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): April 30,
2009
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 incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
2.02.
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Results
of Operations and Financial
Condition
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On April
29, 2009 Kirby Corporation (“Kirby”) issued a press release announcing net
earnings attributable to Kirby for the three months ended March 31,
2009. A copy of the press release is attached as Exhibit 99.1 to this
report.
EBITDA, a
non-GAAP financial measure, is used in the press release. Kirby
defines EBITDA as net earnings attributable to Kirby before interest expense,
taxes on income, depreciation and amortization. Kirby has
historically evaluated its operating performance using numerous measures, one of
which is EBITDA. EBITDA is presented because of its wide acceptance
as a financial indicator. EBITDA is one of the performance measures
used in Kirby’s incentive bonus plan. EBITDA is also used by rating
agencies in determining Kirby’s credit rating and by analysts publishing
research reports on Kirby, as well as by investors and investment bankers
generally in valuing companies. A quantitative reconciliation of
EBITDA to GAAP net earnings attributable to Kirby for the 2009 and 2008 first
quarters is included in the press release.
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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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Press
release dated April 29, 2009
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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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By:
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/s/
Norman W. Nolen
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Norman
W. Nolen
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Executive
Vice President, Treasurer
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and
Chief Financial Officer
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Dated: April
30, 2009
EXHIBIT
INDEX
Exhibit
99.1 Press release dated April 29,
2009
Exhibit
99.1
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KIRBY
CORPORATION
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Contact: Steve
Holcomb
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713-435-1135
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FOR IMMEDIATE
RELEASE
KIRBY
CORPORATION ANNOUNCES 2009 FIRST QUARTER RESULTS
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·
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2009 first quarter earnings per
share were $.52 compared with $.68 earned in the 2008 first
quarter
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·
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Results included a $.05 per
share charge for early retirements and staff
reductions
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·
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2009 second quarter earnings
per share guidance is $.52 to $.62 versus $.74 earned in the 2008 second
quarter
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·
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2009 year earnings per share
guidance revised to $2.40 to $2.55 versus $2.91 earned in the 2008
year
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Houston, Texas (April 29,
2009) – Kirby Corporation (“Kirby”) (NYSE:KEX) today announced net
earnings for the first quarter ended March 31, 2009 of $28.0 million, or $.52
per share, compared with net earnings of $36.6 million, or $.68 per share, for
the 2008 first quarter. The 2009 first quarter net earnings included
a $4.0 million before taxes, or $.05 per share, charge for early retirements and
staff reductions. Kirby’s published 2009 first quarter earnings
guidance range was $.45 to $.55 per share. Consolidated revenues for
the 2009 first quarter were $277.7 million compared with revenues of $330.6
million reported for the 2008 first quarter.
Joe Pyne,
Kirby’s President and Chief Executive Officer commented, “The current economic
recession and its impact on both our marine transportation and diesel engine
services businesses ended our current string of 20 consecutive quarters with
year over year net earnings increases. Our transportation volumes
across all segments softened, driven by the deteriorating economic conditions,
resulting in lower revenue and operating income, partially offset by favorable
first quarter winter weather conditions. Our diesel engine services
segment saw service levels and direct parts sales further weaken in the first
quarter in the Gulf Coast oil service, inland marine and railroad markets, as
customers deferred maintenance.”
1
Mr. Pyne
further commented, “As a result of the lower demand during the 2009 first
quarter for both our marine transportation and diesel engine services segments,
we have taken specific steps to reduce overhead and lower
expenditures. The shore staffs of the marine transportation and
diesel engine services segments were reduced by approximately 6% through early
retirement incentives and staff reductions. A charge of $4.0 million
before taxes, $2.6 million for marine transportation and $1.4 million for diesel
engine services, or $.05 per share, was taken in the 2009 first
quarter. We estimate that the early retirements and staff reductions
will result in savings of $.02 per share for the 2009 year and $.08 per share
for 2010. In addition, we froze all officer and management salaries
at 2008 levels, significantly reduced the number of chartered towboats we
operate, moved several owned towboats and tank barges to inactive status and
reduced maintenance on that equipment. We will continue to monitor
our staffing, horsepower and maintenance requirements and will take the
necessary steps to ensure that Kirby is operating as prudently and efficiently
as possible during this period of economic uncertainty.”
