SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For quarter ended June 30, 2001 Commission File No. 0-15087
HEARTLAND EXPRESS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Nevada 93-0926999
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification Number)
2777 Heartland Drive, Coralville, Iowa 52241
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (319) 545-2728
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 [ ]
At June 30, 2001, there were 31,708,131 shares of the Company's $.01 par value
common stock outstanding.
PART I
FINANCIAL INFORMATION
Page
Number
Item 1. Financial statements
Consolidated balance sheets
June 30, 2001 (unaudited) and
December 31, 2000 2 - 3
Consolidated statements of income
(unaudited) for the three and six month
periods ended June 30, 2001 and 2000 4
Consolidated statements of cash flows
(unaudited) for the six months ended
June 30, 2001 and 2000 5
Notes to financial statements 6
Item 2. Management's discussion and analysis of
financial condition and results of
operations 6 - 11
PART II
OTHER INFORMATION
Item 1. Legal proceedings 12
Item 2. Changes in securities 12
Item 3. Defaults upon senior securities 12
Item 4. Submission of matters to a vote of 12
security holders
Item 5. Other information 12
Item 6. Exhibits and reports on Form 8-K 12 - 14
1
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS June 30, December 31,
2001 2000
------------ ------------
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents ................... $128,888,634 $128,027,076
Trade receivables, less allowance:
$402,812 at both 2001 and 2000 .............. 29,925,281 24,954,681
Prepaid tires ............................... 4,373,248 3,780,644
Investments ................................. 8,354,526 --
Deferred income taxes ....................... 17,264,000 16,846,000
Other current assets ........................ 1,537,509 328,273
------------ ------------
Total current assets ................... $190,343,198 $173,936,674
------------ ------------
PROPERTY AND EQUIPMENT
Land and land improvements .................. $ 4,049,459 $ 3,237,875
Buildings ................................... 8,532,621 8,532,621
Furniture and fixtures ...................... 1,777,558 2,604,400
Shop and service equipment .................. 1,441,715 1,459,862
Revenue equipment ........................... 130,554,094 129,572,317
------------ ------------
$146,355,447 $145,407,075
Less accumulated depreciation & amortization 49,137,216 56,329,103
------------ ------------
Property and equipment, net ................. $ 97,218,231 $ 89,077,972
------------ ------------
OTHER ASSETS ................................ $ 4,811,835 $ 5,040,358
------------ ------------
$292,373,264 $268,055,004
============ ============
The accompanying notes are an integral part of these consolidated financial
statements.
2
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
June 30, December 31,
2001 2000
------------ ------------
(Unaudited)
CURRENT LIABILITIES
Accounts payable & accrued liabilities ...... $ 6,823,575 $ 6,712,053
Compensation & benefits ..................... 5,968,159 5,132,589
Income taxes payable ........................ 7,871,422 4,618,882
Insurance accruals .......................... 35,922,137 35,657,944
Other ....................................... 3,488,109 3,308,925
------------ ------------
Total current liabilities ................ $ 60,073,402 $ 55,430,393
------------ ------------
DEFERRED INCOME TAXES ............................ $ 18,579,000 $ 17,491,000
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Capital Stock:
Preferred, $.01 par value; authorized
5,000,000 share; none issured ............ $ -- $ --
Common, $.01 par value; authorized
395,000,000 shares; issued and
outstanding 31,708,131 and
25,366,582, respectively ................. 317,081 253,666
Additional paid in capital .................. 6,608,170 6,608,170
Retained earnings ........................... 206,795,611 188,271,775
------------ ------------
$213,720,862 $195,133,611
------------ ------------
$292,373,264 $268,055,004
============ ============
The accompanying notes are an integral part of these consolidated financial
statements.
