Freight revenue |
$ 79,346
|
$ 78,484
|
$232,013
|
$226,256
|
| Non-freight revenue |
17,825
----------
|
15,043
----------
|
50,233
----------
|
34,198
----------
|
| |
97,171
----------
|
93,527
----------
|
282,246
----------
|
260,454
----------
|
| Costs and expenses |
|
|
|
|
| Freight operating expenses |
|
|
|
|
| Salaries, wages and related expenses |
22,711
|
21,040
|
65,006
|
60,840
|
| Purchased transportation |
18,285
|
17,319
|
51,971
|
49,696
|
| Supplies and expenses |
22,590
|
21,437
|
63,863
|
62,271
|
| Revenue equipment rent |
6,568
|
6,510
|
19,457
|
18,739
|
| Depreciation |
3,048
|
2,374
|
8,662
|
7,000
|
| Communications and utilities |
1,029
|
1,029
|
2,761
|
3,152
|
| Claims and insurance |
4,180
|
2,952
|
11,643
|
8,703
|
| Operating taxes and
licenses |
1,485
|
1,258
|
4,031
|
3,619
|
| Gain on sale of equipment |
(25)
|
(262)
|
(736)
|
(725)
|
| Miscellaneous expense |
1,067
---------
|
876
---------
|
2,807
---------
|
2,318
---------
|
| |
80,938
|
74,533
|
229,465
|
215,613
|
| Non-freight costs and operating
expenses |
17,063
---------
|
14,148
---------
|
48,600
---------
|
32,721
---------
|
| |
98,001
---------
|
88,681
---------
|
278,065
---------
|
248,334
---------
|
| (Loss)/income from operations |
(830)
|
4,846
|
4,181
|
12,120
|
| |
|
|
|
|
| Interest and other expense, net |
1,021
---------
|
297
---------
|
1,937
---------
|
650
---------
|
| |
|
|
|
|
| (Loss)/income before income tax |
(1,851)
|
4,549
|
2,244
|
11,470
|
| Provision for income tax |
(685)
---------
|
1,699
---------
|
830
---------
|
4,187
---------
|
| |
|
|
|
|
| Net (loss)/income |
$ (1,166)
======
|
$ 2,850
======
|
$ 1,414
======
|
$ 7,283
======
|
|
|
|
|
|
| Net (loss)/income per share of
common stock |
|
|
|
|
| Basic |
$ (.07)
======
|
$
.17
======
|
$
.09
======
|
$
.43
======
|
| Diluted |
$ (.07)
======
|
$
.17
======
|
$
.09
======
|
$
.43
======
|
| Weighted average shares outstanding |
|
|
|
|
| Basic |
16,315
======
|
16,851
======
|
16,362
======
|
16,866
======
|
| Diluted |
16,315
======
|
16,980
======
|
16,499
======
|
17,084
======
|
See accompanying notes.
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Condensed Statements of Cash Flows
(In thousands)
(Unaudited)
| |
For the Nine Months
Ended Sept. 30,
|
| |
1999
---------
|
1998
---------
|
| |
|
|
| Net cash (used in) provided by
operating activities |
$ (7,811)
---------
|
$ 6,507
---------
|
| |
|
|
| Cash flows from investing activities |
|
|
| Expenditures for property and
equipment |
(27,310)
|
(19,540)
|
| Proceeds from sale
of property and equipment |
9,996
|
4,474
|
| Company owned life insurance and
other |
(2,621)
---------
|
(2,195)
---------
|
| |
|
|
| Net cash used in investing activities |
(19,935)
---------
|
(17,261)
---------
|
| |
|
|
| Cash flows from financing activities |
|
|
| Borrowings under revolving credit
agreement |
51,000
|
-
|
| Payments against revolving credit
agreement |
(20,500)
|
-
|
| Dividends paid |
(1,474)
|
(1,521)
|
| Net treasury stock activity |
(1,578)
---------
|
(1,861)
---------
|
| |
|
|
| Net cash provided
by (used in) financing activities |
27,448
---------
|
(3,382)
---------
|
| |
|
|
| Net decrease in cash and cash
equivalents |
(298)
|
(14,136)
|
| Cash and cash equivalents at January
1 |
6,023
---------
|
23,318
---------
|
| |
|
|
| Cash and cash equivalents
at September 30 |
$ 5,725
======
|
$ 9,182
======
|
See accompanying notes.
