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): June 14, 2006
Kirby
Corporation
(Exact
name of registrant as specified in its charter)
|
Nevada
|
1-7615
|
74-1884980
|
||
|
(State
or other jurisdiction of
|
(Commission
File Number)
|
(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
|
||||
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
7.01. Regulation
FD Disclosure.
On
June
14, 2006, Joseph H. Pyne, Kirby Corporation’s President and Chief Executive
Officer will present at the Merrill Lynch Global Transportation Conference
in
New York City. The presentation will be at 1:15 p.m. eastern time. A live audio
webcast of the presentation will be available to the public and replays will
be
available afterward. The webcast can be accessed by visiting Kirby’s Web site at
http://www.kirbycorp.com/.
A
copy of
the slide presentation that will be used by Kirby, substantially in the form
intended to be used, is included as Exhibit 99.1 to this report and is also
posted on Kirby’s Web site at http://www.kirbycorp.com/
on the
opening page.
Item
9.01. Financial
Statements and Exhibits.
| (c) |
Exhibits
|
|
99.1
|
Kirby
Corporation slide presentation dated June
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/
G. Stephen Holcomb
|
|
|
G.
Stephen Holcomb
|
||
|
Vice
President, Investor Relations
|
||
Dated:
June 14, 2006
EXHIBIT
INDEX
| Exhibit 99.1 |
Kirby
Corporation slide presentation dated June
2006
|
Kirby
Corporation
Putting
America’s Waterways to Work
NYSE:
KEX
June
2006
1
Statements
contained in this presentation with respect to the future are forward-looking
statements. These statements reflect management’s reasonable judgement 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 the
number of
acquisitions made by Kirby. Forward-looking statements are based on
currently
available information and Kirby assumes no obligation to update 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, 2005, filed with the Securities
and
Exchange Commission.
Kirby
reports its financial results in accordance with generally accepted
accounting
principles (GAAP). However, Kirby believes that certain Non-GAAP financial
measures are useful in managing Kirby’s businesses and evaluating Kirby’s
performance. This presentation contains two Non-GAAP financial measures,
adjusted net earnings and EBITDA. Please see the Appendix for a reconciliation
of GAAP to Non-GAAP financial measures.
Forward
Looking Statement
Non-GAAP
Financial Measures
2
Marine
Transportation
86%
of 2005
Revenue - $686.0 million
Largest
U.S.
Inland Tank Barge Operator
Diesel
Engine Services
14%
of 2005
Revenue - $109.7 million
Largest
U.S.
EMD Diesel Services Company
Kirby...
Business Operations
3
NYSE:
K
E
X
|
Current
Price (June 12, 2006)
|
$33.95
|
|
Number
of Shares O/S
|
52.7M
|
|
Market
Capitalization
|
$1,789M
|
|
Debt
(March 31, 2006)
|
$200M
|
|
Enterprise
Value
|
$1,989M
|
|
Employees
|
2,450
|
Kirby…Public
Market Facts
4
Kirby
Facts
•
Largest
inland tank barge operator
•
Operates
893 barges and 239 towing vessels
•
Sustainable
competitive advantages:
–
Lowest
cost
due to economies of scale
–
Best
positioned for growth opportunities
–
“One
Stop
Shop” for customers
•
70%
of
Kirby’s business is under contract and 30% in the spot
market
•
Successful
integration of 24 acquisitions
5
*
Towboats Only
|
Date
|
No.
of
Tank
Barges
|
Description
|
|
1999
|
270
|
Hollywood
Marine, Inc.
- Stellman
- Alamo
Barge Lines
- Ellis
Towing
- Arthur
Smith
- Koch
Ellis
- Mapco
|
|
2002
|
15
|
Cargo
Carriers
|
|
2002
|
64
|
Coastal
Towing, Inc. (barge management agreement for 54
barges)
|
|
2002
|
94
|
Dow/Union
Carbide (transportation assets)
|
|
2003
|
64
|
SeaRiver
Maritime (ExxonMobil)
|
|
2005
|
10
|
American
Commercial Lines (black oil
fleet)
|
|
Date
|
No.
of
Tank
Barges
|
Description
|
|
1986
|
5
|
Alliance
Marine
|
|
1989
|
35
|
Alamo
Inland Marine Co.