3
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three months ended Six months ended
June 30, June 30,
2001 2000 2001 2000
OPERATING REVENUE ...................... $ 75,251,349 $ 69,261,481 $ 147,174,696 $ 136,451,267
------------- ------------- ------------- -------------
OPERATING EXPENSES:
Salaries, wages, benefits ........... $ 21,967,432 $ 18,404,429 $ 43,218,764 $ 34,983,128
Rent and purchased transportation ... 17,310,323 19,593,290 34,189,492 40,233,405
Operations and maintenance .......... 12,247,943 9,985,590 24,309,478 19,610,288
Taxes and licenses .................. 1,517,960 1,455,225 2,903,115 2,760,555
Insurance and claims ................ 1,975,020 1,522,292 3,656,091 3,498,733
Communications and utilities ........ 789,470 690,204 1,621,654 1,394,418
Depreciation ........................ 4,261,061 3,892,272 8,444,640 7,759,490
Other operating expenses ............ 1,716,914 1,597,620 3,251,080 3,055,058
(Gain) loss on sale of fixed assets . 9,423 (200) (35,458) (1,493,678)
------------- ------------- ------------- -------------
$ 61,795,546 $ 57,140,722 $ 121,558,856 $ 111,801,397
------------- ------------- ------------- -------------
Operating income ............ $ 13,455,803 $ 12,120,759 $ 25,615,840 $ 24,649,870
Interest income ..................... 1,177,855 1,329,119 2,546,662 2,652,004
------------- ------------- ------------- -------------
Income before income taxes ....... $ 14,633,658 $ 13,449,878 $ 28,162,502 $ 27,301,874
Income taxes ........................ 4,975,445 4,572,958 9,575,251 9,282,637
------------- ------------- ------------- -------------
Net income ....................... $ 9,658,213 8,876,920 $ 18,587,251 $ 18,019,237
============= ============= ============= =============
Earnings per common share:
Basic earnings per share ........ $ 0.31 $ 0.28 $ 0.59 $ 0.56
============= ============= ============= =============
Basic weighted average shares
outstanding ......................... 31,708,131 31,708,131 31,708,131 32,143,826
============= ============= ============= =============
The accompanying notes are an integral part of these consolidated financial
statements.
4
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six months ended
June 30,
2001 2000
------------ ------------
OPERATING ACTIVITIES
Net Income .................................... $ 18,587,251 $ 18,019,237
Adjustments to reconcile to net cash
provided by operating activities:
Depreciation and amortization .............. 8,833,698 8,303,408
Deferred income taxes ...................... 670,000 (47,000)
Gain on sale of fixed assets ............... (35,458) (1,493,678)
Changes in certain working capital items:
Trade receivables ....................... (4,970,600) (1,722,622)
Other current assets .................... (1,209,236) (1,674,000)
Prepaid expenses ........................ (592,604) (811,724)
Accounts payable and accrued expenses ... 1,491,746 2,306,947
Accrued income tax ...................... 3,252,540 1,023,618
------------ ------------
Net cash provided by operating activities .. $ 26,027,337 $ 23,904,186
------------ ------------
INVESTING ACTIVITIES
Proceeds from sale of prop. and equipment ..... $ 182,795 $ 2,121,720
Capital additions ............................. (16,833,513) (14,879,003)
Net purchases of municipal bonds .............. (8,354,526) (2,853,412)
Other ......................................... (160,535) (187,235)
------------ ------------
Net cash used in investing activities ......... $(25,165,779) $(15,797,930)
------------ ------------
FINANCING ACTIVITIES
Repurchase of common stock .................... $ -- $(14,009,900)
------------ ------------
Net cash used in financing activities ...... $ -- $(14,009,900)
------------ ------------
Net increase (decrease) in cash and
cash equivalents ......................... $ 861,558 $ (5,903,644)
CASH AND CASH EQUIVALENTS
Beginning of period ........................... 128,027,076 126,211,056
------------ ------------
End of period ................................. $128,888,634 $120,307,412
============ ============
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes ............................... $ 5,652,711 $ 8,306,019
Noncash investing activities:
Book value of revenue equipment traded ..... $ 6,944,787 $ 4,976,191
The accompanying notes are an integral part of these consolidated financial
statements.
5
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. Operating results for the
three-month and six-month periods ended June 30, 2001, are not necessarily
indicative of the results that may be expected for the year ending December 31,
2001. For further information, refer to the consolidated financial statements
and footnotes thereto included in the Heartland Express, Inc. and Subsidiaries
("Heartland" or the "Company") annual report on Form 10-K for the year ended
December 31, 2000.
Note 2. Income Taxes
Income taxes for the six month period ended June 30, 2001 are based on the
Company's estimated effective tax rates. The rate for the six months ended June
30, 2001 and 2000 was 34%.
Note 3. Common Stock
On May 10, 2001, the Company effected a five-for-four common stock split in
the form of a 25% stock dividend to stockholders of record as of May 21, 2001,
payable on May 31, 2001. All share and per share information included in the
accompanying financial statements have been adjusted to reflect the stock split.
