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Form 8-K KNIGHT TRANSPORTATION For: Oct 22

October 22, 2014 2:28 PM




UNITED STATES
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):
October 22, 2014

_____________________________________________________________________

KNIGHT TRANSPORTATION, INC.
(Exact name of registrant as specified in its charter)



Arizona
001-32396
86-0649974
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


20002 North 19th Avenue, Phoenix, AZ
85027
(Address of principal executive offices)
(Zip Code)


(602) 269-2000
(Registrant's telephone number, including area code)



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 Wednesday, October 22, 2014, Knight Transportation, Inc., an Arizona corporation (the "Company"), issued a press release (the "Press Release") announcing its financial results for the quarter ended September�30, 2014. A copy of the Press Release is attached to this report as Exhibit 99.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
Knight Transportation, Inc. press release announcing financial results for the quarter ended September�30, 2014
The information contained in this report (including Items 2.02 and 9.01) and the exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The information in this report and the exhibit hereto may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the paragraph following the financial and operating information in the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risks, uncertainties, and other factors that may affect future results.
��





SIGNATURE

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.

KNIGHT TRANSPORTATION, INC.
Date: October 22, 2014
By:
/s/ Adam W. Miller
Adam W. Miller
Chief Financial Officer










EXHIBIT INDEX

EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
Knight Transportation, Inc. press release announcing financial results for the quarter ended September�30, 2014




Exhibit 99


October 22, 2014
Phoenix, Arizona
Knight Transportation Reports Third Quarter 2014 Revenue and Earnings
Knight Transportation, Inc. (NYSE: KNX), one of North Americas largest and most diversified truckload transportation companies, today reported revenue and net income for the third quarter ended September 30, 2014.
Key financial highlights for the third quarter and nine-month period of 2014 and 2013 were as follows:
(dollars in thousands, except per share data)
Three Months Ended Sept 30,
Nine Months Ended Sept 30,
2014
2013
% Chg
2014
2013
% Chg
Total revenue
$ 271,547 $ 239,338 13.5 % $ 784,865 $ 719,521 9.1 %
Revenue, excluding trucking fuel surcharge
$ 227,829 $ 195,847 16.3 % $ 652,333 $ 585,551 11.4 %
Operating income
$ 39,791 $ 24,274 63.9 % $ 109,940 $ 81,743 34.5 %
Net income, attributable to Knight
$ 25,100 $ 15,059 66.7 % $ 69,924 $ 49,181 42.2 %
Earnings per diluted share
$ 0.31 $ 0.19 63.2 % $ 0.86 $ 0.61 39.5 %
On October 1, 2014 Knight Transportation announced that it acquired 100% of the outstanding stock of Barr-Nunn Transportation, Inc. and certain affiliates. The reported results of the third quarter do not include any revenue or earnings related to the activities of Barr-Nunn.
The company previously announced a quarterly cash dividend of $0.06 per share to shareholders of record on September 5, 2014, which was paid on September 26, 2014.
Kevin Knight, Chairman and Chief Executive Officer, commented on the quarter, During the quarter we improved our revenue, excluding fuel surcharge 16.3%, while improving our consolidated operating ratio�by 510 basis points.��The overall demand environment remained strong while capacity continues to be tight. We are pleased with the progress made in both our trucking and logistics segments, as these businesses continue to complement each other and have led to profitable growth.��In our trucking business, revenue per tractor, excluding fuel surcharge, increased 7.2%, year over year, with a 6.5% improvement in revenue per loaded mile, a 2.5% increase in our length of haul, an 80 basis point improvement in our non-paid empty mile percentage, and miles per tractor essentially flat. In our logistics business, revenue growth was strong at 55.3% and gross margin percentage improved as well.��We continue to feel well positioned for future growth by our ability to provide capacity for our customers and quality careers for our driving associates.




