UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 1994
Commission file number 0-14690
WERNER ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
NEBRASKA 47-0648386
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
INTERSTATE 80 & HIGHWAY 50
POST OFFICE BOX 37308
OMAHA, NEBRASKA 68137 (402) 895-6640
(Address of principal (Zip code) (Registrant's telephone number)
executive offices)
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to the Form 10-K.
[ X ]
Indicate by check mark whether the registrant (1) 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
such filing requirements for the past 90 days.
Yes X No ___
The aggregate market value of the registrant's $.01 par value common stock
held by nonaffiliates of the registrant as of March 14, 1995 was $292,333,740
(based upon $20.75 per share closing price on that date, as reported by
NASDAQ). In making this calculation the registrant has assumed, without
admitting for any purpose, that all executive officers and directors of the
registrant, and no other persons, are affiliates.
As of March 14, 1995, 25,177,616 shares of the registrant's common stock were
outstanding.
Exhibit index is located on page 14. Portions of the December 1994 Annual
Report to Stockholders are incorporated in Part I, II and IV of this report.
Portions of the Proxy Statement of Registrant for the Annual Meeting of
Stockholders to be held May 2, 1995 are incorporated in Part III of this
Report.
PAGE 1 OF 46 PAGES
PART I
ITEM 1. BUSINESS
General
Werner Enterprises, Inc. is a transportation company primarily engaged in
hauling truckload shipments of general commodities in both interstate and
intrastate commerce, with its headquarters in Omaha, Nebraska. References to
Werner or the Company are to Werner Enterprises, Inc. and its wholly-owned
subsidiaries. The Company operates throughout the 48 contiguous states
pursuant to operating authority, both common and contract, granted by the
Interstate Commerce Commission and pursuant to intrastate authority granted
by various states. The Company also has authority to operate in eight
provinces of Canada and has through trailer service in and out of Mexico.
The principal types of freight transported include retail store merchandise,
foodstuffs, beverages and beverage containers, paper products, plastic
products, metal products, lumber and building materials.
Marketing and Operations
Werner's business philosophy is to provide "high service, low cost"
transportation services. The Company achieves this by (1) meeting the
special needs of its customers; (2) careful attention to its quality work
force; and (3) operating premium, modern equipment. Until 1992, the Company
operated in the high-service end of the dry van and flatbed medium-to-long-
haul segments of the truckload market which continues to be the Company's
major revenue source. In these markets, the Company focuses on shippers who
value the broad geographic coverage, customized services and flexibility
available from a larger, financially stable carrier. These shippers are
generally less sensitive to rate levels, preferring to have their freight
handled by a few "core" carriers with whom they can establish service-based,
long-term relationships.
In order to strengthen these customer relationships and to provide
opportunities for profitable growth, the Company began expanding into new
markets beginning in 1992. The Company's management carefully analyzed
possible new markets based on the following criteria: market size, cost of
entry, potential long-term profitability and synergy with the Company's
existing business. It was decided to enter into three new markets: regional
short-haul, temperature-controlled and dedicated fleet services. Regional
short-haul consists of dry-van freight with a shorter length of haul,
generally around a major metropolitan area or areas. Temperature-controlled
freight requires specialized van trailers for products which are sensitive to
temperature conditions. Dedicated fleet services involves assuming total
responsibility for the transportation needs of a specific customer and
generally replacing their private fleet. In 1993, the Company also began
offering logistics services and rail intermodal transportation. These
service offerings build on the Company's existing strengths in its
traditional markets and strategically position the Company to provide a broad
range of transportation services for its customers. See "Revenue Equipment"
for the number of tractors operated in each of the Company's service
divisions.
2
The Company continues to improve its operational efficiencies by applying new
technologies and refining its management processes. In 1993 the Company
completed installation of two-way, satellite-based communications equipment
in the entire fleet. This technology streamlines communication between
drivers and the Company. Customers also benefit from the flexibility and
quick response provided by real-time communications. The Company has also
implemented Electronic Data Interchange (EDI) which allows customers to
network with the Company to send and track orders, receive billing
information, etc. In addition, the Company continues to refine its formal
quality improvement program to satisfy customers' needs cost effectively.