Note 4. Commitments and Contingencies
Various claims and legal actions are pending against the Company. In
management's opinion, the resolution of these matters will not materially impact
the Company's financial condition or results of operations.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Forward Looking Information
Except for the historical information contained herein, the discussion in
this quarterly report contains forward-looking statements that involve risk,
assumptions, and uncertainties that are difficult to predict. Words such as
"believe," "may," "could," "expects," "likely," variations of these words, and
similar expressions, are intended to identify such forward-looking statements.
The Company's actual results could differ materially from those discussed
herein. Forward-looking information is subject to certain risks and
uncertainties that could cause actual results to differ materially from those
projected.
6
Without limitation, these risks and uncertainties include economic factors such
as recessions, downturns in customers' business cycles, surplus inventories,
inflation, fuel price increases, and higher interest rates: the resale value of
the Company's used revenue equipment; the availability and compensation of
qualified drivers, competition from trucking, rail, and intermodal competitors;
and the ability to identify acceptable acquisition targets and negotiate,
finance, and consummate acquisitions and integrate acquired companies. Readers
should review and consider the various disclosures made by the Company in its
press releases, stockholders reports, and public filings, as well as the factors
explained in greater detail in the Company's annual report on Form 10-K.
Results of Operations:
The following table sets forth the percentage relationship of expense items
to operating revenue for the periods indicated.
Three Months Ended Six Months Ended
June 30, June 30,
2001 2000 2001 2000
------ ------ ------ ------
Operating revenue ...................... 100.0% 100.0% 100.0% 100.0%
------ ------ ------ ------
Operating expenses:
Salaries, wages, and benefits ....... 29.2% 26.6% 29.4% 25.6%
Rent and purchased transportation ... 28.3 23.2 29.5 23.0
Operations and maintenance .......... 16.3 14.4 16.5 14.4
Taxes and licenses .................. 2.0 2.1 2.0 2.0
Insurance and claims................. 2.6 2.2 2.5 2.6
Communications and utilities......... 1.0 1.0 1.1 1.0
Depreciation ........................ 5.7 5.6 5.7 5.7
Other operating expenses............. 2.3 2.3 2.2 2.2
(Gain) on sales of fixed assets...... -- -- -- (1.1)
------ ------ ------ ------
Total operating expenses ............ 82.1% 82.5% 82.6% 81.9%
------ ------ ------ ------
Operating income ................. 17.9% 17.5% 17.4% 18.1%
Interest income ........................ 1.5 1.9 1.7 1.9
------ ------ ------ ------
Income before income taxes .......... 19.4% 19.4% 19.1% 20.0%
Income taxes............................ 6.6 6.6 6.5 6.8
------ ------ ------ ------
Net income ....................... 12.8% 12.8% 12.6% 13.2%
====== ====== ====== ======
The following is a discussion of the results of operations of the three and
six months periods ended June 30, 2001 compared with the same periods in 2000,
and the changes in financial condition through the second quarter of 2001.
Three Months Ended June 30, 2001 and 2000
Operating revenue increased $6.0 million (8.7%), to $75.3 million in the
second quarter of 2001 from $69.3 million in the second quarter of 2000. The
revenue increase was primarily attributable to the expansion of the Company's
customer base as well as increased volume from existing customers. Operating
revenue, was also positively impacted by fuel surcharges assessed to customers.
7
Salaries, wages, and benefits increased $3.6 million (19.6%), to $22.0
million in the second quarter of 2001 from $18.4 million in the second quarter
of 2000. As a percentage of revenue, salaries, wages and benefits increased to
29.2% in 2001 from 26.6% in 2000. These increases were a result of increased
reliance on employee drivers and a corresponding decrease in miles driven by
independent contractors. The increase in employee driver miles was attributable
to internal growth in the company tractor fleet. During the second quarter of
2001, employee drivers accounted for 67% and independent contractors 33% of the
total fleet miles, compared with 59% and 41%, respectively, in the second
quarter of 2000. The Company also experienced an increase in the frequency and
severity of workers' compensation and health insurance claims in comparison to
the 2000 period.
Rent and purchased transportation decreased $2.3 million (11.7%), to $17.3
million in the second quarter of 2001 from $19.6 million in the second quarter
of 2000. As a percentage of revenue, rent and purchased transportation decreased
to 23.0% in the second quarter of 2001 from 28.3% in the second quarter of 2000.
