UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549-1004 ------------------------------------ FORM 10-Q (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2000 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-27208 Simon Transportation Services Inc. (Exact name of registrant as specified in its charter) Nevada 87-0545608 (State or other jurisdiction of (I.R.S. employer identification number) incorporation or organization) 5175 West 2100 South West Valley City, Utah 84120 (801) 924-7000 (Address, including zip code, and telephone number, including area code, of registrant's principal executive office) 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 the filing requirements for at least 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 the latest practicable date (January 31, 2001). Class A Common Stock, $.01 par value: 6,115,109 shares Class B Common Stock, $.01 par value: None Exhibit Index is on Page 11. SIMON TRANSPORTATION SERVICES INC. TABLE OF CONTENTS PART I FINANCIAL INFORMATION PAGE NUMBER Item 1. Financial Statements: Condensed consolidated statements of financial position as of September 30, 2000 and December 31, 2000 3 Condensed consolidated statements of operations for the three months ended December 31, 2000 and 1999 4 Condensed consolidated statements of cash flows for the three months ended December 31, 2000 and 1999 5 Notes to condensed consolidated financial statements 6 Item 2. Management's discussion and analysis of financial condition and results of operations 7 PART II OTHER INFORMATION Item 1. Legal Proceedings 10 Item 2. Changes in Securities 11 Item 3. Defaults Upon Senior Securities 11 Item 4. Submission of Matters to a Vote of Security Holders 11 Item 5. Other Information 11 Item 6. Exhibits and Reports on Form 8-K 11 SIMON TRANSPORTATION SERVICES INC. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION ASSETS December 31, 2000 September 30, 2000 ----------------- ------------------ (Unaudited) Current Assets: Cash $ 2,743,500 $ 3,331,119 Receivables, net of allowance for doubtful accounts of $611,000 and $586,000, respectively 32,356,562 29,932,630 Operating supplies 1,300,944 1,330,462 Prepaid expenses and other 7,521,707 6,657,644 ----------------------- ------------------------ Total current assets 43,922,713 41,251,855 ----------------------- ------------------------ Property and Equipment, at cost: Land 8,884,752 8,884,752 Revenue equipment 36,325,005 37,114,744 Buildings and improvements 18,529,536 18,525,612 Office furniture and equipment 9,454,645 9,262,994 ----------------------- ------------------------ 73,193,938 73,788,102 Less accumulated depreciation and amortization (25,147,462) (24,384,568) ----------------------- ------------------------ 48,046,476 49,403,534 ----------------------- ------------------------ Other Assets 503,415 451,603 ----------------------- ------------------------ $ 92,472,604 $ 91,106,992 ======================= ======================== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 971,209 $ 1,841,735 Current portion of capitalized lease obligations 1,567,841 1,595,385 Accounts payable 9,371,760 7,721,099 Accrued liabilities 6,554,601 5,242,894 Accrued claims payable 9,328,104 8,880,638 ----------------------- ------------------------ Total current liabilities 27,793,515 25,281,751 ----------------------- ------------------------ Long-Term Debt, net of current portion 18,204,137 16,376,791 ----------------------- ------------------------ Deferred Income Taxes 4,604,318 4,604,318 ----------------------- ------------------------ Stockholders' Equity: Preferred stock, $.01 par value, 5,000,000 shares authorized, none issued -- -- Common stock, $.01 par value, 20,000,000 shares authorized, 6,291,709 and 6,287,709 shares issued, respectively 62,917 62,877 Treasury stock, 176,600 shares at cost (1,053,147) (1,053,147) Additional paid-in capital 48,305,088 48,285,578 Accumulated deficit (5,444,224) (2,451,176) ----------------------- ------------------------ Total stockholders' equity 41,870,634 44,844,132 ----------------------- ------------------------ $ 92,472,604 $ 91,106,992 ======================= ======================== The accompanying notes to condensed consolidated financial statements are an integral part of these condensed consolidated financial statements. SIMON TRANSPORTATION SERVICES INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) For the Three Months Ended ---------------------------------------------------- December 31, 2000 December 31, 1999 ----------------- ----------------- Operating Revenue $ 65,509,359 $ 53,860,382 ----------------------- ------------------------ Operating Expenses: Salaries, wages, and benefits 26,016,388 22,582,658 Fuel & fuel taxes 14,829,194 10,391,600 Operating supplies and