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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from
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to
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Commission File Number 0-23948
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BOYD BROS. TRANSPORTATION INC.
(Exact name of Registrant as specified in its charter)
Delaware 63-6006515
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
3275 Highway 30, Clayton, Alabama 36016
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(Address of principal executive offices)
(Zip Code)
(334) 775-1400
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(Registrant's telephone number, including area code)
Indicate by checkmark 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) Yes X No __, and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of April 30, 1997.
Common Stock, $.001 Par Value 3,700,688
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(Class) (Number of Shares)
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INDEX
Page Number
Part I. Financial Information (Unaudited)
Item 1. Condensed Financial Statements
Condensed Balance Sheets
March 31, 1997 and December 31, 1996 3
Condensed Statements of Operations
Three-month period ended March 31, 1997 and 1996 5
Condensed Statements of Cash Flows
Three-month period ended March 31, 1997 and 1996 6
Notes to Condensed Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Part II. Other Information 9
Signatures 9
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BOYD BROS. TRANSPORTATION INC.
CONDENSED BALANCE SHEETS
MARCH 31, DECEMBER 31,
1997 1996
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(UNAUDITED)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 1,302,182 $ 3,593,206
Marketable securities 100,000 100,000
Notes and accounts receivable (less
allowance for doubtful accounts of
$125,108) 6,642,732 5,541,471
Refundable income taxes 632,023 274,876
Other 127,715 579,573
Inventories 201,555 230,920
Prepaid tire expense 499,707 711,208
Other prepaid expenses 1,539,740 761,324
Deferred income tax 551,623 530,623
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Total current assets 11,597,277 12,323,201
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PROPERTY AND EQUIPMENT:
Land and land improvements 1,082,510 1,082,510
Buildings 3,240,496 3,240,496
Revenue equipment 51,405,595 51,513,665
Other equipment 8,438,849 8,111,012
Leasehold improvements 426,185 406,577
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Total 64,593,635 64,354,260
Less accumulated depreciation and
amortization 21,975,939 19,761,532
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Property and equipment, net 42,617,696 44,592,728
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OTHER ASSETS 113,648 346,050
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TOTAL $54,328,621 $57,261,979
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See notes to condensed financial statements.
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BOYD BROS TRANSPORTATION INC.
CONDENSED BALANCE SHEETS
MARCH 31, DECEMBER 31,
1997 1996
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(UNAUDITED)
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt $ 4,179,158 $ 4,625,204
Accounts payable - trade and interline 1,348,777 2,122,561
Accrued liabilities:
Self-insurance claims 2,079,358 2,203,999
Salaries and wages 769,507 465,665
Other 625,987 411,206
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Total current liabilities 9,002,787 9,828,635
LONG-TERM DEBT 12,781,235 15,197,840
DEFERRED INCOME TAXES 8,386,759 8,347,757
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Total liabilities 30,170,781 33,374,232
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COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value - 1,000,000
shares authorized; no shares issued and
outstanding
Common stock, $.001 par value - 10,000,000
shares authorized; 3,700,688
shares issued and
outstanding 3,701 3,701
Additional paid-in capital 13,780,616 13,780,616
Retained earnings 10,373,523 10,103,430
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Total stockholders' equity 24,157,840 23,887,747
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TOTAL $54,328,621 $57,261,979
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See notes to condensed financial statements.
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BOYD BROS. TRANSPORTATION INC.
CONDENSED STATEMENTS OF OPERATIONS
QUARTER ENDED MARCH 31,
1997 1996
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(UNAUDITED)
OPERATING REVENUES $17,196,909 $14,929,086
OPERATING EXPENSES:
Salaries, wages and employee benefits 7,528,459 6,771,968
Fuel 2,732,408 2,554,371
Operating supplies 2,188,312 1,971,901
Taxes and licenses 466,570 612,141
Insurance and claims 863,706 1,069,920
Communications and utilities 306,787 272,517
Depreciation and amortization 2,172,095 1,958,437
Gain on disposition of property
and equipment, net 50,000 (334,970)
Other 143,310 153,879
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Total operating expenses 16,451,647 15,030,164
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OPERATING INCOME 745,259 (101,078)
OTHER (INCOME) EXPENSES:
Interest income (19,779) (24,854)
Interest expense 314,925 268,119
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Other expenses, net 295,146 243,265
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INCOME BEFORE PROVISION FOR
INCOME TAXES 450,113 (344,343)
PROVISION FOR INCOME TAXES 180,025 (110,207)
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NET INCOME $ 270,088 $ (234,136)
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NET INCOME PER SHARE $ 0.073 $ (0.062)
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WEIGHTED AVERAGE SHARES
OUTSTANDING 3,700,888 3,763,368
See notes to condensed financial statements.
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BOYD BROS. TRANSPORTATION INC.