Segment
Results – Marine Transportation
Marine
transportation revenues and operating income for the 2009 first quarter
decreased 16% and 17%, respectively, compared with the first quarter of
2008. All four transportation markets, petrochemicals, black oil
products, refined petroleum products and agricultural chemicals, saw demand for
the movement of products soften. In addition, lower diesel fuel
prices resulted in a reduction in revenues when compared with the 2008 first
quarter. With the continued high volatility of diesel fuel prices,
the timing impact was a negative $.03 per share for the 2009 first
quarter. Some small improvement in upriver demand of more finished
petrochemical products was realized in the 2009 first quarter as Midwest
industries restarted their plants. However, Gulf Intracoastal
Waterway petrochemical products demand declined as anticipated, resulting in
excess tank barge capacity and lower spot market pricing. Also, as
anticipated, demand for the movement of black oil products, refined products and
agricultural chemicals was below prior year levels. Partially
offsetting the impact of the lower demand was a 48% improvement in delay days
when compared with the 2008 first quarter, the result of favorable 2009 first
quarter winter weather operating conditions. Despite lower demand,
the segment’s operating margin was 21.1% compared with 21.3% for the first
quarter of 2008, reflecting the reduction of chartered towboats, frozen officer
and management salaries, reduced maintenance on inactive equipment, ongoing cost
reduction initiatives and favorable winter weather operating conditions,
partially offset by the charge for early retirements and staff
reductions.
The
marine transportation segment operated an average of 232 towboats during the
2009 first quarter compared with an average of 260 towboats during the 2008
first quarter and 250 during the 2008 fourth quarter. As demand
softened during the 2008 fourth quarter and 2009 first quarter, Kirby released
chartered towboats and laid-up certain owned towboats in an effort to balance
horsepower needs with current requirements. As of April 29, 2009,
Kirby was operating 221 towboats and will continue to downsize the towboat fleet
if warranted by market changes.
2
Segment
Results – Diesel Engine Services
Diesel
engine services revenues and operating income for the 2009 first quarter
decreased 15% and 54%, respectively, compared with the 2008 first
quarter. Demand for service and direct parts sales in the Gulf Coast
marine medium-speed and high-speed markets weakened considerably as Gulf Coast
oil service and inland marine customers deferred maintenance as their activities
slowed. The medium-speed railroad market was also weak as industrial
and shortline railroad customers deferred maintenance in response to the
economic slowdown. The diesel engine services operating margin was
8.7% for the 2009 first quarter compared with 16.0% for the 2008 first quarter,
reflecting lower service and parts sales and resulting lower utilization, and
the early retirements and staff reductions noted above. Excluding the
early retirements and staff reductions charge, the diesel engine services
operating margin would have been 11.1%.
Cash
Flow
Strong
cash flow for the 2009 first quarter, aided by a reduction in accounts
receivable, was used to fund capital expenditures of $64.8 million, including
$48.5 million for new tank barge and towboat construction and $16.3 million for
upgrades to the existing fleet, and to reduce its revolving line of credit by
$21.0 million. Total debt as of March 31, 2009 was $226.3 million and
Kirby’s debt-to-capitalization ratio was 19.7%, down from 21.7% at December 31,
2008 and 25.9% at March 31, 2008.
Outlook
Commenting
on the 2009 second quarter, Mr. Pyne said, “For the 2009 second quarter, our
earnings guidance is $.52 to $.62 per share, reflecting a 16% to 30% decrease
compared with $.74 per share for the 2008 second quarter. For the
2009 year, we are maintaining our lower earnings per share guidance of $2.40 but
reducing our higher guidance to $2.55 from $2.65. We have seen some
short-term improvement in upriver movements in our marine transportation
segment, but we enter the 2009 second quarter with lower utilization rates than
the first quarter and with spot market rates which continue to
decline. We have seen some short-term improvement in our diesel
engine services Gulf Coast oil service and inland marine markets. Our
2009 capital spending guidance range was lowered slightly to $180 to $190
million, which includes approximately $135 million for the construction of 46
new tank barges and five towboats.”
Conference
Call
A
conference call is scheduled at 10:00 a.m. central time tomorrow, Thursday,
April 30, 2009, to discuss the 2009 first quarter performance as well as the
outlook for the 2009 second quarter and year. The conference call
number is 800-446-1671 for domestic callers and 847-413-3362 for international
callers. The leader’s name is Steve Holcomb. The
confirmation number is 24377163. An audio playback will be available
at 1:00 p.m. central time on Thursday, April 30, through 5:00 p.m. central time
on Friday, May 29, by dialing 888-843-8996 for domestic and 630-652-3044 for
international callers. A live audio webcast of the conference call
will be available to the public and a replay available after the call by
visiting Kirby’s website at http://www.kirbycorp.com/.
