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): May 9, 2006
Kirby
Corporation
(Exact
name of registrant as specified in its charter)
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Nevada
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1-7615
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74-1884980
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(State
or other jurisdiction of
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(Commission
File Number)
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(I.R.S.
Employer
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incorporation
or organization)
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Identification
No.)
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|
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55
Waugh Drive, Suite 1000
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77007
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Houston,
Texas
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(Zip
Code)
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(Address
of principal executive offices)
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||
Registrant’s
telephone number, including area code:
(713)
435-1000
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:
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*
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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*
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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*
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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*
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
7.01.
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Regulation
FD Disclosure.
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On
May 9,
2006, Joseph H. Pyne, Kirby Corporation’s President and Chief Executive Officer
will present at the Bear Stearns Global Conference in New York City. The
presentation will be at 8:45 a.m. EDT. A live audio webcast of the presentation
will be available to the public and replays will be available afterward. The
webcast can be accessed by visiting Kirby’s Web site at http://www.kirbycorp.com/.
A
copy of
the slide presentation that will be used by Kirby, substantially in the form
intended to be used, is included as Exhibit 99.1 to this report and is also
posted on Kirby’s Web site at http://www.kirbycorp.com/
on the
opening page.
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Item
9.01.
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Financial
Statements and Exhibits.
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(c)
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Exhibits
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99.1
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Kirby
Corporation slide presentation dated May
2006
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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 thereunto
duly authorized.
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KIRBY
CORPORATION
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||
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(Registrant)
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||
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By:
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||
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G.
Stephen Holcomb
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||
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Vice
President, Investor Relations
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||
Dated:
May 9, 2006
EXHIBIT
INDEX
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Exhibit
99.1
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Kirby
Corporation slide presentation dated May
2006
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Kirby
Corporation
Putting
America’s Waterways to Work
NYSE:
KEX
May
2006
Statements
contained in this presentation with respect to the future are forward-looking
statements. These statements reflect management’s reasonable judgement with
respect to future events. Forward-looking statements involve risks and
uncertainties. Actual results could differ materially from those anticipated
as
a result of various factors, including cyclical or other downturns in
demand,
significant pricing competition, unanticipated additions to industry
capacity,
changes in the Jones Act or in U.S. maritime policy and practice, fuel
costs,
interest rates, weather conditions and the timing, magnitude and the
number of
acquisitions made by Kirby. Forward-looking statements are based on currently
available information and Kirby assumes no obligation to update such
statements.
A list of additional risk factors can be found in Kirby’s annual report on Form
10-K for the year ended December 31, 2005, filed with the Securities
and
Exchange Commission.
Kirby
reports its financial results in accordance with generally accepted
accounting principles (GAAP). However, Kirby believes
that
certain Non-GAAP financial measures are useful in managing Kirby’s businesses
and evaluating Kirby’s performance. This presentation contains two Non-GAAP
financial measures, adjusted net earnings and EBITDA. Please see the
Appendix
for a reconciliation of GAAP to Non-GAAP financial
measures.
Forward
Looking Statement
Non-GAAP
Financial Measures
2
Marine
Transportation
86%
of 2005 Revenue - $686.0 million
Largest
U.S. Inland Tank Barge Operator
Diesel
Engine Services
14%
of 2005 Revenue - $109.7 million
Largest
Domestic EMD Diesel Services Company
Kirby...
Business Operations
3
NYSE:
K
E
X
|
Current
Price (May 5, 2006)
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$79.11
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|
Number
of Shares O/S
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26.4M
|
|
Market
Capitalization
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$2,085M
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|
Debt
(March 31, 2006)
|
$200M
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Enterprise
Value
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$2,285M
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Employees
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2,450
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Kirby…Public
Market Facts
4
Kirby
Facts
•
Largest
inland tank barge operator
•
Operates
893 barges and 239 towing vessels
•
Sustainable
competitive advantages:
–
Lowest
cost
due to economies of scale
–
Best
positioned for growth opportunities
–
“One
Stop
Shop” for customers
•
70%
of
Kirby’s business is under contract, 30% spot market
•
Successful
integration of 24 acquisitions
5
17%
growth
rate
from
1988-2005
1988-2005
Revenue...
Business Operations
6
1994-2001
adjusted to exclude goodwill amortization
expense
2002
adjusted to exclude impairment charges of $12.5 million, net of taxes,
or $.51
per share
See
Appendix for reconciliation of GAAP to Non-GAAP earnings per
share
14.4%
growth
rate
from 1994 - 2005
from 1994 - 2005
Earnings
Per Share From Continuing Operations Before
Adjustments
Guidance
Earnings
Per Share…
7
Industry
Facts
•
Approximately
17,800 dry cargo barges, 2,800 liquid tank barges. Kirby in the liquid
cargo
business only.