CONDENSED STATEMENTS OF CASH FLOWS
QUARTER ENDED MARCH 31,
1997 1996
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(UNAUDITED)
OPERATING ACTIVITIES:
Net income $ 270,088 $ (234,136)
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 2,172,095 1,958,437
Gain on disposal of property and
equipment, net 50,000 (334,970)
Provision for deferred income taxes 180,025 (110,207)
Changes in assets and liabilities provided (used) cash:
Notes and accounts receivable (1,101,261) (398,912)
Other assets (210,435) (98,262)
Accounts payable trade and interline (773,784) (157,904)
Accrued liabilities 393,982 (417,994)
Deferred income taxes (162,023) (46,003)
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818,687 160,049
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INVESTING ACTIVITIES:
Capital expenditures (255,810) (6,669,593)
Proceeds from disposals of property and equipment 8,750 1,471,800
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(247,060) (5,197,793)
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FINANCING ACTIVITIES:
Proceeds from long-term debt -- 6,026,499
Principal payments on long-term debt (2,862,651) (1,592,404)
Repurchase of common stock -- (617,336)
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(2,862,651) 3,816,759
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NET DECREASE IN CASH AND
CASH EQUIVALENTS (2,291,024) (1,220,985)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 3,593,206 1,481,910
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BALANCE AT END OF PERIOD $ 1,302,182 $ 260,925
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See notes to condensed financial statements.
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BOYD BROS. TRANSPORTATION INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying condensed financial statements have been prepared in compliance
with Form 10-Q instructions and thus do not include all the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, the condensed statements
reflect all adjustments, including those of a normal recurring nature, necessary
to present fairly the results of the reported interim periods. The condensed
statements should be read in conjunction with the summary of accounting policies
and notes to financial statements included in the Company's Form 10-K for the
year ended December 31, 1996. The results of operations for interim periods
presented are not necessarily indicative of the operating results for an entire
year.
2. ENVIRONMENTAL MATTERS
The Company's operations are subject to federal, state and local laws and
regulations concerning the environment. Certain of the Company's facilities are
located in historically industrial areas and, therefore, there is the
possibility of environmental liability as a result of operations by prior owners
as well as the Company's use of fuels and underground storage tanks at its
regional terminals.
3. CAPITAL TRANSACTIONS
During the first quarter of 1996 the Company repurchased 82,300 shares of its
own stock for $617,250. None were repurchased during the first quarter of 1997.
During 1996 the Company repurchased an aggregate of 122,300 shares for $928,590.
A total of 150,000 shares were authorized for repurchase under the repurchase
program.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Operating revenues increased 15.19% for the three-month period ended March 31,
1997 compared to the same period in 1996 due to increased demand for the
Company's services and higher rates. The Company continued to focus on
increasing its fleet size to meet the anticipated demands of new and existing
customers, ending the first three months of 1997 with 574 tractors compared with
522 tractors as of March 31, 1996. Additionally, revenue per truck increased due
to better utilization and reduced deadhead.
Total operating expenses increased 9.46% during the first three months of 1997
compared to the first three months of 1996, a slower rate of increase than
revenue due to reduced deadhead and continued improvements in cost controls.
Operating supply expense increased 10.97% or $216,411 during the first three
months of 1997 compared to the first three months of 1996. While operating
supply expense increased at a slower rate than revenue, the net addition of 52
tractors since the first three months of 1996 contributed to the increase in
maintenance expense which is a large component of operating supply expense.
Salaries, wages, and benefits were up 11.17% due to an increase in the number
of drivers and higher job injury costs. Fuel expense increased 6.97% for the
three month period ended March 31, 1997 vs. 1996. Improved miles per gallon
caused fuel costs to increase at a slower rate than revenue increased. Taxes
and license expense decreased 23.78% due to the timing of permit and tag
purchases. Depreciation and amortization expense increased 10.91% due to the
addition of new trucks. Insurance and claims were down 19.27% due to a decrease
in insurance expense. The operating ratio for the third quarter of 1997 was
95.7% compared with 100.7% for the first quarter of 1996. For the three-month
period ended March 31, 1997 vs. 1996 interest expense was up 21.33% due
primarily to increased debt to fund the acquisition of additional tractors.
Gain on sale of equipment decreased from a gain of $334,970 during the first
quarter of 1996 to a loss of $50,000 in 1997. There were no trucks sold during
the first quarter of 1997.
LIQUIDITY AND CAPITAL RESOURCES
Net cash flow provided by operating activities was $818,687 during the first
three months of 1997, compared to $160,049 during the first three months of
1996. The Company had a working capital surplus of $2,594,490 at March
31, 1997.
Management anticipates increasing the Company's fleet in 1997 by an aggregate
of 48 tractors net of replacements, at an anticipated cost of approximately
$3.6 million. During the first three months of 1997, the Company purchased
approximately $255,000 of replacement tractors and trailers, all of which
$255,000 was financed with various lenders. Management expects to continue
financing such equipment purchases through equipment financing arrangements
with various lenders. Historically, the Company has relied on cash generated
from operations to fund its working capital requirements. However, the Company
has a line of credit with AmSouth Bank permitting short-term borrowings of up
to $1.5 million at prime less .125%. At March 31, 1997 the Company had no
outstanding borrowings on its line of credit. Management believes that the line
of credit, borrowing facilities and cash flow from operations are sufficient to
meet its financing needs.
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PART II. OTHER INFORMATION.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
10.33 OMNITRACS contract dated February 5, 1997, by and
between the Company and QUALCOMM, Inc.
11 Computation of earnings per share on page 5
27 Financial data schedule (for SEC use only)
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Registrant during the
quarter ended March 31, 1997.
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 duly authorized.
Boyd Bros. Transportation Inc.
(Registrant)
Date: May 13, 1997 /s/ Richard C. Bailey
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Richard C. Bailey, Chief Financial Officer
(Principal Accounting Officer)
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