EXHIBIT 99
UNION PACIFIC SETS SECOND QUARTER RECORD
POST MERGER RECORDS FOR REVENUE AND PRODUCTIVITY GAINS
DRIVE 25 PERCENT INCREASE IN NET INCOME
FOR IMMEDIATE RELEASE:
OMAHA, NE, JULY 18 - UNION PACIFIC CORPORATION (NYSE: UNP) TODAY
REPORTED RECORD NET INCOME OF $304 MILLION, OR $1.15 PER DILUTED SHARE. THIS
COMPARES TO NET INCOME OF $243 MILLION, OR $.95 PER DILUTED SHARE IN THE SECOND
QUARTER OF 2001. OPERATING INCOME AND EARNINGS PER SHARE BOTH HAD DOUBLE-DIGIT
INCREASES IN THE QUARTER WITH 22 PERCENT AND 21 PERCENT GROWTH, RESPECTIVELY.
"THIS WAS AN OUTSTANDING QUARTER FOR UNION PACIFIC," SAID DICK
DAVIDSON, CHAIRMAN AND CHIEF EXECUTIVE OFFICER. "CLEARLY, WE HAVE MOMENTUM IN
ALL ASPECTS OF OUR BUSINESS. THE RAILROAD LEVERAGED INCREASED REVENUE, EMPLOYEE
PRODUCTIVITY GAINS AND LOWER FUEL PRICES INTO RECORDS FOR OPERATING INCOME, NET
INCOME, AND OPERATING RATIO."
SECOND QUARTER HIGHLIGHTS
UNION PACIFIC CORPORATION, EXCLUDING OVERNITE CORPORATION, REPORTED
RECORD SECOND QUARTER OPERATING INCOME OF $583 MILLION COMPARED TO $478 MILLION
FOR THE SAME PERIOD IN 2001 - a 22 PERCENT INCREASE.
o RAILROAD REVENUE INCREASED 4 PERCENT
o EMPLOYEE PRODUCTIVITY (GROSS TON-MILES/EMPLOYEE) INCREASED 9 PERCENT TO A
SECOND QUARTER RECORD LEVEL
-M O R E-
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o OPERATING RATIO (OPERATING EXPENSES/OPERATING REVENUE) IMPROVED 3.0
PERCENTAGE POINTS TO A SECOND QUARTER RECORD 79.3 PERCENT
RAILROAD QUARTERLY RECORDS
o BEST OVERALL QUARTER FOR OPERATING REVENUE, OPERATING INCOME, AND OPERATING
RATIO
o BEST OVERALL QUARTER FOR TOTAL CARLOADINGS AND REVENUE TON MILES
o AUTOMOTIVE, INTERMODAL AND INDUSTRIAL PRODUCTS EACH SET ALL-TIME QUARTERLY
RECORDS IN REVENUE
SECOND QUARTER RAILROAD COMMODITY REVENUE SUMMARY VERSUS 2001
o THE FOLLOWING COMMODITY GROUPS HAD REVENUE GROWTH RANGING FROM 11 PERCENT
TO 2 PERCENT:
- INTERMODAL UP 11 PERCENT
- AUTOMOTIVE UP 8 PERCENT
- CHEMICALS UP 4 PERCENT
- AGRICULTURAL UP 3 PERCENT
- INDUSTRIAL PRODUCTS UP 2 PERCENT
o ENERGY WAS THE ONLY COMMODITY GROUP THAT WAS DOWN, AT 1 PERCENT.
"FIVE OF OUR SIX COMMODITY GROUPS POSTED IMPROVED REVENUE THIS QUARTER,"
DAVIDSON SAID. "WHILE THIS HIGHLIGHTS THE STRENGTH OF OUR DIVERSE COMMODITY MIX
AND COMPETITIVE PRODUCT OFFERINGS, IT'S ALSO A SIGNAL TO ME THAT THERE ARE RAYS
OF LIGHT COMING THROUGH THE CLOUDS THAT HAVE BEEN OVER THE AMERICAN ECONOMY FOR
MONTHS."
-M O R E-
-3-
OVERNITE CORPORATION
OVERNITE CORPORATION REPORTED A 2 PERCENT INCREASE IN SECOND QUARTER
OPERATING INCOME OF $18.3 MILLION, COMPARED TO $18.0 MILLION IN 2001 ON A PRO
FORMA BASIS. (PRO FORMA RESULTS FOR 2001 INCLUDE $2.5 MILLION OF OPERATING
INCOME FROM MOTOR CARGO, WHICH WAS ACQUIRED ON NOVEMBER 30, 2001.) OPERATING
REVENUE WAS UP 2 PERCENT TO $331.7 MILLION FROM $324.3 MILLION LAST YEAR.
