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Union Pacific Reports Fourth Quarter and Full Year 2021 Results

January 20, 2022 8:00 AM

OMAHA, Neb., Jan. 20, 2022 /PRNewswire/ -- Union Pacific Corporation (NYSE: UNP) today reported 2021 fourth quarter net income of $1.7 billion, or $2.66 per diluted share. This compares to adjusted 2020 fourth quarter net income of $1.6 billion, or $2.36 per diluted share. The 2020 adjusted results exclude a $278 million pre-tax, non-cash impairment charge.

Reported net income for the full year 2021 was $6.5 billion, or $9.95 per diluted share. These full year results compare to adjusted full year 2020 net income of $5.6 billion, or $8.19 per diluted share, which excludes the impairment charge.

"The Union Pacific team concluded its most profitable year ever in 2021. We produced double digit fourth quarter revenue growth by leveraging our great rail franchise to generate positive business mix and core pricing gains, despite ongoing global supply chain challenges that impacted volumes," said Lance Fritz, Union Pacific chairman, president and chief executive officer. "For the third consecutive year we improved our fuel consumption rate, taking steps to reduce our carbon footprint and meet the goals of our 2021 Climate Action Plan. While our safety and operational performance in 2021 did not meet expectations, we look to convert recent progress into sustained improvement in 2022. Although uncertainty remains around COVID variants and supply chain disruptions, we see a positive demand environment in 2022 and continued traction from business development efforts driving growth as we deliver value to all our stakeholders."

Fourth Quarter Summary

Financial Results: Strong Revenue Growth Drives Fourth Quarter Records for Operating Income, Net Income, and Earnings Per ShareFourth Quarter 2021 Compared to Adjusted Fourth Quarter 2020*

  • Operating revenue of $5.7 billion was up 12% driven by higher fuel surcharge revenue, a positive business mix, and core pricing gains, partially offset by lower volumes.
  • Business volumes, as measured by total revenue carloads, were down 4%.
  • Union Pacific's 57.4% operating ratio deteriorated 180 basis points. Higher fuel prices negatively impacted the operating ratio 100 basis points.
  • Operating Income of $2.4 billion was up 7%.
  • The company repurchased 5.8 million shares in fourth quarter 2021 at an aggregate cost of $1.4 billion.

* 2020 results exclude the Brazos non-cash impairment charge. Please reference page 10 of the supplemental financial information for the reconciliation to GAAP.

Operating Performance: Network Recovery Efforts Slowed by COVID Impacts to Crew Availability Fourth Quarter 2021 Compared to Fourth Quarter 2020

  • Quarterly freight car velocity of 197 daily miles per car, a 12% decline.
  • Quarterly locomotive productivity was 129 gross ton-miles (GTMs) per horsepower day, a 9% decline.
  • Average maximum train length was 9,319 feet, a 2% increase.
  • Quarterly workforce productivity was 1,046 car miles per employee, a 1% improvement
  • Fuel consumption rate, measured in gallons of fuel per thousand GTMs, was flat.

2021 Full Year Summary

Financial Results: Revenue Growth and Margin Improvement Drives Records for Operating Income, Operating Ratio, Net Income, and Earnings Per ShareFull Year 2021 Compared to Adjusted Full Year 2020*

  • Operating revenue of $21.8 billion was up 12% driven by volume growth, higher fuel surcharge revenue, core pricing gains, and a positive business mix.
  • Business volumes, as measured by total revenue carloads, were up 4%.
  • Union Pacific's 57.2% operating ratio improved 130 basis points. Higher fuel prices negatively impacted the operating ratio by 140 basis points.
  • Operating Income of $9.3 billion was up 15%.
  • Union Pacific's capital program in 2021 totaled $3.0 billion.
  • The company repurchased 33.3 million shares in 2021 at an aggregate cost of $7.3 billion.

* 2020 results exclude the Brazos non-cash impairment charge. Please reference page 10 of the supplemental financial information for the reconciliation to GAAP.