This reflects the Company's decreased reliance upon independent contractors. In
addition, the extended period of high fuel prices has resulted in a reduction of
the number of available independent contractors in the industry. During both
periods, the Company has reimbursed independent contractors for the higher cost
of fuel based on fuel surcharges collected from customers.
Operations and maintenance increased $2.2 million (22%) to $12.2 million in
the second quarter of 2001 from $10.0 million in the second quarter of 2000. As
a percentage of revenue, operations and maintenance increased to 16.3% during
the second quarter of 2001 from 14.4% in the second quarter of 2000. This
increase is attributable to an increase in fuel prices and increased reliance on
the Company owned fleet.
Taxes and licenses increased $0.1 million (7.1%), to $1.5 million in the
second quarter of 2001 from $1.4 million in the second quarter of 2000. As a
percentage of revenue, taxes and licenses decreased to 2.0% in the second
quarter of 2001 from 2.1% in the second quarter of 2000.
Insurance and claims increased $0.5 million (33.3%), to $2.0 million in the
second quarter of 2001 from $1.5 million in the second quarter of 2000. As a
percentage of revenue, insurance and claims increased to 2.6% in the second
quarter of 2001 from 2.2% in the second quarter of 2000. The frequency of
property damage and related cargo damage claims increased. Insurance and claims
expense will vary as a percentage of operating revenue from period to period
based on the frequency and severity of claims incurred in a given period as well
as changes in claims development trends.
Communications and utilities increased $0.1 million (14.3%), to $0.8
million in the 2001 period from $0.7 million in the 2000 period. As a percentage
of revenue, communications and utilities remained constant at 1.0% in both 2001
and 2000 compared periods.
Depreciation increased $0.4 million (10.3%) to $4.3 million during the
second quarter of 2001 from $3.9 million in the second quarter of 2000. As a
percentage of revenue, depreciation increased to 5.7% of revenue during the
second quarter of 2001 from 5.6% during the second quarter of 2000. Depreciation
increased because of increased reliance on company owned tractors and the
replacement of fully depreciated trailers.
Other operating expenses increased $0.1 million (6.3%) to $1.7 million
during the second quarter of 2001 from $1.6 million during the second quarter
2000. As a percentage of revenue, other operating expenses remained constant at
2.3% for both compared periods. Other operating expenses consists primarily of
pallet cost, driver recruiting expense, and administrative costs.
8
Interest income decreased $0.1 (7.7%) to $1.2 million in the second quarter
of 2001 from $1.3 million in the second quarter of 2000. Interest income earned
is primarily exempt from federal taxes and therefore earned at a lower pre-tax
rate. Interest earned has been negatively impacted by Federal Reserve Bank
reductions in short term interest rates.
The Company's effective tax rate was 34.0% for both the three month period
ended June 30, 2001 and 2000.
As a result of the foregoing, the Company's operating ratio (operating
expenses as a percentage of operating revenue) was 82.1% during the second
quarter of 2001 compared with 82.5% during the second quarter of 2000. Net
income increased $0.8 million (9.0%), to $9.7 million during the second quarter
of 2001 from $8.9 million during the second quarter of 2000.
Six Months Ended June 30, 2001 and 2000
Operating revenue increased $10.7 million (7.8%), to $147.2 million in the
six months ended June 30, 2001 from $136.5 million in the 2000 period. The
revenue increase was primarily attributable to the expansion of the Company's
customer base as well as increased volume from existing customers. Operating
revenue for both periods was also positively impacted by fuel surcharges
assessed to customers.
Salaries, wages, and benefits increased $8.2 million (23.4%), to $43.2
million in the six months ended June 30, 2001 from $35.0 million in the 2000
period. As a percentage of revenue, salaries, wages and benefits increased to
29.4% in 2001 from 25.6% in 2000. These increases were a result of increased
reliance on employee drivers and a corresponding decrease in miles driven by
independent contractors. In addition, the Company increased employee driver pay
in March, 2000. The increase in employee driver miles was attributable to
internal growth in the company tractor fleet. During the first six months of
2001, employee drivers accounted for 67% and independent contractors 33% of the
total fleet miles, compared with 57% and 43%, respectively, in the compared 2000
period. The Company also experienced an increase in the frequency and severity
of workers' compensation and health insurance claims in comparison to the
compared 2000 period.
