Exhibit 99.1
CONSOLIDATED BALANCE SHEETS
YRC Worldwide Inc. and Subsidiaries
(Amounts in thousands except per share data)
| | | | | | | | |
| | December 31, 2005
| | | December 31, 2004
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| | (Unaudited) | | | | |
ASSETS | | | | | | | | |
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CURRENT ASSETS: | | | | | | | | |
Cash and cash equivalents | | $ | 82,361 | | | $ | 106,489 | |
Accounts receivable, net | | | 1,164,383 | | | | 778,596 | |
Prepaid expenses and other | | | 230,888 | | | | 168,356 | |
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Total current assets | | | 1,477,632 | | | | 1,053,441 | |
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PROPERTY AND EQUIPMENT: | | | | | | | | |
Cost | | | 3,607,415 | | | | 2,672,289 | |
Less - accumulated depreciation | | | 1,401,623 | | | | 1,249,571 | |
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Net property and equipment | | | 2,205,792 | | | | 1,422,718 | |
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OTHER ASSETS: | | | | | | | | |
Goodwill | | | 1,234,065 | | | | 632,141 | |
Intangibles, net | | | 713,677 | | | | 468,310 | |
Other assets | | | 103,023 | | | | 50,559 | |
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Total assets | | $ | 5,734,189 | | | $ | 3,627,169 | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
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CURRENT LIABILITIES: | | | | | | | | |
Accounts payable | | $ | 393,934 | | | $ | 307,089 | |
Wages, vacations, and employees’ benefits | | | 522,882 | | | | 427,731 | |
Other current and accrued liabilities | | | 372,988 | | | | 210,519 | |
Asset backed securitization (“ABS”) borrowings | | | 374,970 | | | | — | |
Current maturities of contingently convertible notes | | | — | | | | 250,000 | |
Current maturities of long-term debt | | | — | | | | 4,400 | |
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Total current liabilities | | | 1,664,774 | | | | 1,199,739 | |
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OTHER LIABILITIES: | | | | | | | | |
Long-term debt, less current portion | | | 1,113,085 | | | | 403,535 | |
Deferred income taxes, net | | | 387,220 | | | | 319,839 | |
Claims and other liabilities | | | 632,622 | | | | 489,865 | |
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Total other liabilities | | | 2,132,927 | | | | 1,213,239 | |
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SHAREHOLDERS’ EQUITY: | | | | | | | | |
Common stock, $1 par value per share | | | 60,450 | | | | 51,303 | |
Preferred stock, $1 par value per share | | | — | | | | — | |
Capital surplus | | | 1,172,139 | | | | 694,504 | |
Retained earnings | | | 838,614 | | | | 550,484 | |
Accumulated other comprehensive loss | | | (27,610 | ) | | | (33,159 | ) |
Unamortized equity awards | | | (17,485 | ) | | | (10,479 | ) |
Treasury stock, at cost (3,158 and 2,066 shares) | | | (89,620 | ) | | | (38,462 | ) |
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Total shareholders’ equity | | | 1,936,488 | | | | 1,214,191 | |
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Total liabilities and shareholders’ equity | | $ | 5,734,189 | | | $ | 3,627,169 | |
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STATEMENTS OF CONSOLIDATED OPERATIONS
YRC Worldwide Inc. and Subsidiaries
For the Three and Twelve Months Ended December 31
(Amounts in thousands except per share data)
(Unaudited)
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| | Three Months
| | | Twelve Months
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| | 2005
| | | 2004
| | | 2005
| | | 2004
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OPERATING REVENUE | | $ | 2,483,100 | | | $ | 1,774,137 | | | $ | 8,741,557 | | | $ | 6,767,485 | |
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OPERATING EXPENSES: | | | | | | | | | | | | | | | | |
Salaries, wages and employees’ benefits | | | 1,389,651 | | | | 1,064,447 | | | | 5,111,113 | | | | 4,172,144 | |
Operating expenses and supplies | | | 435,428 | | | | 273,118 | | | | 1,438,426 | | | | 1,011,864 | |
Purchased transportation | | | 304,605 | | | | 206,070 | | | | 991,157 | | | | 752,788 | |
Depreciation and amortization | | | 69,714 | | | | 44,722 | | | | 250,562 | | | | 171,468 | |