Operating Performance: Network Operations Challenged by Weather Events, Wildfires, COVID Impacted Crew Availability, and Supply Chain Disruptions Full Year 2021 Compared to Full Year 2020

  • Union Pacific's reportable personal injury rate deteriorated to 0.98 per 200,000 employee-hours compared to 0.90 for full year 2020.
  • Freight car velocity of 203 daily miles per car, an 8% decline.
  • Locomotive productivity was 133 GTMs per horsepower day, a 3% decline.
  • Average maximum train length was 9,334 feet, a 6% increase.
  • Workforce productivity was 1,038 car miles per employee, a 10% improvement.
  • Fuel consumption rate, measured in gallons of fuel per thousand GTMs, improved 1%.

Fourth Quarter 2021 Earnings Conference Call

Union Pacific will webcast its fourth quarter 2021 earnings release presentation live at www.up.com/investor and via teleconference on Thursday, January 20, 2022, at 8:45 a.m. Eastern Time. Participants may join the conference call by dialing 877-407-8293 (or for international participants, 201-689-8349).

ABOUT UNION PACIFIC

Union Pacific (NYSE: UNP) delivers the goods families and businesses use every day with safe, reliable, and efficient service. Operating in 23 western states, the company connects its customers and communities to the global economy. Trains are the most environmentally responsible way to move freight, helping Union Pacific protect future generations. More information about Union Pacific is available at www.up.com.

Supplemental financial information is attached.

This news release and related materials contain statements about the Company's future that are not statements of historical fact, including specifically the statements regarding the Company's expectations with respect to economic conditions and demand levels, its ability to improve network performance, its results of operations, and potential impacts of the COVID-19 pandemic. These statements are, or will be, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements also generally include, without limitation, information, or statements regarding: projections, predictions, expectations, estimates, or forecasts as to the Company's and its subsidiaries' business, financial, and operational results, and future economic performance; and management's beliefs, expectations, goals, and objectives and other similar expressions concerning matters that are not historical facts.

Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times that, or by which, such performance or results will be achieved. Forward-looking information, including expectations regarding operational and financial improvements and the Company's future performance or results are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statement. Important factors, including risk factors, could affect the Company's and its subsidiaries' future results and could cause those results or other outcomes to differ materially from those expressed or implied in the forward-looking statements. Information regarding risk factors and other cautionary information are available in the Company's Annual Report on Form 10-K for 2020, which was filed with the SEC on February 5, 2021. The Company updates information regarding risk factors if circumstances require such updates in its periodic reports on Form 10-Q and its subsequent Annual Reports on Form 10-K (or such other reports that may be filed with the SEC).

Forward-looking statements speak only as of, and are based only upon information available on, the date the statements were made. The Company 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 Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements. References to our website are provided for convenience and, therefore, information on or available through the website is not, and should not be deemed to be, incorporated by reference herein.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Condensed Consolidated Statements of Income (unaudited)

Millions, Except Per Share Amounts and Percentages,

4th Quarter

Full Year

For the Periods Ended December 31,

2021

2020

%

2021

2020

%

Operating Revenues

Freight revenues

$

5,297

$

4,803

10

%

$

20,244

$

18,251

11

%

Other

436

338

29

1,560

1,282

22

Total operating revenues

5,733

5,141

12

21,804

19,533

12

Operating Expenses

Compensation and benefits

1,070

1,021

5

4,158

3,993

4

Depreciation

556

557

-

2,208

2,210

-

Fuel

597

332

80

2,049

1,314

56

Purchased services and materials

538

492

9

2,016

1,962

3

Equipment and other rents

230

220

5

859

875

(2)

Other

302

513

(41)

1,176

1,345

(13)

Total operating expenses

3,293

3,135

5

12,466

11,699

7

Operating Income

2,440

2,006

22

9,338

7,834

19

Other income

83

66

26

297

287

3

Interest expense

(295)

(279)

6

(1,157)

(1,141)

1

Income before income taxes

2,228

1,793

24

8,478

6,980

21

Income taxes

(517)

(413)

25

(1,955)

(1,631)

20

Net Income

$

1,711

$

1,380

24

$

6,523

$

5,349

22

Share and Per Share

Earnings per share - basic

$

2.67

$

2.05

30

%

$

9.98

$

7.90

26

%

Earnings per share - diluted

$

2.66

$

2.05

30

$

9.95

$

7.88

26

Weighted average number of shares - basic

640.4

672.2

(5)