3
GAAP
to Non-GAAP Financial Measures
The
financial and other information to be discussed in the conference call is
available in this press release and in a Form 8-K filed with the Securities and
Exchange Commission. This press release and the Form 8-K include a
non-GAAP financial measure, EBITDA, which Kirby defines as net earnings
attributable to Kirby before interest expense, taxes on income, depreciation and
amortization. A reconciliation of EBITDA with GAAP net earnings
attributable to Kirby is included in this press release. This
earnings press release includes marine transportation performance measures,
consisting of ton miles, revenue per ton mile, towboats operated and delay
days. Comparable performance measures for the 2008 and 2007 years and
quarters are available at Kirby’s web site, http://www.kirbycorp.com/,
under the caption Performance Measurements in the Investor Relations
section.
About
Kirby Corporation
Kirby
Corporation, based in Houston, Texas, operates inland tank barges and towing
vessels, transporting petrochemicals, black oil products, refined petroleum
products and agricultural chemicals throughout the United States’ inland
waterway system. Kirby also owns and operates four ocean-going barge
and tug units transporting dry-bulk commodities in United States coastwise
trade. Through the diesel engine services segment, Kirby provides
after-market service for medium-speed and high-speed diesel engines and
reduction gears used in marine, power generation and railroad
applications.
Statements
contained in this press release with respect to the future are forward-looking
statements. These statements reflect management’s reasonable judgment
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 timing, magnitude
and number of acquisitions made by Kirby. Forward-looking statements
are based on currently available information and Kirby assumes no obligation to
update any 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, 2008
filed with the Securities and Exchange Commission.
4
CONDENSED CONSOLIDATED
STATEMENTS OF EARNINGS
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First Quarter
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||||||||
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2009
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2008
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(unaudited,
$ in thousands except per share amounts)
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||||||||
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Revenues:
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||||||||
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Marine
transportation
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$ | 219,021 | $ | 261,228 | ||||
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Diesel
engine services
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58,640 | 69,342 | ||||||
| 277,661 | 330,570 | |||||||
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Costs
and expenses:
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||||||||
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Costs
of sales and operating expenses
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169,094 | 208,346 | ||||||
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Selling,
general and administrative
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34,810 | 32,872 | ||||||
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Taxes,
other than on income
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3,085 | 3,533 | ||||||
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Depreciation
and amortization
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22,276 | 22,327 | ||||||
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Loss
(gain) on disposition of assets
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(244 | ) | 58 | |||||
| 229,021 | 267,136 | |||||||
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Operating
income
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48,640 | 63,434 | ||||||
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Other
income (expense)
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95 | (96 | ) | |||||
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Interest
expense
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(2,813 | ) | (3,782 | ) | ||||
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Earnings
before taxes on income
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45,922 | 59,556 | ||||||
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Provision
for taxes on income
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(17,458 | ) | (22,748 | ) | ||||
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Net
earnings
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28,464 | 36,808 | ||||||
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Less:
Net earnings attributable to noncontrolling interests
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(458 | ) | (161 | ) | ||||
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Net
earnings attributable to Kirby
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$ | 28,006 | $ | 36,647 | ||||
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Net
earnings per share attributable to Kirby common
shareholders:
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||||||||
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Basic
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$ | 0.53 | $ | 0.69 | ||||
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Diluted
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$ | 0.52 | $ | 0.68 | ||||
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Common
stock outstanding (in thousands):
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||||||||
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Basic
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53,195 | 53,222 | ||||||
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Diluted
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53,858 | 54,051 | ||||||
CONDENSED CONSOLIDATED
FINANCIAL INFORMATION
|
First Quarter
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||||||||
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2009
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2008
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|||||||
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(unaudited,
$ in thousands)
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||||||||
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EBITDA:
(1)
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||||||||
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Net
earnings attributable to Kirby
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$ | 28,006 | $ | 36,647 | ||||
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Interest
expense
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2,813 | 3,782 | ||||||
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Provision
for taxes on income
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17,458 | 22,748 | ||||||
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Depreciation
and amortization
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22,276 | 22,327 | ||||||
| $ | 70,553 | $ | 85,504 | |||||
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Capital
expenditures
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$ | 64,845 | $ | 48,753 | ||||
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Acquisition
of marine equipment
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$ | - | $ | 1,800 | ||||
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March 31,
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||||||||
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2009
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2008
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|||||||
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(unaudited,
$ in thousands)