The Company also has developed a diversified customer base and is not
dependent on a small group of customers or a specific industry for its
freight. During 1994, the Company's largest 5, 10 and 25 customers comprised
approximately 18%, 24% and 35% of the Company's revenues, respectively.
Seasonality
In the trucking industry, revenues generally show a seasonal pattern as some
customers reduce shipments during and after the winter holiday season. The
Company's operating expenses have historically been slightly higher in the
winter months due primarily to decreased fuel efficiency and increased
maintenance costs of revenue equipment in colder weather. However, the
Company minimizes the impact of seasonality through its marketing program
which seeks additional freight from certain customers during traditionally
slower shipping periods. Revenue can also be affected by bad weather and
holidays, since revenue is directly related to available working days of
shippers.
Employees and Owner-Operator Drivers
As of December 31, 1994, the Company employed 4,154 drivers, 428 mechanics
and maintenance personnel, and 868 management, administrative and support
personnel. The Company also had contracts with independent contractors
(owner-operators) for the services of 527 tractors that provide both a
tractor and a qualified driver or drivers. None of the Company's employees
is represented by a collective bargaining unit, and the Company considers
relations with its employees to be good.
The Company recognizes that its professional driver work force is one of its
most valuable assets. Over the past three years, several driver retention
programs have been introduced by the Company - including creation of a pay
package that more fairly compensates drivers for all work associated with
their job (loading and unloading, extra stops, short trips and layovers, for
example). These extra pay items are in addition to the drivers' mileage
based pay which increases with a driver's length of service and incentive pay
such as a fuel efficiency bonus and a mileage bonus. Effective May 1, 1994,
the Company increased the mileage pay for Company drivers by two cents per
mile. This increase has helped the Company to attract and retain qualified
drivers to meet its growth plans. Also, a regular schedule of driver/top
management meetings were initiated approximately 3 years ago to share
information and concerns and seek mutually satisfactory solutions. As a
result of management's attention to driver retention, the Company has
significantly reduced its driver turnover over the past several years, to a
level believed to be below the industry average.
Occasionally, there are shortages of drivers in the trucking industry,
particularly the long-haul segment. The Company's management believes that
the number of qualified drivers in the industry has been reduced because of
3
the Federal License Program implemented during 1992, elimination of federal
funding for driving schools, as well as individual drivers' desire to be home
more often. The Company anticipates that the competition for qualified
drivers will continue to be high, and can not predict whether it will
experience shortages in the future.
The Company also recognizes that carefully selected owner-operators
complement its Company-employed drivers. Owner-operators supply their own
tractor and driver, and are responsible for their operating expenses in
return for a portion of the revenues generated. Because owner-operators
provide their own tractors, less capital is required for growth. Also,
owner-operators provide the Company with another source of drivers to support
its growth. The Company intends to continue its emphasis on recruiting
owner-operators.
Revenue Equipment
As of December 31, 1994, the Company operated 3,473 Company-owned tractors
and had contracts for 527 tractors owned by owner-operators. The tractors as
of December 31, 1994 were operated in the Company's service divisions as
follows: 2,480 medium-to-long-haul dry vans; 360 medium-to-long-haul
flatbeds; 600 regional short-haul vans; 280 temperature-controlled; and 280
dedicated. Approximately 70% of the Company's tractors are manufactured by
Freightliner. This standardization decreases downtime by simplifying
maintenance. The Company adheres to a comprehensive maintenance program for
both tractors and trailers. By continually upgrading the Company-owned
tractor fleet, the average age was 1.3 years at December 31, 1994. Owner-
operator tractors are inspected prior to acceptance by the Company for
compliance with operational and safety requirements of the Company and the
Department of Transportation. These tractors are then periodically
inspected, similar to Company-owned tractors, to monitor continued
compliance.
The Company operated 10,300 trailers at December 31, 1994, in the Company's
service divisions as follows: 9,015 dry vans; 740 flatbed; and 545
temperature controlled. During the year, the Company purchased additional
53-foot van trailers which enabled the Company to position more trailers at
customer locations. This provided customers with more economy and
convenience and increased driver productivity. As of December 31, 1994, 91%
of the Company's fleet of van trailers consisted of 53-foot trailers of which
5,640 of these 53' trailers are the new "plate" trailer design which provides
more capacity. Other trailer lengths such as 27' and 57' are also provided
by the Company to meet the specialized needs of customers. The average age
of the trailer fleet was 2.3 years at December 31, 1994.
