Nevada
|
1-7615
|
74-1884980
|
(State or other Jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
55 Waugh Drive, Suite 1000, Houston,Texas
|
77007
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
☐
|
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.
|
Item 5.07.
|
Submission of Matters to a Vote of Security Holders.
|
For
|
Against
|
Abstain
|
Broker
Non-Votes
|
|||||
Anne-Marie N. Ainsworth
|
51,949,320
|
216,971
|
18,262
|
5,113,830
|
||||
C. Sean Day
|
43,340,836
|
8,658,159
|
185,558
|
5,113,830
|
||||
William M. Waterman
|
49,010,649
|
3,155,287
|
18,617
|
5,113,830
|
For
|
56,755,057
|
Against
|
520,043
|
Abstain
|
23,283
|
For
|
36,512,008
|
Against
|
15,482,606
|
Abstain
|
189,939
|
Broker non-votes
|
5,113,830
|
Item 9.01.
|
Financial Statements and Exhibits
|
(d) |
Exhibits:
|
99.1 |
Press release dated May 2, 2019
|
KIRBY CORPORATION
|
||
By:
|
/s/ William G. Harvey
|
|
William G. Harvey
|
||
Executive Vice President
and Chief Financial Officer
|
Date: May 2, 2019
|
Exhibit
Number
|
Description of Exhibit
|
||
—
|
Press release dated May 2, 2019.
|
KIRBY CORPORATION
|
Contact: Eric Holcomb
|
713-435-1545
|
|
FOR IMMEDIATE RELEASE
|
• |
2019 first quarter earnings per share of $0.74
|
• |
2019 first quarter earnings negatively impacted by inland marine results with poor weather
conditions and waterway closures resulting in record delay days
|
• |
Inland barge market very active with high utilization rates
|
• |
2019 full year earnings per share guidance unchanged at $3.25 to $3.75
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands except
per share amounts)
|
||||||||
Revenues:
|
||||||||
Marine transportation
|
$
|
368,121
|
$
|
340,403
|
||||
Distribution and services
|
376,500
|
401,285
|
||||||
744,621
|
741,688
|
|||||||
Costs and expenses:
|
||||||||
Costs of sales and operating expenses
|
536,655
|
553,317
|
||||||
Selling, general and administrative
|
72,796
|
76,796
|
||||||
Taxes, other than on income
|
9,998
|
8,535
|
||||||
Depreciation and amortization
|
55,223
|
54,218
|
||||||
Gain on disposition of assets
|
(2,157
|
)
|
(1,898
|
)
|
||||
672,515
|
690,968
|
|||||||
Operating income
|
72,106
|
50,720
|
||||||
Other income (expense)
|
(568
|
)
|
1,591
|
|||||
Interest expense
|
(13,201
|
)
|
(9,780
|
)
|
||||
Earnings before taxes on income
|
58,337
|
42,531
|
||||||
Provision for taxes on income
|
(13,880
|
)
|
(9,865
|
)
|
||||
Net earnings
|
44,457
|
32,666
|
||||||
Less: Net earnings attributable to noncontrolling interests
|
(161
|
)
|
(195
|
)
|
||||
Net earnings attributable to Kirby
|
$
|
44,296
|
$
|
32,471
|
||||
Net earnings per share attributable to Kirby common stockholders:
|
||||||||
Basic
|
$
|
0.74
|
$
|
0.54
|
||||
Diluted
|
$
|
0.74
|
$
|
0.54
|
||||
Common stock outstanding (in thousands):
|
||||||||
Basic
|
59,709
|
59,392
|
||||||
Diluted
|
59,823
|
59,493
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands)
|
||||||||
EBITDA: (1)
|
||||||||
Net earnings attributable to Kirby
|
$
|
44,296
|
$
|
32,471
|
||||
Interest expense
|
13,201
|
9,780
|
||||||
Provision for taxes on income
|
13,880
|
9,865
|
||||||
Depreciation and amortization
|
55,223
|
54,218
|
||||||
$
|
126,600
|
$
|
106,334
|
|||||
Capital expenditures
|
$
|
60,932
|
$
|
40,961
|
||||
Acquisitions of businesses and marine equipment
|
$
|
247,470
|
$
|
429,977
|
March 31,
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands)
|
||||||||
Long-term debt, including current portion
|
$
|
1,667,474
|
$
|
1,423,294
|
||||
Total equity
|
$
|
3,265,408
|
$
|
3,141,868
|
||||
Debt to capitalization ratio
|
33.8
|
%
|