The following chart reflects the financial performance of our trucking (asset based) and our logistics (non-asset based) businesses for the third quarter of 2014 and 2013.
(dollars in thousands)
Three Months Ended Sept 30,
Nine Months Ended Sept 30,
2014
2013
Chg
2014
2013
Chg
Trucking (Asset based)
Revenue, excluding trucking fuel surcharge
$ 174,126 $ 161,273 8.0 % $ 506,974 $ 479,932 5.6 %
Operating Income
$ 35,513 $ 23,212 53.0 % $ 100,490 $ 75,849 32.5 %
Operating Ratio(1)
79.6 % 85.6 %
-600 bps
80.2 % 84.2 %
-400 bps
Logistics (Non-asset based)
Revenue
$ 53,703 $ 34,574 55.3 % $ 145,359 $ 105,619 37.6 %
Operating Income
$ 4,277 $ 1,062 302.8 % $ 9,450 $ 5,894 60.3 %
Operating Ratio(1)
92.0 % 96.9 %
-490 bps
93.5 % 94.4 %
-90 bps
Consolidated
Revenue, excluding trucking fuel surcharge
$ 227,829 $ 195,847 16.3 % $ 652,333 $ 585,551 11.4 %
Operating Income
$ 39,791 $ 24,274 63.9 % $ 109,940 $ 81,743 34.5 %
Operating Ratio(1)
82.5 % 87.6 %
-510 bps
83.1 % 86.0 %
-290 bps
�����
(1)
Operating ratio is defined in our trucking segment as total operating expenses, net of trucking fuel surcharge, as a percentage of revenue before trucking fuel surcharge. Operating ratio is defined in our Logistics segment as total operating expenses as a percentage of total revenue.
In the third quarter, the operating ratio of our trucking segment improved to 79.6% from 85.6% in the same quarter last year.��In the third quarter, operating income in our trucking segment improved 53.0% while revenue, excluding trucking fuel surcharge, grew 8.0%.��We ended the third quarter with 100 additional tractors when compared to the end of the second quarter, a 2.5% increase.��We expect to��continue to grow our fleet as we bring on additional capacity to meet the supply chain needs of our customers.��We continue to see positive results from our efforts to improve yield and drive operational efficiencies.��The used equipment market also remained strong and has led to improved gain on sale of revenue equipment.��Although market conditions are favorable for truckload carriers, the industry continues to be faced with multiple challenges that have led to higher costs, including rising driver pay, increased regulation, additional maintenance cost associated with the 2010 EPA emission engines, and rising equipment cost.��In order to effectively manage these inflationary pressures, cost control remains an integral part of our strategy.
Our logistics segment continues to show meaningful growth and complements our trucking segment by enabling us to source more capacity and offer more solutions for our customers.��Our brokerage business increased revenue 91.1% and operating income 311.3%, when compared to the same quarter last year.����Our intermodal business has now been profitable for two consecutive quarters and operated at a 93.7% operating ratio, which represents an improvement of 530 basis points sequentially from the second quarter of 2014 and a 970 basis points improvement when compared to the third quarter of 2013.