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
September 30, 1999 and 1998
(Unaudited)
1. BASIS OF PRESENTATION
The consolidated financial statements include Frozen Food Express Industries,
Inc. (FFEX) and its subsidiary companies (the company), all of which are
wholly owned. All significant intercompany accounts and transactions have
been eliminated in consolidation. The financial statements included herein
have been prepared pursuant to the rules and regulations of the Securities
and Exchange Commission (SEC) and have not been audited or reviewed by
independent public accountants. In the opinion of management, all adjustments
(which consisted only of normal recurring accruals) necessary to present
fairly the financial position and results of operations have been made.
Pursuant to SEC rules and regulations, certain information and disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted from these
statements unless significant changes have taken place since the end of
the most recent fiscal year. FFEX believes that the disclosures contained
herein, when read in conjunction with the financial statements and notes
included, or incorporated by reference, in FFEX's Form 10-K filed with
the SEC on March 26, 1999, are adequate to make the information presented
not misleading. It is suggested, therefore, that these statements be read
in conjunction with the statements and notes (included, or incorporated
by reference), in the aforementioned report on Form 10-K.
2. FINANCING AND INVESTING ACTIVITIES NOT AFFECTING CASH
During the nine months ended September 30, 1998, the company funded
contributions to its Employee Savings Plan by transferring 113,324 shares
of treasury stock to the Plan trustee. The fair market value of the transferred
shares was $1,078,000.
3. SHAREHOLDERS' EQUITY
As of September 30, 1999 and December 31, 1998, respectively, there
were 16,306,000 and 16,499,000 shares of stock outstanding. During both
of the quarters ended September 30, 1999 and 1998, the company declared
dividends on the common stock of three cents per share.
4. COMMITMENTS AND CONTINGENCIES
The company has accrued for costs related to public liability and work-related
injury claims, some of which involve litigation. The aggregate amount of
these claims is significant. In the opinion of management, these actions
can be successfully defended or resolved, and any additional costs incurred
over amounts accrued will not have a material adverse effect on the company's
financial position, cash flows or results of operations.
5. EARNINGS PER SHARE
Common stock equivalents included in diluted weighted average shares,
all of which result from dilutive stock options granted by the company,
were as follows:
| |
1999
|
1998
|
| For the three months ended September 30 |
-
|
129,000
|
| For the nine months ended September 30 |
137,000
|
218,000
|
For the three months ending September 30, 1999, 118,000 common stock
equivalent shares were excluded because inclusion would have been anti-dilutive.
6. OPERATING SEGMENTS
The company's operations consist of two reportable segments. The freight
segment is engaged primarily in the motor carrier freight transportation
business. The smaller segment is primarily engaged in non-freight business
relating to the sale and service of refrigeration equipment and of trailers
used in freight transportation.
Financial information for each reportable segment for the nine-month
periods ended September 30, 1999 and 1998 is as follows (in millions):
| |
|
| |
1999
--------
|
1998
--------
|
| Freight Operations |
|
|
|
Total Revenue |
$232.0
|
$226.2
|
|
Operating Income |
2.6
|
10.6
|
|
Total Assets |
171.9
|
141.3
|
| |
|
|
| Non-Freight Operations |
|
|
|
Total Revenue |
$ 60.7
|
$ 43.1
|
|
Operating Income |
1.6
|
1.5
|
|
Total Assets |
30.3
|
23.3
|
| |
|
|
| Intercompany Eliminations |
|
|
|
Revenue |
$ (10.5)
|
$ (8.8)
|
|
Operating Income |
-
|
-
|
|
Assets |
(21.3)
|
(14.7)
|
| |
|
|
| Consolidated |
|
|
|
Revenue |
$282.2
|
$260.5
|
|
Operating Income |
4.2
|
12.1
|
|
Assets |
180.9
|
149.9
|
Intercompany elimination of revenue relates to transfers, at cost, of inventory
such as trailers and refrigeration units from the non-freight segment for
use by the freight segment.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The table sets forth, as a percentage of freight revenue, certain major
operating expenses for the three- and nine-month periods ended September
30, 1999 and 1998.
| |
Three Months
Ended Sept.