31.2
|
%
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands)
|
||||||||
Marine transportation revenues
|
$
|
368,121
|
$
|
340,403
|
||||
Costs and expenses:
|
||||||||
Costs of sales and operating expenses
|
246,190
|
238,785
|
||||||
Selling, general and administrative
|
33,217
|
35,576
|
||||||
Taxes, other than on income
|
7,966
|
6,522
|
||||||
Depreciation and amortization
|
45,324
|
43,340
|
||||||
332,697
|
324,223
|
|||||||
Operating income
|
$
|
35,424
|
$
|
16,180
|
||||
|
||||||||
Operating margins
|
9.6
|
%
|
4.8
|
%
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands)
|
||||||||
Distribution and services revenues
|
$
|
376,500
|
$
|
401,285
|
||||
Costs and expenses:
|
||||||||
Costs of sales and operating expenses
|
290,465
|
314,532
|
||||||
Selling, general and administrative
|
37,391
|
37,754
|
||||||
Taxes, other than on income
|
2,017
|
2,002
|
||||||
Depreciation and amortization
|
9,018
|
10,032
|
||||||
338,891
|
364,320
|
|||||||
Operating income
|
$
|
37,609
|
$
|
36,965
|
||||
|
||||||||
Operating margins
|
10.0
|
%
|
9.2
|
%
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
(unaudited, $ in thousands)
|
||||||||
General corporate expenses
|
$
|
3,084
|
$
|
4,323
|
||||
Gain on disposition of assets
|
$
|
2,157
|
$
|
1,898
|
First Quarter 2018
|
||||||||||||
Pre-Tax
|
After-Tax
|
Per Share
|
||||||||||
(unaudited,
$ in millions except per share amounts)
|
||||||||||||
GAAP earnings
|
$
|
42.5
|
$
|
32.4
|
$
|
0.54
|
||||||
Higman transaction fees & expenses
|
3.3
|
2.5
|
0.04
|
|||||||||
Amendment to employee stock plan
|
3.9
|
3.0
|
0.05
|
|||||||||
Earnings, excluding one-time items(2)
|
$
|
49.7
|
$
|
37.9
|
$
|
0.63
|
First Quarter
|
||||||||
2019
|
2018
|
|||||||
Inland Performance Measurements:
|
||||||||
Ton Miles (in millions) (3)
|
3,146
|
3,182
|
||||||
Revenue/Ton Mile (cents/tm) (4)
|
9.0
|
8.0
|
||||||
Towboats operated (average) (5)
|
286
|
262
|
||||||
Delay Days (6)
|
4,613
|
2,528
|
||||||
Average cost per gallon of fuel consumed
|
$
|
1.93
|
$
|
2.04
|
||||
Barges (active):
|
||||||||
Inland tank barges
|
1,061
|
993
|
||||||
Coastal tank barges
|
51
|
55
|
||||||
Offshore dry-cargo barges
|
4
|
5
|
||||||
Barrel Capacities (in millions):
|
||||||||
Inland tank barges
|
23.6
|
21.9
|
||||||
Coastal tank barges
|
4.9
|
5.2
|
(1)
|
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, impairment of long-lived assets, and impairment of goodwill. 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)
|
Kirby uses certain non-GAAP financial measures to review performance excluding certain one-time items including: earnings before taxes on income, excluding one-time
items; net earnings attributable to Kirby, excluding one-time items; and diluted earnings per share, excluding one-time items. Management believes that the exclusion of certain one-time items from these financial measures enables
it and investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the
excluded items to be outside of the company's normal operating results. These non-GAAP financial measures are not calculations 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.
|
(3)
|
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.
|
(4)
|
Inland marine transportation revenues divided by ton miles. Example: First quarter 2019 inland marine transportation revenues of $283,085,000 divided by 3,146,000,000
inland marine transportation ton miles = 9.0 cents.
|
(5)
|
Towboats operated are the average number of owned and chartered towboats operated during the period.
|
(6)
|
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.
|