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): July 27, 2005
Kirby
Corporation
(Exact
name of registrant as specified in its charter)
|
Nevada
|
1-7615
|
74-1884980
|
|
(State
or other jurisdiction of incorporation or
organization)
|
(Commission
File Number)
|
(I.R.S.
Employer 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
|
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))
|
|
Item
2.02.
|
Results
of Operations and Financial
Condition
|
On
July
27, 2005, Kirby Corporation (“Kirby”) issued a press release announcing earnings
for the three months and six months ended June 30, 2005. 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 2005 and 2004 second quarters and first six months is
included in the press release.
| Item 9.01. |
Financial
Statements and Exhibits
|
(c) Exhibits:
99.1 Press release dated July 27, 2005
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:
July 28, 2005
|
|||
EXHIBIT
INDEX
|
Exhibit
99.1
|
|
KIRBY
CORPORATION
|
Contact:
Steve Holcomb
|
|
|
713-435-1135
|
FOR
IMMEDIATE RELEASE
KIRBY
CORPORATION ANNOUNCES RECORD
2005
SECOND QUARTER AND SIX MONTHS RESULTS,
AND
RAISES 2005 YEAR GUIDANCE
|
·
|
2005
second quarter earnings per share were $.72 compared with $.55 earned
in
the 2004 second quarter
|
|
·
|
2005
first six months earnings per share were $1.24 compared with $.91
per
share earned in the 2004 first six
months
|
|
·
|
2005
third quarter earnings per share guidance is $.65 to $.70 versus
$.53
earned in the 2004 third
quarter
|
|
·
|
2005
year earnings per share guidance raised to $2.50 to $2.60 from previous
guidance of $2.45 to $2.55, versus $1.97 earned in the 2004 year
|
Houston,
Texas (July 27, 2005)
- Kirby
Corporation (“Kirby”) (NYSE:KEX) today announced record net earnings for the
second quarter ended June 30, 2005 of $18,447,000, or $.72 per share, compared
with $13,778,000, or $.55 per share, for the second quarter of 2004. The 2005
second quarter net earnings were above Kirby’s published earnings guidance range
of $.65 to $.70 per share, but included a $404,000 net gain after taxes from
the
sale of marine equipment and loss on debt retirement. Consolidated revenues
for
the 2005 second quarter were $199,276,000, a 17% increase compared with
$170,876,000 for the 2004 second quarter.
Kirby
reported record net earnings for the first six months of 2005 of $31,726,000,
or
$1.24 per share, compared with $22,798,000, or $.91 per share, for the first
six
months of 2004. Consolidated revenues for the first six months of 2005 were
$383,720,000, a 17% increase compared with $328,191,000 for the first half
of
2004.
Marine
transportation revenues and operating income for the 2005 second quarter
increased 15% and 23%, respectively, compared with the second quarter of 2004.
For the first six months of 2005, marine transportation revenues and operating
income increased 15% and 31%, respectively, when compared with the first six
months of 2004. The record results for both 2005 periods reflected continued
strong petrochemical and black oil products volumes, and improved agricultural
chemical volumes. The results were also favorably impacted by higher contract
rate renewals, higher spot market pricing, fuel cost recovery and, effective
January 1, 2005, escalators for labor and the producer price index on contracts
over a year in duration. Ton miles for the 2005 second quarter declined 4%
and
2% for the first half when compared with the corresponding 2004 periods. The
slight declines were due to geographic product mix, more canal and less river
demand, more delays at customers’ facilities due to dock congestion, and a
higher number of barges being used for storage which generated revenue but
no
ton miles.
Page
1 of
7
Diesel
engine services revenues and operating income for the 2005 second quarter
increased 31% and 58%, respectively, compared with the 2004 second quarter.
For
the first six months of 2005, revenues and operating income increased 28% and
49%, respectively, compared with the 2004 first six months. The record diesel
engine services results reflected continued strong marine, offshore oil service,
power generation and railroad markets, as well as the acquisition of Walker
Paducah Corp. in April 2004. The record results were also positively impacted
by
modest price increases for both service and parts during the 2005 first six
months.