653.8

677.3

(3)

Weighted average number of shares - diluted

642.1

674.1

(5)

655.4

679.1

(3)

Dividends declared per share

$

1.18

$

0.97

22

$

4.29

$

3.88

11

Operating Ratio

57.4

%

61.0

%

(3.6)

pts

57.2

%

59.9

%

(2.7)

pts

Effective Tax Rate

23.2

%

23.0

%

0.2

23.1

%

23.4

%

(0.3)

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Freight Revenues Statistics (unaudited)

4th Quarter

Full Year

For the Periods Ended December 31,

2021

2020

%

2021

2020

%

Freight Revenues (Millions)

Grain & grain products

$

889

$

801

11

%

$

3,181

$

2,829

12

%

Fertilizer

176

161

9

697

660

6

Food & refrigerated

259

243

7

998

937

7

Coal & renewables

485

357

36

1,780

1,534

16

Bulk

1,809

1,562

16

6,656

5,960

12

Industrial chemicals & plastics

507

461

10

1,943

1,845

5

Metals & minerals

481

378

27

1,811

1,580

15

Forest products

351

307

14

1,357

1,160

17

Energy & specialized markets

558

515

8

2,212

2,037

9

Industrial

1,897

1,661

14

7,323

6,622

11

Automotive

469

486

(3)

1,761

1,680

5

Intermodal

1,122

1,094

3

4,504

3,989

13

Premium

1,591

1,580

1

6,265

5,669

11

Total

$

5,297

$

4,803

10

%

$

20,244

$

18,251

11

%

Revenue Carloads (Thousands)

Grain & grain products

213

216

(1)

%

805

745

8

%

Fertilizer

48

44

9

201

193

4

Food & refrigerated

48

48

-

189

185

2

Coal & renewables

215

190

13

819

797

3

Bulk

524

498

5

2,014

1,920

5

Industrial chemicals & plastics

157

148

6

606

587

3

Metals & minerals

181

154

18

697

646

8

Forest products

63

59

7

250

220

14

Energy & specialized markets

137

137

-

559

539

4

Industrial

538

498

8

2,112

1,992

6

Automotive

182

202

(10)

701

692

1

Intermodal [a]

728

853

(15)

3,211

3,149

2

Premium

910

1,055

(14)

3,912

3,841

2

Total

1,972

2,051

(4)

%

8,038

7,753

4

%

Average Revenue per Car

Grain & grain products

$

4,187

$

3,710

13

%

$

3,953

$

3,797

4

%

Fertilizer

3,705

3,647

2

3,470

3,427

1

Food & refrigerated

5,409

5,030

8

5,279

5,047

5

Coal & renewables

2,251

1,887

19

2,173

1,926

13

Bulk

3,457

3,139

10

3,305

3,104

6

Industrial chemicals & plastics

3,242

3,125

4

3,207

3,144

2

Metals & minerals

2,659

2,448

9

2,598

2,445

6

Forest products

5,521

5,184

7

5,424

5,269

3

Energy & specialized markets

4,054

3,747

8

3,956

3,780

5

Industrial

3,522

3,331

6

3,467

3,324

4

Automotive

2,576

2,399

7

2,511

2,427

3

Intermodal [a]

1,541

1,284

20

1,403

1,267

11

Premium

1,748

1,497

17

1,601

1,476

8

Average

$

2,686

$

2,341

15

%

$

2,519

$

2,354

7

%

[a]

For intermodal shipments each container or trailer equals one carload.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Condensed Consolidated Statements of Financial Position (unaudited)