OVERNITE'S OPERATING RATIO WAS UNCHANGED YEAR OVER YEAR AT 94.5 PERCENT.
UNION PACIFIC CORPORATION IS ONE OF AMERICA'S LEADING TRANSPORTATION
COMPANIES. ITS PRINCIPAL OPERATING COMPANY, UNION PACIFIC RAILROAD, IS THE
LARGEST RAILROAD IN NORTH AMERICA, COVERING 23 STATES ACROSS THE WESTERN
TWO-THIRDS OF THE UNITED STATES. A STRONG FOCUS ON QUALITY AND A STRATEGICALLY
ADVANTAGEOUS ROUTE STRUCTURE ENABLE THE COMPANY TO SERVE CUSTOMERS IN CRITICAL
AND FAST GROWING MARKETS. IT IS A LEADING CARRIER OF LOW-SULFUR COAL USED IN
ELECTRICAL POWER GENERATION AND HAS BROAD COVERAGE OF THE LARGE
CHEMICAL-PRODUCING AREAS ALONG THE GULF COAST. WITH COMPETITIVE LONG-HAUL ROUTES
BETWEEN ALL MAJOR WEST COAST PORTS AND EASTERN GATEWAYS, AND AS THE ONLY
RAILROAD TO SERVE ALL SIX GATEWAYS TO MEXICO, UNION PACIFIC HAS THE PREMIER RAIL
FRANCHISE IN NORTH AMERICA. THE CORPORATION'S TRUCKING OPERATIONS INCLUDE
OVERNITE CORPORATION WHICH OWNS ITS LESS-THAN-TRUCKLOAD CARRIERS, OVERNITE
TRANSPORTATION AND MOTOR CARGO.
SUPPLEMENTAL FINANCIAL INFORMATION IS ATTACHED.
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ADDITIONAL INFORMATION IS AVAILABLE AT OUR WEBSITE: www.up.com. OUR
CONTACT FOR INVESTORS IS JENNIFER HAMANN AT (402) 271-4227. OUR MEDIA CONTACTS
ARE KATHRYN BLACKWELL AT (402) 271-3753 OR JOHN BROMLEY AT (402) 271-3475.
**********
THIS PRESS RELEASE AND RELATED MATERIALS MAY CONTAIN STATEMENTS ABOUT THE
CORPORATION'S FUTURE THAT ARE NOT STATEMENTS OF HISTORICAL FACT. THESE
STATEMENTS ARE "FORWARD-LOOKING STATEMENTS" FOR PURPOSES OF APPLICABLE
SECURITIES LAWS, AND ARE BASED ON CURRENT INFORMATION AND/OR MANAGEMENT'S GOOD
FAITH BELIEF AS TO FUTURE EVENTS. FORWARD-LOOKING STATEMENTS INCLUDE, WITHOUT
LIMITATION, PROJECTIONS AND ESTIMATES OF EARNINGS, REVENUES, COST-SAVINGS,
EXPENSES, OR OTHER FINANCIAL ITEMS; STATEMENTS OF MANAGEMENT'S PLANS, STRATEGIES
AND OBJECTIVES FOR FUTURE OPERATION, AND MANAGEMENT'S EXPECTATIONS AS TO FUTURE
PERFORMANCE AND OPERATIONS AND THE TIME BY WHICH OBJECTIVES WILL BE ACHIEVED;
STATEMENTS CONCERNING PROPOSED NEW PRODUCTS AND SERVICES; AND STATEMENTS
REGARDING FUTURE ECONOMIC OR MARKET CONDITIONS OR PERFORMANCE.
