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): September 8,
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:
¨
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
7.01. Regulation
FD Disclosure.
On
September 8, 2006, Joseph H. Pyne, Kirby Corporation’s President and Chief
Executive Officer will present at the Morgan Keegan Equity Conference in
Memphis, Tennessee. The presentation will be at 10:40 a.m. central 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 September 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:
September 8, 2006
EXHIBIT
INDEX
Exhibit
99.1 Kirby Corporation slide presentation dated September
2006
Kirby
Corporation
Putting
America’s Waterways to
Work
NYSE:
KEX
September
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 (September 1, 2006)
|
$29.57
|
|
Number
of Shares O/S
|
53.0M
|
|
Market
Capitalization
|
$1,567M
|
|
Debt
(June 30, 2006)
|
$285M
|
|
Enterprise
Value
|
$1,852M
|
|
Employees
|
2,900
|
Kirby…Public
Market Facts
4
Kirby
Facts
•
Largest
inland tank barge operator
•
Operates
897 barges and 240 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 25 marine acquisitions
5
*
Towboats Only
|
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)
|
|
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)
|
|
2006
|
*
|
Capital Towing
|
Shipper
Owned (Blue)
Independent
(Red)
Acquisitions
in Core Business
6
17%
growth
rate
from
1988-2005
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
185
single hull tank
barges
industry wide,
17
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 to83,500 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
17
•
Benzene
•
Styrene
•
Methanol
•
Acrylonitrile
•
Xylene
•
Caustic
soda
•
Butadiene
•
Propylene
Petrochemicals
– 68%
•
Residual
fuel
•
No.
6 fuel
oil
•
Coker
feed
•
Vacuum
gas
•
Asphalt
Black
Oil Products – 20%
•
Anhydrous
ammonia
•
Nitrogen-b
ased
liquid fertilizer
ased
liquid fertilizer
•
Industrial
ammonia
Agricultural
Chemicals – 3%
•
Gasoline
•
Jet
fuel
•
Diesel
fuel
•
Naphtha
Refined
Products – 9%
Largest
Inland Tank Barge
Operator
18
Petrochemicals
/Refined
Products
High
Capacity
pumps
–
Specialty
coated tanks
Specialty
coated tanks
701
64
115
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
897
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
|
897
|
-
|
|
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
|
2,844
|
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
|
|
68%
|
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
|
|
3%
|
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
25
Medium-Speed
Diesel Engine
Services
Market
•
Marine
(60%)
–
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 (25%)
–
Standby
Power Generation
–
Pumping
Stations
–
Industrial
Reduction Gears
•
Railroad
(15%)
–
Passenger
(Transit Systems)
–
Class
II
–
Shortline
and Industrial
26
•
Acquisition
of Global Power Holding Company and Marine Engine
Specialists
•
High-Speed
Diesel Engine Services Market Focus
–
Offshore
oil
services companies
–
Inland
waterway
carriers
–
Offshore
towing
companies
•
Full
Service Marine Dealerships for
–
Caterpillar
–
Cummins
–
Detroit
Diesel
–
John
Deere
•
High-Speed
Diesel Engine Services Market
–
Main
propulsion for
75% of U.S. flag commercial vessels
–
Power
for
generators and pumps
–
Oil
and gas
drilling companies
–
Land
drilling –
expansion opportunity
–
Allison
transmissions
–
Twin-Disc
transmissions
–
Gardner
Denver
pumps
Expansion
into High-Speed Diesel
Engine
Services Market
27
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
Bearing
and element
replacement
28
|
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 Holding Company
|
|
2006
|
Marine
Engine Specialists
|
|
Internal
Growth
|
|
|
1989
|
Midwest
|
|
1992
|
Seattle
|
|
1993
|
Shortline
& Industrial Rails
|
|
2000
|
Cooper
Nuclear
|
|
2001
|
Transit
& Class II Rails
|
Acquisitions
and Internal Growth
29
Medium
–
Speed Engines
High-Speed
Engines
AMTRAK
AEP/Memco
Diamond
Offshore
Florida
Power & Light
Moran
Towing
NJ
Transit
TECO
Transport
Tidewater
TODCO
Cal
Dive International
Halliburton
Horizon
Offshore
Nabors
Offshore
Pride
Offshore
Schlumberger
Seacor
Holdings
Superior
Energy Services
Tidewater
Key
Customers
30
31
•
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
32
•
Record
revenues, net earnings, earnings per share and
EBITDA
•
Petrochemical
and black oil products markets remained strong
•
Favorable
weather conditions positively impacted financial results, with delay
days down
24% when compared with 2005 first six months
•
Contract
rates up 5% to 7%. Spot market rates higher than contract and up over
25%
compared with 2005 first six months
•
Diesel
engine services – strong service and direct parts sales in the majority of its
markets
Market
Conditions
2006
First Six Months
33
•
2006
third
quarter earnings per share guidance of $.42 to $.47, compared with $.34
for 2005
third quarter, which included an estimated $.05 per share negative impact
for
Hurricanes Katrina and Rita
•
Guidance
based on:
•
Marine
transportation operating fundamentals remain strong
•
Diesel
engine services operating fundamentals remain strong, with some seasonal
summer
slowdown anticipated
•
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
Third
Quarter and Year
Outlook
34
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
–
Purchased
Global Power Holding Company and Marine Engine Specialists, Gulf Coast
high-speed diesel engine services providers
–
Existing
geographic foot print presents opportunities for
expansion
–
Continue
to develop exclusive parts distribution
relationships
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
36
37
For
Year
Ended December 31, 2005
38
For
First Six Months Ended June 30,
2006
39
Operating
Margins
40
11.9%growth
rate
from
1994
- 2005
See
Appendix for reconciliation of GAAP net earnings to Non-GAAP
EBITDA
EBITDA
Per
Share Growth
41
*
Excluding acquisitions
Cash
Flows
42
Debt
/
Capitalization
43
Balance
Sheet
44
•
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
•
$250
Million Revolving Credit Facility
–
Accordion
feature allows maximum amount to increase to
$325
million
without amendment
•
Protection
against interest rate increases
–
$150
million of interest rate swaps
Financial
Strength
45
Why
Invest
In Kirby?
46
•
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?
47
Thank
You For Listening to Our Story
Kirby
Corporation
Putting
America’s
Waterways
to
Work
48