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 25,
2006
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
January 25, 2006, Kirby Corporation (“Kirby”) issued a press release announcing
earnings for the three months and year ended December 31, 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 fourth quarters and full years is included
in
the press release.
|
Item
9.01.
|
Financial
Statements and Exhibits
|
|
(c)
|
Exhibits:
|
|
99.1
|
Press
release dated January 25, 2006
|
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 26, 2006
EXHIBIT
INDEX
|
Press
release dated January 25, 2006
|
|
KIRBY
CORPORATION
|
Contact: |
Steve
Holcomb
|
|
713-435-1135
|
FOR
IMMEDIATE RELEASE
KIRBY
CORPORATION ANNOUNCES RECORD RESULTS
FOR
THE 2005 FOURTH QUARTER AND YEAR
|
·
|
2005
fourth quarter earnings per share were $.76, up 43% compared with
$.53
earned in the 2004 fourth
quarter
|
|
·
|
2005
year earnings per share were $2.67, up 36% compared with $1.97 earned
in
the 2004 year
|
|
·
|
2006
first quarter earnings per share guidance is $.64 to $.70 compared
with
$.52 earned in the 2005 first quarter
|
|
·
|
2006
year earnings per share guidance is $2.95 to $3.15 versus $2.67 earned
in
the 2005 year
|
Houston,
Texas (January 25, 2006)
- Kirby
Corporation (“Kirby”) (NYSE:KEX) today announced record net earnings for the
fourth quarter ended December 31, 2005 of $19,770,000, a 46% increase compared
with $13,496,000 for the fourth quarter of 2004. On a diluted per share basis,
2005 fourth quarter earnings were $.76, up 43% from $.53 for the 2004 fourth
quarter. Kirby’s published earnings guidance range for the 2005 fourth quarter
was $.68 to $.73 per share. Revenues for the 2005 fourth quarter were
$213,261,000, a 23% increase compared with $173,739,000 for the 2004 fourth
quarter.
Kirby
also reported record net earnings for the 2005 year of $68,781,000, a 39%
increase compared with $49,544,000 for the 2004 year. Diluted earnings per
share
for the 2005 year were $2.67, up 36% from $1.97 for the 2004 year. Kirby’s
latest published earnings guidance range for the 2005 year was $2.59 to $2.64
per share. Revenues for the 2005 year were $795,722,000, an 18% increase
compared with $675,319,000 for the 2004 year.
The
marine transportation segment’s revenues increased 23% for the 2005 fourth
quarter and 17% for the 2005 year when compared with the 2004 fourth quarter
and
year. Operating income increased 45% for the 2005 fourth quarter and 29% for
the
2005 year when compared with the 2004 corresponding periods. The results for
both 2005 periods reflected strong petrochemical and black oil products demand,
higher contract rate renewals and stronger spot market pricing. Favorable
weather conditions positively impacted the 2005 fourth quarter results, with
delay days down 27% and ton miles increasing 8% compared with the 2004 fourth
quarter. Operating margins for the 2005 fourth quarter improved to 19.3%
compared with 16.4% for the 2004 fourth quarter, and for the 2005 year improved
to 17.4% compared with 15.7% in 2004.
Page
1 of
7
The
diesel engine services segment reported a 22% increase in revenues and a 37%
increase in operating income for the 2005 fourth quarter when compared with
the
2004 fourth quarter. For the 2005 year, revenues increased 27% and operating
income rose 53% when compared with 2004. The record results for both 2005
periods reflected continued strong service and parts sales in the majority
of
its marine, power generation and railroad markets, as well as higher service
rates and parts pricing. Operating margins for the 2005 fourth quarter improved
to 9.9% compared with 8.8% for the 2004 fourth quarter, and for the 2005 year
improved to 11.7% compared with 9.7% in 2004.
Kirby
reported record EBITDA of $50.3 million for the 2005 fourth quarter and $181.3
million for the 2005 year, a 30% and 22% increase respectively, when compared
with corresponding 2004 periods. Capital expenditures for 2005 totaled $122.3
million, including $62.6 million for new tank barges which included a
combination of additional capacity and replacement capacity, $3.2 million for
new towboats, and $56.5 million principally for upgrading the existing marine
transportation fleet.
Joe
Pyne,
Kirby’s President and Chief Executive Officer, commented, “The 2005 year was a
record year for Kirby with revenues, net earnings, earnings per share and EBITDA
at their highest levels in Kirby’s history, all significantly exceeding our
record 2004 year. Our return on average invested capital for 2005 was also
at a
record level of 11.2%, significantly above the 9.0% earned in 2004. Our 2005
results are a direct reflection of strong marine transportation and diesel
engine services markets, favorable rate increases in the marine sector, price
increases in the diesel sector and a continued favorable safety performance,
thereby reducing the cost of injuries and spills.”