expenses 8,780,729 6,773,105 Taxes and licenses 2,299,112 1,618,232 Insurance and claims 3,502,021 1,423,570 Communications and utilities 1,268,465 961,337 Depreciation and amortization 972,719 1,208,197 Rent 10,422,740 8,804,092 ----------------------- ------------------------ Total operating expenses 68,091,368 53,762,791 ----------------------- ------------------------ Operating (loss) earnings (2,582,009) 97,591 Net interest expense 411,039 318,239 ----------------------- ------------------------ Loss before income taxes (2,993,048) (220,648) Benefit for income taxes -- (79,433) ----------------------- ------------------------ Net loss $ (2,993,048) $ (141,215) ======================= ======================== Net loss per common share: Basic $ (0.49) $ (0.02) ======================= ======================== Diluted $ (0.49) $ (0.02) ======================= ======================== Weighted average common shares outstanding: Basic 6,114,620 6,110,109 ======================= ======================== Diluted 6,114,620 6,110,109 ======================= ======================== The accompanying notes to condensed consolidated financial statements are an integral part of these condensed consolidated financial statements. SIMON TRANSPORTATION SERVICES INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the Three Months Ended --------------------------------------------- December 31, 2000 December 31, 1999 ----------------- ----------------- Cash Flows From Operating Activities: Net loss $ (2,993,048) $ (141,215) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 972,719 1,208,197 Changes in operating assets and liabilities: Receivables, net (2,423,932) (2,150,821) Operating supplies 29,518 (143,481) Prepaid expenses and other (864,063) (1,565,703) Deferred tax asset -- (58,808) Other assets (51,812) (11,231) Accounts payable 1,650,661 (313,739) Income taxes receivable -- 1,497,745 Accrued liabilities 1,311,707 (306,528) Accrued claims payable 447,466 (62,908) --------------------------------------------- Net cash used in operating activities (1,920,784) (2,048,492) --------------------------------------------- Cash Flows From Investing Activities: Purchase of property and equipment (2,883,594) (3,915,918) Proceeds from the sale of property and equipment 3,267,933 4,511,502 --------------------------------------------- Net cash provided by investing activities 384,339 595,584 --------------------------------------------- Cash Flows From Financing Activities: Principal payments on long-term debt (870,526) (668,859) Borrowings under line-of-credit agreement 1,827,346 -- Principal payments under capitalized lease obligations (27,544) (109,579) Net proceeds from issuance of Class A common stock 19,550 2,475 --------------------------------------------- Net cash provided by (used in) financing activities 948,826 (775,963) --------------------------------------------- Net Decrease In Cash (587,619) (2,228,871) Cash at Beginning of Period 3,331,119 8,658,268 --------------------------------------------- Cash at End of Period $ 2,743,500 $ 6,429,397 ============================================= Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest $ 412,327 $ 318,239 Cash paid during the period for income taxes 39,597 14,128 The accompanying notes to condensed consolidated financial statements are an integral part of these condensed consolidated financial statements. SIMON TRANSPORTATION SERVICES INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1. Basis of Presentation The condensed consolidated financial statements include the accounts of Simon Transportation Services Inc., a Nevada holding company, and its wholly-owned subsidiary, Dick Simon Trucking, Inc. (together, the "Company"). All significant intercompany balances and transactions have been eliminated in consolidation. The financial statements have been prepared, without audit, in accordance with generally accepted accounting principles, pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the accompanying financial statements include all adjustments which are necessary for a fair presentation of the results for the interim periods presented, such adjustments being of a normal recurring nature. Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The September 30, 2000 condensed consolidated statement of financial position was derived from the audited balance sheet of the Company as of September 30, 2000. It is suggested that these condensed consolidated financial statements and notes thereto be read in conjunction with the consolidated financial statements and notes thereto included in the Form 10-K of Simon Transportation Services Inc. for the year ended September 30, 2000. Results of operations in interim periods are not necessarily indicative of results to be expected for a full year. Note 2: Subsequent Event On January 22, 2001, the Company acquired a portion of the trucking assets of Westway Express, Inc. ("Westway"), primarily mobile communication equipment and miscellaneous assets. The Company entered into a lease for a terminal owned by Westway, refinanced Westway leases for tractors and trailers, and assumed leases for terminals. The Company will also pay Westway for assisting the Company in hiring drivers. Total consideration to Westway is approximately $2.1 million, excluding future lease payments. The transaction included a five year non-compete agreement. Forward-Looking Statements This quarterly report and statements by the Company in reports to its stockholders and public filings, as well as oral public statements by Company representatives, may contain certain forward-looking information that is subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Without limitation, these risks and uncertainties include economic recessions or downturns in customers' business cycles, excessive increases in capacity within the truckload markets, decreased demand for transportation services offered by the Company, rapid inflation and fuel price increases, increases in interest rates, the resale value of used equipment, and the availability and compensation of qualified drivers. Readers should review and consider the various disclosures made by the Company in this quarterly report and in its reports to its stockholders and periodic reports on Forms 10-K and 10-Q. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview The Company's fiscal year ends on September 30 of each year. Thus, the fiscal quarters discussed in this report represent the Company's first fiscal quarters of its 2001 and 2000 fiscal years, respectively. Results of Operations Three months ended December 31, 2000 and 1999 Operating revenue increased $11.6 million (21.6%) to $65.5 million for the three months ended December 31, 2000, from $53.9 million for the corresponding period of 1999. Approximately 31% of the revenue growth was represented by fuel surcharge revenue, which impacts the percentage of revenue represented by the various expense items. Weighted average tractors increased 17.4%, to 1,973 in the 2000 period from 1,681 in the 1999 period. Salaries, wages, and benefits increased $3.4 million (15.2%) to $26.0 million during the quarter ended December 31, 2000 from $22.6 million in the 1999 period. As a percentage of revenue, salaries, wages, and benefits decreased to 39.7% of revenue for the three months ended December 31, 2000, from 41.9% for the corresponding period of 1999. The decrease was primarily attributable an increase in the revenue per mile, mostly attributable to fuel surcharge. Effective November 1, 2000, management raised driver wages by two cents per mile. One cent of the increase applies to all drivers at all levels and another cent can be attained based upon a monthly mileage target. (*) Fuel and fuel taxes increased $4.4 million (42.7%) to $14.8 million during the quarter ended December 31, 2000 from $10.4 million in the 1999 period. As a percentage of revenue, fuel and fuel taxes increased to 22.6% of revenue for the three months ended December 31, 2000, from 19.3% of revenue for the corresponding period of 1999. This was the result of a 29.5% increase in the average price of fuel during the 2000 quarter from $1.22 per gallon in the 1999 quarter to $1.58 per gallon in the 2000 quarter. The Company has agreements in place with a substantial number of customers who have agreed to pay fuel surcharges to help offset the escalation in fuel prices. However, increased fuel prices will not be fully offset by these surcharges. Operating supplies and expenses increased $2.0 million (29.6%) to $8.8 million during the quarter ended December 31, 2000 from $6.8 million in the 1999 period. As a percentage of revenue, operating supplies and expenses increased to 13.4% of revenue for the three months ended December 31, 2000, from 12.6% for the corresponding period of 1999. The increase is primarily attributable to the increased recruiting and other costs associated with driver turnover. Taxes and licenses increased $0.7 million (42.1%) to $2.3 million during the quarter ended December 31, 2000 from $1.6 million for the corresponding period of 1999. As a percentage of revenue, taxes and licenses increased to 3.5% of revenue for the three months ended December 31, 2000, compared with 3.0% for the corresponding period of 1999. The increase is primarily attributable to the payment of federal highway use tax on vehicles that have been removed from service and replaced with new equipment. Insurance and claims increased $2.1 million (146.0%) to $3.5 million during the quarter ended December 31, 2000 from $1.4 million during the quarter ended December 31, 1999. As a percentage of revenue, insurance and claims increased to 5.3% for the three months ended December 31, 2000, compared with - -------- (*) "Forward-looking" statements. 