30, |
Nine Months
Ended Sept. 30,
|
| |
1999
--------
|
1998
--------
|
1999
--------
|
1998
-------
|
| |
|
|
|
|
| Salaries, wages and related expense |
28.6%
|
26.8%
|
28.0%
|
26.9%
|
| Purchased transportation |
23.0
|
22.1
|
22.4
|
22.0
|
| Supplies and expenses |
28.5
|
27.3
|
27.5
|
27.5
|
| Revenue equipment rent |
8.3
|
8.3
|
8.4
|
8.3
|
| Depreciation |
3.8
|
3.0
|
3.7
|
3.1
|
| Claims and insurance |
5.3
|
3.8
|
5.0
|
3.8
|
| Other |
4.5
------
|
3.7
------
|
3.9
------
|
3.7
------
|
| Total freight operating expenses |
102.0%
====
|
95.0%
====
|
98.9%
====
|
95.3%
====
|
| |
|
|
|
|
Third Quarter of 1999 vs. 1998
During the third quarter of 1999, revenue increased by 3.9% to $97,171,000
with freight revenue up $0.8 million or 1%. Non-freight revenue aggregated
18.3% and 16.1% of total revenue during the third quarter of 1999 and 1998,
respectively. Less-than-truckload (LTL) revenue was 1.8% higher and full-truckload
revenue increased by 0.7% as compared to the same period of 1998.
The increase in full-truckload revenue was due primarily to a 5.7% increase
in average per-shipment revenue, coupled with a 4.7% decrease in the quantity
of full truckload shipments transported.
During the 1999 third quarter, total LTL hundredweight rose by 1.6%,
while revenue per LTL hundredweight improved by 0.3%.
The 1999 increase in non-freight revenue was due to improvement in the
market for refrigeration equipment and to the continued penetration of
the company's non-freight subsidiary of new geographical and product markets.
The number of tractors in the fleet of company-operated, full-truckload
equipment fell from approximately 1,235 at the beginning of 1999 to about
1,215 by the end of the third quarter. The number of full-truckload tractors
provided by owner-operators had increased by 35 to approximately 465.
Full-truckload activities, which contributed 66% of freight revenue
during the third quarter of 1999 and 1998, are conducted primarily with
company-operated equipment, while LTL activities are conducted primarily
with equipment provided by owner-operators. Changes in the mix of LTL versus
full-truckload revenue as well as fluctuations in the amount of total freight
handled on company-operated versus owner-operator provided equipment, impacted
the percent of freight revenue absorbed by the various categories of operating
expenses between the two quarters. The proportion of full-truckload revenue
generated by company-operated trucks during the third quarter of 1999 was
75%, as compared to 77% during the third quarter of 1998. Company-operated
trucks generated 31% of total LTL revenue for the third quarter of 1999
as compared to 32% during the third quarter of 1998.
During the third quarter of 1999, the percent of freight revenue absorbed
by salaries, wages and related expense was 28.6%, as compared to 26.8%
during the year-ago quarter. Due primarily to improved incentives and other
factors related to driver retention, wages paid to drivers rose by 6% between
the quarters. Of the $1,671,000 increase in salaries, wages and related
expenses, 39% was driver related and 34% was the result of increased non-driver
payroll expenses. During the 1998 quarter, the company capitalized the
salaries paid to certain employees who were directly contributing to the
development of a new management information system (MIS), which was implemented
during the second quarter of 1999. During the third quarter of 1999, these
costs were expensed as incurred, resulting in higher non-driver payroll
costs. The remaining increase in salaries, wages and related expenses was
primarily due to increased claims for work-related injuries.
Purchased transportation expense as a percent of freight revenue also
increased from 22.1% in the third quarter of 1998 to 1999's 23%. This was
due primarily to the proportional increase in the quantity of shipments
transported by contractor-provided tractors.
Per-gallon fuel costs paid by the company rose by 20% during the third
quarter of 1999 as compared to 1998. Due to a variety of factors, the impact
of fuel price volatility on the company's cost structure and profitability
has been mitigated. Owner-operators are responsible for all costs associated
with their equipment, including fuel. Therefore, the cost of such fuel
is not a direct expense of the company. With regard to fuel expenses for
company-operated equipment, the company attempts to mitigate the effect
of fluctuating fuel costs by purchasing more fuel-efficient tractors and
aggressively managing fuel purchasing. Also, certain rates charged by the
company for its service are adjustable by reference to market fuel prices.
Relatively high or low per-gallon market fuel prices can result in upward
or downward adjustment of freight rates, further mitigating the impact
of such volatility on the company's profits.
The sum of revenue equipment rent and depreciation rose by 8.3% during
1999's third quarter to $9.6 million. This increase is associated with
the Company's new MIS and the acquisition of tractors and trailers earlier
in 1999.
Claims and insurance expense rose from 3.8% of freight revenue during
the third quarter of 1998, to 5.3% for 1999. The increase resulted from
a variety of factors, including but not limited to an increase in the frequency
of physical damage losses and the relative severity of incidents that involve
liability for personal injury.