|
|
1989
|
53
|
Brent
Towing Company
|
|
1991
|
3
|
International
Barge Lines, Inc.
|
|
1992
|
38
|
Sabine
Towing & Transportation Co.
|
|
1992
|
26
|
Ole
Man River Towing, Inc.
|
|
1992
|
29
|
Scott
Chotin, Inc.
|
|
1992
|
*
|
South
Texas Towing
|
|
1993
|
72
|
TPT,
Division of Ashland
|
|
1993
|
*
|
Guidry
Enterprises
|
|
1993
|
53
|
Chotin
Transportation Company
|
|
1994
|
96
|
Dow
Chemical (transportation
assets)
|
Shipper
Owned (Blue)
Independent
(Red)
Acquisitions
in Core Business
6
17%
growth rate from 1988-2005
Revenue...
Business Operations
7
1994-2001
adjusted to exclude goodwill amortization expense
2002
adjusted to exclude impairment charges of $12.5 million, net of taxes,
or $.51
per share
See
Appendix for reconciliation of GAAP to Non-GAAP earnings per
share
Earnings
per share have been revised to reflect 2-for-1 stock split effective
May 31,
2006
14.2%
growth rate from
1994
- 2005
Earnings
Per Share From Continuing Operations Before Adjustments
Guidance
Earnings
Per Share
8
St.
Paul
Sioux
City
Chicago
Pittsburgh
Charleston
St.
Marks
Tulsa
Corpus
Christi
New
Orleans
St.
Louis
Cincinnati
Mobile
Brownsville
Houston
Texas
and Louisiana account for 80% of the
total U.S. production
of
chemicals and
petrochemicals
chemicals and
petrochemicals
12,000
miles of navigable waterways linking America’s heartland to the
world
Kirby
is one of the few operators offering distribution throughout the Mississippi
River System and Gulf Intracoastal Waterway
Inland
Waterway System
9
Industry
Facts
•
Approximately
17,800 dry cargo barges, 2,800 liquid tank barges. Kirby is principally
in the
liquid cargo business.
•
No
competition from foreign companies due to a U.S. law known as the Jones
Act
•
Always
a
market to move product by barge on inland waterways
•
Equipment
not subject to economic obsolescence because draft and lock restrictions
limit
the size of barges
•
Barges
are
mobile, carry wide range of cargoes, and service different geographic
markets
•
Inland
waterway system plays a vital role in the U.S.
economy
•
Inland
waterway system is an environmentally friendly mode of
transportation
10
|
|
Liquid
|
|
Dry
Cargo
|
|
Cargoes
|
Petrochemicals,
Black oil products, Refined products
|
|
Grain,
Coal, Aggregate, Steel
|
|
Value
of Cargo
|
High
|
|
Generally
much lower
|
|
Pricing
Drivers
|
Added
value-safety, service and availability
|
|
Availability
|
|
Volatility
of Volumes
|
Low
|
|
High
|
|
Crews
|
Licensed
Pilothouse, Licensed Tankerman
|
|
Pilot
house only
|
|
Cost
of Barges
|
195x35/1500
tons barge - $1,300,000
|
|
195x35/1500
tons barge -$450,000
|
|
Regulatory
Requirements
|
U.S.
Coast Guard Inspected
|
|
Not
Inspected
|
2,800
Barges
17,800
Barges
Differences
Between Liquid Tank Barges and Dry Cargo
Barges
11
For
the
years 1993 through 2005
188
single hull tank barges industry wide, 20 operated by
Kirby
Number
of
Inland Tank Barges
12
Source:
Informa Economics, Barge Fleet Profile, March 2006
Inland
Tank
Barge Fleet
13
90,000
bbl. three-barge tow is equivalent to:
Kirby’s fleet
capacity of 16.7 million bbls.
equates
to 83,500 trucks,
or
22,200 rail
cars
Rail
Cars
120
Trucks
450
Barges
Compete
Successfully
With
Rails and
Trucks
14
One
gallon
of fuel in a barge can move one ton of freight 522 miles, compared
to 403 miles
by rail and only 80 miles for a truck.