Rent and purchased transportation decreased $6.0 million (14.9%), to $34.2
million in the first six months of 2001 from $40.2 million in the 2000 period.
As a percentage of revenue, rent and purchased transportation decreased to 23.2%
in the 2001 period from 29.5% in the compared 2000 period. This reflects the
Company's decreased reliance upon independent contractors. The extended period
of high fuel has resulted in a reduction of the number of available independent
contractors in the industry. During both periods, the Company has reimbursed
independent contractors for the higher cost of fuel based on fuel surcharges
collected from customers.
Operations and maintenance increased $4.7 million (24.0%) to $24.3 million
in the six months ended June 30, 2001 from $19.6 million in the 2000 period. As
a percentage of revenue, operations and maintenance increased to 16.5% in the
2001 period from 14.4% during the 2000 period. This increase is attributable to
an increase in fuel prices and increased reliance on the Company owned fleet.
Taxes and licenses increased $0.1 million (3.6%), to $2.9 million in the
first six months of 2001 from $2.8 million in the compared 2000 period. As a
percentage of revenue, taxes and licenses remained constant at 2.0% for both
compared periods.
Insurance and claims increased $0.2 million (5.7%), to $3.7 million in the
first six months of 2001 from $3.5 million in the compared 2000 period. As a
percentage of revenue, insurance and claims decreased to 2.5% in the 2001 period
from 2.6% in the 2000 period. Insurance and claims expense will vary as a
percentage of operating revenue from period to period based on the frequency and
severity of claims incurred in a given period as well as changes in claims
development trends.
9
Communications and utilities increased $0.2 million (14.3%), to $1.6
million in the 2001 period from $1.4 million in 2000 period. As a percentage of
revenue, communications and utilities increased to 1.1% in the 2001 period from
1.0% in the 2000 periods.
Depreciation increased $0.7 million (9.1%) to $8.4 million during the first
six months of 2001 from $7.7 million in the compared 2000 period. As a
percentage of revenue, depreciation remained constant at 5.7% of revenue for
both compared periods. Depreciation expense increased due to growth in the
company owned tractor fleet and the replacement of fully-depreciated trailers.
Other operating expenses increased $0.2 million (6.5%) to $3.3 million
during the first six months 2001 from $3.1 million during the compared 2000
period. As a percentage of revenue, other operating expenses remained constant
at 2.2% for both compared periods. Other operating expenses consists primarily
of pallet cost, driver recruiting expense, goodwill, and administrative costs.
Interest income decreased $0.1 (3.7%) to $2.6 million in the first six
months of 2001 from $2.7 million in the compared 2000 period. Interest income
earned is primarily exempt from federal taxes and therefore earned at a lower
pre-tax rate. Interest earned has been negatively impacted by the Federal
Reserve Bank reductions in short-term interest rates.
The Company's effective tax rate is 34.0% for both the six months ended
June 30, 2001 and 2000.
As a result of the foregoing, the Company's operating ratio (operating
expenses as a percentage of operating revenue) was 82.6% during the first six
months of 2001 compared with 81.9% during the first six months of 2000. Net
income increased $0.6 million (3.3%), to $18.6 million during the first six
months of 2001 from $18.0 million during the compared 2000 period. The Company's
operating ratio and net income for the first six months of 2000 were positively
impacted by a $1.5 million gain recognized on the sale of two properties.
Liquidity and Capital Resources
The growth of the Company's business has required significant investments
in new revenue equipment. Historically the Company has been debt-free, financing
revenue equipment through cash flow from operations. The Company also obtains
tractor capacity by utilizing independent contractors, who provide a tractor and
bear all associated operating and financing expenses. The Company's primary
source of liquidity at June 30, 2001, were funds provided by cash flow from
operating activities. The Company believes its sources of liquidity are adequate
to meet its current and projected needs.
The Company expects to finance future growth in its company-owned fleet
through cash flow from operations and cash equivalents currently on hand. Based
on the Company's strong financial position (current ratio of 3.2 and no debt),
management foresees no barrier to obtaining outside financing, if necessary, to
continue with its growth plans.
During the six months ended June 30, 2001, the Company generated net cash
flow from operations of $26.0 million. Net cash used in investing and financing
activities included $16.8 million for capital expenditures, primarily revenue
equipment.
