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): JANUARY 29, 2004 KIRBY CORPORATION (Exact name of registrant as specified in its charter) NEVADA 74-1884980 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 55 WAUGH DRIVE, SUITE 1000 77007 HOUSTON, TEXAS (Zip Code) (Address of principal executive offices) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 435-1000 Item 7. Financial Statements and Exhibits (c) Exhibits: 99.1 Press release dated January 29, 2004 Item 12. Results of Operations and Financial Condition On January 29, 2004, Kirby Corporation ("Kirby") issued a press release announcing earnings for the fourth quarter and year ended December 31, 2003. 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 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 for the 2003 and 2002 fourth quarters and years is included in the press release.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. KIRBY CORPORATION (Registrant) By: /s/ NORMAN W. NOLEN ------------------------------- Norman W. Nolen Executive Vice President, Treasurer and Chief Financial Officer Dated: January 29, 2004
EXHIBIT INDEX Exhibit 99.1 Press release dated January 29, 2004
[GRAPHIC OMITTED] KIRBY CORPORATION Contact: Steve Holcomb 713-435-1135 FOR IMMEDIATE RELEASE - --------------------- KIRBY CORPORATION ANNOUNCES SOLID 2003 FOURTH QUARTER AND YEAR RESULTS - - 2003 FOURTH QUARTER EARNINGS PER SHARE WERE $.45 VERSUS A $.09 LOSS FOR THE 2002 FOURTH QUARTER (2002 FOURTH QUARTER INCLUDED A $.52 PER SHARE NON-CASH IMPAIRMENT CHARGE) - - 2003 YEAR EARNINGS PER SHARE WERE $1.67 VERSUS $1.13 EARNED IN THE 2002 YEAR (2002 YEAR INCLUDED A $.51 PER SHARE NON-CASH IMPAIRMENT CHARGE) - - 2004 FIRST QUARTER EARNINGS PER SHARE GUIDANCE IS $.30 TO $.36 VERSUS $.28 EARNED FOR THE 2003 FIRST QUARTER - - 2004 YEAR EARNINGS PER SHARE GUIDANCE IS $1.85 TO $1.95 VERSUS $1.67 EARNED FOR THE 2003 YEAR HOUSTON, TEXAS (JANUARY 29, 2004) - Kirby Corporation ("Kirby") (NYSE:KEX) announced today that for the fourth quarter ended December 31, 2003, net earnings were $11,050,000, or $.45 per share, compared with a 2002 fourth quarter net loss of $2,075,000, or $.09 per share, including an after-tax non-cash impairment charge of $12,498,000, or $.52 per share. For the 2003 year, net earnings were $40,918,000, or $1.67 per share, compared with 2002 net earnings of $1.13 per share, including the after-tax non-cash impairment charge of $12,498,000, or $.51 per share. The 2003 fourth quarter and year results were in line with Kirby's published earnings guidance of $.44 to $.48 per share for the fourth quarter and $1.66 to $1.70 per share for the year. Revenue for the marine transportation segment increased 11% for the 2003 fourth quarter and 18% for the 2003 year when compared with the corresponding periods of 2002. The substantial increase for both 2003 periods reflected the October 2002 transaction with Coastal Towing, Inc. ("Coastal") and the January 2003 purchase of the inland tank barge fleet of SeaRiver Maritime, Inc. ("SeaRiver"). The Coastal transaction consisted of Kirby purchasing 10 double hull inland black oil tank barges and 13 inland towboats, and assuming the management of Coastal's remaining 54 active black oil tank barges. The purchase of the SeaRiver fleet, the U.S. marine transportation affiliate of Exxon Mobil Corporation, included 48 double hull inland tank barges and seven towboats, and the Page 1 of 7assumption of the leases on 16 double hull tank barges. Operating income for the marine transportation segment increased 3% for the quarter and 4% for the year when compared with the 2002 corresponding periods. Since the spring of 2000, the U.S. petrochemical business has been under pressure and, as a result, the marine transportation segment has had only limited success in passing through inflationary increases in its expenses in its contract rate renewals, thereby lowering operating margins. During the 2003 fourth quarter, the marine transportation segment's petrochemical market reflected a modest improvement in volumes. Gasoline blending components volumes, part of Kirby's petrochemical market, remained strong. Refined products volumes were as expected, fueled by scheduled Midwest refinery outages for maintenance, as well as low Midwest inventory levels. Black oil product volumes were lower than anticipated. Liquid fertilizer volumes improved significantly, driven by an improved farm belt economy. Imported liquid fertilizer products replaced curtailed U.S. domestic production to meet the demand to replenish low Midwest inventory levels. During the first nine months of 2003, contract rates remained relatively flat. During the fourth quarter of 2003, contract pricing improved marginally for some contracts which were renewed. Spot market rates fluctuated over and under contract rates during the 2003 year, depending on