•
No
competition from foreign companies due to a U.S. law known as the Jones
Act
•
Always
a market to move product by barge on inland
waterways
•
Equipment
not subject to economic obsolescence because draft and lock restrictions
limit
the size of barges
•
Barges
are mobile, carry wide range of cargoes, and service different geographic
markets
•
Inland
waterway system plays a vital role in the U.S.
economy
•
Inland
waterway system is an environmentally friendly mode of
transportation
8
For
the
years 1993 through
2005
188
single hull tank
barges
industry wide,
20
operated by Kirby
Number
of Inland Tank Barges
9
Source:
Informa Economics, Barge Fleet Profile, March 2006
Inland
Tank Barge Fleet
10
KIRBY
INLAND MARINE
11
•
Benzene
•
Styrene
•
Methanol
•
Acrylonitrile
•
Xylene
•
Caustic
soda
•
Butadiene
•
Propylene
Petrochemicals
– 67%
•
Residual
fuel
•
No.
6 fuel
oil
•
Coker
feed
•
Vacuum
gas
•
Asphalt
Black
Oil Products – 20%
•
Anhydrous
ammonia
•
Nitrogen-b
ased
liquid fertilizer
•
Industrial
ammonia
Agricultural
Chemicals – 4%
•
Gasoline
•
Jet
fuel
•
•
Naphtha
Diesel
fuel
Refined
Products – 9%
Largest
Inland Tank Barge Operator
12
Fleet
Size and Diversity…
Better
Asset Utilization
•
Better
Asset Utilization
–
More
backhaul opportunities
–
Faster
barge turnarounds
–
More
efficient use of horsepower
–
Barges
positioned closer to cargos
•
Lower
Incremental Costs
–
Enhanced
purchasing power
–
Minimal
incremental G&A from fleet additions
–
Less
cleaning due to more barges with compatible prior
cargos
13
|
Shipper
Owned
Independent
|
Tank
Barges Operated
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Dry
Cargo Barges Operated
|
|
Kirby
Corporation
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893
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-
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American
Commercial Lines LLC
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371
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2,803
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Marathon
Ashland Petroleum
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170
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-
|
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Canal
Barge Company, Inc.
|
169
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273
|
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Ingram
Barge Company
|
165
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3,716
|
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Florida
Marine
|
91
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-
|
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Blessey
Enterprises
|
86
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-
|
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American
River Transportation Co
|
82
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2,076
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Higman
Barge Lines, Inc.
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80
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-
|
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Cenac
Towing Company, Inc.
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72
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-
|
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PPG
Industries, Inc.
|
59
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-
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Southern
Towing Company
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53
|
-
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Martin
Midstream Partners
|
52
|
-
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Settoon
Towing, LLC
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49
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-
|
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Magnolia
Marine Transport Co
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45
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-
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LeBeouf
Brothers Towing Co
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44
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-
|
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Olin
Corporation
|
29
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-
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John
W. Stone Oil
|
28
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-
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Buffalo
Marine Service, Inc.
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24
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-
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Rhodia,
Inc.
|
20
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-
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ConocoPhillips
Company
|
20
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-
|
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River
City Towing Services
|
19
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-
|
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Houston
Marine Services, Inc.
|
18
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-
|
|
Lyondell
Chemical Company
|
17
|
-
|
|
Shipper
Owned
Independent
|
Tank
Barges Operated
|
Dry
Cargo Barges Operated
|
|
Dynegy
Midstream Services
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16
|
-
|
|
Dupont
|
16
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-
|
|
Waxler
Towing Company, Inc.
|
15
|
-
|
|
Horizon
Maritime
|
15
|
-
|
|
Highland
Towing
|
13
|
-
|
|
Devall
Towing
|
12
|
-
|
|
Chem
Carriers, Inc.
|
12
|
-
|
|
Plaquemine
Towing Corp.
|
11
|
-
|
|
Golding
Barge Lines, Inc.
|
9
|
-
|
|
Grifco
|
8
|
-
|
|
Westlake/GA&O
Corporation
|
8
|
-
|
|
Merichem
Company
|
7
|
-
|
|
Apex
Towing
|
7
|
-
|
|
Republic
of Texas
|
6
|
-
|
|
Hines
Barge Line
|
6
|
-
|
|
American
Milling
|
5
|
11
|
|
Mon
River Towing, Inc.
|
4
|
142
|
|
Reilly
Industries
|
4
|
-
|
|
Memphis
Barge Lines
|
4
|
-
|
|
Barge
Management, Inc.
|
3
|
-
|
|
Cytec
Industries
|
2
|
-
|
|
Jantran,
Inc.
