SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
March 12, 2004
Date of report (Date of earliest event reported)
US 1 INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Indiana 001-08129 95-3585609
(State of Incorporation) (Commission file number) (IRS Employer
Identification No.)
1000 Colfax Street
Gary, Indiana 46406
(Address of principal executive offices including zip code)
(219) 944-6116
(Registrant's telephone number, including area code)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Statements.
Not applicable.
(c) Exhibits.
99.1 Press Release of US 1 Industries, Inc. issued March 12, 2004.
Item 12. Results of Operations and Financial Condition.
On March 12, 2004, US 1 Industries, Inc. issued a press release announcing
the financial results of the Company for its fourth quarter and for the fiscal
year ended December 31, 2003. A copy of the press release is hereby furnished
as Exhibit 99.1 and incorporated herein by reference.
The information set forth under this Item 12, including the Exhibit
attached hereto, is being furnished and shall not be deemed "filed" for purposes
of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall
it be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by specific reference
in such filing.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
US 1 Industries, Inc.
By: /S/ Michael E. Kibler
____________________________________
President and Chief Executive Officer
Dated: March 15, 2004
EXHIBIT 99.1
NEWS RELEASE
US 1 INDUSTRIES ANNOUNCES 2003 YEAR-END
AND FOURTH QUARTER EARNINGS
Gary, Indiana, March 12, 2003. US 1 Industries, Inc. (OTC-BB : USOO)
announced today the results for its fourth quarter and fiscal year ended
December 31, 2003. Revenues for the fourth quarter increased 9.5 percent to
$30.6 million compared to $28 million in the same period in 2002. It is the
twentieth consecutive quarter in which revenues have increased over the
comparable previous year quarter.
Fourth quarter operating income derived from operations decreased to
$245,726 compared to $632,287 in the comparable quarter in 2002.
Net income available to common shares in the fourth quarter was
$127,365 or $.01 per share compared to $574,841 or $.05 per share in the
comparable quarter in 2002.
For the year ended December 31, 2003, revenues were $121.7 million,
an increase of 16.9 percent over 2002 revenues of $104.2 million. Income from
operations decreased to $1.7 million in 2003, compared to $2.4 million in 2002.
Net income available to common shares in 2003 was $1.4 million or
$0.12 per common share compared to $2.2 million or $0.20 per common share in
2002. Net income in 2002 included a benefit from the conversion of preferred
shares into common, which increased earnings by $610,000 or $.05 per common
share.
Shareholder's Equity increased to $3.4 million for the year ended
December 31, 2003 from $1.9 million for the year ended December 31, 2002.
US 1, through its subsidiaries, operate primarily as a non-asset based
service provider to independent businesses operating in the trucking and
logistics industries. It offers financial resources, risk management services,
insurance and information technology to small independent business owners
enhancing their ability to compete in the trucking and logistics industry.
Statements in this news release that relate to future plans, financial
results or projections, events or performance, are forward-looking statements
subject to a number of known and unknown risks and uncertainties that could
cause actual operations or results to differ materially from those described or
anticipated.
Contact: Michael Kibler
Email: mibler@us1industries.com
US 1 INDUSTRIES, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Dollars in thousands, Three months ended Twelve months ended
December 31, December 31,
Except per share data) 2003 2002 2003 2002
Operating Revenues $ 30,608 $ 27,957 $ 121,747 $ 104,186
Operating Expenses:
Purchased Transportation 25,377 23,258 102,047 87,349
/Commissions
Insurance & Claims 1,414 1,213 5,293 4,342
Salaries, Wages, and
other 1,975 1,504 6,828 5,050
General Administrative 1,596 1,349 5,856 5,043
Total operating
expenses 30,362 27,324 120,024 101,784
Operating income (loss) 246 633 1,723 2,402
Total other income
(expense) (65) (17) (176) (600)
Net Income before
Minority Interest $ 181 $ 616 1,547 1,802
Minority Interest
expense (54) (42) (154) (118)
Net Income before
Preferred Shares
Dividend $ 127 $ 574 $ 1,393 $ 1,684
Preferred Share
Dividend $ 0 $ 0 $ $ (57)
Gain on Redemption of
Preferred Shares $ 0 $ 0 $ 0 $ 610
Net Income to common
shares $ 127 $ 574 $ 1,393 $ 2,237
Earnings per share
Earnings derived from
Operations: .01 .05 .12 .15
Earnings derived from
Stock Conversion: .00 .00 .00 .05
Net Earnings Per Share
Basic .01 .05 .12 .20
Net Earnings Per Share
Diluted .01 .05 .11 .20
Weight average common
Shares Outstanding -
basic 11,618,224 11,618,224 11,618,224 11,075,758
Weighted average common
Shares Outstanding -
diluted 11,940,416 11,618,224 11,940,416 11,075,758
US 1 INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands) December 31, December 31
2003 2002
Assets:
Current assets $ 20,054 $ 19,236
Fixed assets 971 1,157
Net assets held sale or investment 54 54
Non-current deferred tax asset 600 600
Other assets 398 397
Total assets $ 22,077 $ 21,444
Liabilities
Current Liabilities 15,167 16,270
Long term debt 3,176 3,114
Minority Interest 325 203
Redeemable Preferred Stock 0 0
Shareholder's equity 3,409 1,857
Total liabilities and $ 22,077 $ 21,444
shareholder's equity