Other operating expenses | | | 132,076 | | | | 78,287 | | | | 406,348 | | | | 302,167 | |
Gains on property disposals, net | | | (5,042 | ) | | | (3,957 | ) | | | (5,388 | ) | | | (4,547 | ) |
Acquisition and executive severance charges | | | 2,952 | | | | — | | | | 13,029 | | | | — | |
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Total operating expenses | | | 2,329,384 | | | | 1,662,687 | | | | 8,205,247 | | | | 6,405,884 | |
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OPERATING INCOME | | | 153,716 | | | | 111,450 | | | | 536,310 | | | | 361,601 | |
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NONOPERATING (INCOME) EXPENSES: | | | | | | | | | | | | | | | | |
Interest expense | | | 20,618 | | | | 9,506 | | | | 63,371 | | | | 43,954 | |
Write off of deferred debt issuance costs | | | — | | | | — | | | | — | | | | 18,279 | |
Other | | | 2,164 | | | | 999 | | | | 676 | | | | 1,705 | |
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Nonoperating expenses, net | | | 22,782 | | | | 10,505 | | | | 64,047 | | | | 63,938 | |
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INCOME BEFORE INCOME TAXES | | | 130,934 | | | | 100,945 | | | | 472,263 | | | | 297,663 | |
INCOME TAX PROVISION | | | 54,087 | | | | 37,600 | | | | 184,133 | | | | 113,336 | |
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NET INCOME | | $ | 76,847 | | | $ | 63,345 | | | $ | 288,130 | | | $ | 184,327 | |
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AVERAGE SHARES OUTSTANDING-BASIC | | | 57,864 | | | | 48,617 | | | | 54,358 | | | | 48,149 | |
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AVERAGE SHARES OUTSTANDING-DILUTED | | | 59,376 | | | | 51,170 | | | | 56,905 | | | | 49,174 | |
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BASIC EARNINGS PER SHARE | | $ | 1.33 | | | $ | 1.30 | | | $ | 5.30 | | | $ | 3.83 | |
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DILUTED EARNINGS PER SHARE | | $ | 1.30 | | | $ | 1.24 | | | $ | 5.07 | | | $ | 3.75 | |
STATEMENTS OF CONSOLIDATED CASH FLOWS
YRC Worldwide Inc. and Subsidiaries
For the Twelve Months Ended December 31
(Amounts in thousands)
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| | 2005
| | | 2004
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| | (Unaudited) | | | | |
OPERATING ACTIVITIES: | | | | | | | | |
Net cash from operating activities | | $ | 497,677 | | | $ | 435,718 | |
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INVESTING ACTIVITIES: | | | | | | | | |
Acquisition of property and equipment | | | (304,718 | ) | | | (201,818 | ) |
Proceeds from disposal of property and equipment | | | 48,283 | | | | 37,529 | |
Acquisition of companies, net of cash acquired | | | (753,892 | ) | | | (10,463 | ) |
Investment in affiliate | | | (46,043 | ) | | | — | |
Other | | | 12,075 | | | | 4,494 | |
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Net cash used in investing activities | | | (1,044,295 | ) | | | (170,258 | ) |
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FINANCING ACTIVITIES: | | | | | | | | |
ABS borrowings, net | | | 374,970 | | | | (71,500 | ) |
Issuance (repayment) of long-term debt | | | 190,561 | | | | (175,044 | ) |
Debt issuance costs | | | (4,245 | ) | | | (2,938 | ) |
Proceeds from exercise of stock options | | | 11,203 | | | | 15,859 | |
Treasury stock repurchase | | | (49,999 | ) | | | — | |
Other | | | — | | | | (514 | ) |
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Net cash provided by (used in) financing activities | | | 522,490 | | | | (234,137 | ) |
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | (24,128 | ) | | | 31,323 | |
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CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | | | 106,489 | | | | 75,166 | |
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CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 82,361 | | | $ | 106,489 | |
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SUPPLEMENTAL FINANCIAL INFORMATION
YRC Worldwide Inc. and Subsidiaries
For the Three Months Ended December 31
(Amounts in thousands except per share data)
(Unaudited)
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| | Three Months
