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Form 8-K WERNER ENTERPRISES INC For: Jan 29

January 29, 2015 4:12 PM


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
January 29, 2015



WERNER ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)

NEBRASKA
0-14690
47-0648386
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)
14507 FRONTIER ROAD
POST OFFICE BOX 45308
OMAHA, NEBRASKA
68145-0308
(Address of principal executive offices)
(Zip Code)

���
Registrants telephone number, including area code: (402) 895-6640

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






ITEM 2.02.
RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On January 29, 2015, the registrant issued a press release regarding, among other things, its revenues and earnings for the fourth quarter and year ended December 31, 2014. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

In accordance with General Instruction B.2 to the Form 8-K, the information under this Item 2.02 and the press release exhibit to this Form 8-K shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section 18, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the Securities Act), unless the registrant expressly states that such information and exhibit are to be considered filed under the Exchange Act or incorporates such information and exhibit by specific reference in an Exchange Act or Securities Act filing.

The press release furnished as Exhibit 99.1 to this Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the registrants management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the registrants Annual Report on Form 10-K for the year ended December 31, 2013. For those reasons, undue reliance should not be placed on any forward-looking statement. The registrant assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure.


ITEM 9.01.���� FINANCIAL STATEMENTS AND EXHIBITS.

(d)����Exhibits.

99.1
Press release issued by the registrant on January 29, 2015, Werner Enterprises Reports Fourth Quarter and Annual 2014 Revenues and Earnings.







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 hereunto duly authorized.


WERNER ENTERPRISES, INC.
Date: January 29, 2015
By:
/s/ John J. Steele
John J. Steele
Executive Vice President, Treasurer and
Chief Financial Officer
Date: January 29, 2015
By:
/s/ James L. Johnson
James L. Johnson
Executive Vice President, Chief Accounting
Officer and Corporate Secretary
�������������������������������������������





Exhibit 99.1
WERNER ENTERPRISES, INC.
14507 Frontier Road
P. O. Box 45308
Omaha, Nebraska 68145

FOR IMMEDIATE RELEASE
Contact: John J. Steele
Executive Vice President, Treasurer and
Chief Financial Officer
��(402) 894-3036

����
WERNER ENTERPRISES REPORTS FOURTH QUARTER AND ANNUAL 2014 REVENUES AND EARNINGS

Omaha, Nebraska, January 29, 2015:

Werner Enterprises, Inc. (NASDAQ: WERN), one of the nation's largest transportation and logistics companies, reported revenues and earnings for the fourth quarter and year ended December 31, 2014.

Summarized financial results for fourth quarter and year 2014 compared to fourth quarter and year 2013 are as follows (dollars in thousands, except per share data):
Three Months Ended
December 31,
Year Ended
December 31,
��
2014
2013
%�Change
2014
2013
%�Change
Total revenues
$
553,186

$
517,920

7
%
$
2,139,289

$
2,029,183

5
%
Trucking revenues, net of fuel surcharge
354,812

332,592

7
%
1,332,879

1,287,656

4
%
Value Added Services (VAS) revenues
98,500

91,234

8
%
390,645

361,384

8
%
Operating income
52,627

36,089

46
%
160,088

139,726

15
%
Net income
32,709

22,175

48
%
98,650

86,785

14
%
Earnings per diluted share
0.45

0.30

49
%
1.36

1.18

15
%

We would like to take this opportunity to sincerely thank the dedicated and hard working men and women of Werner Enterprises. Their unwavering commitment to our customers by literally going the extra mile each and every day is what enables us to produce these strong results.

Freight demand continued to be strong in fourth quarter 2014. Freight demand (as measured by our daily morning ratio of loads available to trucks available in our One-Way Truckload network, which includes the medium-to-long-haul Van, Expedited and short-haul Regional fleets) showed consistent strength, and we were overbooked (more available freight than available trucks at the beginning of each business day) throughout most of fourth quarter 2014. October 2014 demand was the strongest October since the 2008 recession, and our freight demand strengthened further, as expected, in the seasonally strong months of November and December 2014. Fourth quarter 2013 freight demand showed normal seasonal improvement in October and November, with some further demand strengthening between Thanksgiving and Christmas. Freight demand thus far in 2015 has followed typical seasonal patterns and is similar to the same period of 2014.