Barge
Rail
Truck
Barges…
Efficient
15
While
moving one ton of freight 1,000 miles:
•
Smog
is a
major problem in most major cities
•
Oxides
of
nitrogen are the chemicals that produce smog
Trains
produce 3.5 times more nitrogen oxides as
barges
Trucks
produce 19 times more nitrogen oxides as
barges
Barges…
Environmentally
Friendly
16
KIRBY
INLAND MARINE
17
•
Benzene
•
Styrene
•
Methanol
•
Acrylonitrile
•
Xylene
•
Caustic
soda
•
Butadiene
•
Propylene
Petrochemicals
– 67%
•
Residual
fuel
•
No.
6 fuel
oil
•
Coker
feed
•
Vacuum
gas
•
Asphalt
Black
Oil Products – 20%
•
Anhydrous
ammonia
•
Nitrogen-based
liquid fertilizer
liquid fertilizer
•
Industrial
ammonia
Agricultural
Chemicals – 4%
•
Gasoline
•
Jet
fuel
•
Diesel
fuel
•
Naphtha
Refined
Products – 9%
Largest
Inland Tank Barge Operator
18
Petrochemicals
/Refined
Products High Capacity pumps – Specialty
coated tanks
coated tanks
698
61
117
12
5
Pressure
Pressurized tanks
Black
Oil Self-contained heating
systems
systems
Anhydrous
Ammonia Refrigeration tanks
Specialty
Stainless steel tanks
High
Tech
and Diverse Fleet
893
Active Tank Barges
19
Fleet
Size
and Diversity…
Better
Asset
Utilization
•
Better
Asset Utilization
–
More
backhaul opportunities
–
Faster
barge turnarounds
–
More
efficient use of horsepower
–
Barges
positioned closer to cargos
•
Lower
Incremental Costs
–
Enhanced
purchasing power
–
Minimal
incremental G&A from fleet additions
–
Less
cleaning due to more barges with compatible prior
cargos
20
|
Shipper
Owned
Independent
|
Tank
Barges Operated
|
Dry
Cargo Barges Operated
|
|
Kirby
Corporation
|
893
|
-
|
|
American
Commercial Lines LLC
|
371
|
2,803
|
|
Marathon
Oil Corporation
|
170
|
-
|
|
Canal
Barge Company, Inc.
|
169
|
273
|
|
Ingram
Barge Company
|
165
|
3,716
|
|
Florida
Marine
|
91
|
-
|
|
Blessey
Enterprises
|
86
|
-
|
|
American
River Transportation Co
|
82
|
2,076
|
|
Higman
Barge Lines, Inc.
|
80
|
-
|
|
Cenac
Towing Company, Inc.
|
72
|
-
|
|
PPG
Industries, Inc.
|
59
|
-
|
|
Southern
Towing Company
|
53
|
-
|
|
Martin
Midstream Partners
|
52
|
-
|
|
Settoon
Towing, LLC
|
49
|
-
|
|
Magnolia
Marine Transport Co
|
45
|
-
|
|
LeBeouf
Brothers Towing Co
|
44
|
-
|
|
Olin
Corporation
|
29
|
-
|
|
John
W. Stone Oil
|
28
|
-
|
|
Buffalo
Marine Service, Inc.
|
24
|
-
|
|
Rhodia,
Inc.
|
20
|
-
|
|
ConocoPhillips
Company
|
20
|
-
|
|
River
City Towing Services
|
19
|
-
|
|
Houston
Marine Services, Inc.
|
18
|
-
|
|
Lyondell
Chemical Company
|
17
|
-
|
|
Shipper
Owned
Independent
|
Tank
Barges Operated
|
Dry
Cargo Barges Operated
|
|
Dynegy
Midstream Services
|
16
|
-
|
|
Dupont
|
16
|
-
|
|
Waxler
Towing Company, Inc.
|
15
|
-
|
|
Horizon
Maritime
|
15
|
-
|
|
Highland
Towing
|
13
|
-
|
|
Devall
Towing
|
12
|
-
|
|
Chem
Carriers, Inc.
|
12
|
-
|
|
Plaquemine
Towing Corp.
|
11
|
-
|
|
Golding
Barge Lines, Inc.
|
9
|
-
|
|
Grifco
|
8
|
-
|
|
Westlake/GA&O
Corporation
|
8
|
-
|
|
Merichem
Company
|
7
|
-
|
|
Apex
Towing
|
7
|
-
|
|
Republic
of Texas
|
6
|
-
|
|
Hines
Barge Line
|
6
|
-
|
|
American
Milling
|
5
|
11
|
|
Mon
River Towing, Inc.