Commenting
on the 2006 first quarter guidance, Mr. Pyne said, “We are forecasting net
earnings for the 2006 first quarter in the $.64 to $.70 per share range compared
with net earnings of $.52 per share reported for the 2005 first quarter. Our
first quarter results are more volatile due to the probability of increased
delay days, the result of high or low water conditions, ice conditions in the
Midwest and fog along the Gulf Coast. So far, weather conditions have been
favorable through January; however, during February and March weather conditions
can deteriorate quickly. Our guidance range anticipates continued strong demand
for petrochemicals and black oil products, and normal seasonal upriver refined
products and agricultural chemical demand.”
Mr.
Pyne
further commented, “For the 2006 year, Kirby’s earnings per share guidance range
is $2.95 to $3.15. The guidance range includes an estimated $.05 per share
of
expense from the adoption, effective January 1, 2006, of the fair value method
of accounting for stock-based employee compensation. Capital spending guidance
for 2006 is $110 to $120 million and includes approximately $50 million for
the
construction of 23 tank barges, each with a capacity of 30,000 barrels, and
4
towboats.”
Page
2 of
7
This
earnings press release includes marine transportation performance measures
for
both the 2005 and 2004 periods. The performance measures include ton miles,
revenues per ton mile, towboats operated and delay days. Comparable performance
measures for the 2004, 2003 and 2002 years, and 2004 and 2003 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,
January 26, 2006, to discuss the 2005 fourth quarter and full year, and the
outlook for the 2006 first quarter and full 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 11:00 a.m. central time on January 26, through 6:00 p.m. on
Friday, February 24, 2006, by dialing 800-642-1687 for domestic callers and
706-645-9291 for international callers. The conference ID number is 4309161.
The
conference call can also be accessed by visiting Kirby’s homepage at
http://www.kirbycorp.com/
or at
http://audioevent.mshow.com/285232/.
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 fourth quarters and full years to 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 the 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 listing 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,
January 26, 2006
|
|
|
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/285232/
|
|
Page
4 of
7
A
summary
of the results for the fourth quarter and year follows:
|
CONDENSED
CONSOLIDATED STATEMENTS OF EARNINGS
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands except per share amounts)
|
|||||||||||||
|
Revenues:
|
|||||||||||||
|
Marine
transportation
|
$
|
185,788
|
$
|
151,156
|
$
|
685,999
|
$
|
588,828
|
|||||
|
Diesel
engine services
|
27,473
|
22,583
|
109,723
|
86,491
|
|||||||||
|
|
213,261
|
173,739
|
795,722
|
675,319
|
|||||||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
136,796
|
110,264
|
515,255
|
430,272
|
|||||||||
|
Selling,
general and administrative
|
23,861
|
22,142
|
88,648
|
82,917
|
|||||||||
|
Taxes,
other than on income
|
2,972
|
2,852
|
12,270
|
13,652
|
|||||||||
|
Depreciation
and amortization
|
14,735
|
13,717
|
57,405
|
55,120
|
|||||||||
|
Loss
(gain) on disposition of assets
|
(397
|
)
|
58
|
(2,360
|
)
|
299
|
|||||||
|
|
177,967
|
149,033
|
671,218
|
582,260
|
|||||||||
|
|
|||||||||||||
|
Operating
income
|
35,294
|
24,706
|
124,504
|
93,059
|
|||||||||
|
Equity
in earnings of marine affiliates
|
534
|
468
|
1,933
|
1,002
|
|||||||||
|
Loss
on debt retirement
|
—
|
—
|
(1,144
|
)
|
—
|
||||||||
|
Other
expense
|
(229
|
)
|
(152
|
)
|
(1,388
|
)
|
(889
|
)
|
|||||
|
Interest
expense
|
(3,527
|
)
|
(3,255
|
)
|
(12,783
|
)
|
(13,263
|
)
|
|||||
|
|
|||||||||||||
|
Earnings
before taxes on income
|
32,072
|
21,767
|
111,122
|
79,909
|
|||||||||
|
Provision
for taxes on income
|
(12,302
|
)
|
(8,271
|
)
|
(42,341
|
)
|
(30,365
|
)
|
|||||
|
|
|||||||||||||
|
Net
earnings
|
$
|
19,770
|
$
|
13,496
|
$
|
68,781
|
$
|
49,544
|
|||||
|
|
|||||||||||||
|
Net
earnings per share of common stock:
|
|||||||||||||
|
Basic