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| | 2005
| | | 2004
| | | %
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Operating revenue: | | | | | | | | | | |
Yellow Transportation | | $ | 886,541 | | | $ | 824,491 | | | 7.5 |
Roadway Express | | | 865,072 | | | | 822,227 | | | 5.2 |
YRC Regional Transportation | | | 584,381 | | | | 69,470 | | | n/m |
Meridian IQ | | | 153,485 | | | | 59,861 | | | n/m |
Corporate and other | | | (6,379 | ) | | | (1,912 | ) | | |
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Consolidated | | | 2,483,100 | | | | 1,774,137 | | | |
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Reported operating income (loss): | | | | | | | | | | |
Yellow Transportation | | | 64,547 | | | | 55,728 | | | 15.8 |
Roadway Express | | | 62,600 | | | | 54,840 | | | 14.2 |
YRC Regional Transportation | | | 30,138 | | | | 8,668 | | | n/m |
Meridian IQ | | | 4,245 | | | | 1,484 | | | n/m |
Corporate and other | | | (7,814 | ) | | | (9,270 | ) | | |
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Consolidated | | | 153,716 | | | | 111,450 | | | |
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Adjustments to operating income by segmenta : | | | | | | | | | | |
Yellow Transportation | | | (4,275 | ) | | | (2,329 | ) | | |
Roadway Express | | | (1,193 | ) | | | (1,668 | ) | | |
YRC Regional Transportation | | | 3,363 | | | | 40 | | | |
Meridian IQ | | | (26 | ) | | | — | | | |
Corporate and other | | | 41 | | | | — | | | |
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Consolidated | | | (2,090 | ) | | | (3,957 | ) | | |
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Adjusted operating income (loss)a: | | | | | | | | | | |
Yellow Transportation | | | 60,272 | | | | 53,399 | | | 12.9 |
Roadway Express | | | 61,407 | | | | 53,172 | | | 15.5 |
YRC Regional Transportation | | | 33,501 | | | | 8,708 | | | n/m |
Meridian IQ | | | 4,219 | | | | 1,484 | | | n/m |
Corporate and other | | | (7,773 | ) | | | (9,270 | ) | | |
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Consolidated | | $ | 151,626 | | | $ | 107,493 | | | |
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Reported operating ratio: | | | | | | | | | | |
Yellow Transportation | | | 92.7 | % | | | 93.2 | % | | |
Roadway Express | | | 92.8 | % | | | 93.3 | % | | |
YRC Regional Transportation | | | 94.8 | % | | | 87.5 | % | | |
Consolidated | | | 93.8 | % | | | 93.7 | % | | |
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Adjusted operating ratio: | | | | | | | | | | |
Yellow Transportation | | | 93.2 | % | | | 93.5 | % | | |
Roadway Express | | | 92.9 | % | | | 93.5 | % | | |
YRC Regional Transportation | | | 94.3 | % | | | 87.5 | % | | |
Consolidated | | | 93.9 | % | | | 93.9 | % | | |
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Reconciliation of reported diluted earnings per share (EPS) to adjusted diluted EPS: | | | | | | | | | | |
Reported diluted EPS | | $ | 1.30 | | | $ | 1.24 | | | |
Gains on property disposals | | | (0.05 | ) | | | (0.05 | ) | | |
Acquisition charges | | | 0.03 | | | | — | | | |
Pre-acquisition foreign currency adjustmentd | | | 0.02 | | | | — | | | |
Change in effective tax ratec | | | 0.07 | | | | — | | | |
Contingent convertible dilution impact | | | — | | | | 0.05 | | | |
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Adjusted diluted EPS | | $ | 1.37 | | | $ | 1.24 | | | |
SUPPLEMENTAL FINANCIAL INFORMATION
YRC Worldwide Inc. and Subsidiaries
For the Twelve Months Ended December 31
(Amounts in thousands except per share data)
(Unaudited)
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| | Twelve Months
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| | 2005
| | | 2004
| | | %
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Operating revenue: | | | | | | | | | | |
Yellow Transportation | | $ | 3,421,310 | | | $ | 3,180,590 | | | 7.6 |
Roadway Express | | | 3,321,064 | | | | 3,119,927 | | | 6.4 |
YRC Regional Transportation | | | 1,570,828 | b | | | 260,572 | | | n/m |
Meridian IQ | | | 447,563 | b | | | 213,199 | | | n/m |
Corporate and other | | | (19,208 | ) | | | (6,803 | ) | | |
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Consolidated | | | 8,741,557 | | | | 6,767,485 | | | |
