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 27,
2006
Kirby
Corporation
(Exact
name of registrant as specified in its charter)
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Nevada
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1-7615
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74-1884980
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||
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(State
or other jurisdiction of incorporation or
organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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55
Waugh Drive, Suite 1000
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77007
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|
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Houston,
Texas
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(Zip
Code)
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|
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(Address
of principal executive offices)
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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))
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Item
7.01.
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Regulation
FD Disclosure.
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On
September 27, 2006, Joseph H. Pyne, Kirby Corporation’s President and Chief
Executive Officer will present at the Jefferies 3rd
Annual
Shipping Conference in New York. The presentation will be at 11:00 a.m. eastern
time. A live audio webcast of the presentation will be available to the public
and replays will be available afterwards. 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.
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Item
9.01.
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Financial
Statements and Exhibits.
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(c)
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Exhibits
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99.1
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Kirby
Corporation slide presentation dated September
2006
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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.
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KIRBY
CORPORATION
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||||
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(Registrant)
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||||
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By:
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/s/
G. Stephen Holcomb
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|||
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G.
Stephen Holcomb
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||||
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Vice
President, Investor Relations
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||||
Dated:
September 27, 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
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
acceptedaccounting 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
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
4
17%
growth
rate
from
1988-2005
1988-2005
Revenue...
Business Operations
5
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
6
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
7
185
single hull tank
barges
industry
wide, 17 operated by
Kirby
wide, 17 operated by
Kirby
Number
of
Inland Tank Barges
For
the years 1993 through 2005
8
Source:
Informa Economics, Barge Fleet Profile, March 2006
Inland
Tank
Barge Fleet
9
KIRBY
INLAND MARINE
10
•
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-based
liquid
fertilizer
•
Industrial
ammonia
Agricultural
Chemicals – 3%
•
Gasoline
•
Jet
fuel
•
Diesel
fuel
•
Naphtha
Refined
Products – 9%
Largest
Inland Tank Barge
Operator
11
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
12
|
Shipper
Owned
Independent
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Tank
Barges
Operated
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Dry
Cargo
Barges
Operated
|
|
Kirby
Corporation
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897
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-
|
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American
Commercial Lines LLC
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371
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2,803
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Marathon
Oil Corporation
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170
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-
|
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Canal
Barge Company, Inc.
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169
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273
|
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Ingram
Barge Company
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165
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3,716
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Florida
Marine
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91
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-
|
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Blessey
Enterprises
|
86
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-
|
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American
River Transportation Co
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82
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2,076
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Higman
Barge Lines, Inc.
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80
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-
|
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Cenac
Towing Company, Inc.
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72
|
-
|
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PPG
Industries, Inc.
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59
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-
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Southern
Towing Company
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53
|
-
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Martin
Midstream Partners
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52
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-
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Settoon
Towing, LLC
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49
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-
|
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Magnolia
Marine Transport Co
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45
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-
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LeBeouf
Brothers Towing Co
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44
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-
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Olin
Corporation
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29
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-
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John
W. Stone Oil
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28
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-
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Buffalo
Marine Service, Inc.
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24
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-
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Rhodia,
Inc.
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20
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-
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ConocoPhillips
Company
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20
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-
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River
City Towing Services
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19
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-
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Houston
Marine Services, Inc.
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18
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-
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Lyondell
Chemical Company
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17
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-
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Shipper
Owned
Independent
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Tank
Barges
Operated
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Dry
Cargo
Barges
Operated
|
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Dynegy
Midstream Services
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16
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-
|
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Dupont
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16
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-
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Waxler
Towing Company, Inc.
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15
|
-
|
|
Horizon
Maritime
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15
|
-
|
|
Highland
Towing
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13
|
-
|
|
Devall
Towing
|
12
|
-
|
|
Chem
Carriers, Inc.
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12
|
-
|
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Plaquemine
Towing Corp.
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11
|
-
|
|
Golding
Barge Lines, Inc.
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9
|
-
|
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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.
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4
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142
|
|
Reilly
Industries
|
4
|
-
|
|
Memphis
Barge Lines
|
4
|
-
|
|
Barge
Management, Inc.
|
3
|
-
|
|
Cytec
Industries
|
2
|
-
|
|
Jantran,
Inc.
|
1
|
-
|
|
Other
dry cargo carriers
|
-
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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
13
|
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
14
•
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
15
Kirby
Engine Systems
16
Markets
•
Medium-Speed
–
Electro-Motive
Diesel
(EMD)
–
Alco
–
Ingersoll-Rand
•
High-Speed
–
Caterpillar
–
Cummins
–
Detroit
Diesel
–
John
Deere
•
Transmissions/Reduction
Gears
–
Allison
–
Falk
–
Twin-Disc
Engines
and Transmissions/
Reduction
Gears
Diesel
Engine Services
Medium-Speed
and High-Speed Diesel Engines
•
Marine
–
Inland
Waterway Carriers – Dry and Liquid
–
Offshore
Towing – Dry and Liquid
–
Offshore
Drilling Rigs & Supply Boats
–
Harbor
Towing
–
Dredging
–
Great
Lakes
Ore Carriers
•
Power
Generation, Nuclear and Industrial
–
Standby
Power Generation
–
Pumping
Stations
–
Industrial
Reduction Gears
–
Land
Drilling Rigs –
ExpansionOpportunity
•
Railroad
–
Passenger
(Transit Systems)
–
Class
II
–
Shortline
and Industrial
17
|
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
18
Market
Conditions
19
•
Record
revenues, net earnings, earnings
per share and EBITDA
•
Petrochemical
and black oil products markets remained
strong
•
Favorable
weather conditions positively impactedfinancial 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
partssales in the majority of its
markets
Market
Conditions
2006
First Six Months
20
•
2006
third quarter earnings per shareguidance 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
21
Financial
Highlights
22
For
Year
Ended December 31, 2005
23
For
First
Six Months Ended
June
30, 2006
24
Six
Months
Operating
Margins
25
*
Excluding acquisitions
$28
Expansion
Barges
$125
Cash
Flows
26
32.0%
57.3%
Debt
/
Capitalization
27
Balance
Sheet
28
•
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 allowsmaximum
amount to increase to $325 million without
amendment
•
Protection
against interest rate increases
–
$150
million of interest rate swaps
Financial
Strength
29
Why
Invest
In Kirby?
30
•
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?
31
Thank
You For Listening to Our Story
Kirby
Corporation
Putting
America’s
Waterways
to Work
32