An improving economy combined with constrained truck capacity is contributing to improved freight demand. Truck capacity is challenged by an increasingly competitive driver market and heightened regulatory cost increases for truck ownership and safety; thus, we expect this favorable demand trend relative to



Werner Enterprises, Inc. - Release of January 29, 2015
Page 2

constrained supply will continue in 2015. There are several new safety regulatory initiatives in process or scheduled for implementation during 2015, and we anticipate they will further tighten truck capacity.

Average revenues per tractor per week, net of fuel surcharge, increased 8.8% in fourth quarter 2014 compared to fourth quarter 2013. This compares to year-over-year percentage improvements in average revenues per tractor per week of 1.6% in first quarter 2014, 4.9% in second quarter 2014, and 7.4% in third quarter 2014. Continued focus on securing driver friendly, highly productive freight and improved freight selection using our proprietary freight optimization system enabled us to raise our average miles per truck by 4.1% compared to fourth quarter 2013. Average revenues per total mile, net of fuel surcharge, increased 4.4% in fourth quarter 2014 compared to fourth quarter 2013. Contractual rate increases and improved freight mix combined with higher seasonal capacity surcharges in the One-Way Truckload fleet were the primary reasons for the rate improvement.

Several factors had a positive impact on our average revenues per tractor per week and profitability, while at the same time reduced the percentage increase in our revenue per total mile. Our average trip length increased by 5.0% in fourth quarter 2014 compared to fourth quarter 2013, and longer length of haul shipments generally have a lower rate per mile due to productivity benefits. Noting the improved freight market in fourth quarter 2014 compared to fourth quarter 2013, during fourth quarter 2014 we accepted less brokerage freight (in which rates are inclusive of fuel) and instead supported our customers with additional capacity priced with a base rate per mile and a fuel surcharge per mile. Finally, customer changes in fuel surcharge programs had a neutral impact on profitability but an adverse effect on revenue per total mile. A few large customers modified their fuel surcharge programs to a "zero peg" in the last 12 months, which shifted revenues from base rates to fuel surcharges.
��
We made continued progress implementing sustainable rate increases with our customers during fourth quarter 2014. These efforts are ongoing as we move forward in 2015 and work to recoup the cost increases associated with more expensive equipment, a shrinking supply of qualified drivers and an increasingly challenging regulatory environment. Strategic customers understand the collective capacity and service challenges facing our company and our industry and are increasingly supportive of Werner's ongoing initiatives to provide sustainable transportation solutions in support of their supply chain needs.
����
In fourth quarter 2014, we averaged 7,021 trucks in service in the Truckload segment and 55 intermodal drayage trucks in the VAS segment. We averaged 47 more trucks in service in fourth quarter 2014 than in third quarter 2014 as compared to a decline of 43 trucks in service from third quarter 2013 to fourth quarter 2013. We ended fourth quarter 2014 with 7,050 trucks in the Truckload segment and 55 intermodal drayage trucks in the VAS segment. Our Specialized Services unit, primarily Dedicated, ended the quarter with 3,690 trucks (or 52% of our total Truckload segment fleet).

In periods of rapidly rising fuel prices, the Company's earnings have been negatively impacted by the lag effect that occurs because the cost of fuel rises immediately but the market indexes used to determine fuel surcharges increase at a slower pace and only once per week. During periods of rapidly declining fuel prices, the Company generally experiences a temporary favorable earnings lag effect, since fuel costs decline at a faster pace than the market indexes used to determine fuel surcharges. This occurred in fourth quarter 2014 as the significant decline in diesel fuel prices in the latter half of the quarter reduced the Company's fuel expense while lowering fuel surcharge revenues by a lesser amount.

Diesel fuel prices were 55 cents per gallon lower in fourth quarter 2014 than in fourth quarter 2013 and were 42 cents per gallon lower than in third quarter 2014. For the first 29 days of January 2015, the average diesel fuel price per gallon was $1.38 lower than the average diesel fuel price per gallon in the same period of 2014 and $1.48 lower than in first quarter 2014. The components of the Company's total fuel cost consist of and are recorded in our income statement as follows: (i) Fuel (fuel expense for company trucks excluding federal and state fuel taxes); (ii) Taxes and Licenses (federal and state fuel taxes); and (iii)



Werner Enterprises, Inc. - Release of January 29, 2015
Page 3

Rent and Purchased Transportation (fuel component of our independent contractor costs, including the base cost of fuel and additional fuel surcharge reimbursement for costs exceeding the fuel base).