|
1
|
-
|
|
Other
dry cargo carriers
|
-
|
8,768
|
|
TOTAL
|
2,840
|
17,789
|
Informa
Economics, Barge Fleet Profile, March 2006 -
Adjusted
Kirby
Outpaces the Competition
Tank
Barge
Owners By Number of Tank Barges
|
Revenue
Distribution
|
Products
Moved
|
Products
|
Drivers
|
|
67%
|
Petrochemicals
and Chemicals
|
Benzene,
Styrene, Methanol, Acrylonitrile, Xylene, Caustic Soda,
Butadiene,
Propylene
|
Housing,
Consumer Goods, Autos, Clothing
|
|
20%
|
Black
Oil Products
|
Residual
Fuel, No. 6 Fuel Oil, Coker Feed, Vacuum Gas,
Asphalt
|
Road
Construction, Feed Stock for Refineries and Fuel for
Power Plants and
Ships
|
|
9%
|
Refined
Products
|
Gasoline,
Jet Fuel, Diesel Fuel, Naphtha
|
Vehicle
Usage, Air Travel, Weather
|
|
4%
|
Agricultural
Chemicals
|
Anhydrous
Ammonia, Nitrogen-based Liquid Fertilizer, Industrial
Ammonia
|
Corn,
Cotton and Wheat
Production
|
End
Uses of
Products…
Demand
Drivers
15
•
Committed
to dedicating adequate resources to achieve safety
objectives
–
Extensive
company-owned and operated training facility
–
Seamen’s
Church Institute (Towboat Simulator)
•
Industry
leader
–
First
winner of Benkert Award, highest award given by Department of Transportation
for
safety and environmental protection
Safety
Is Our Franchise To Operate
Strong
Emphasis on Safety…
16
Kirby
Engine Systems
17
Diesel
Engine Services Markets
•
Marine
(61%)
–
Inland
River
Carriers – Dry and Liquid
–
Offshore
Towing – Dry and Liquid
–
Offshore
Oilfield Services – Drilling Rigs & Supply Boats
–
Harbor
Towing
–
Dredging
–
Great
Lakes
Ore Carriers
•
Power
Generation, Nuclear and Industrial (22%)
–
Standby
Power Generation
–
Pumping
Stations
–
Industrial
Reduction Gears
•
Railroad
(17%)
–
Passenger
(Transit Systems)
–
Class
II
–
Shortline
and Industrial
18
Bearing
and element
replacement
Case
welding and
machining
Line
boring
Alignment
Overhauls
Component
repair
Block
welding
Line
boring
Remanufacture
engines
Troubleshooting
Genuine
OEM new
parts
Kirby
remanufactured
parts
Nuclear
dedication
services
Replacement
Parts
Engine
Repair
Reduction
Gear Repair
Services
19
|
Acquisitions
|
|
|
1987
|
National
Marine
|
|
1991
|
Ewing
Diesel
|
|
1995
|
Percle
Enterprises
|
|
1996
|
MKW
Power Systems
|
|
1997
|
Crowley
(Power Assembly Shop)
|
|
2000
|
West
Kentucky Machine Shop
|
|
2000
|
Powerway
|
|
2004
|
Walker
Paducah Corp.
|
|
2005
|
TECO
(Diesel Services Division)
|
|
2006
|
Global
Power Holding Company (Signed purchase agreement in May
2006)
|
|
Internal
Growth
|
|
|
1989
|
Midwest
|
|
1992
|
Seattle
|
|
1993
|
Shortline
& Industrial Rails
|
|
2000
|
Cooper
Nuclear
|
|
2001
|
Transit
& Class II Rails
|
Acquisitions
and Internal Growth
20
Market
Conditions
21
•
Record
revenues, net earnings, earnings per share and
EBITDA
•
Petrochemical
and black oil products markets remained strong
•
Favorable
winter weather conditions positively impacted financial results, with
delay days
down 25% when compared with 2005 first quarter
•
Contract
rates up 4% to 6%. Spot market rates higher than contract and up 5% to
10% over
2005 fourth quarter
•
Diesel
engine services – strong service and direct parts sales in the majority of its
markets
Market
Conditions
2006
First Quarter
22
•
2006
second quarter earnings per share guidance of $.85 to $.90, compared with $.72
for 2006 second quarter
•
Guidance
based on:
•
Marine
transportation operating fundamentals remain strong
•
Diesel
engine services operating fundamental strong; however, will not include
seasonal
work for Midwest and Great Lakes customers
•
2006
year
earnings per share guidance of $3.35 to $3.50, compared with $2.67 for
2005.
Guidance excludes any impact from Global acquisition
2006
Second Quarter and Year
Outlook
23
Financial
Highlights
24
For
Year Ended December 31, 2005
25
For
First Quarter Ended March 31, 2006
26
Operating
Margins
27
*
Excluding acquisitions
$28
Expansion
Barges
Cash
Flows
28
25.9%
57.3%
Debt
/ Capitalization
29
Balance
Sheet
30
•
Investment
grade public debt
–
Standard
& Poor’s – BBB+
–
Moody’s
– Baa3
•
8-year
unsecured Private Placement due 2013
–
$200
million outstanding
–
–
No
required principal payments until
Floating
rate of LIBOR +0.5%
maturity•
$150
Million Revolving Credit Facility
–
Accordion
feature added to allow maximum amount to increase to $225 million without
amendment
•
Protection
against interest rate increases
–
$150
million of interest rate swaps
Financial
Strength
31
Thank
You For Listening to Our Story
Kirby
Corporation
Putting
America’s
Waterways
to Work
32