FORWARD-LOOKING STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES. ACTUAL
PERFORMANCE OR RESULTS COULD DIFFER MATERIALLY FROM THAT ANTICIPATED BY THE
FORWARD-LOOKING STATEMENT. IMPORTANT FACTORS THAT COULD CAUSE SUCH DIFFERENCES
INCLUDE, BUT ARE NOT LIMITED TO, THE CORPORATION'S SUCCESS IN IMPLEMENTING ITS
FINANCIAL AND OPERATIONAL INITIATIVES; THE IMPACT OF INDUSTRY COMPETITION,
CONDITIONS, PERFORMANCE AND CONSOLIDATION; LEGISLATIVE AND/OR REGULATORY
DEVELOPMENTS, INCLUDING INITIATIVES TO RE-REGULATE THE RAIL BUSINESS; NATURAL
EVENTS SUCH AS SEVERE WEATHER, FLOODS AND EARTHQUAKES; ADVERSE GENERAL ECONOMIC
CONDITIONS, BOTH WITHIN THE UNITED STATES AND GLOBALLY; ANY ADVERSE ECONOMIC OR
OPERATIONAL REPERCUSSIONS FROM TERRORIST ACTIVITIES AND ANY GOVERNMENT RESPONSE
THERETO; CHANGES IN FUEL PRICES; CHANGES IN LABOR COSTS; LABOR STOPPAGES; AND
THE OUTCOME OF CLAIMS AND LITIGATION.
FORWARD-LOOKING STATEMENTS SPEAK ONLY AS OF THE DATE THE STATEMENT WAS MADE. THE
CORPORATION ASSUMES NO OBLIGATION TO UPDATE FORWARD-LOOKING INFORMATION TO
REFLECT ACTUAL RESULTS, CHANGES IN ASSUMPTIONS OR CHANGES IN OTHER FACTORS
AFFECTING FORWARD-LOOKING INFORMATION. IF THE CORPORATION DOES UPDATE ANY
FORWARD-LOOKING STATEMENT, NO INFERENCE SHOULD BE DRAWN THAT THE CORPORATION
WILL MAKE ADDITIONAL UPDATES WITH RESPECT TO THAT STATEMENT OR ANY OTHER
FORWARD-LOOKING STATEMENTS.
-0-
UNION PACIFIC CORPORATION
STATEMENTS OF CONSOLIDATED INCOME
For the Three Months Ended June 30
(Dollars in Millions, Except Per Share Amounts)
(Unaudited)
<Table>
<Caption>
2002 a) 2001 Pct Chg
------- ------- ----------
OPERATING REVENUES $ 3,154 $ 2,998 + 5
Operating Expenses 2,552 2,504 + 2
------- -------
OPERATING INCOME 602 494 + 22
Other Income - Net 35 75 - 53
Interest Expense (159) (178) - 11
------- -------
INCOME BEFORE INCOME TAXES 478 391 + 22
Income Tax Expense (174) (148) + 18
------- -------
NET INCOME $ 304 $ 243 + 25
======= =======
BASIC EARNINGS PER SHARE $ 1.21 $ 0.98 + 23
DILUTED EARNINGS PER SHARE $ 1.15 $ 0.95 + 21
Average Basic Shares Outstanding (MM) 251.8 247.7
Average Diluted Shares Outstanding (MM) 276.3 271.9
</Table>
a) Includes the results of Motor Cargo, acquired November 30, 2001. Motor
Cargo contributed revenues of $34.7 million, operating expense of $31.9
million and operating income of $2.8 million during the second quarter of
2002.
(1)
UNION PACIFIC CORPORATION
STATEMENTS OF CONSOLIDATED INCOME
For the Six Months Ended June 30
(Dollars in Millions, Except Per Share Amounts)
(Unaudited)
<Table>
<Caption>
2002 a) 2001 Pct Chg
------- ------- ----------
OPERATING REVENUES $ 6,121 $ 5,941 + 3
Operating Expenses 5,020 5,008 --
------- -------
OPERATING INCOME 1,101 933 + 18
Other Income - Net 56 105 - 47
Interest Expense (322) (359) - 10
------- -------
INCOME BEFORE INCOME TAXES 835 679 + 23
Income Tax Expense (309) (255) + 21
------- -------
NET INCOME $ 526 $ 424 + 24
======= =======
BASIC EARNINGS PER SHARE $ 2.09 $ 1.71 + 22
DILUTED EARNINGS PER SHARE $ 2.01 $ 1.67 + 20
Average Basic Shares Outstanding (MM) 251.4 247.3
Average Diluted Shares Outstanding (MM) 276.1 271.4
</Table>
a) Includes the results of Motor Cargo, acquired November 30, 2001. Motor
Cargo contributed revenues of $66.7 million, operating expense of $62.7
million and operating income of $4.0 million during the first six months
of 2002.