As a result of the above factors, during the third quarter of 1999,
the Company incurred a loss from operations of $830,000 compared to income
from operations of $4,846,000 during the comparable 1998 period.
Interest and other expense, net rose from $297,000 to $1,021,000 between
the two quarters. Increased interest costs associated with borrowed funds
and reduced interest income on invested funds were the principal factors
affecting this net increase.
First Nine Months of 1999 vs. 1998
For the nine months ended September 30,1999, revenue increased by 8.4%,
but income from operations fell by 65.5%. Of the $21,792,000 increase in
total revenue, revenue generated by the company-operated, full-truckload
fleet increased by $2,170,000, and full-truckload revenue generated by
owner-operators provided equipment rose by $4,230,000. LTL revenue declined
by $643,000, and non-freight revenue increased by $16,035,000.
The increase in the percent of revenue absorbed by salaries, wages and
related expenses relative to the percent of freight revenue absorbed by
purchased transportation are related to the change in the mix of company-operated
versus owner-operator-provided trucks in the company's fleet and other
factors as outlined above in the discussion of third quarter results.
During the nine months of 1999, revenue equipment rent expense, which
is primarily related to the company-operated, full-truckload fleet, as
a percentage of freight revenue was 8.4%, as compared to 8.3% during 1998.
Depreciation expense, which is related to the company's operating fleets
as well as other types of property, between the nine-month periods rose
from 3.1% to 3.7% of freight revenue. Fluctuations in these expenses are
affected by changes in the proportion of owned tractors and trailers versus
those that are leased pursuant to long-term operating lease agreements,
the revenue which each truck generates during a reporting period as well
as the presence during 1999 of depreciation expense associated with the
new MIS.
LIQUIDITY AND CAPITAL RESOURCES
The company's primary needs for capital resources are to finance working
capital, capital expenditures and, from time to time, acquisitions. Working
capital investment typically increases during periods of sales expansion
when higher levels of receivables, with regard to non-freight operations
inventory are present. The company had long-term debt of $30.5 million
as of September 30, 1999. Net of outstanding letters of credit in favor
of insurance companies of $5 million, the unused portion of the company's
$50,000,000 revolving credit facility was approximately $15 million.
Net cash used in operating activities was $7.8 million and cash provided
by operating activities was $6.5 million for the nine months ending September
30, 1999 and 1998, respectively. This change was primarily attributable
to fluctuations in the components of working capital.
Net capital expenditures were $17.3 million and $15.1 million for the
nine months ended September 30, 1999 and 1998, respectively.
The company believes that its current cash position, funds from operations,
and the availability of funds under its credit agreements will be sufficient
to meet anticipated liquidity requirements for the next twelve months.
At September 30, 1999, working capital was $57.2 million as compared to
$39.4 million at December 31, 1998.
For the first nine months of 1999, working capital increased by $17.8
million, represented by increased investments in accounts receivable, inventories
and other current assets. Increased accounts receivable resulted in part
from temporary delays in the company's collection cycle. The slower collection
cycle is believed to be a temporary outcome of the computer systems conversion
accomplished during 1999's third quarter. The increased level of other
current assets resulted primarily from recoverable expenditures related
to the retirement of tractors that had been leased pursuant to operating
leases. The higher level of inventories was related to the expansion of
the company's non-freight operations and to such operations' seasonal purchases
of product anticipated to be marketed during the summer months which constitute
the non-freight operations' peak seasonal selling period.
As noted above, the company incurred a net loss during the quarter ended
September 30, 1999, and the nine-month profitability was significantly
below that of 1998. In light of these changes, the company elected in November
1999 not to declare its regular quarterly cash dividend which had been
3 cents per share of common stock.
YEAR 2000
The company is aware of the potential problems associated with existing
information technology systems ("IT systems") as the millennium year (Year
2000) approaches. The company's exposure to such problems does not involve
significant date-sensitive financial computations. Rather, problems may
occur with regard to IT systems and the impact erroneous dates may have
on core business operating activities such as the company's ability to
process customer orders, track and manage equipment, and generate customer
invoices. Disruptions in any such activity could have a significant negative
impact on the company's ability to conduct its routine business operations.
New systems have been installed based on more current technology, which
address the issues associated with the millennium year. It is not practicable
to isolate the portion of "new" system development costs, which are specifically
associated with the Year 2000 ("Y2K") problem. Such development costs have,
to date, been financed by internally generated funds. Incremental costs
associated with the development effort have been capitalized by the company
and will be amortized against post-conversion income.