Dec. 31,

Dec. 31,

Millions, Except Percentages

2021

2020

Assets

Cash and cash equivalents

$

960

$

1,799

Short-term investments

46

60

Other current assets

2,545

2,355

Investments

2,241

2,164

Properties, net

54,871

54,161

Operating lease assets

1,787

1,610

Other assets

1,075

249

Total assets

$

63,525

$

62,398

Liabilities and Common Shareholders' Equity

Debt due within one year

$

2,166

$

1,069

Other current liabilities

3,578

3,104

Debt due after one year

27,563

25,660

Operating lease liabilities

1,429

1,283

Deferred income taxes

12,675

12,247

Other long-term liabilities

1,953

2,077

Total liabilities

49,364

45,440

Total common shareholders' equity

14,161

16,958

Total liabilities and common shareholders' equity

$

63,525

$

62,398

Return on Average Common Shareholders' Equity

41.9

%

30.5

%

Return on Invested Capital as Adjusted (ROIC)*

16.4

%

13.9

%

*

ROIC is a non-GAAP measure; however, management believes that it is an important measure in evaluating the efficiency and effectiveness of our long-term capital investments. See page 9 for a reconciliation to GAAP.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Condensed Consolidated Statements of Cash Flows (unaudited)

Millions,

Full Year

For the Periods Ended December 31,

2021

2020

Operating Activities

Net income

$

6,523

$

5,349

Depreciation

2,208

2,210

Deferred and other income taxes

154

340

Other - net

147

641

Cash provided by operating activities

9,032

8,540

Investing Activities

Capital investments*

(2,936)

(2,927)

Maturities of short-term investments

94

141

Purchases of short-term investments

(70)

(136)

Other - net

203

246

Cash used in investing activities

(2,709)

(2,676)

Financing Activities

Share repurchase programs

(7,291)

(3,705)

Debt issued

4,201

4,004

Dividends paid

(2,800)

(2,626)

Debt repaid

(1,299)

(2,053)

Net issuance of commercial paper

325

(127)

Debt exchange

(270)

(328)

Other - net

(24)

(67)

Cash used in financing activities

(7,158)

(4,902)

Net Change in Cash, Cash Equivalents, and Restricted Cash

(835)

962

Cash, cash equivalents, and restricted cash at beginning of year

1,818

856

Cash, Cash Equivalents, and Restricted Cash at End of Year

$

983

$

1,818

Free Cash Flow**

Cash provided by operating activities

$

9,032

$

8,540

Cash used in investing activities

(2,709)

(2,676)

Dividends paid

(2,800)

(2,626)

Free cash flow

$

3,523

$

3,238

*

Capital investments include locomotive and freight car early lease buyouts of $34 million in 2021 and $38 million in 2020.

**

Free cash flow is a non-GAAP measure; however, we believe this measure is important to management and investors in evaluating our financial performance and measures our ability to generate cash without additional external financing.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Operating and Performance Statistics (unaudited)

4th Quarter

Full Year

For the Periods Ended December 31,

2021

2020

%

2021

2020

%

Operating/Performance Statistics

Freight car velocity (daily miles per car)

197

223

(12)

%

203

221

(8)

%

Average train speed (miles per hour) *

24.2

26.1

(7)

24.6

25.9

(5)

Average terminal dwell time (hours) *

24.4

22.4

9

23.7

22.7

4

Locomotive productivity (GTMs per horsepower day)

129

142

(9)

133

137

(3)

Gross ton-miles (GTMs) (millions)

209,970

202,844

4

817,919

771,765

6

Train length (feet)

9,319

9,154

2

9,334

8,798

6

Intermodal car trip plan compliance (%)

78

83

(5)

pts

73

81

(8)

pts

Manifest/Automotive car trip plan compliance (%)

58

74

(16)

pts

63

71

(8)

pts

Workforce productivity (car miles per employee)

1,046

1,032

1

1,038

947

10

Total employees (average)

29,989

29,753

1

29,905

30,960

(3)

Locomotive Fuel Statistics

Average fuel price per gallon consumed

$

2.53

$

1.45

74

%

$

2.23

$

1.50

49

%

Fuel consumed in gallons (millions)

228

222

3

888

849

5

Fuel consumption rate**

1.088

1.092

-

1.086

1.100

(1)

Revenue Ton-Miles (Millions)

Grain & grain products

21,656

21,591

-

%

79,520

71,979

10

%

Fertilizer

3,185

2,932

9

12,387

12,024

3

Food & refrigerated

4,651

4,662

-

18,475

17,534

5

Coal & renewables

22,795

18,128

26

85,586

76,695

12

Bulk

52,287

47,313

11

195,968

178,232

10

Industrial chemicals & plastics

7,257

7,465

(3)

30,048

28,095

7

Metals & minerals

8,611

7,091

21

32,993

28,562

16

Forest products

6,458

6,206

4

25,863

23,527

10

Energy & specialized markets

9,420

9,200

2

37,902

36,527

4

Industrial

31,746

29,962

6

126,806

116,711

9

Automotive

3,830

4,337

(12)

14,879

14,835

-

Intermodal

16,977

19,854

(14)

73,620

75,198

(2)

Premium

20,807

24,191

(14)

88,499

90,033

(2)

Total

104,840

101,466

3

%

411,273

384,976

7

%

*

Surface Transportation Board reported performance measures.