We continue to invest in equipment solutions to improve the safety, operational efficiency and fuel miles per gallon of our fleet. We increased our capital expenditures in the second half of 2014 to lower the average age of our truck fleet, and attained an average age of 2.2 years as of December 31, 2014. Net capital expenditures in 2014 were $212.3 million. We estimate net capital expenditures for 2015 to be in the range of $275 to $325 million, which we expect will enable us to further reduce the average age of our truck fleet to under two years. We remain committed to investing in a best in class fleet for the benefit of our customers, our drivers and the Werner brand.

The driver recruiting and retention market was difficult during fourth quarter 2014. In mid-August 2014, we increased pay by varying percentage amounts for many drivers in certain fleets within our One-Way Truckload unit. After these driver pay changes, our driver and truck count recovered and increased from July 2014 levels. Additionally over the last several months, we increased driver pay in multiple Dedicated fleets, most of which were funded by customer rate increases to ensure capacity. However, significant problematic market factors remain including a declining number of, and increased competition for, driver training school graduates, a gradually declining national unemployment rate and job competition from the housing construction and manufacturing industries. We expect that competition for drivers will remain high in the coming months.

Gains on sales of assets were $5.0 million in fourth quarter 2014. This compares to gains on sales of assets of $3.7 million in fourth quarter 2013, which included a $0.7 million gain from the sale of real estate, and $4.5 million in third quarter 2014. In fourth quarter 2014, we realized higher average gains per truck and trailer and sold more trucks and trailers compared to fourth quarter 2013. Gains on sales of assets are reflected as a reduction of Other Operating Expenses in our income statement.

Our effective income tax rate in fourth quarter 2014 was 38.0%, lower than the expected rate of 40.3%. Tax legislation enacted in December 2014 retroactively reinstated certain qualifying tax credits only for 2014, thereby reducing the Companys fourth quarter 2014 income tax rate.

To provide shippers with additional sources of managed capacity and network analysis, we continue to grow our non-asset-based VAS segment. VAS includes Brokerage, Freight Management, Intermodal and Werner Global Logistics (International).
Three Months Ended
December 31,
Year Ended
December 31,
��
2014
2013
2014
2013
Value Added Services (amounts in thousands)
$
%
$
%
$
%
$
%
Operating revenues
$
98,500

100.0
$
91,234

100.0
$
390,645

100.0
$
361,384

100.0
Rent and purchased transportation expense
85,100

86.4
78,172

85.7
338,625

86.7
305,582

84.6
Gross margin
13,400

13.6
13,062

14.3
52,020

13.3
55,802

15.4
Other operating expenses
10,997

11.2
10,693

11.7
44,485

11.4
41,138

11.3
Operating income
$
2,403

2.4
$
2,369

2.6
$
7,535

1.9
$
14,664

4.1

In fourth quarter 2014, VAS revenues increased $7.3 million or 8%, and operating income dollars increased by 1%, compared to fourth quarter 2013. Operating income in fourth quarter 2014 of $2.4 million improved sequentially compared to operating income of $1.0 million in third quarter 2014. During fourth quarter 2014, we addressed several customer pricing, contractual and operational issues within VAS with the goal of gradually improving VAS financial performance in 2015.

Comparisons of the operating ratios for the Truckload segment (net of fuel surcharge revenues of $81.2 million and $86.9 million in fourth quarters 2014 and 2013, respectively, and $349.8 million and $354.6 million in 2014 and 2013 periods, respectively) and the VAS segment are shown below.



Werner Enterprises, Inc. - Release of January 29, 2015
Page 4

Three Months Ended
December 31,
Year Ended
December 31,
Operating Ratios
2014
2013
Difference
2014
2013
Difference
Truckload Transportation Services
84.8
%
89.8
%
(5.0
)%
88.7
%
90.8
%
(2.1
)%
Value Added Services
97.6
%
97.4
%
0.2
�%
98.1
%
95.9
%
2.2
�%

Fluctuating fuel prices and fuel surcharge collections impact the total company operating ratio and the Truckload segment's operating ratio when fuel surcharges are reported on a gross basis as revenues versus netting against fuel expenses. Eliminating fuel surcharge revenues, which are generally a more volatile source of revenue, provides a more consistent basis for comparing the results of operations from period to period. The Truckload segment's operating ratios for fourth quarter 2014 and fourth quarter 2013 are 87.6% and 91.9%, respectively, and for 2014 and 2013 are 91.0% and 92.8%, respectively, when fuel surcharge revenues are reported as revenues instead of a reduction of operating expenses.