2.6% for the corresponding period of 1999, primarily as a result of increased claims associated with driver turnover. Effective, October 1, 1999, the Company adopted a fully-developed claims expense estimate based on an actuarial computation of the ultimate liability. Both the method formerly used by the Company and the fully-developed method are acceptable under accounting principles generally accepted in the United States. Communications and utilities increased $0.3 million (31.9%) to $1.3 million during the quarter ended December 31, 2000 from $1.0 million during the quarter ended December 31, 1999. As a percentage of revenue, communications and utilities remained essentially constant at 1.9% of revenue for the three months ended December 31, 2000, compared with 1.8% for the corresponding period of 1999. Depreciation and amortization decreased $0.2 million (19.5%) to $1.0 million during the quarter ended December 31, 2000 from $1.2 million for the corresponding period of 1999. As a percentage of revenue, depreciation and amortization (adjusted for the net gain on the sale of property and equipment) decreased to 1.5% of revenue for the three months ended December 31, 2000, from 2.2% for the corresponding period of 1999, because of a decrease in the percentage of the Company's revenue equipment that was owned or acquired under capital leases. Depreciation and amortization was adjusted for a net gain on the sale of revenue equipment of $270,765 during the 2000 period compared with a net gain of $439,923 during the 1999 period. Because of a softening of the market for used equipment, management does not expect gains on the sale of revenue equipment to continue as in the past.(*) Rent increased $1.6 million (18.4%) to $10.4 million for the quarter ended December 31, 2000 from $8.8 million for the corresponding period of 1999. As a percentage of revenue, rent decreased to 15.9% of revenue for the three months ended December 31, 2000, from 16.3% for the corresponding period of 1999, as a result of higher revenue per mile in the 2000 period. The fixed costs of rent were offset against a higher rate per mile. Substantially all of the Company's revenue equipment is financed through operating leases. The Company utilized operating leases during the most recent quarter because of more favorable terms. If the Company continues to use operating lease financing, its operating ratio will continue to be affected in future periods because the implied financing costs of such equipment are included as operating expenses instead of interest expense. During the 2001 quarter, the Company began an owner operator program. Currently, owner operators comprise approximately 6% of the total Company fleet. As the ratio of owner operators to Company drivers increases, the percentage of rent will also increase.(*) As a result of the foregoing, the Company's operating ratio increased to 103.9% for the three months ended December 31, 2000, from 99.8% for the corresponding period of 1999. Net interest expense increased $0.1 million (29.2%) to $0.4 million for the quarter ended December 31, 2000 from $0.3 million for the corresponding period of 1999. As a percentage of revenue, net interest expense remained constant at 0.6% of revenue for the three months ended December 31, 2000, and the corresponding period in 1999. The Company's effective combined federal and state income tax rates for the three months ended December 31, 2000 and 1999 was 0.0% and 36.0%, respectively. Due to the loss reported by the Company in the 2000 period, management has established a valuation allowance to offset the potential benefit for income taxes until such time as the Company returns to profitability. As a result of the factors described above, net loss increased $2.9 million to a loss of $3.0 million for the three months ended December 31, 2000, compared with a net loss of $0.1 million for the corresponding period of 1999. As a percentage of revenue, net loss was 4.6% of revenue in the quarter ended December 31, 2000, compared with 0.3% in the 1999 period. - -------- (*) "Forward-looking" statements. Liquidity and Capital Resources The growth of the Company's business has required significant investment in new revenue equipment that the Company historically has financed with borrowings under installment notes payable to commercial lending institutions and equipment manufacturers, equipment leases from third-party lessors, borrowings under its line of credit, and cash flow from operations. The Company's primary sources of liquidity currently borrowings