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||||||||
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Long-term
debt, including current portion
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$ | 226,292 | $ | 283,230 | ||||
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Total
equity
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$ | 924,994 | $ | 810,294 | ||||
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Debt
to capitalization ratio
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19.7 | % | 25.9 | % | ||||
5
MARINE TRANSPORTATION STATEMENTS OF EARNINGS
|
First Quarter
|
||||||||
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2009
|
2008
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|||||||
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(unaudited,
$ in thousands)
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||||||||
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Marine
transportation revenues
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$ | 219,021 | $ | 261,228 | ||||
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Costs
and expenses:
|
||||||||
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Costs
of sales and operating expenses
|
125,865 | 159,649 | ||||||
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Selling,
general and administrative
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23,465 | 22,308 | ||||||
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Taxes,
other than on income
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2,791 | 3,235 | ||||||
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Depreciation
and amortization
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20,682 | 20,520 | ||||||
| 172,803 | 205,712 | |||||||
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Operating
income
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$ | 46,218 | $ | 55,516 | ||||
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Operating
margins
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21.1 | % | 21.3 | % | ||||
DIESEL ENGINE SERVICES
STATEMENTS OF EARNINGS
|
First Quarter
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||||||||
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2009
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2008
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|||||||
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(unaudited,
$ in thousands)
|
||||||||
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Diesel
engine services revenues
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$ | 58,640 | $ | 69,342 | ||||
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Costs
and expenses:
|
||||||||
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Costs
of sales and operating expenses
|
43,229 | 48,697 | ||||||
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Selling,
general and administrative
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8,963 | 7,832 | ||||||
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Taxes,
other than on income
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283 | 274 | ||||||
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Depreciation
and amortization
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1,078 | 1,434 | ||||||
| 53,553 | 58,237 | |||||||
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Operating
income
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$ | 5,087 | $ | 11,105 | ||||
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Operating
margins
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8.7 | % | 16.0 | % | ||||
OTHER COSTS AND
EXPENSES
|
First Quarter
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||||||||
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2009
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2008
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|||||||
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(unaudited,
$ in thousands)
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||||||||
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General
corporate expenses
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$ | 2,909 | $ | 3,129 | ||||
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Loss
(gain) on disposition of assets
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$ | (244 | ) | $ | 58 | |||
6
MARINE TRANSPORTATION
PERFORMANCE MEASUREMENTS
|
First Quarter
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||||||||
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2009
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2008
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|||||||
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Ton
Miles (in millions) (2)
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2,780 | 3,806 | ||||||
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Revenue/Ton
Mile (cents/tm) (3)
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7.6 | 6.6 | ||||||
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Towboats
operated (average) (4)
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232 | 260 | ||||||
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Delay
Days (5)
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1,564 | 2,998 | ||||||
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Average
cost per gallon of fuel consumed
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$ | 1.56 | $ | 2.71 | ||||
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Tank
barges:
|
||||||||
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Active
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897 | 912 | ||||||
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Inactive
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92 | 63 | ||||||
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Barrel
Capacities (in millions):
|
||||||||
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Active
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17.2 | 17.3 | ||||||
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Inactive
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1.6 | 1.2 | ||||||
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(1)
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Kirby
has historically evaluated its operating performance using numerous
measures, one of which is EBITDA, a non-GAAP financial
measure. Kirby defines EBITDA as net earnings attributable to
Kirby before interest expense, taxes on income, depreciation and
amortization. EBITDA is presented because of its wide
acceptance as a financial indicator. EBITDA is one of the
performance measures used in Kirby’s incentive bonus
plan. EBITDA is also used by rating agencies in determining
Kirby’s credit rating and by analysts publishing research reports on
Kirby, as well as by investors and investment bankers generally in valuing
companies. EBITDA is not a calculation based on generally
accepted accounting principles and should not be considered as an
alternative to, but should only be considered in conjunction with, Kirby’s
GAAP financial information.
|
|
(2)
|
Ton
miles indicate fleet productivity by measuring the distance (in miles) a
loaded tank barge is moved. Example: A typical
30,000 barrel tank barge loaded with 3,300 tons of liquid cargo is moved
100 miles, thus generating 330,000 ton
miles.
|
|
(3)
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Inland
marine transportation revenues divided by ton
miles. Example: First quarter 2009 inland marine
revenues of $210,507,000 divided by 2,780,000,000 marine transportation
ton miles = 7.6 cents.
|
|
(4)
|
Towboats
operated are the average number of owned and chartered towboats operated
during the period.
|
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(5)
|
Delay
days measures the lost time incurred by a tow (towboat and one or more
tank barges) during transit. The measure includes transit
delays caused by weather, lock congestion and other navigational
factors.
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7