Our financial position remains strong. As of December 31, 2014, we had $75.0 million of debt outstanding and $833.9 million of stockholders' equity. During 2014, the Company purchased 1,200,000 shares of its common stock for a total cost of $30.6 million.
��������
INCOME STATEMENT
(Unaudited)
(In thousands, except per share amounts)
Three Months Ended
December 31,
Year Ended
December 31,
2014
2013
2014
2013
$
%
$
%
$
%
$
%
Operating revenues
$
553,186

100.0

$
517,920

100.0

$
2,139,289

100.0

$
2,029,183

100.0

Operating expenses:
Salaries, wages and benefits
155,581

28.1

139,244

26.9

584,006

27.3

545,419

26.9

Fuel
76,032

13.7

91,915

17.7

346,058

16.2

371,789

18.3

Supplies and maintenance
48,169

8.7

45,572

8.8

188,437

8.8

179,172

8.8

Taxes and licenses
21,905

4.0

21,928

4.2

85,468

4.0

86,686

4.3

Insurance and claims
21,200

3.8

17,342

3.3

80,375

3.7

71,177

3.5

Depreciation
45,106

8.2

45,709

8.8

176,984

8.3

173,019

8.5

Rent and purchased transportation
125,004

22.6

117,856

22.8

498,782

23.3

456,885

22.5

Communications and utilities
3,623

0.7

3,423

0.7

14,220

0.7

13,506

0.7

Other
3,939

0.7

(1,158
)
(0.2
)
4,871

0.2

(8,196
)
(0.4
)
Total operating expenses
500,559

90.5

481,831

93.0

1,979,201

92.5

1,889,457

93.1

Operating income
52,627

9.5

36,089

7.0

160,088

7.5

139,726

6.9

Other expense (income):
Interest expense
511

0.1

118



881



454



Interest income
(609
)
(0.1
)
(640
)
(0.1
)
(2,538
)
(0.1
)
(2,269
)
(0.1
)
Other
(31
)


(43
)


(29
)


(170
)


Total other expense (income)
(129
)


(565
)
(0.1
)
(1,686
)
(0.1
)
(1,985
)
(0.1
)
Income before income taxes
52,756


9.5

36,654

7.1

161,774

7.6

141,711

7.0

Income taxes
20,047

3.6

14,479

2.8

63,124

3.0

54,926

2.7

Net income
$
32,709

5.9

$
22,175

4.3

$
98,650

4.6

$
86,785

4.3

Diluted shares outstanding
72,508

73,142

72,738

73,428

Diluted earnings per share
$
0.45

$
0.30

$
1.36

$
1.18





Werner Enterprises, Inc. - Release of January 29, 2015
Page 5

SEGMENT INFORMATION
(Unaudited)
(In thousands)
Three Months Ended
December 31,
Year Ended
December 31,
2014
2013
2014
2013
Revenues


Truckload Transportation Services
$
440,943

$
423,412

$
1,702,137

$
1,657,854

Value Added Services
98,500

91,234

390,645

361,384

Other
13,473

3,847

46,588

11,342

Corporate
728

414

2,803

3,081

����Subtotal
553,644

518,907

2,142,173

2,033,661

Inter-segment eliminations (1)
(458
)
(987
)
(2,884
)
(4,478
)
�����Total
$
553,186

$
517,920

$
2,139,289

$
2,029,183

Operating Income


Truckload Transportation Services
$
54,754

$
34,439

$
152,992

$
119,597

Value Added Services
2,403

2,369

7,535

14,664

Other
(5,236
)
470

(3,991
)
3,947

Corporate
706

(1,189
)
3,552

1,518

�����Total
$
52,627

$
36,089

$
160,088

$
139,726


(1) Inter-segment eliminations represent transactions between reporting segments that are eliminated in consolidation.