market demand, fuel prices, weather conditions and other factors. The diesel engine services segment reported 5% lower revenue and 9% lower operating income for the 2003 fourth quarter compared with the corresponding 2002 quarter. During the 2003 fourth quarter, the Midwest dry-cargo barge market, under pressure since 2002, reflected signs of improvement; however, not enough to offset the weak Gulf Coast offshore oil service market and East Coast marine market. Equity in earnings of marine affiliates, consisting primarily of a 35% owned offshore partnership operating four offshore dry-cargo barge and tug units, was $723,000 for the 2003 fourth quarter and $2,932,000 for the year, significantly higher than the corresponding 2002 periods. The improved results for both 2003 periods reflect close to full utilization of the partnership's fleet compared with 2002 results which were negatively impacted by vessels in the shipyard for planned maintenance. During the 2002 fourth quarter, the Company recorded an after-tax non-cash impairment charge of $12.5 million, or $.52 per share. The impairment charge primarily resulted from reduced estimated useful lives on 114 single hull tank barges due to our assessment of the impact of new U.S. Coast Guard regulations that require the installation of tank level monitoring devices on all single hull tank barges by October 2007, and the adjustment of book value to the fair value of 21 inactive or out-of-service double hull tank barges and five inactive towboats that Kirby has committed to sell. Joe Pyne, President and Chief Executive Officer of Kirby, commented, "The 2003 year was a challenging year for Kirby. Although we saw some improvement in several of our core markets, we did not have any meaningful ability to pass through to our customers the cost increases we have incurred over the last three years. As a result, our operating margins for 2003 were below 2002 operating margins. Our weakest market during the fourth quarter was our black oil market. Weaker than expected black oil movements to Page 2 of 7
power plants and other industrial users were the principal cause of the weakness. Petrochemical volumes continued to improve, but not to the extent that the third quarter GDP growth rate might suggest. The consensus from our petrochemical customers continues to be that volumes will improve throughout 2004." Mr. Pyne further commented, "The 2003 year was another year of strong generation of cash. At the end of February 2003, after we acquired the SeaRiver fleet for $35.6 million, our debt totaled $297.1 million. Capital expenditures for 2003 were $71.4 million compared with $47.7 million in 2002. We also made a $5.6 million contribution in November 2003 to our defined benefit pension plan. Our contribution policy for the pension plan is to fully fund Kirby's accumulated benefit obligation. At December 31, 2003, our debt decreased to $255.3 million, a reduction of 14% from our high at February 28, 2003. Our debt-to-capitalization ratio as of December 31, 2003 was 40.7%, down from 45.1% as of December 31, 2002. Our EBITDA for 2003 increased to $134.0 million. The increase was primarily the result of the additional cash generated from the operations of the SeaRiver and Coastal fleets. In addition, significant emphasis was placed during 2003 on the collection of our accounts receivables and the management of our diesel engine services inventories." Commenting on the 2004 guidance, Mr. Pyne said, "Historically, the first quarter is our lowest earnings quarter due to weather conditions. For the 2004 first quarter, our earnings per share guidance is $.30 to $.36 compared with $.28 for the 2003 first quarter. This is a larger range than we normally give; however, the first quarter's earnings are usually volatile due to weather issues and the seasonality of the refined products and liquid fertilizer markets. For the 2004 year, we anticipate net earnings in the $1.85 to $1.95 per share range. This guidance compares with 2003 net earnings of $1.67 per share. Our 2004 year guidance assumes the U.S. economy will gradually strengthen as the year progresses, leading to improved petrochemical volumes for Kirby. Capital spending for 2004 is anticipated to be in the $85 to $90 million range and will include approximately $41 million for the completion of 16 new 30,000 barrel petrochemical tank barges and 10 new 30,000 barrel black oil tank barges." This earnings press release includes marine transportation performance measures for both the 2003 and 2002 periods. The performance measures include ton miles, revenues per ton mile, towboats operated and delay days. Comparable performance measures for the 2003 and 2002 years and quarters are available at Kirby's web site under the caption Performance Measurements in the Investor Relations section. Kirby's homepage can be accessed by visiting