Attracting and retaining high quality driving associates to the industry remains a significant challenge.��Despite a strong freight environment, the current shortage of qualified driving associates has been a headwind for adding additional capacity.��Our driver development and training programs remain a primary focus area for our management team, and we feel well positioned to continue to make progress in the coming quarters.
Our tractor fleet remains one of the most modern fleets in the industry with an average age of 1.7 years.��The used equipment market remained strong during the quarter and resulted in gain on sale of revenue equipment in the third quarter of 2014 of $4.3 million, compared to $2.0 million in the third quarter of 2013.
We have returned $78.8 million to our shareholders in the form of quarterly dividends over the two years ended September 30, 2014.��We ended the quarter with $37.0 million of long term debt, and $626.7 million of shareholders' equity. Our net capital expenditures for the first three quarters were $121.3 million, while our cash flow from operations was $117.1 million.��The long term debt and cash flow information excludes the October 1 acquisition of Barr-Nunn Transportation and affiliates.
On October 1, 2014 Knight Transportation announced that it acquired 100% of the outstanding stock of Barr-Nunn Transportation, Inc. and certain affiliates. Barr-Nunn provides dry van truckload transportation services from its headquarters near Des Moines, Iowa, and leased facilities located in Ohio, Pennsylvania, and North Carolina. The company's primary operating territory is the eastern United States. Barr-Nunn has a strong niche in the expedited and service-sensitive marketplace.��We expect the current management team to remain in place and continue to operate the business under the Barr-Nunn name and with Barr-Nunn personnel, policies, and culture.��During the third quarter Knight incurred approximately $396,000 of acquisition cost related to the transaction.
On October 7, 2014 Knight Transportation was awarded the 2014 SmartWay Excellence Award for the third consecutive year for outstanding environmental performance and leadership.��The SmartWay Excellence Award, reserved for the top performing SmartWay Partners, is EPAs highest recognition for demonstrated leadership in freight supply chain energy and environmental performance.��Knight has been a recipient of the SmartWay Excellence Award in 2007, 2009, 2012, 2013, and 2014.
The company will hold a conference call on October 22, 2014, at 4:30 PM EDT, to further discuss its results of operations for the quarter ended September 30, 2014. The dial in number for this conference call is 1-855-733-9163. Slides to accompany this call will be posted on the companys website and will be available to download prior to the scheduled conference time.��To view the presentation, please visit http://investor.knighttrans.com/events, Third Quarter 2014 Conference Call Presentation.
Knight Transportation, Inc. is a provider of multiple truckload transportation and logistics services using a nationwide network of business units and service centers in the U.S. to serve customers throughout North America.��In addition to operating one of the countrys largest tractor fleets, Knight also contracts with third-party equipment providers to provide a broad range of truckload services to its customers while creating quality driving jobs for our driving associates and successful business opportunities for owner-operators.



INCOME STATEMENT DATA:
Three Months Ended September 30,
Nine Months Ended September 30,
(Unaudited, in thousands, except per share amounts)
2014
2013
2014
2013
REVENUE:
��Revenue, before fuel surcharge
$ 227,829 $ 195,847 $ 652,333 $ 585,551
��Fuel surcharge
43,718 43,491 132,532 133,970
TOTAL REVENUE
271,547 239,338 784,865 719,521
OPERATING��EXPENSES:
����Salaries, wages and benefits
65,296 60,097 190,779 174,558
����Fuel expense - gross
51,221 54,338 155,422 162,770
����Operations and maintenance
17,305 17,088 51,481 48,916
����Insurance and claims
7,530 7,190 22,414 21,640
����Operating taxes and licenses
4,338 3,752 12,265 11,645
����Communications
1,164 1,244 3,621 3,616
����Depreciation and amortization
22,684 21,981 66,422 64,578
����Purchased transportation
60,017 45,603 168,305 138,278
����Miscellaneous operating expenses
2,201 3,771 4,216 11,777
�����������Total operating expenses
231,756 215,064 674,925 637,778
����Income From Operations
39,791 24,274 109,940 81,743
����Interest income
104 89 326 294
����Interest expense
(135 ) (91 ) (339 ) (310 )
����Other income (expense)
2,399 971 5,856 1,024
����Income before income taxes
42,159 25,243 115,783 82,751
INCOME��TAXES
16,786 10,090 45,062 33,100
Net Income
25,373 15,153 70,721 49,651
Net income attributable to noncontrolling interest
(273 ) (94 ) (797 ) (470 )
NET INCOME ATTRIBUTABLE TO KNIGHT TRANSPORTATION
$ 25,100 $ 15,059 $ 69,924 $ 49,181
�����Basic Earnings Per Share
$ 0.31 $ 0.19 $ 0.87 $ 0.62
�����Diluted Earnings Per Share
$ 0.31 $ 0.19 $ 0.86 $ 0.61
�Weighted Average Shares Outstanding - Basic
81,035 80,048 80,802 79,948
�Weighted Average Shares Outstanding - Diluted
82,097 80,395 81,776 80,250
BALANCE SHEET DATA:
09/30/14
12/31/13
ASSETS
(Unaudited, in thousands)
Cash and cash equivalents
$ 1,608 $ 992
Trade receivables, net of allowance for doubtful accounts
125,815 116,391
Notes receivable, net of allowance for doubtful accounts
701 774
Related party notes and interest receivable
0 748
Prepaid expenses
17,845 15,026
Assets held for sale
17,719 16,476
Other current assets
12,389 11,066
Current deferred tax assets
2,381 3,359
�����Total Current Assets
178,458 164,832
Property and equipment, net
667,026 591,791
Notes receivable, long-term
4,029 4,047
Goodwill
10,242 10,257
Other assets and restricted cash
37,813 36,194
�����Total Long-term Assets
719,110 642,289
�����Total Assets
$ 897,568 $ 807,121
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable
$ 29,086 $ 14,354
Accrued payroll and purchased transportation
25,232 13,864
Accrued liabilities
20,445 19,062
Claims accrual - current portion
17,415 15,616
Dividend payable - current portion
188 168
�����Total Current Liabilities
92,366 63,064
Claims accrual - long-term portion
10,023 8,889
Long-term dividend payable and other liabilities
2,438 2,486
Deferred tax liabilities
127,896 140,149
Long-term debt
37,000 38,000
�����Total Long-term Liabilities
177,357 189,524
�����Total Liabilities
269,723 252,588
Common stock
811 802
Additional paid-in capital
167,649 150,858
Accumulated other comprehensive income
6,526 4,582
Retained earnings
451,706 397,346
� Total Knight Transportation Shareholders' Equity
626,692 553,588
�����Noncontrolling interest
1,153 945
�����Total Shareholders' Equity
627,845 554,533
�����Total Liabilities and Shareholders' Equity
$ 897,568 $ 807,121