Fuel
Shortages of fuel, increases in fuel prices or rationing of petroleum
products could have a materially adverse effect on the operations and
profitability of the Company. During a portion of 1993, the Company
experienced a temporary increase in the cost of fuel. The Company collected
a temporary fuel surcharge from its customers for a majority of this cost
increase. The Company can not predict when future fuel price increases will
occur or if such fuel surcharges could be used to offset future price
increases.
4
The Company maintains above-ground and underground fuel storage tanks at
certain of its terminals. Leakage or damage to these facilities could expose
the Company to environmental clean-up costs. The tanks are periodically
inspected to help prevent and detect such problems.
Regulation
The Company is a motor carrier regulated by the Interstate Commerce
Commission (ICC), which has broad powers generally governing matters such as
authority to engage in motor carrier operations, rate changes, accounting
systems, certain mergers, consolidations, acquisitions, and periodic
financial reporting. Motor carrier operations are subject to safety
requirements prescribed by the United States Department of Transportation
(DOT) governing interstate operation. The Company currently has a
satisfactory DOT safety rating, which is the highest available rating. A
conditional or unsatisfactory DOT safety rating could have an adverse effect
on the Company, as some of the Company's contracts with customers require a
satisfactory rating. Such matters as weight and dimensions of equipment are
also subject to federal, state and international regulations.
The federal Motor Carrier Act of 1980 was enacted to increase competition
among motor carriers and limit the level of regulation in the industry
(commonly referred to as deregulation). The Motor Carrier Act of 1980
enabled applicants to obtain ICC operating authority more easily and allowed
interstate motor carriers to change rates without ICC approval. This law
also removed many route and commodity restrictions on the transportation of
freight. As a result, the Company has obtained unlimited authority to carry
general commodities in interstate commerce throughout the 48 contiguous
states.
The Company currently has authority to carry freight on an intrastate basis
in 25 states. The Federal Aviation Administration Authorization Act of 1994
(the FAAA Act) amended sections of the Interstate Commerce Act to prevent
states from regulating rates, routes or service of motor carriers after
January 1, 1995. The FAAA Act did not address state oversight of motor
carrier safety and financial responsibility, or state taxation of
transportation. If a carrier wishes to operate in a state where it did not
previously have intrastate authority, it must, in most cases, still apply for
authority. The Company is currently in the process of applying for
intrastate authority in the 23 states where it does not currently have such
authority.
Competition
The trucking industry is highly competitive and includes thousands of
trucking companies. The Company competes primarily with other truckload
carriers. Railroads, less-than-truckload carriers and private carriers also
provide competition, but to a lesser degree. Deregulation of the trucking
industry created an influx of truckload carriers which, with other factors,
created downward pressure on the industry's price structure.
Competition for the freight transported by the Company is based primarily on
service and efficiency and, to some degree, on freight rates alone. Few
other truckload carriers have greater financial resources, own more equipment
or carry a larger volume of freight than the Company. The Company is one of
the five largest truckload carriers in the trucking industry.
5
ITEM 2. PROPERTIES
Werner's headquarters is located along Interstate 80 just west of Omaha,
Nebraska, on approximately 61 acres, 22 of which are held for future
expansion. In January 1995, the Company purchased an additional 149 acres of
land in Omaha for future expansion. The headquarters consist of the
Company's 108,000 square-foot office building, a 5,000 square-foot computer
center, and 73,000 square feet of maintenance and repair facilities
containing a central parts warehouse, frame straightening and alignment
machine, truck and trailer wash areas, equipment safety lanes, body shops for
tractors and trailers and a paint booth. Additionally, the maintenance area
includes a drivers' lounge, a drivers' orientation section and a Company
store.
The Company and its subsidiaries own a 22,000 square-foot terminal in
Springfield, Ohio, a 32,000 square-foot facility in Denver, a 18,000 square-
foot facility in Los Angeles, a 31,000 square-foot terminal in Atlanta, and
a 27,000 square-foot terminal in Dallas. All five locations include office
and maintenance space. The Company also holds approximately 11 acres of land
in Phoenix for future expansion.