and leases with financial institutions and equipment manufacturers. During the three-month periods ended December 31, 2000 and 1999, the Company continued to finance its tractors with operating leases. Net cash used in operating activities was $1.9 million for the three months ended December 31, 2000. Accounts receivable increased $2.4 million, prepaid licensing on revenue equipment increased $0.9 million, and accounts payable, accrued liabilities and accrued claims decreased $3.4 million collectively. These uses of cash were offset by a non-cash charge of $1.0 million for depreciation. Net cash provided by investing activities was $0.4 million for the three months ended December 31, 2000. The Company purchased $2.9 million of new property and revenue equipment and sold revenue equipment for $3.3 million. The Company expects capital expenditures (primarily for revenue equipment and satellite communications units), net of revenue equipment sales and trade-ins, to be approximately $33.3 million in aggregate for fiscal years 2001 and 2002. The Company expects projected capital expenditures to be funded with operating leases, borrowings and, if available, cash flows from operations.(*) Net cash provided by financing activities was $0.9 million in the 2000 period, consisting of borrowings under the Company's line of credit of $1.8 million offset by payments of $0.9 million of principal under the Company's long-term debt and capitalized lease agreements. The maximum amount committed under the Company's line of credit at December 31, 2000 was $20 million. As of December 31, 2000, the Company had drawn $17.8 million against the line. The interest rate on the line of credit is 1.75 percent above the 30-day London Interbank Offered Rate ("LIBOR") in effect from time-to-time. At December 31, 2000, the Company had other outstanding long-term debt and capitalized lease obligations (including current portions) of approximately $2.9 million, most of which comprised obligations for the purchase of revenue equipment. As of September 30, 2000, the Company's future commitments under noncancelable operating leases amounted to $74.1 million. In January 2001, the Company amended its credit facility. The amended agreement provides for a $10 million term loan in addition to the $20 million line of credit. The term loan matures September 30, 2001 and the line of credit matures September 30, 2002. Borrowings under the line of credit and term loan are secured by the Company's Salt Lake City terminal facility. In addition, a portion of borrowings under the agreement are guaranteed by the Company's majority stockholder. All borrowings under the agreement bear interest at rates ranging from 1.75 percent to 3.25 percent above the Eurodollar Rate in effect from time-to-time. Applicable interest rates are determined based on the Company's net worth. The Company's working capital at December 31, 2000 was $16.1 million. Management believes that available borrowings under the line of credit and term loan, and future borrowings under installment notes payable or lease arrangements for revenue equipment will allow the Company to continue to meet its working capital requirements, anticipated capital expenditures, and obligations under debt and capitalized and operating leases at least through fiscal year 2001. (*) - -------- (*) "Forward-looking" statements. Quantitative and Qualitative Disclosures About Market Risk The principal market risks to which the Company is exposed are fluctuation in fuel prices and interest rates on our debt financing. We are not engaged in any fuel hedging transactions. Thus, we are exposed to fluctuations in fuel prices but are not exposed to any market risk involving hedging costs. The principal market risks (i.e., the risk of loss arising from adverse changes in market rates and prices) to which we are exposed are interest rates on our debt financing. Our variable rate debt consists of a revolving line of credit and term loan, and an equipment finance term loan carrying interest rates tied to LIBOR or the Eurodollar rate. These variable interest rates expose us to the risk that interest rates may rise. At December 31, 2000, assuming borrowing equal to the $17.8 million drawn on the line of credit and $0.2 million on other outstanding variable rate loans, a one percentage point increase in the LIBOR and Eurodollar rate would increase our annual interest expense by approximately $180,000. The balance of our equipment financing carries fixed interest rates and includes term notes payable and capitalized leases totaling approximately $2.7 million. These fixed interest rates expose us to the risk that interest rates may fall. A one percentage point decline in interest rates would have the effect of increasing the premium we pay over