www.kirbycorp.com. ----------------- A conference call is scheduled at 10:00 a.m. central time today, January 29, 2004, to discuss the 2003 fourth quarter and outlook for the 2004 year. The conference call number is 888-396-9923 for domestic callers and 773-756-4706 for international callers. The passcode is Kirby and the leader's name is Steve Holcomb. An audio playback will be available starting at approximately 12:00 noon central time on January 29 through 5:00 p.m. on Friday, February 27, 2004, by dialing 800-945-6737 for domestic callers and 402-220-3456 for international callers. The conference call can also be accessed by visiting Kirby's homepage at http://www.kirbycorp.com/ or at http://www.vcall.com/. A replay will be ------------------------- --------------------- available on each of those web sites following the conference call. Page 3 of 7
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 before interest expense, taxes on income, depreciation and amortization. A reconciliation of EBITDA for the 2003 and 2002 fourth quarters and years with GAAP net earnings for the same periods is included in the Condensed Consolidated Financial Information in this press release. Kirby Corporation, based in Houston, Texas, operates inland tank barges and towing vessels, transporting petrochemicals, refined petroleum products, black oil and agricultural chemicals throughout the United States inland waterway system. Through the diesel engine services segment, Kirby provides after-market service for large medium-speed diesel engines used in marine, power generation and industrial, 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 the timing, magnitude and number of acquisitions made by Kirby. A list of additional risk factors can be found in Kirby's annual report on Form 10-K for the year ended December 31, 2002, filed with the Securities and Exchange Commission. CONFERENCE CALL INFORMATION - --------------------------- Date: Thursday, January 29, 2004 Time: 10:00 a.m. central time U.S.: 888-396-9923 Int'l: 773-756-4706 Leader: Steve Holcomb Passcode: Kirby - Tables follow - Page 4 of 7
A summary of the results for the fourth quarter and year follows: CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS --------------------------------------------- Fourth Quarter Year --------------------- --------------------- 2003 2002 2003 2002 ---------- --------- ---------- --------- (unaudited, $in thousands except per share amounts) Revenues: Marine transportation . . . . . . . . . . . . . . $ 133,794 $120,601 $ 530,411 $450,280 Diesel engine services. . . . . . . . . . . . . . 18,234 19,280 83,063 85,123 ---------- --------- ---------- --------- 152,028 139,881 613,474 535,403 ---------- --------- ---------- --------- Costs and expenses: Costs of sales and operating expenses . . . . . . 94,239 86,278 395,043 334,146 Selling, general and administrative . . . . . . . 18,768 17,419 73,149 66,855 Taxes, other than on income . . . . . . . . . . . 3,220 3,951 13,141 11,136 Depreciation and other amortization . . . . . . . 14,833 11,662 53,328 45,507 Impairment of long-lived assets . . . . . . . . . - 17,712 - 17,712 Loss (gain) on disposition of assets. . . . . . . 37 (31) 99 (624) ---------- --------- ---------- --------- 131,097 136,991 534,760 474,732 ---------- --------- ---------- --------- Operating income. . . . . . . . . . . . . . . . 20,931 2,890 78,714 60,671 Equity in earnings (loss) of marine affiliates. . 723 (172) 2,932 700 Impairment of equity investment . . . . . . . . . - (1,221) - (1,221) Other expense . . . . . . . . . . . . . . . . . . (285) (329) (1,021) (1,117) Interest expense. . . . . . . . . . . . . . . . . (3,546) (3,289) (14,628) (13,540) ---------- --------- ---------- --------- Earnings (loss) before taxes on income. . . . . 17,823 (2,121) 65,997 45,493 Provision for taxes on income . . . . . . . . . . (6,773) 46 (25,079) (18,047) ---------- --------- ---------- --------- Net earnings (loss) . . . . . . . . . . . . . . $ 11,050 $ (2,075) $ 40,918 $ 27,446 ========== ========= ========== ========= Net earnings (loss) per share of common stock: Basic . . . . . . . . . . . . . . . . . . . . . . $ .46 $ (.09) $ 1.69 $ 1.14 Diluted . . . . . . . . . . . . . . . . . . . . . $ .45 $ (.09) $ 1.67 $ 1.13 Common stock outstanding (in thousands): Basic . . . . . . . . . . . . . . . . . . . . . . 24,273 24,004 24,153 24,061 Diluted . . . . . . . . . . . . . . . . . . . . . 24,734 24,264 24,506 24,394 CONDENSED CONSOLIDATED FINANCIAL INFORMATION -------------------------------------------- Fourth Quarter Year ------------------- -------------------- 2003 2002 2003 2002 -------- --------- --------- --------- (unaudited, $in thousands except per share amounts) EBITDA:(1) Net earnings (loss) . . . . . . . . . . . . . . . $ 11,050 $ (2,075) $ 40,918 $ 27,446 Interest expense. . . . . . . . . . . . . . . . . 