Working capital at June 30, 2001 was $130.3 million, including $137.2
million in cash, cash equivalents, and investments. The cash and investments
generated $2.5 million in interest income (primarily tax-exempt) during the six
months ended June 30, 2001. The Company's policy is to purchase only investment
quality, highly liquid investments.
10
Pending Accounting Pronouncements
The Financial Accounting Standards Board (FASB) recently issued two new
accounting rules. These rules are FASB 142, Goodwill and Other Intangible
Assets, and FASB 143, Accounting for Asset Retirement Obligations. FASB 142
eliminates the current requirements to amortize goodwill. It also changes the
impairment criteria to a fair value standard. The new rule is required to be
adopted on January 1, 2002. The Company currently has about $0.8 million of
goodwill recorded on its balance sheet. Annual goodwill amortization under
existing accounting rules approximates $0.8 million. The adoption of this new
standard is not expected to be material. The Company has not evaluated the
impact of FASB 143, Accounting for Asset Retirements, so it is not known what,
if any, impact this new rule may have on the Company's financial statements. We
currently expect to adopt this new rule in January 2003.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company purchases only high quality, liquid investments. Primarily all
investments as of June 30, 2001 have an original maturity of three months or
less. The Company holds all investments to maturity and therefore, is exposed to
minimal market risk related to its cash equivalents.
The Company has no debt outstanding as of June 30, 2001 and therefore, has
no market risk related to debt.
The Company does not engage in fuel hedging with financial instruments.
11
PART II
OTHER INFORMATION
Item 1. Legal proceedings
Not applicable
Item 2. Changes in securities
Not applicable
Item 3. Defaults upon senior securities
Not applicable
Item 4. Submission of matters to a vote of security holders
Not applicable
Item 5. Other information
Not applicable
Item 6. Exhibits and reports on Form 8-K
(b) The Company filed a report on Form 8-K on May 10, 2001
reporting the five-for-four stock split effected as a 25%
stock dividend paid on May 31, 2001 to the stockholders of
record of the Company's common stock on May 21, 2001.
Page of Method of
Exhibit No. Document Filing
3.1 Articles of Incorporation Incorporated by
Reference to the
Company's registration
statement on Form S-1,
Registration No. 33-
8165, effective
November 5, 1986.
3.2 Bylaws Incorporated by
Reference to the
Company's registration
statement on form S-1,
Registration No. 33-
8165, effective
November 5, 1986.
3.3 Certificate of Amendment Incorporated by
To Articles of Incorporation Reference to the
Company's form
10-QA, for the
quarter ended June
30, 1997, dated
March 26, 1998.
12
4.1 Articles of Incorporation Incorporated by
Reference to the
Company's registration
statement on form S-1,
Registration No. 33-
8165, effective
November 5, 1986.
4.3 Certificate of Amendment Incorporated by
to Articles of Incorporation Reference to the
Company's form
10-QA, for the
quarter ended June
30, 1997, dated
March 26, 1998.
9.1 Voting Trust Agreement dated Incorporated by
June 6, 1997 among the Gerdin Reference to the
Educational Trusts and Larry Company's Form 10-K
Crouse voting trustee. For the year ended
December 31, 1997.
Commission file no.
0-15087.
10.1 Business Property Lease Incorporated by
between Russell A. Gerdin Reference to the
as Lessor and the Company Company's Form 10-K
as Lessee, regarding the for the year ended
Company's headquarters at September 30, 2000.
2777 Heartland Drive, Commission file no.
Coralville, Iowa 52241 0-15087.
10.2 Form of Independent Incorporated by
Contractor Operating Reference to the
Agreement between the Company's Form 10-K
Company and its for the year ended
independent contractor December 31, 1993.
providers of tractors Commission file no.
0-15087.
10.3 Description of Key Incorporated by
Management Deferred Reference to the
Incentive Compensation Company's Form 10-K
Arrangement for the year ended
December 31, 1993.
Commission file no.
0-15087.
13
21 Subsidiaries of the Incorporated by
Registrant Reference to the
Company's Form 10-K
for the year ended
December 31, 2000.
Commission file no.
0-15087.
14
SIGNATURES
Pursuant to the requirements 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.
HEARTLAND EXPRESS, INC.
BY: /s/ John P. Cosaert
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JOHN P. COSAERT
Vice-President
Finance and Treasurer
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