**

Fuel consumption is computed as follows: gallons of fuel consumed divided by gross ton-miles in thousands.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Condensed Consolidated Statements of Income (unaudited)

2021

Millions, Except Per Share Amounts and Percentages,

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

Operating Revenues

Freight revenues

$

4,649

$

5,132

$

5,166

$

5,297

$

20,244

Other

352

372

400

436

1,560

Total operating revenues

5,001

5,504

5,566

5,733

21,804

Operating Expenses

Compensation and benefits

1,026

1,022

1,040

1,070

4,158

Depreciation

549

550

553

556

2,208

Fuel

411

497

544

597

2,049

Purchased services and materials

490

478

510

538

2,016

Equipment and other rents

212

200

217

230

859

Other

320

284

270

302

1,176

Total operating expenses

3,008

3,031

3,134

3,293

12,466

Operating Income

1,993

2,473

2,432

2,440

9,338

Other income

51

125

38

83

297

Interest expense

(290)

(282)

(290)

(295)

(1,157)

Income before income taxes

1,754

2,316

2,180

2,228

8,478

Income taxes

(413)

(518)

(507)

(517)

(1,955)

Net Income

$

1,341

$

1,798

$

1,673

$

1,711

$

6,523

Share and Per Share

Earnings per share - basic

$

2.01

$

2.73

$

2.58

$

2.67

$

9.98

Earnings per share - diluted

$

2.00

$

2.72

$

2.57

$

2.66

$

9.95

Weighted average number of shares - basic

667.6

658.5

648.7

640.4

653.8

Weighted average number of shares - diluted

669.2

660.1

650.3

642.1

655.4

Dividends declared per share

$

0.97

$

1.07

$

1.07

$

1.18

$

4.29

Operating Ratio

60.1

%

55.1

%

56.3

%

57.4

%

57.2

%

Effective Tax Rate

23.5

%

22.4

%

23.3

%

23.2

%

23.1

%

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Freight Revenues Statistics (unaudited)

2021

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

Freight Revenues (Millions)

Grain & grain products

$

766

$

795

$

731

$

889

$

3,181

Fertilizer

170

179

172

176

697

Food & refrigerated

235

251

253

259

998

Coal & renewables

341

423

531

485

1,780

Bulk

1,512

1,648

1,687

1,809

6,656

Industrial chemicals & plastics

435

498

503

507

1,943

Metals & minerals

375

467

488

481

1,811

Forest products

316

348

342

351

1,357

Energy & specialized markets

530

546

578

558

2,212

Industrial

1,656

1,859

1,911

1,897

7,323

Automotive

447

428

417

469

1,761

Intermodal

1,034

1,197

1,151

1,122

4,504

Premium

1,481

1,625

1,568

1,591

6,265

Total

$

4,649

$

5,132

$

5,166

5,297

20,244

Revenue Carloads (Thousands)

Grain & grain products

203

204

185

213

805

Fertilizer

44

54

55

48

201

Food & refrigerated

45

48

48

48

189

Coal & renewables

174

198

232

215

819

Bulk

466

504

520

524

2,014

Industrial chemicals & plastics

140

156

153

157

606

Metals & minerals

146

182

188

181

697

Forest products

60

64

63

63

250

Energy & specialized markets

139

138

145

137

559

Industrial

485

540

549

538

2,112

Automotive

180

173

166

182

701

Intermodal [a]