Additionally, the Company leases several small sales offices and/or trailer
parking yards in various locations throughout the country.
ITEM 3. LEGAL PROCEEDINGS
The Company is a party to routine litigation incidental to its business,
primarily involving claims for personal injury and property damage incurred
in the transportation of freight. The Company has assumed liability up to
$500,000 per claim and a $1,000,000 aggregate amount of liability between
$500,000 and $1,000,000 for personal injury and property damage claims. The
Company maintains insurance which covers liability in excess of this amount
to coverage levels that management considers adequate. The Company believes
that adverse results in one or more of these claims would not have a material
adverse effect on its results of operations or financial position. The
information set forth in Note (4) "Insurance and Claims" on page 21 and Note
(7) "Commitments and Contingencies" on page 23 of the Annual Report is
incorporated herein by reference.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
During the fourth quarter of the year ended December 31, 1994, no matters
were submitted to a vote of security holders.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY
AND RELATED STOCKHOLDER MATTERS
The information set forth under the captions "Price Range of Common Stock"
and "Dividend Policy" on page 24 of the Annual Report, "Consolidated
Statements of Stockholders' Equity" on page 19 of the Annual Report, and Note
(1) "Common Stock and Earnings Per Share" on pages 20 and 21 of the Annual
Report is incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA
The information set forth under the caption "Financial Highlights" on Page 1
of the Annual Report is incorporated herein by reference.
6
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The information set forth under the caption "Management's Discussion and
Analysis of Results of Operations and Financial Condition" on pages 13
through 15 of the Annual Report is incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information set forth under the captions , "Consolidated Statements of
Income", "Consolidated Balance Sheets", "Consolidated Statements of Cash
Flows", "Consolidated Statements of Stockholders' Equity", "Report of
Independent Public Accountants" and "Notes to Consolidated Financial
Statements", on pages 16 through 23 of the Annual Report is incorporated
herein by reference.
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
No reports on Form 8-K have been filed within the twenty-four months prior to
December 31, 1994, involving a change of accountants or disagreements on
accounting and financial disclosure.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information set forth under the captions "Election of Directors and
Information Regarding Directors", "Executive Officers" and "Compliance with
Section 16(a) of The Exchange Act" on pages 2 through 6 of the Registrant's
Proxy Statement for the 1995 Annual Meeting of Stockholders (herein referred
to as Proxy Statement) is incorporated by reference.
ITEM 11. EXECUTIVE COMPENSATION
The information set forth under the caption "Executive Compensation and Other
Information" on pages 7 through 10 of the Proxy Statement is incorporated
herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information set forth under the caption "Security Ownership of Executive
Officers and Principal Stockholders" on pages 6 through 7 of the Proxy
Statement is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information set forth under the caption "Certain Transactions" on pages
10 through 11 of the Proxy Statement is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) Financial Statements and Schedules.
7
(1) Financial Statements -- The information set forth under the
following captions on pages 16 through 23 of the Annual Report is
incorporated by reference. Page references are to page numbers in the Annual
Report.
Page
Consolidated Statements of Income 16
Consolidated Balance Sheets 17
Consolidated Statements of Cash Flows 18
Consolidated Statements of Stockholders' Equity 19
Report of Independent Public Accountants 19
Notes to Consolidated Financial Statements 20-23
(2) Financial Statement Schedules -- The consolidated financial
statement schedule set forth under the following caption is included herein.
The page reference is to the consecutively numbered pages of this report on
Form 10-K.
Page
Report of Independent Public Accountants on Schedule 12
Schedule II -- Valuation and Qualifying Accounts 13
(3) Exhibits -- The response to this portion of Item 14 is submitted
as a separate section of this report on Form 10-K (see Exhibit Index).
(4) Reports on Form 8-K -- A report on Form 8-K, dated December 21,
1994, regarding the approval by the Company's Board of Directors on December
20, 1994 of the change of the Company's fiscal year from a February 28 year-
end to a December 31 calendar year-end.