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Reported operating income (loss): | | | | | | | | | | |
Yellow Transportation | | | 255,329 | | | | 191,546 | | | 33.3 |
Roadway Express | | | 209,122 | | | | 158,334 | | | 32.1 |
YRC Regional Transportation | | | 85,794 | b | | | 33,897 | | | n/m |
Meridian IQ | | | 15,167 | b | | | 3,738 | | | n/m |
Corporate and other | | | (29,102 | ) | | | (25,914 | ) | | |
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Consolidated | | | 536,310 | | | | 361,601 | | | |
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Adjustments to operating income by segmenta : | | | | | | | | | | |
Yellow Transportation | | | (7,108 | ) | | | (3,113 | ) | | |
Roadway Express | | | 1,159 | | | | (1,466 | ) | | |
YRC Regional Transportation | | | 8,838 | | | | 32 | | | |
Meridian IQ | | | (37 | ) | | | — | | | |
Corporate and other | | | 4,789 | | | | — | | | |
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Consolidated | | | 7,641 | | | | (4,547 | ) | | |
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Adjusted operating income (loss)a: | | | | | | | | | | |
Yellow Transportation | | | 248,221 | | | | 188,433 | | | 31.7 |
Roadway Express | | | 210,281 | | | | 156,868 | | | 34.0 |
YRC Regional Transportation | | | 94,632 | | | | 33,929 | | | n/m |
Meridian IQ | | | 15,130 | | | | 3,738 | | | n/m |
Corporate and other | | | (24,313 | ) | | | (25,914 | ) | | |
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Consolidated | | $ | 543,951 | | | $ | 357,054 | | | |
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Reported operating ratio: | | | | | | | | | | |
Yellow Transportation | | | 92.5 | % | | | 94.0 | % | | |
Roadway Express | | | 93.7 | % | | | 94.9 | % | | |
YRC Regional Transportation | | | 94.5 | % | | | 87.0 | % | | |
Consolidated | | | 93.9 | % | | | 94.7 | % | | |
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Adjusted operating ratio: | | | | | | | | | | |
Yellow Transportation | | | 92.7 | % | | | 94.1 | % | | |
Roadway Express | | | 93.7 | % | | | 95.0 | % | | |
YRC Regional Transportation | | | 94.0 | % | | | 87.0 | % | | |
Consolidated | | | 93.8 | % | | | 94.7 | % | | |
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Reconciliation of reported diluted EPS to adjusted diluted EPS: | | | | | | | | | | |
Reported diluted EPS | | $ | 5.07 | | | $ | 3.75 | | | |
Gains on property disposals | | | (0.06 | ) | | | (0.06 | ) | | |
Acquisition charges | | | 0.10 | | | | — | | | |
Executive severance | | | 0.04 | | | | — | | | |
Pre-acquisition foreign currency adjustmentd | | | 0.02 | | | | — | | | |
Change in effective tax ratec | | | 0.08 | | | | — | | | |
Contingent convertible dilution impact | | | — | | | | 0.03 | | | |
Write off debt issuance costs - nonoperating | | | — | | | | 0.24 | | | |
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Adjusted diluted EPS | | $ | 5.25 | | | $ | 3.96 | | | |
a | Management excludes these items when evaluating operating income and segment performance to more accurately compare the results of our core operations among periods. This measurement should not be construed as a better measurement than operating income as defined by generally accepted accounting principles. Adjustments presented in the 2005 period herein consist of property gains and losses, acquisition related charges and executive severance charges. Adjustments presented in the 2004 period herein consist of property gains and losses. |
b | Includes the revenue and operating income of USF operating companies since May 25, 2005, the date of acquisition. |
c | Management excluded the impact of an increase to its effective tax rate as it primarily related to a change in the accounting treatment of Roadway deferred taxes established at the acquisition date. This is not expected to impact the tax rate in future periods. |
d | Management excluded the portion of a foreign currency adjustment related to the Roadway financial statements prior to the acquisition. As the company can no longer apply purchase accounting to increase goodwill related to this acquisition, the adjustment was recorded directly to the income statement. This adjustment, recorded in other nonoperating expenses on the Statements of Consolidated Operations, was not related to 2005 performance. |