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): November 2,
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
7.01.
|
Regulation
FD Disclosure.
|
On
November 2, 2006, Joseph H. Pyne, Kirby Corporation’s President and Chief
Executive Officer will present at the Stephens Inc. Logistics &
Transportation Services Conference in New York. The presentation will be
at 4:10
p.m. eastern time. A live 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.
|
Item
9.01.
|
Financial
Statements and Exhibits.
|
|
(c)
|
Exhibits
|
|
99.1
|
Kirby
Corporation slide presentation dated November
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:
November 2, 2006
EXHIBIT
INDEX
|
Exhibit
99.1
|
Kirby
Corporation slide presentation dated November
2006
|
Kirby
Corporation
Putting
America’s Waterways to Work
NYSE:
KEX
November
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
NYSE:
K
E
X
|
Current
Price (October 27 , 2006)
|
$35.36
|
|
Number
of Shares O/S
|
52.9M
|
|
Market
Capitalization
|
$1,871M
|
|
Debt
(September 30, 2006)
|
$327M
|
|
Enterprise
Value
|
$2,198M
|
|
Employees
|
2,950
|
Kirby…Public
Market Facts
4
Kirby
Facts
•
Largest
inland tank barge operator
•
Operates
903 barges
and 242 towingvessels
•
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 contractand
30% in the spot market
•
Successful
integration of 25 marineacquisitions
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 offeringdistribution
throughout the Mississippi River System and
Gulf Intracoastal Waterway
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. lawknown
as the Jones Act
•
Always
a market to
move product by barge on inlandwaterways
•
Equipment
not subject to economic obsolescence because draft and lock restrictions
limit
the size of barges
•
Barges
are mobile,
carry wide range of cargoes, andservice
different geographic
markets
•
Inland
waterway
system plays a vital role in the U.S.economy
•
Inland
waterway
system is an environmentally friendlymode
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,
15 operated
by
Kirby
Number
of
Inland Tank Barges
12
Source:
Informa Economics, Barge Fleet Profile, March 2006
Inland
Tank
Barge Fleet
13
17,395
on Sep 8, 2006
Refinery
Operable Capacity
14
90,000
bbl.
three-barge tow is equivalentto:
Kirby’s fleet
capacity of 17.0 million bbls.equates
to 85,000 trucks,
or
22,600 rail
cars
Rail
Cars
120
Trucks
450
Barges
Compete Successfully
With
Rails and
Trucks
15
One
gallon of fuel
in a barge can move one ton of freight 522miles,
compared to 403
miles by rail and only 80 miles for a truck.
Barge
Rail
Truck
Barges…
Efficient
16
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 nitrogenoxides
as barges
Trucks
produce 19
times more nitrogenoxides
as barges
Barges…
Environmentally
Friendly
17
KIRBY
INLAND MARINE
18
•
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
•
Industrial
ammonia
Agricultural
Chemicals – 3%
•
Gasoline
•
Jet
fuel
•
Diesel
fuel
•
Naphtha
Refined
Products – 10%
Largest
Inland Tank Barge Operator
19
Petrochemicals
/Refined
Products
High
Capacity
pumps
–
Specialty
coated tanks
Specialty
coated tanks
709
63
114
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
903
Active Tank
Barges
20
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
21
|
Shipper
Owned
Independent
|
Tank
Barges
Operated
|
Dry
Cargo
Barges
Operated
|
|
Kirby
Corporation
|
903
|
-
|
|
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
|
2,850
|
17,789
|
Informa
Economics, Barge Fleet Profile, March 2006 -
Adjusted
Kirby
Outpaces the Competition
Tank
Barge
Owners By Number of Tank Barges
22
|
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
|
|
10%
|
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
23
•
Committed
to dedicating adequateresources 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
protection
Strong
Emphasis on Safety…
Safety
Is Our Franchise To Operate
24
Blue
Chip
Customers
25
Kirby
Engine Systems
26
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 – Expansion Opportunity
•
Railroad
–
Passenger
(Transit Systems)
–
Class
II
–
Shortline
and Industrial
27
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
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
Market
Conditions
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,
black oil and refined products markets remained
strong
•
Favorable
weather conditions positively impacted financial results, with delay
days down
29% when compared with 2005 first nine months
•
Contract
rates up 6% to 8%. Spot market rates higher than contract and up over
25%
compared with 2005 first nine months
•
Diesel
engine services – accretive earnings from Global and Marine Engine Specialist
acquisitions, as well as continued strong service and direct parts sales
in the
majority of its markets
Market
Conditions
2006
First Nine Months
33
•
2006
fourth
quarter earnings per share guidance of $.40 to $.45, compared with $.38
for 2005
fourth quarter
•
Guidance
based on:
•
Marine
transportation operating fundamentals remain strong
•
Diesel
engine services operating fundamentals remain strong
•
2006
year
earnings per share guidance of $1.74 to $1.79, compared with $1.33 for
2005
2006
Fourth 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
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
•
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
Financial
Highlights
37
For
Year Ended December 31, 2005
38
For
First Nine Months Ended
September
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
34.3%
57.3%
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
Appendix
49
Petrochemical
Plant Inputs and Products
Natural
Gas
è
Ethylene
80%
Naptha
20%
77%
Feedstock
Feedstock
Products
Products
Source:
Petrochemicals by Burdick & Leffer
è
Propylene
3%
è
Butylene
2%
è
Others
15%
è
Ethylene
23%
è
Propylene 13%
è
Butylene
15%
è
Others 49%
50