FORM 11-K INFORMATION INCLUDED HEREIN RELATED TO
STOCK OPTION AND EMPLOYEE STOCK PURCHASE PLANS
Stock Option Plan
The Company's Stock Option Plan (the Stock Option Plan) is a nonqualified
plan that provides for the grant of options to management employees. Options
are granted at prices equal to the market value of the common stock on the
date the option is granted. The options are exercisable over a period
(determined by the Option Committee of the Board of Directors) not to exceed
ten years and one day from the date of grant. Stock appreciation rights may
also be granted at the same time as participants are awarded stock options.
Stock appreciation rights are exercisable at a time when the related options
may be exercised. The maximum number of shares of common stock that may be
optioned under the Stock Option Plan is 2,000,000 shares. Additionally, the
maximum number of shares which may be optioned to any one person under the
Stock Option Plan is 500,000 shares. Members of the Option Committee are not
eligible to participate in the Stock Option Plan while members of the Option
Committee.
8
Current members of the Option Committee are:
Clarence L. Werner Irving B. Epstein
Werner Enterprises, Inc. Epstein & Epstein
P.O. Box 37308 Suite 123
Omaha, NE 68137 10050 Regency Cr.
Omaha, NE 68114
Curtis G. Werner Martin F. Thompson
Werner Enterprises, Inc. 5145 S. 184th Plaza
P.O. Box 37308 Omaha, NE 68135
Omaha, NE 68137
These persons do not receive compensation for their services as members of
the Option Committee, except outside directors, who receive a fee of $1,500
for each meeting of the Option Committee they attend if not held on a day on
which a meeting of the Board of Directors is held.
During 1993, options to purchase 356,750 and 83,000 shares of common stock
were granted under the Stock Option Plan at exercise prices of $22.50 and
$24.00 respectively. As of December 31, 1994, 980,200 shares were available
for granting further options and options for 733,400 shares were outstanding
at prices of $6.625 to $24.00 per share, of which options for 302,800 shares
were exercisable. Options granted become exercisable in installments from
six to sixty-six months after the date of grant. No stock appreciation
rights are outstanding. All employees to whom options were granted were
provided with a copy of the Stock Option Plan's Prospectus, as well as the
Company's most recent Annual Report.
Employee Stock Purchase Plan
Any person employed by the Company or any subsidiary at least 90 days and who
is employed at least 20 hours per week on a regular basis may participate in
the Company's Employee Stock Purchase Plan (the Purchase Plan). Eligible
participants designate the amount of regular payroll deductions and/or a
single annual payment, subject to a $1,950 yearly maximum amount, that will
be used to purchase shares of the Company's common stock on the Over-The-
Counter Market subject to the terms of the Purchase Plan. The Company
contributes an amount equal to 15% of each participant's contributions under
the Purchase Plan. Interest accrues on Purchase Plan contributions at a rate
of 5.25%. The broker's commissions and administrative charges related to
purchases of common stock under the Purchase Plan are paid by the Company.
As of December 31, 1994, 392 employees were participating in the Purchase
Plan.
The administrator of the Purchase Plan is John J. Steele, Vice President -
Controller and Secretary of the Company, Post Office Box 37308, Omaha,
Nebraska 68137. Mr. Steele has received no compensation for his services as
administrator.
The broker utilized by the Company to make purchases under the Purchase Plan
is Smith Barney Shearson Inc., 388 Greenwich Street, New York, New York
10048. The total amount of compensation received by Smith Barney Shearson
Inc. from the Purchase Plan for services in all capacities during the fiscal
year ended December 31, 1994 was $7,405. Participants were provided with a
copy of the Purchase Plan's Prospectus, as well as the Company's most recent
Annual Report and any quarterly reports prepared since the Annual Report.
9
Following each purchase under the Purchase Plan, each participant receives a
statement from the broker detailing the number of shares purchased, the
purchase price, and the accumulated number of shares owned by the
participant.
On March 7, 1995, the Company's Board of Directors approved amending the
Purchase Plan to change the stock purchase periods and purchase dates to
correspond to the Company's new calendar quarters.
10
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, on the 24th day
of March, 1995.
WERNER ENTERPRISES, INC.
By: /s/ Robert E. Synowicki, Jr.
Robert E. Synowicki, Jr.
Vice President, Treasurer and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant in the capacities and on the dates indicated.