Three Months Ended September 30,
Nine Months Ended September 30,
2014
2013
% Change
2014 2013
% Change
(Unaudited)
(Unaudited)
OPERATING��STATISTICS
Average Revenue Per Tractor*
$ 43,100 $ 40,199 7.2 % $ 126,648 $ 119,266 6.2 %
Non-paid Empty Mile Percent
9.8 % 10.6 % -7.5 % 9.6 % 10.8 % -11.1 %
Average Length of Haul
492 480 2.5 % 497 480 3.5 %
Operating Ratio**
82.5 % 87.6 % 83.1 % 86.0 %
Average Tractors - Total
4,040 4,007 4,003 4,015
Average Trailers - Total
9,381 9,372 9,163 9,417
Net Capital Expenditures (in thousands)
$ 59,950 $ 39,329 $ 121,308 $ 57,151
Cash Flow From Operations (in thousands)
$ 39,215 $ 28,458 $ 117,067 $ 100,715
* Includes asset segment revenue excluding fuel surcharge.
** Operating ratio as reported in this press release is based upon total operating expenses, net of fuel surcharge, as a percentage of revenue before fuel surcharge.�We measure our revenue, before fuel surcharge, and our operating expenses, net of fuel surcharge, because we believe that eliminating this sometimes volatile source of revenue affords a more consistent basis for comparing our results of operations from period to period.
This press release contains 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. These statements generally may be identified by their use of terms or phrases such as "expects," "estimates," "anticipates," "projects," "believes," "plans," "intends," "may," "will," "should," "could," "potential," "continue," "future," and terms or phrases of similar substance.��Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements.��Accordingly, actual results may differ from those set forth in the forward-looking statements.��Readers should review and consider the factors that may affect future results and other disclosures by the Company in its press releases, stockholder reports, Annual Report on Form 10-K, and other filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.
Contact:��David A. Jackson, President, or Adam W. Miller, CFO at (602) 606-6315


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