3,546 3,289 14,628 13,540 Provision for taxes on income . . . . . . . . . . 6,773 (46) 25,079 18,047 Depreciation and other amortization . . . . . . . 14,833 11,662 53,328 45,507 -------- --------- --------- --------- $ 36,202 $ 12,830 $ 133,953 $ 104,540 ======== ========= ========= ========= EBITDA per share - diluted (1). . . . . . . . . . . $ 1.46 $ .53 $ 5.47 $ 4.29 Capital expenditures. . . . . . . . . . . . . . . . $ 19,255 $ 8,511 $ 71,442 $ 47,709 Acquisition of businesses and marine equipment. . . $ - $ 40,053 $ 37,816 $ 44,653 December 31, -------------------- 2003 2002 --------- --------- (unaudited, $in thousands) Long-term debt, including current portion. $ 255,265 $ 266,001 Stockholders' equity . . . . . . . . . . . $ 372,453 $ 323,311 Debt to capitalization ratio . . . . . . . 40.7 % 45.1 % Page 5 of 7
MARINE TRANSPORTATION STATEMENTS OF EARNINGS -------------------------------------------- Fourth Quarter Year ---------------------- ---------------------- 2003 2002 2003 2002 ---------- ---------- ---------- ---------- (unaudited, $in thousands) Marine transportation revenues . . . . . $ 133,794 $ 120,601 $ 530,411 $ 450,280 ---------- ---------- ---------- ---------- Costs and expenses: Costs of sales and operating expenses. 80,887 71,659 332,600 269,838 Selling, general and administrative. . 14,435 14,036 57,271 52,967 Taxes, other than on income. . . . . . 3,374 3,728 12,824 10,548 Depreciation and other amortization. . 14,138 10,885 50,442 42,332 ---------- ---------- ---------- ---------- 112,834 100,308 453,137 375,685 ---------- ---------- ---------- ---------- Operating income . . . . . . . . . . $ 20,960 $ 20,293 $ 77,274 $ 74,595 ========== ========== ========== ========== Operating margins. . . . . . . . . . 15.7% 16.8% 14.6% 16.6% ========== ========== ========== ========== DIESEL ENGINE SERVICES STATEMENTS OF EARNINGS --------------------------------------------- Fourth Quarter Year -------------------- -------------------- 2003 2002 2003 2002 --------- --------- --------- --------- (unaudited, $in thousands) Diesel engine services revenues . . . . $ 18,234 $ 19,280 $ 83,063 $ 85,123 --------- --------- --------- --------- Costs and expenses: Costs of sales and operating expenses. 13,315 14,430 62,266 63,928 Selling, general and administrative. . 2,923 2,687 11,530 11,111 Taxes, other than income . . . . . . . 91 89 332 303 Depreciation and other amortization. . 257 255 1,045 940 --------- --------- --------- --------- 16,586 17,461 75,173 76,282 --------- --------- --------- --------- Operating income . . . . . . . . . . $ 1,648 $ 1,819 $ 7,890 $ 8,841 ========= ========= ========= ========= Operating margins. . . . . . . . . . 9.0% 9.4% 9.5% 10.4% ========= ========= ========= ========= OTHER COSTS AND EXPENSES ------------------------ Fourth Quarter Year ------------------ ------------------ 2003 2002 2003 2002 ------- --------- ------- --------- (unaudited, $in thousands) General corporate expenses. . . . . . $ 1,640 $ 1,541 $ 6,351 $ 5,677 ======= ========= ======= ========= Impairment of long-lived assets . . . $ - $ 17,712 $ - $ 17,712 ======= ========= ======= ========= Loss (gain) on disposition of assets. $ 37 $ (31) $ 99 $ (624) ======= ========= ======= ========= Page 6 of 7
MARINE TRANSPORTATION PERFORMANCE MEASUREMENTS ---------------------------------------------- Fourth Quarter Year -------------- ---------------- 2003 2002 2003 2002 ------ ------ ------- ------- Ton Miles (in millions) (2). . . . . . . 4,115 3,725 15,582 13,377 Revenue/Ton Mile (cents/tm) (3) . . . . . 3.3 3.2 3.4 3.4 Towboats operated (average) (4). . . . . 224 205 225 201 Delay Days (5) . . . . . . . . . . . . . 1,610 1,588 6,462 5,974 Average cost per gallon of fuel consumed. $ .89 $ .82 $ .89 $ .72 Tank barges: Active . . . . . . . . . . . . . . . . . . . . . . . . . . . 885 848 Inactive . . . . . . . . . . . . . . . . . . . . . . . . . . 60 88 Barrel Capacities (in millions): Active . . . . . . . . . . . . . . . . . . . . . . . . . . .16.2 15.5 Inactive . . . . . . . . . . . . . . . . . . . . . . . . . . 1.1 1.6
_______________________________ (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 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. EBITDA for the 2002 fourth quarter and year includes an $18,933,000 non-cash impairment charge. (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) Marine transportation revenues divided by ton miles. Example: Fourth quarter 2003 revenues of $133,794,000 divided by 4,115,000,000 ton miles = 3.3 cents. (4) Towboats operated are the average number of owned and chartered towboats operated during the period. (5) Delay days measures the lost time incurred by a tow (towboat and tank barges) during transit. The measure includes transit delays caused by weather, lock congestion and other navigational factors. Page 7 of 7