The
2005
second quarter included a $1,795,000 net gain ($1,113,000 after taxes) from
the
sale of marine equipment. Kirby also recognized in the 2005 second quarter
a
loss on debt retirement of $1,144,000 ($709,000 after taxes). Kirby announced
on
May 31, 2005 the private placement of $200 million of 2005 senior notes with
an
interest rate equal to the London Interbank Offered Rate (“LIBOR”) plus 0.5%.
With the proceeds, Kirby retired $200 million of 2003 senior notes with an
interest rate of LIBOR plus 1.2%. This transaction will result in approximately
$1,400,000 of annual pre-tax interest savings at the current $200 million senior
note level. The net effect of the gain on sale of marine equipment and loss
on
the early extinguishment of the 2003 senior notes was $404,000 after taxes,
or
$0.016 per share.
Joe
Pyne,
Kirby’s President and Chief Executive Officer, commented, “Strong volumes in all
of our marine transportation markets, coupled with rate increases and better
operating conditions allowed us to achieve earnings of $1.24 per share for
the
first half of 2005, or 36% above the $.91 we reported for the first half of
2004. We continue to believe that our customers’ volumes are sustainable at
these levels with some modest growth, which should be positive for our
business.”
Mr.
Pyne
further commented, “We are forecasting net earnings for the 2005 third quarter
in the $.65 to $.70 per share range, a 23% to 32% increase over reported 2004
third quarter net earnings of $.53 per share. For the 2005 year, we are
increasing our net earnings guidance to $2.50 to $2.60 per share from previous
guidance of $2.45 to $2.55. The current 2005 year guidance reflects a 27% to
32%
increase over the 2004 net earnings of $1.97 per share. Capital spending
guidance for 2005 remains in the $110 to $120 million range and includes
approximately $65 million for the construction of 18 new 30,000 barrel capacity
tank barges and 20 new 10,000 barrel capacity tank barges. In addition, this
month we signed contracts for the construction of twenty-three 30,000 barrel
capacity tank barges for delivery throughout 2006, with the final barge
scheduled for delivery in January 2007.”
Page
2 of
7
This
earnings press release includes marine transportation performance measures
for
both the 2005 and 2004 second quarters and first six months. The performance
measures include ton miles, revenues per ton mile, towboats operated and delay
days. Comparable performance measures for the 2004 and 2003 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 tomorrow, Thursday,
July
28, 2005, to discuss the 2005 second quarter and first six months, and the
outlook for the 2005 third quarter and year. The conference call number is
888-328-2514 for domestic callers and 706-679-3262 for international callers.
The leader’s name is Steve Holcomb. An audio playback will be available at
approximately 12:00 p.m. central time on July 28 through 6:00 p.m. on Friday,
August 26, 2005, by dialing 800-642-1687 for domestic callers and 706-645-9291
for international callers. The conference ID number is 7953576. The conference
call can also be accessed by visiting Kirby’s homepage at http://www.kirbycorp.com/
or at
http://audioevent.mshow.com/247040.
A
replay will be available on each of those web sites following the conference
call.
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 2005 and 2004 second quarters and first six months 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, black oil products, refined petroleum
products 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 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, 2004, filed with the
Securities and Exchange Commission.