796

878

809

728

3,211

Premium

976

1,051

975

910

3,912

Total

1,927

2,095

2,044

1,972

8,038

Average Revenue per Car

Grain & grain products

$

3,782

$

3,894

$

3,937

$

4,187

$

3,953

Fertilizer

3,852

3,304

3,125

3,705

3,470

Food & refrigerated

5,234

5,226

5,246

5,409

5,279

Coal & renewables

1,958

2,134

2,298

2,251

2,173

Bulk

3,246

3,266

3,244

3,457

3,305

Industrial chemicals & plastics

3,113

3,189

3,277

3,242

3,207

Metals & minerals

2,563

2,569

2,596

2,659

2,598

Forest products

5,244

5,463

5,457

5,521

5,424

Energy & specialized markets

3,828

3,944

3,996

4,054

3,956

Industrial

3,417

3,442

3,482

3,522

3,467

Automotive

2,485

2,479

2,500

2,576

2,511

Intermodal [a]

1,299

1,363

1,424

1,541

1,403

Premium

1,517

1,547

1,608

1,748

1,601

Average

$

2,413

$

2,449

$

2,528

$

2,686

$

2,519

[a]

For intermodal shipments each container or trailer equals one carload.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Non-GAAP Measures Reconciliation to GAAP

Adjusted Debt / Adjusted EBITDA*

Millions, Except Ratios

Dec. 31,

Dec. 31,

Dec. 31,

for the Twelve Months Ended

2021

2020

2019

Net income

$

6,523

$

5,349

$

5,919

Add:

Income tax expense/(benefit)

1,955

1,631

1,828

Depreciation

2,208

2,210

2,216

Interest expense

1,157

1,141

1,050

EBITDA

$

11,843

$

10,331

$

11,013

Adjustments:

Other income, net

(297)

(287)

(243)

Interest on operating lease liabilities**

56

59

68

Adjusted EBITDA

$

11,602

$

10,103

$

10,838

Debt

$

29,729

$

26,729

$

25,200

Operating lease liabilities

1,759

1,604

1,833

Unfunded/(funded) pension and other postretirement benefits,

net of tax cost/(benefit) of ($21), $195, and $124

(72)

637

400

Adjusted debt

$

31,416

$

28,970

$

27,433

Adjusted debt / Adjusted EBITDA

2.7

2.9

2.5

Comparable Adjusted Debt / Adjusted EBITDA*

Dec. 31,

Dec. 31,

Dec. 31,

2021

2020

2019

Adjusted debt / Adjusted EBITDA

2.7

2.9

2.5

Factors Affecting Comparability:

Brazos yard impairment [a]

N/A

(0.1)

N/A

Comparable Adjusted Debt / Adjusted EBITDA*

2.7

2.8

2.5

[a]

Adjustments remove the impact of $209 million from net income and $69 million from income tax expense for the year ended December 31, 2020. See page 10 for a reconciliation to GAAP.

*

Total debt plus operating lease liabilities plus after-tax unfunded pension and other postretirement benefit obligations divided by net income plus income tax expense, depreciation, amortization, interest expense, and adjustments for other income and interest on operating lease liabilities. Adjusted debt to adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, and adjustments for other income and interest on operating lease liabilities) and comparable adjusted debt to adjusted EBITDA are considered a non-GAAP financial measure by SEC Regulation G and Item 10 of SEC Regulation S-K and may not be defined and calculated by other companies in the same manner. We believe these measures are important to management and investors in evaluating the Company's ability to sustain given debt levels (including leases) with the cash generated from operations. In addition, a comparable measure is used by rating agencies when reviewing the Company's credit rating. Adjusted debt to adjusted EBITDA and comparable adjusted debt to adjusted EBITDA should be considered in addition to, rather than as a substitute for, net income. The table above provides reconciliations from net income to adjusted debt to adjusted EBITDA and comparable adjusted debt to adjusted EBITDA. At December 31, 2021, 2020, and 2019, the incremental borrowing rate on operating lease liabilities was 3.2%, 3.7% and 3.7%, respectively.