(2)
UNION PACIFIC RAILROAD
REVENUE DETAIL
Periods Ended June 30
(Unaudited)
<Table>
<Caption>
Second Quarter Year-to-Date
2002 2001 Pct Chg 2002 2001 Pct Chg
---------- ---------- -------- ----------- ---------- --------
COMMODITY REVENUE (000):
$ 353,932 $ 345,104 + 3 Agricultural $ 722,665 $ 715,383 + 1
325,536 301,037 + 8 Automotive 608,040 576,676 + 5
402,351 386,917 + 4 Chemicals 787,519 776,678 + 1
569,474 576,877 - 1 Energy 1,151,687 1,170,218 - 2
533,245 522,327 + 2 Industrial Products 1,006,986 994,287 + 1
514,362 462,269 + 11 Intermodal 969,578 912,369 + 6
---------- ---------- ----------- ----------
$2,698,900 $2,594,531 + 4 Total $ 5,246,475 $5,145,611 + 2
========== ========== =========== ==========
REVENUE CARLOADS:
212,149 211,326 -- Agricultural 430,656 430,719 -
219,103 198,828 + 10 Automotive 412,290 384,275 + 7
232,820 221,403 + 5 Chemicals 450,269 440,568 + 2
519,852 516,479 + 1 Energy 1,065,082 1,053,025 + 1
371,582 374,243 - 1 Industrial Products 694,036 710,070 - 2
770,972 688,784 + 12 Intermodal 1,452,141 1,371,459 + 6
---------- ---------- ----------- ----------
2,326,478 2,211,063 + 5 Total 4,504,474 4,390,116 + 3
========== ========== =========== ==========
AVERAGE REVENUE PER CAR:
$ 1,668 $ 1,633 + 2 Agricultural $ 1,678 $ 1,661 + 1
1,486 1,514 - 2 Automotive 1,475 1,501 - 2
1,728 1,748 - 1 Chemicals 1,749 1,763 - 1
1,095 1,117 - 2 Energy 1,081 1,111 - 3
1,435 1,396 + 3 Industrial Products 1,451 1,400 + 4
667 671 - 1 Intermodal 668 665 --
---------- ---------- ----------- ----------
$ 1,160 $ 1,173 - 1 Total $ 1,165 $ 1,172 - 1
========== ========== =========== ==========
</Table>
(3)
RAIL AND OTHER OPERATIONS - a)
REVIEW OF OPERATIONS
Periods Ended June 30
(Dollars in Millions, Except Operating Statistics)
(Unaudited)
<Table>
<Caption>
Second Quarter Year-to-Date
2002 2001 Pct Chg 2002 2001 Pct Chg
- ------- ------- -------- ------- ------- --------
$ 2,822 $ 2,708 + 4 OPERATING REVENUES $ 5,484 $ 5,371 + 2
OPERATING EXPENSES
913 888 + 3 Salaries and Benefits 1,826 1,802 + 1
308 307 -- Rent Expense 623 614 + 1
286 281 + 2 Depreciation 570 561 + 2
268 321 - 17 Fuel and Utilities 493 655 - 25
125 133 - 6 Materials and Supplies 246 259 - 5
339 300 + 13 Purchased Services and Other 654 572 + 14
- ------- ------- ------- -------
2,239 2,230 -- Total 4,412 4,463 - 1
- ------- ------- ------- -------
$ 583 $ 478 + 22 OPERATING INCOME $ 1,072 $ 908 + 18
======= ======= ======= =======
OPERATING STATISTICS:
2,326 2,211 + 5 Revenue Carloads (Thousands) 4,504 4,390 + 3
129.0 124.0 + 4 Revenue Ton-Miles (Billions) 256.0 247.7 + 3
248.0 235.5 + 5 Gross Ton-Miles (Billions) 488.0 467.7 + 4
2.09(c.) 2.09(c.) -- Rev/RTM (Commodity Revenue Based) 2.05(c.) 2.08(c.) - 1
$ 1,160 $ 1,173 - 1 Average Commodity Revenue Per Car $ 1,165 $ 1,172 - 1
47,774 49,491 - 3 Average Employees 47,505 49,126 - 3
72(c.) 92(c.) - 22 Average Fuel Price Per Gallon 67(c.) 92(c.) - 27
334 318 + 5 Fuel Consumed in Gallons (MM) 655 640 + 2
1.35 1.35 -- Fuel Consumption Rate (Gal/000 GTM) 1.34 1.37 - 2
79.3 82.3 - 3.0 pt. Operating Ratio (%) 80.4 83.1 - 2.7 pt.
</Table>
a) Excludes Overnite's operations.