Page
3 of
7
|
CONFERENCE
CALL INFORMATION
|
|
|
Date:
|
Thursday,
July 28, 2005
|
|
Time:
|
10:00
a.m. central time
|
|
U.S.:
|
888-328-2514
|
|
Int’l:
|
706-679-3262
|
|
Leader:
|
Steve Holcomb |
|
Passcode:
|
Kirby
|
|
Webcast:
|
http://www.kirbycorp.com/
or http://audioevent.mshow.com/247040
|
Page
4 of
7
A
summary
of the results for the second quarter and first six months follows:
|
CONDENSED
CONSOLIDATED STATEMENTS OF EARNINGS
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands except per share amounts)
|
|||||||||||||
|
Revenues:
|
|||||||||||||
|
Marine
transportation
|
$
|
170,742
|
$
|
149,065
|
$
|
327,952
|
$
|
284,558
|
|||||
|
Diesel
engine services
|
28,534
|
21,811
|
55,768
|
43,633
|
|||||||||
|
199,276
|
170,876
|
383,720
|
328,191
|
||||||||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
128,267
|
108,391
|
248,194
|
211,318
|
|||||||||
|
Selling,
general and administrative
|
22,228
|
19,479
|
43,187
|
39,444
|
|||||||||
|
Taxes,
other than on income
|
2,909
|
4,150
|
6,095
|
7,402
|
|||||||||
|
Depreciation
and amortization
|
13,964
|
13,591
|
28,945
|
27,388
|
|||||||||
|
Loss
(gain) on disposition of assets
|
(1,795
|
)
|
196
|
(1,987
|
)
|
198
|
|||||||
|
165,573
|
145,807
|
324,434
|
285,750
|
||||||||||
|
Operating
income
|
33,703
|
25,069
|
59,286
|
42,441
|
|||||||||
|
Equity
in earnings of marine affiliates
|
707
|
494
|
4
|
1,316
|
|||||||||
|
Loss
on debt retirement
|
(1,144
|
)
|
-
|
(1,144
|
)
|
-
|
|||||||
|
Other
expense
|
(400
|
)
|
(51
|
)
|
(716
|
)
|
(322
|
)
|
|||||
|
Interest
expense
|
(3,113
|
)
|
(3,290
|
)
|
(6,259
|
)
|
(6,664
|
)
|
|||||
|
Earnings
before taxes on income
|
29,753
|
22,222
|
51,171
|
36,771
|
|||||||||
|
Provision
for taxes on income
|
(11,306
|
)
|
(8,444
|
)
|
(19,445
|
)
|
(13,973
|
)
|
|||||
|
Net
earnings
|
$
|
18,447
|
$
|
13,778
|
$
|
31,726
|
$
|
22,798
|
|||||
|
Net
earnings per share of common stock:
|
|||||||||||||
|
Basic
|
$
|
.74
|
$
|
.56
|
$
|
1.27
|
$
|
.93
|
|||||
|
Diluted
|
$
|
.72
|
$
|
.55
|
$
|
1.24
|
$
|
.91
|
|||||
|
Common
stock outstanding (in thousands):
|
|||||||||||||
|
Basic
|
24,945
|
24,434
|
24,907
|
24,392
|
|||||||||
|
Diluted
|
25,642
|
25,093
|
25,612
|
25,003
|
|||||||||
|
CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands except per share amounts)
|
|||||||||||||
|
EBITDA:
(1)
|
|||||||||||||
|
Net
earnings
|
$
|
18,447
|
$
|
13,778
|
$
|
31,726
|
$
|
22,798
|
|||||
|
Interest
expense
|
3,113
|
3,290
|
6,259
|
6,664
|
|||||||||
|
Provision
for taxes on income
|
11,306
|
8,444
|
19,445
|
13,973
|
|||||||||
|
Depreciation
and amortization
|
13,964
|
13,591
|
28,945
|
27,388
|
|||||||||
|
$
|
46,830
|
$
|
39,103
|
$
|
86,375
|
$
|
70,823
|
||||||
|
Capital
expenditures
|
$
|
39,540
|
$
|
32,013
|
$
|
63,563
|
$
|
56,060
|
|||||
|
Acquisitions
of business and marine equipment
|
$
|
7,000
|
$
|
9,975
|
$
|
7,000
|
$
|
11,085
|
|||||
|
June
30,
|
|||||||
|
2005
|
2004
|
||||||
|
(unaudited,
$ in thousands)
|
|||||||
|
Long-term
debt, including current portion
|
$
|
217,638
|
$
|
251,453
|
|||
|
Stockholders’
equity
|
$
|
471,808
|
$
|
402,622
|
|||
|
Debt
to capitalization ratio