|
4
|
142
|
|
Reilly
Industries
|
4
|
-
|
|
Memphis
Barge Lines
|
4
|
-
|
|
Barge
Management, Inc.
|
3
|
-
|
|
Cytec
Industries
|
2
|
-
|
|
Jantran,
Inc.
|
1
|
-
|
|
Other
dry cargo carriers
|
-
|
8,768
|
|
TOTAL
|
2,840
|
17,789
|
Informa
Economics, Barge Fleet Profile, March 2006 -
Adjusted
Kirby
Outpaces the Competition
Tank
Barge
Owners By Number of Tank Barges
21
|
Revenue
Distribution
|
Products
Moved
|
Products
|
Drivers
|
|
67%
|
Petrochemicals
and Chemicals
|
Benzene,
Styrene, Methanol, Acrylonitrile, Xylene, Caustic Soda,
Butadiene,
Propylene
|
Housing,
Consumer Goods, Autos, Clothing
|
|
20%
|
Black
Oil Products
|
Residual
Fuel, No. 6 Fuel Oil, Coker Feedstock, Vacuum Gas Oil,
Asphalt
|
Road
Construction, Feed Stock for Refineries and Fuel for
Power Plants and
Ships
|
|
9%
|
Refined
Products
|
Gasoline,
Jet Fuel, Diesel Fuel, Naphtha
|
Vehicle
Usage, Air Travel, Weather
|
|
4%
|
Agricultural
Chemicals
|
Anhydrous
Ammonia, Nitrogen-based Liquid Fertilizer, Industrial
Ammonia
|
Corn,
Cotton and Wheat
Production
|
End
Uses of Products…
Demand
Drivers
22
•
Committed
to dedicating adequate resources to achieve safety
objectives
–
Extensive
company-owned and operated training facility
–
Seamen’s
Church Institute
(Towboat
Simulator)
•
Industry
leader
–
First
winner of Benkert Award, highest award given by Department of Transportation for
safety and environmental protection
Strong
Emphasis on Safety…
Safety
Is Our Franchise To
Operate
23
Blue
Chip
Customers
24
Kirby
Engine Systems
25
Diesel
Engine Services Markets
•
Marine
(61%)
–
Inland
River Carriers – Dry and Liquid
–
Offshore
Towing – Dry and Liquid
–
Offshore
Oilfield Services – Drilling Rigs & Supply Boats
–
Harbor
Towing
–
Dredging
–
Great
Lakes
Ore Carriers
•
Power
Generation, Nuclear and Industrial (22%)
–
Standby
Power Generation
–
Pumping
Stations
–
Industrial
Reduction Gears
•
Railroad
(17%)
–
Passenger
(Transit Systems)
–
Class
II
–
Shortline
and Industrial
26
Bearing
and element
replacement
Case
welding and
machining
Line
boring
Alignment
Overhauls
Component
repair
Block
welding
Line
boring
Remanufacture
engines
Troubleshooting
Genuine
OEM new
parts
Kirby
remanufactured
parts
Nuclear
dedication
services
Replacement
Parts
Engine
Repair
Reduction
Gear Repair
Services
27
|
Acquisitions
|
|
|
1987
|
National
Marine
|
|
1991
|
Ewing
Diesel
|
|
1995
|
Percle
Enterprises
|
|
1996
|
MKW
Power Systems
|
|
1997
|
Crowley
(Power Assembly Shop)
|
|
2000
|
West
Kentucky Machine Shop
|
|
2000
|
Powerway
|
|
2004
|
Walker
Paducah Corp.