(4)
OVERNITE CORPORATION
REVIEW OF OPERATIONS - PRO FORMA
Periods Ended June 30
(Dollars in Millions, Except Operating Statistics)
(Unaudited)
<Table>
<Caption>
Second Quarter Year-to-Date
2002 2001 a) Pct Chg 2002 2001 a) Pct Chg
------- ------- -------- ------- ------- -------
$ 331.7 $ 324.3 + 2 OPERATING REVENUES $ 636.6 $ 637.1 --
OPERATING EXPENSES
205.3 192.8 + 6 Salaries and Benefits 397.5 380.9 + 4
30.9 27.5 + 12 Rent Expense 56.7 52.6 + 8
14.3 14.0 + 2 Depreciation 29.3 28.0 + 5
16.4 19.7 - 17 Fuel and Utilities 31.5 40.6 - 22
13.3 13.7 - 3 Materials and Supplies 25.5 27.9 - 9
33.2 38.6 - 14 Other 67.3 78.7 - 14
------- ------- ------- -------
313.4 306.3 + 2 Total 607.8 608.7 --
------- ------- ------- -------
$ 18.3 $ 18.0 + 2 OPERATING INCOME $ 28.8 28.4 + 1
======= ======= ======= =======
OPERATING STATISTICS:
2,222 2,150 + 3 Millions of Pounds Hauled - LTL 4,244 4,207 + 1
2,437 2,334 + 4 Millions of Pounds Hauled - Combined 4,653 4,573 + 2
$ 13.71 $ 13.87 - 1 Revenue/CWT - LTL $ 13.77 $ 13.89 - 1
$ 13.05 $ 13.34 - 2 Revenue/CWT - Combined $ 13.12 $ 13.33 - 2
13,670 13,710 -- Average Employees 13,414 13,599 - 1
72(c.) 90(c.) - 20 Average Fuel Price Per Gallon 68(c.) 90(c.) - 24
15,767 16,092 - 2 Fuel Consumed in Gallons (000s) 31,185 32,642 - 4
94.5 94.5 0.0 pt. Operating Ratio (%) 95.5 95.5 0.0 pt.
</Table>
a) Includes the pro forma effects of the Motor Cargo acquisition, as if the
acquisition had been effective January 1, 2001. The actual results of
Overnite Transportation Company for the second quarter and year-to-date of
2001, respectively, were as follows: Revenues - $289.8 and $570.0,
Operating Expenses - $274.3 and $545.8, and Operating Income $15.5 and
$24.2.
(5)
UNION PACIFIC CORPORATION
STATEMENTS OF CONSOLIDATED FINANCIAL POSITION
As of June 30, 2002 and December 31, 2001
(Dollars in Millions)
(Unaudited)
<Table>
<Caption>
June 30, December 31,
2002 2001
------------ ------------
ASSETS:
Cash and Temporary Investments $ 381 $ 113
Other Current Assets 1,546 1,429
Investments 800 786
Properties - Net 29,172 28,792
Other Assets 424 431
------------ ------------
Total $ 32,323 $ 31,551
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current Portion of Long Term Debt $ 290 $ 194
Other Current Liabilities 2,511 2,498
Long Term Debt 7,888 7,886
Deferred Income Taxes 8,103 7,882
Other Long Term Liabilities 1,944 2,016
Convertible Preferred Shares 1,500 1,500
Common Shareholders' Equity 10,087 9,575
------------ ------------
Total $ 32,323 $ 31,551
============ ============
</Table>
(6)
UNION PACIFIC CORPORATION
STATEMENTS OF CONSOLIDATED CASH FLOWS
For the Six Months Ended June 30
(Dollars in Millions)
(Unaudited)
<Table>
<Caption>
2002 2001
-------- --------
OPERATING ACTIVITIES:
Net Income $ 526 $ 424
Depreciation 599 585
Deferred Income Taxes 213 203
Other (234) (369)
-------- --------
Cash Provided by Operating Activities 1,104 843
-------- --------
INVESTING ACTIVITIES:
Capital Investments (972) (792)
Other 56 (111)
-------- --------
Cash Used in Investing Activities (916) (903)
-------- --------
FINANCING ACTIVITIES:
Dividends Paid (100) (99)
Debt Repaid (697) (439)
Financings and Other - Net 877 623
-------- --------
Cash Provided by Financing Activities 80 85
-------- --------
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS $ 268 $ 25
======== ========
</Table>
(7)