**

Represents the hypothetical interest expense we would incur (using the incremental borrowing rate) if the property under our operating leases were owned or accounted for as finance leases.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Non-GAAP Measures Reconciliation to GAAP

Return on Average Common Shareholders' Equity

Millions, Except Percentages

2021

2020

2019

Net income

$

6,523

$

5,349

$

5,919

Average equity

$

15,560

$

17,543

$

19,276

Return on average common shareholders' equity

41.9%

30.5%

30.7%

Return on Invested Capital as Adjusted (ROIC)*

Millions, Except Percentages

2021

2020

2019

Net income

$

6,523

$

5,349

$

5,919

Interest expense

1,157

1,141

1,050

Interest on average operating lease liabilities

54

64

76

Taxes on interest

(280)

(282)

(266)

Net operating profit after taxes as adjusted

$

7,454

$

6,272

$

6,779

Average equity

$

15,560

$

17,543

$

19,276

Average debt

28,229

25,965

23,796

Average operating lease liabilities

1,682

1,719

2,052

Average invested capital as adjusted

$

45,471

$

45,227

$

45,124

Return on invested capital as adjusted

16.4%

13.9%

15.0%

Comparable Return on Invested Capital as Adjusted (Comparable ROIC)*

2021

2020

2019

Return on invested capital as adjusted

16.4%

13.9%

15.0%

Factors Affecting Comparability:

Brazos yard impairment [a]

N/A

0.4

N/A

Comparable return on invested capital as adjusted

16.4%

14.3%

15.0%

[a]

Adjustments remove the impact of $209 million from both net income for the year ended and shareholders' equity as of December 31, 2020. See page 10 for a reconciliation to GAAP.

*

ROIC and comparable ROIC are considered non-GAAP financial measures by SEC Regulation G and Item 10 of SEC Regulation S-K and may not be defined and calculated by other companies in the same manner. We believe these measures are important to management and investors in evaluating the efficiency and effectiveness of our long-term capital investments. In addition, we currently use ROIC as a performance criterion in determining certain elements of equity compensation for our executives. ROIC and comparable ROIC should be considered in addition to, rather than as a substitute for, other information provided in accordance with GAAP. The most comparable GAAP measure is return on average common shareholders' equity. The tables above provide reconciliations from return on average common shareholders' equity to ROIC and comparable ROIC. At December 31, 2021, 2020, and 2019, the incremental borrowing rate on operating leases was 3.2%, 3.7% and 3.7%, respectively.

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES

Non-GAAP Measures Reconciliation to GAAP

Financial Performance*

Millions, Except Per Share Amounts and Percentages

Reported results

Brazos Yard

Adjusted results

For the Three Months Ended December 31, 2020

(GAAP)

Impairment

(non-GAAP)

Operating expense

$

3,135

$

(278)

$

2,857

Operating income

2,006

278

2,284

Income taxes

413

69

482

Net income

1,380

209

1,589

Diluted EPS

2.05

0.31

2.36

Operating ratio

61.0

%

(5.4)

pts

55.6

%

Millions, Except Per Share Amounts and Percentages

Reported results

Brazos Yard

Adjusted results

(GAAP)

Impairment

(non-GAAP)

For the Year Ended December 31, 2020

Operating expense

$

11,699

$

(278)

$

11,421

Operating income

7,834

278

8,112

Income taxes

1,631

69

1,700

Net income

5,349

209

5,558

Diluted EPS

7.88

0.31

8.19

Operating ratio

59.9

%

(1.4)

pts

58.5

%

As of December 31, 2020

Shareholders' equity

$

16,958

$

209

$

17,167

*

The above tables reconcile our results for the three-months and year ended December 31, 2020, and as of December 31, 2020, to adjust results that exclude the impact of certain items identified as affecting comparability. We use adjusted operating expense, adjusted operating income, adjusted income taxes, adjusted net income, adjusted diluted earnings per share (EPS), adjusted operating ratio, and adjusted shareholders' equity, as applicable, among other measures, to evaluate our actual operating performance. We believe these non-GAAP financial measures provide valuable information regarding earnings and business trends by excluding specific items that we believe are not indicative of our ongoing operating results of our business, providing a useful way for investors to make a comparison of our performance over time and against other companies in our industry. Since these are not measures of performance calculated in accordance with GAAP, they should be considered in addition to, rather than as a substitute for, operating expense, operating income, income taxes, net income, diluted EPS, operating ratio, and shareholders' equity as indicators of operating performance.

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