|
$
|
.77
|
$
|
.55
|
$
|
2.74
|
$
|
2.02
|
|||||
|
Diluted
|
$
|
.76
|
$
|
.53
|
$
|
2.67
|
$
|
1.97
|
|||||
|
Common
stock outstanding (in thousands):
|
|||||||||||||
|
Basic
|
25,536
|
24,692
|
25,112
|
24,505
|
|||||||||
|
Diluted
|
26,117
|
25,425
|
25,781
|
25,157
|
|||||||||
|
CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands except per share amounts)
|
|||||||||||||
|
EBITDA:
(1)
|
|||||||||||||
|
Net
earnings
|
$
|
19,770
|
$
|
13,496
|
$
|
68,781
|
$
|
49,544
|
|||||
|
Interest
expense
|
3,527
|
3,255
|
12,783
|
13,263
|
|||||||||
|
Provision
for taxes on income
|
12,302
|
8,271
|
42,341
|
30,365
|
|||||||||
|
Depreciation
and amortization
|
14,735
|
13,717
|
57,405
|
55,120
|
|||||||||
|
$
|
50,334
|
$
|
38,739
|
$
|
181,310
|
$
|
148,292
|
||||||
|
Capital
expenditures
|
$
|
29,165
|
$
|
17,794
|
$
|
122,283
|
$
|
93,604
|
|||||
|
Acquisitions
of businesses and marine equipment
|
$
|
500
|
$
|
389
|
$
|
7,500
|
$
|
11,474
|
|||||
|
December
31,
|
|||||||||||||
|
2005
|
2004
|
||||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
Long-term
debt, including current portion
|
$
|
200,036
|
$
|
218,740
|
|||||||||
|
Stockholders’
equity
|
$
|
537,542
|
$
|
435,235
|
|||||||||
|
Debt
to capitalization ratio
|
27.1
|
%
|
33.4
|
%
|
|||||||||
Page
5 of
7
|
MARINE
TRANSPORTATION STATEMENTS OF EARNINGS
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
Marine
transportation revenues
|
$
|
185,788
|
$
|
151,156
|
$
|
685,999
|
$
|
588,828
|
|||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
115,932
|
92,964
|
433,155
|
365,590
|
|||||||||
|
Selling,
general and administrative
|
17,517
|
17,659
|
67,752
|
65,278
|
|||||||||
|
Taxes,
other than on income
|
2,443
|
2,874
|
11,327
|
13,349
|
|||||||||
|
Depreciation
and amortization
|
13,953
|
12,928
|
54,474
|
52,076
|
|||||||||
|
|
149,845
|
126,425
|
566,708
|
496,293
|
|||||||||
|
|
|||||||||||||
|
Operating
income
|
$
|
35,943
|
$
|
24,731
|
$
|
119,291
|
$
|
92,535
|
|||||
|
|
|||||||||||||
|
Operating
margins
|
19.3
|
%
|
16.4
|
%
|
17.4
|
%
|
15.7
|
%
|
|||||
|
DIESEL
ENGINE SERVICES STATEMENTS OF EARNINGS
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
Diesel
engine services revenues
|
$
|
27,473
|
$
|
22,583
|
$
|
109,723
|
$
|
86,491
|
|||||
|
Costs
and expenses:
|
|||||||||||||
|
Costs
of sales and operating expenses
|
20,864
|
17,454
|
82,095
|
64,723
|
|||||||||
|
Selling,
general and administrative
|
3,428
|
2,790
|
13,169
|
11,882
|
|||||||||
|
Taxes,
other than income
|
115
|
67
|
411
|
335
|
|||||||||
|
Depreciation
and amortization
|
333
|
280
|
1,174
|
1,163
|
|||||||||
|
|
24,740
|
20,591
|
96,849
|
78,103
|
|||||||||
|
|
|||||||||||||
|
Operating
income
|
$
|
2,733
|
$
|
1,992
|
$
|
12,874
|
$
|
8,388
|
|||||
|
|
|||||||||||||
|
Operating
margins
|
9.9
|
%
|
8.8
|
%
|
11.7
|
%
|
9.7
|
%
|
|||||
|
OTHER
COSTS AND EXPENSES
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
(unaudited,
$ in thousands)
|
|||||||||||||
|
General
corporate expenses
|
$
|
3,779
|
$
|
1,959
|
$
|
10,021
|
$
|
7,565
|
|||||
|
Loss
(gain) on disposition of assets
|
$
|
(397
|
)
|
$
|
58
|
$
|
(2,360
|
)
|
$
|
299
|
|||
Page
6 of
7
|
MARINE
TRANSPORTATION PERFORMANCE MEASUREMENTS
|
|||||||||||||
|
Fourth
Quarter
|
Year
|
||||||||||||
|
2005
|
2004
|
2005
|
2004
|
||||||||||
|
Ton
Miles (in millions) (2)
|
4,241
|
3,938
|
16,141
|
16,232
|
|||||||||
|
Revenue/Ton
Mile (cents/tm) (3)
|
4.4
|
3.8
|
4.3
|
3.6
|
|||||||||
|
Towboats
operated (average) (4)
|
242
|
235
|
242
|
235
|
|||||||||
|
Delay
Days (5) (5)
|
1,863
|
2,553
|
9,022
|
8,392
|
|||||||||
|
Average
cost per gallon of fuel consumed
|
$
|
2.03
|
$
|
1.40
|
$
|
1.67
|
$
|
1.13
|
|||||
|
Tank
barges:
|
|||||||||||||
|
Active
|
897
|
885
|
|||||||||||
|
Inactive
|
67
|
56
|
|||||||||||
|
Barrel
capacities (in millions):
|
|||||||||||||
|
Active
|
16.7
|
16.4
|
|||||||||||
|
Inactive
|
1.3
|
1.1
|
|||||||||||
|
(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.
|
|
(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
2005
revenues of $185,788,000 divided by 4,241,000,000 ton miles = 4.4
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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