Signature Position Date
/s/ Clarence L. Werner Chairman of the Board, March 24, 1995
Clarence L. Werner Chief Executive Officer
and Director
/s/ Gary L. Werner Vice Chairman, President March 24, 1995
Gary L. Werner and Director
/s/ Curtis G. Werner Executive Vice President, March 24, 1995
Curtis G. Werner Chief Operating Officer
and Director
/s/ Gregory L. Werner Vice President-Maintenance March 24, 1995
Gregory L. Werner and Director
/s/ Robert E. Synowicki, Jr. Vice President, Treasurer March 24, 1995
Robert E. Synowicki, Jr. and Chief Financial Officer
/s/ John J. Steele Vice President - Controller March 24, 1995
John J. Steele and Secretary
/s/ Irving B. Epstein Director March 24, 1995
Irving B. Epstein
/s/ Martin F. Thompson Director March 24, 1995
Martin F. Thompson
/s/ Gerald H. Timmerman Director March 24, 1995
Gerald H. Timmerman
/s/ Gail M. Werner-Robertson Director March 24, 1995
Gail M. Werner-Robertson
/s/ Donald W. Rogert Director March 24, 1995
Donald W. Rogert
11
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ON SCHEDULE
To the Stockholders and Board of Directors of
Werner Enterprises, Inc.:
We have audited in accordance with generally accepted auditing
standards, the consolidated financial statements included in Werner
Enterprises, Inc.'s annual report to stockholders incorporated by
reference in this Form 10-K, and have issued our report thereon
dated January 26, 1995. Our audit was made for the purpose of
forming an opinion on those statements taken as a whole. The
schedule listed in Item 14(a)(2) of this Form 10-K is the
responsibility of the Company's management and is presented for
purposes of complying with the Securities and Exchange Commission's
rules and is not a part of the basic consolidated financial
statements. This schedule has been subjected to the auditing
procedures applied in the audit of the basic consolidated financial
statements and, in our opinion, fairly states in all material
respects the financial data required to be set forth therein in
relation to the basic consolidated financial statements taken as a
whole.
ARTHUR ANDERSEN LLP
Omaha, Nebraska,
January 26, 1995
12
SCHEDULE II
WERNER ENTERPRISES, INC.
VALUATION AND QUALIFYING ACCOUNTS
(In thousands)
Balance at Charged to Writeoff Balance at
Beginning Costs and of Doubtful End of
of Period Expenses Accounts Period
Year ended December 31, 1994:
Allowance for doubtful accounts $2,552 $455 $216 $2,791
Year ended December 31, 1993:
Allowance for doubtful accounts $2,444 $360 $252 $2,552
Year ended December 31, 1992:
Allowance for doubtful accounts $2,211 $360 $127 $2,444
13
EXHIBIT INDEX
Exhibit Page Number or Incorporated
Number Description by Reference to
3(i)(A) Revised and Amended Articles Exhibit 3 to Registration
of Incorporation Statement on Form S-1,
Registration No. 33-5245
3(i)(B) Articles of Amendment to Exhibit 3(i) to the
Articles of Incorporation Company's report on Form
10-Q for the quarter ended
May 31, 1994
3(ii) Revised and Amended By-Laws Page 15 of sequentially
Numbered pages
9 Voting Trust Agreement Exhibit 9 to Registration
Statement on Form S-1,
Registration No. 33-5245
9.2 Amendment to Voting Trust Exhibit 9.2 to Registration
Agreement Statement on Form S-1,
Registration No. 33-12923
9.3 Amendment No. 2 to Voting Page 25 of sequentially
Trust Agreement numbered pages
9.4 Amendment No. 3 to Voting Page 27 of sequentially
Trust Agreement numbered pages
9.5 Amendment No. 4 to Voting Page 29 of sequentially
Trust Agreement numbered pages
10 Amended and Restated Stock Exhibit 10 to the Company's
Option Plan report on Form 10-Q for the
quarter ended May 31, 1994
13 Incorporated by reference Page 31 of sequentially
sections of Annual Report numbered pages
to Stockholders for the
year ended December 31, 1994
21 Subsidiaries of the Page 44 of sequentially
Registrant numbered pages
23 Consent of Arthur Andersen LLP Page 45 of sequentially
numbered pages
27 Financial Data Schedule Page 46 of sequentially
numbered pages
14