|
|
2005
|
TECO
(Diesel Services Division)
|
|
2006
|
Global
Power Systems
|
|
Internal
Growth
|
|
|
1989
|
Midwest
|
|
1992
|
Seattle
|
|
1993
|
Shortline
& Industrial Rails
|
|
2000
|
Cooper
Nuclear
|
|
2001
|
Transit
& Class II Rails
|
Acquisitions
and Internal Growth
28
Key
Customers
29
Market
Conditions
30
•
Record
revenues, net earnings, earnings per share and
EBITDA
•
Petrochemical
and black oil products markets remained strong
•
Winter
weather conditions in January and February. Favorable conditions in
March,
second quarter and fourth quarter
•
Hurricanes
Katrina and Rita negatively impacted the third quarter by an estimated
$.05 per
share
•
Contract
rates up 4% to 6%. Spot market rates higher than contract and up 20%
to 25% over
2004
•
Diesel
engine services – strong service and direct parts sales, coupled with increased
prices for both service and parts
Market
Conditions
2005
Year
31
•
Record
revenues, net earnings, earnings per share and
EBITDA
•
Petrochemical
and black oil products markets remained strong
•
Favorable
winter weather conditions positively impacted financial results, with
delay days
down 25% when compared with 2005 first quarter
•
Contract
rates up 4% to 6%. Spot market rates higher than contract and up 5%
to 10% over
2005 fourth quarter
•
Diesel
engine services – strong service and direct parts sales in the majority of its
markets
Market
Conditions
2006
First Quarter
32
•
2006
second
quarter earnings per share guidance of $.42 to $.45, compared with
$.36 for 2005
second quarter
•
Guidance
based on:
•
Marine
transportation operating fundamentals remain strong
•
Diesel
engine services operating fundamentals are strong; however, will not
include
seasonal work for Midwest and Great Lakes customers
•
2006
year
earnings per share guidance of $1.69 to $1.79, compared with $1.33
for 2005.
Guidance includes $.02 to $.04 per share from Global
acquisition
2006
Second
Quarter and Year Outlook
33
Future
Growth Opportunities
•
Acquire
inland tank barge operations
–
Kirby
operates more efficiently due to size and distribution
system
–
Competitors
face fleet replacement decisions
–
Outsourcing
by shippers provides growth opportunities
–
Customers
seek to single source their requirements
•
Expand
services related to marine operations
–
Purchased
two-thirds interest in Osprey Line, a provider of container on barge
feeder
service
–
Purchased
remaining 65% interest in four offshore dry-bulk barge/tug units in
March
2006
–
Manage
or
acquire marine facilities
•
Expand
diesel engine service operations
–
Signed
agreement to purchase Global Power Systems, a Gulf Coast high-speed
diesel
engine services company
–
Existing
geographic foot print presents opportunities for
expansion
–
Continue
to
develop exclusive parts distribution
relationships
34
35
Osprey
Line, LLC
•
Purchased
one-third interest in April 2004
•
Increased
ownership to two-thirds in January 2006
•
Transports
containers on barge on U.S. inland waterway system and Gulf of
Mexico
•
Future
growth opportunity as U.S. contends with congestion
problems
•
Provides
attractive alternative to rail and truck
•
Very
complementary to Kirby’s existing distribution system and customer
base
35
Financial
Highlights
36
For
Year
Ended December 31, 2005
37
For
First
Quarter Ended March 31, 2006
38
Operating
Margins
39
11.9%
growth rate from
1994
- 2005
See
Appendix for reconciliation of GAAP net earnings to Non-GAAP
EBITDA
EBITDA
Per
Share Growth
40
*
Excluding acquisitions
Cash
Flows
41
25.9%
57.3%
Debt
/
Capitalization
42
Balance
Sheet
43
•
Investment
grade public debt
–
Standard
& Poor’s – BBB+
–
Moody’s
–
Baa3
•
8-year
unsecured Private Placement due 2013
–
$200
million outstanding
–
Floating
rate of LIBOR +0.5%
–
No
required
principal payments until maturity
•
$150
Million Revolving Credit Facility
–
Accordion
feature added to allow maximum amount to increase to $225 million without
amendment
•
Protection
against interest rate increases
–
$150
million of interest rate swaps
Financial
Strength
44
Why
Invest
In Kirby?
45
•
Consistent
long-term record of success in our two core
businesses
•
Excellent
business fundamentals
•
Strong
free
cash flow for growth
•
Internal
and external growth opportunities in core businesses
•
Strong
operating leverage with every 1% increase in marine transportation
segment
margin adds $.08 per share to earnings; for diesel segment, adds $.02
per share
to earnings
•
Fleet
expansions will improve asset utilization, operating efficiencies and
reduce
costs
Why
Invest
in Kirby?
46
Thank
You For Listening to Our Story
Kirby
Corporation
Putting
America’s Waterways to Work
47