market interest rates by one percentage point or approximately $27,000 annually. PART II OTHER INFORMATION Item 1. Legal Proceedings. The Company and certain of its officers and directors have been named as defendants in a securities class action filed in the United States District Court for the District of Utah, Caprin v. Simon Transportation Services, Inc., et al., No. 2:98CV 863K (filed December 3, 1998). Plaintiffs in this action allege that defendants made material misrepresentations and omissions during the period February 13, 1997 through April 2, 1998 in violation of Sections 11, 12(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. On September 27, 2000, the District Court dismissed the case with prejudice. Plaintiffs have asked the Court for reconsideration and alteration or amendment of the decision. The Company is a defendant in a lawsuit filed April of 1998 in the Third District Court in and for Salt Lake County Utah, Gallegos v. Dick Simon Trucking, Inc., based upon the death of two people and the severe brain injury to a child in an accident involving a Company truck. The lawsuit involves a punitive damage claim, which is uninsurable under Utah law. The Company has admitted liability on the non-punitive damages claims. The lawsuit is set for trial on March 29, 2001. The probable verdict range of the compensatory damage claim is from 5 to 20 million dollars, well within the Company's liability insurance limits. Liability for the punitive damage claim and likely punitive damage verdict amount, if any, are very difficult to predict. Management is unable to assess the ultimate impact of this litigation on the Company's results of operations or financial position. The Company from time to time is a party to litigation arising in the ordinary course of its business, substantially all of which involves claims for personal injury and property damage incurred in the transportation of freight. Management is not aware of any claims or threatened claims that reasonably would be expected to exceed insurance limits or have a materially adverse effect upon the Company's operations or financial position. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. None. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits Number Description ------ ----------- 3.1 + Articles of Incorporation. 3.2 * Amended and Restated Bylaws. 4.1 + Articles of Incorporation. 4.2 * Amended and Restated Bylaws. 10.1 + Outside Director Stock Option Plan. 10.2 * Amendment to Outside Director Stock Option Plan 10.3 + Incentive Stock Plan. 10.4 # Amendment No. 2 to the Simon Transportation Services Inc. Incentive Stock Plan 10.5 * Revised Amendment No. 3 to the Simon Transportation Services Incentive Stock Plan 10.6 @ Warrant to Purchase Shares of Class A Common Stock dated September 19, 2000, between Jerry Moyes and Simon Transportation Services Inc 10.7 + 401(k) Plan. 10.8 ++ Loan Agreement (Headquarters Loan) dated May 23, 1996 between U.S. Bank of Utah and Dick Simon Trucking, Inc. 10.9 +++ Loan Agreement (Line of Credit) dated September 28, 1999 (replaced loan agreement dated April 29, 1996) between U.S. Bank of Utah and Simon Transportation Services Inc. 21 + List of subsidiaries. - ---------------------------------------------- + Filed as an exhibit to the registrant's Registration Statement on Form S-1, Registration No. 33-96876, effective November 17, 1995, and incorporated herein by reference. ++ Filed as an exhibit to the registrant's Quarterly Report on Form 10-Q for the period ended June 30, 1996, Commission File No. 0-27208, dated August 9, 1996, and incorporated herein by reference. +++ Filed as an exhibit to the registrant's Annual Report on Form 10-K for the period ended September 30, 1999, Commission File No. 0-27208, dated December 14, 1999, and incorporated herein by reference. # Filed as an exhibit to the registrant's Definitive Proxy Statement for the annual meeting held December 19, 1997, Commission File No. 0-27208, and incorporated herein by reference. @ Filed as an exhibit to the registrant's Current Report on Form 8-K, Commission File No. 0-27208, dated October 4, 2000, and incorporated herein by reference. * Filed as an exhibit to the registrant's Annual Report on Form 10-K for the period ended September 30, 2000, Commission file No. 0-27208, dated January 12, 2001, and incorporated herein by reference. (b) Reports on Form 8-K. Filed October 4, 2000. The Form 8-K reported a change in control of the Company. Financial statements were not filed with the Form. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SIMON TRANSPORTATION SERVICES INC., a Nevada corporation Date: February 14, 2001 By: /s/ Alban B. Lang --------------------------- ----------------- (Signature) Alban B. Lang Treasurer and Chief Financial Officer