|
31.6
|
%
|
38.4
|
%
|
|||
Page
5 of
7
|
MARINE
TRANSPORTATION STATEMENTS OF EARNINGS
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
Marine
transportation revenues
|
$
|
170,742
|
$
|
149,065
|
$
|
327,952
|
$
|
284,558
|
|||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
106,795
|
92,081
|
206,447
|
179,047
|
|||||||||
|
Selling,
general and administrative
|
17,260
|
15,228
|
33,572
|
30,732
|
|||||||||
|
Taxes,
other than on income
|
2,757
|
4,049
|
5,807
|
7,182
|
|||||||||
|
Depreciation
and amortization
|
13,247
|
12,846
|
27,522
|
25,862
|
|||||||||
|
140,059
|
124,204
|
273,348
|
242,823
|
||||||||||
|
Operating
income
|
$
|
30,683
|
$
|
24,861
|
$
|
54,604
|
$
|
41,735
|
|||||
|
|
|||||||||||||
|
Operating
margins
|
18.0
|
%
|
16.7
|
%
|
16.7
|
%
|
14.7
|
%
|
|||||
|
DIESEL
ENGINE SERVICES STATEMENTS OF EARNINGS
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
Diesel
engine services revenues
|
$
|
28,534
|
$
|
21,811
|
$
|
55,768
|
$
|
43,633
|
|||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
21,473
|
16,233
|
41,742
|
32,167
|
|||||||||
|
Selling,
general and administrative
|
3,240
|
3,017
|
6,350
|
6,051
|
|||||||||
|
Taxes,
other than income
|
95
|
91
|
205
|
173
|
|||||||||
|
Depreciation
and amortization
|
283
|
286
|
561
|
619
|
|||||||||
|
25,091
|
19,627
|
48,858
|
39,010
|
||||||||||
|
Operating
income
|
$
|
3,443
|
$
|
2,184
|
$
|
6,910
|
$
|
4,623
|
|||||
|
Operating
margins
|
12.1
|
%
|
10.0
|
%
|
12.4
|
%
|
10.6
|
%
|
|||||
|
OTHER
COSTS AND EXPENSES
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
General
corporate expenses
|
$
|
2,218
|
$
|
1,780
|
$
|
4,215
|
$
|
3,719
|
|||||
|
Loss
(gain) on disposition of assets
|
$
|
(1,795
|
)
|
$
|
196
|
$
|
(1,987
|
)
|
$
|
198
|
|||
Page
6 of
7
|
MARINE
TRANSPORTATION PERFORMANCE MEASUREMENTS
|
|||||||||||||
|
Second
Quarter
|
Six
Months
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
Ton
Miles (in millions) (2)
|
4,135
|
4,321
|
7,873
|
8,056
|
|||||||||
|
Revenue/Ton
Mile (cents/tm) (3)
|
4.1
|
3.5
|
4.2
|
3.5
|
|||||||||
|
Towboats
operated (average) (4)
|
241
|
237
|
241
|
234
|
|||||||||
|
Delay
Days (5)
|
1,790
|
1,822
|
5,079
|
4,181
|
|||||||||
|
Average
cost per gallon of fuel consumed
|
$
|
1.55
|
$
|
1.01
|
$
|
1.44
|
$
|
1.00
|
|||||
|
Tank
barges:
|
|
|
|||||||||||
|
Active
|
887
|
887
|
|||||||||||
|
Inactive
|
65
|
43
|
|||||||||||
|
Barrel
capacities (in millions):
|
|
|
|||||||||||
|
Active
|
16.6
|
16.3
|
|||||||||||
|
Inactive
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1.2
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.8
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(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.
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(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.
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(3)
|
Marine
transportation revenues divided by ton miles. Example: Second quarter
2005
revenues of $170,742,000 divided by 4,135,000,000 ton miles = 4.1
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.
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