The company also uses a variety of assets that are operated by or reliant
upon non-information technology systems ("non-IT systems"), such as equipment
or refrigeration systems that contain embedded technology. Modification
or replacement would be necessary for proper performance of any IT or non-IT
system that is unable to properly interpret and process the Y2K.
STATE OF READINESS. The company continues to evaluate the status of
the company's systems for Y2K compliance. In addition, the company has
verified the Y2K compliance of third parties with whom the company has
a material relationship, such as customers, suppliers and service providers
such as financial institutions. To date, no significant Y2K problems have
been identified by these evaluations.
The failure of any internal non-IT system to become timely compliant
for Y2K is not expected to have a material effect on the business, operations
or financial condition of the company. Nevertheless, the company will continue
to take steps to modify or replace all non-IT systems that are not Y2K
compliant during the 1999 calendar year. The cost of such conversions is
not expected to be material.
During the nine months of 1999, the company's principal operating subsidiary
converted from its non-Y2K compliant mainframe system, which had been in
place for several years, to a newer technology which is believed to be
substantially Y2K compliant. The new system is continually evaluated with
respect to Y2K compliance. These evaluations are conducted by internal
as well as external persons with requisite evaluation skills. To date,
no significant Y2K problems have been identified by these evaluations.
The new system is expected to improve and standardize company processes
and apply technology to reduce operating costs. This system centers around
modifications to software procured from third party systems vendors. The
new IT system and related processes are also expected to enhance the Company's
competitive position by improving customer service, pricing strategies
and logistics management.
The company has reviewed its telecommunications systems with its third
party providers and has been assured that they are or will be Y2K compliant.
The company is also assessing the requirements to make Y2K compliant all
third party IT-system software used in desktop computers. These costs are
not expected to be material to the company.
COSTS TO ADDRESS YEAR 2000 ISSUES. As of September 30, 1999, the company
has incurred approximately $10 million for the cost of the system project.
RISKS TO THE COMPANY FOR Y2K ISSUES. The most likely worst case scenario
to the company associated with its Y2K compliance efforts would be the
failure of third parties with whom the company has material business relationships
to become Y2K compliant. It is not feasible at this time to predict the
impact, if any, on the company's financial condition or results of operations
as a result of this scenario.
CONTINGENCY PLAN. Other subsidiaries and divisions of the company are
in varying stages of Y2K readiness. Some are prepared while others are
actively pursuing Y2K compliance. It is expected that all operations will
be substantially compliant prior to the fourth quarter of 1999. Because
procedures at these operations are less complex, the company expects that
non-compliance of information systems can be quickly resolved.
OUTLOOK
Certain statements contained herein including statements regarding the
anticipated development and expansion of the company's business or the
industry in which the company operates, the intent, belief or current expectations
of the company, its directors or its officers, primarily with respect to
the future operating performance of the company and other statements contained
herein regarding matters that are not historical facts, are "forward-looking"
statements (as such term is defined in the Private Securities Litigation
Reform Act of 1995). Because such statements involve risks and uncertainties,
actual results may differ materially from those expressed or implied from
such forward-looking statements. These risks and uncertainties include
demand for the company's services and products, and the company's abilities
to meet that demand, which may be affected by, among other things, competition,
weather conditions and the general economy, the availability and cost of
labor, equipment, fuel and supplies, the impact of changes in the tax and
regulatory environment in which the company operates, operational risks
and insurance, risks associated with the technologies and systems used
by the company and the other risks and uncertainties described in the company's
filings with the Securities and Exchange Commission.
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
As of September 30, 1999, long-term debt stood at $30.5 million, which
approximated fair market value. No short-term debt was present. Also, as
of September 30, 1999, the company held no material market risk sensitive
instruments (for trading as well as non-trading purposes) which would involve
significant foreign currency exchange rate risk, commodity price risk or
other relevant market risks, such as equity price risk. Accordingly, the
potential loss to the company in future earnings, fair values or cash flows
of market risk sensitive investments resulting from changes in interest
rates, foreign currency exchange rates, commodity prices and other relevant
market rates or prices is not significant.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial Data Schedule
-
No reports on Form 8-K were filed during the quarter ended September 30,
1999.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of l934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned, hereunto duly authorized.
FROZEN FOOD EXPRESS INDUSTRIES, INC.
(Registrant)
November 11, 1999
By: /s/Stoney M. Stubbs, Jr.
Stoney M. Stubbs, Jr.
Chairman of the Board
November 11, 1999
By: /s/F. Dixon McElwee, Jr.
F. Dixon McElwee, Jr.
Senior Vice President
Principal Financial and Accounting Officer