OPERATING STATISTICS BY SEGMENT
(Unaudited)
Three Months Ended
December 31,
Year Ended
December 31,
2014
2013
% Change
2014
2013
% Change
Truckload Transportation Services segment

Average percentage of empty miles
12.08
%
11.91
%
1.4
�%
12.06
%
12.54
%
(3.8
)%
Average trip length in miles (loaded)
484

461

5.0
�%
473

453

4.4
�%
Average tractors in service
7,021

7,157

(1.9
)%
7,013

7,162

(2.1
)%
Average revenues per tractor per week (1)
$
3,888

$
3,575

8.8
�%
$
3,655

$
3,457

5.7
�%
Total trailers (at quarter end)
22,305

21,980

22,305

21,980

Total tractors (at quarter end)
����Company
6,400

6,380

6,400

6,380

����Independent contractor
650

670

650

670

��������Total tractors
7,050

7,050

7,050

7,050

Value Added Services segment
Total VAS shipments
73,622

71,471

3.0
�%
285,153

277,430

2.8
�%
Less: Non-committed shipments to truckload segment
16,299

17,299

(5.8
)%
71,963

75,852

(5.1
)%
Net VAS shipments
57,323

54,172

5.8
�%
213,190

201,578

5.8
�%
Average revenue per shipment
$
1,617

$
1,560

3.6
�%
$
1,696

$
1,627

4.2
�%
Average tractors in service
55

50

50

45

Total trailers (at quarter end)
1,670

1,725

1,670

1,725

Total tractors (at quarter end)
55

49

55

49


(1) Net of fuel surcharge revenues.





Werner Enterprises, Inc. - Release of January 29, 2015
Page 6

SUPPLEMENTAL INFORMATION
(Unaudited)
(In thousands)
Three Months Ended
December 31,
Year Ended
December 31,
2014
2013
2014
2013
Capital expenditures, net
$
65,455

$
45,448

$
212,294

$
151,916

Cash flow from operations
41,354

61,366

206,565

232,457

Return on assets (annualized)
8.9
%
6.5
%
7.0
%
6.5
%
Return on equity (annualized)
15.9
%
11.6
%
12.4
%
11.7
%


CONDENSED BALANCE SHEET
(In thousands, except share amounts)
December 31,
2014
December 31,
2013
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents
$
22,604

$
23,678

Accounts receivable, trade, less allowance of $10,017 and $9,939, respectively
266,727

231,647

Other receivables
20,316

10,769

Inventories and supplies
17,824

15,743

Prepaid taxes, licenses and permits
14,914

15,064

Current deferred income taxes
34,066

25,315

Income taxes receivable
23,435

3,346

Other current assets
26,458

24,099

Total current assets
426,344

349,661

Property and equipment
1,786,229

1,727,737

Less  accumulated depreciation
772,447

750,219

Property and equipment, net
1,013,782

977,518

Other non-current assets
40,336

26,918

Total assets
$
1,480,462

$
1,354,097

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
Accounts payable
$
64,827

$
66,678

Insurance and claims accruals
73,814

59,811

Accrued payroll
28,121

22,785

Other current liabilities
19,768

18,457

Total current liabilities
186,530

167,731

Long-term debt, net of current portion
75,000

40,000

Other long-term liabilities
20,021

14,710

Insurance and claims accruals, net of current portion
123,445

131,900

Deferred income taxes
241,606

227,237

Stockholders equity:
Common stock, $.01 par value, 200,000,000 shares authorized; 80,533,536
shares issued; 72,038,368 and 72,713,920 shares outstanding, respectively
805

805

Paid-in capital
101,803

98,534

Retained earnings
915,085

830,842

Accumulated other comprehensive loss
(9,375
)
(4,631
)
Treasury stock, at cost; 8,495,168 and 7,819,616 shares, respectively
(174,458
)
(153,031
)
Total stockholders equity
833,860

772,519

Total liabilities and stockholders' equity
$
1,480,462

$
1,354,097





Werner Enterprises, Inc. - Release of January 29, 2015
Page 7

Werner Enterprises, Inc. was founded in 1956 and is a premier transportation and logistics company, with coverage throughout North America, Asia, Europe, South America, Africa and Australia. Werner maintains its global headquarters in Omaha, Nebraska and maintains offices in the United States, Canada, Mexico, China and Australia. Werner is among the five largest truckload carriers in the United States, with a diversified portfolio of transportation services that includes dedicated van, temperature-controlled and flatbed; medium-to-long-haul, regional and local van; and expedited services. Werner's Value Added Services portfolio includes freight management, truck brokerage, intermodal, and international services. International services are provided through Werner's domestic and global subsidiary companies and include ocean, air and ground transportation; freight forwarding; and customs brokerage.

Werner Enterprises, Inc.'s common stock trades on The NASDAQ Global Select MarketSM under the symbol WERN. For further information about Werner, visit the Company's website at www.werner.com.

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the Company's management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the Company's Annual Report on Form 10-K for the year ended December31, 2013.

For those reasons, undue reliance should not be placed on any forward-looking statement. The Company assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure.



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