Celedon files 13d

Discussion in 'Motor Carrier Questions - The Inside Scoop' started by popmartian, Oct 12, 2011.

  1. popmartian

    popmartian Road Train Member

    May 31, 2009
    Does anyone know about CELADON filing for 13D ?

    USA truck recently posted a response but it was a very broad statement. :biggrin_25513:

    Celadon seeks takeover of USA Truck

    Submitted by The City Wire staff on Tue, 10/11/2011 - 3:31pm. Executives with Celadon Trucking Services are interested in acquiring or merging with Van Buren-based USA Truck, and have asked USA Truck management to meet about a possible transaction, according to a federal filing Celadon posted Tuesday (Oct. 11).
    At risk in a possible deal would be the about 500 jobs at USA Truck’s corporate headquarters in Van Buren.
    Indianapolis-based Celadon noted in its Securities & Exchange filing that it recently purchased $4.66 million in USA Truck shares, or almost 6.3% of the company.
    Shares of USA Truck (NASDAQ: USAK) surged above $10 in early morning trading to settle at $9.89 in late afternoon trading. The share price was up more than 20% from the previous close of $8.21.
    Shares of Celadon (NYSE: CGI) saw trading gains, with the shares up more than 4% to $9.70 in afternoon trading.
    Coincidentally, the shares of both companies closed the day at $9.76. Celadon’s shares were up 46 cents for the day, and USA Truck shares were up $1.55.
    “Based on publicly available information, Celadon Group believes there is an opportunity to realize value for its stockholders from this investment,” the company noted in the filing.
    Continuing, the company noted: “Celadon Group's board of directors and management team believe the truckload industry offers consolidation and other strategic opportunities as successful companies seek, among other things, additional capacity and services for customers, more diverse routes for drivers, and greater value and liquidity for investors. Celadon Group recently requested a meeting with the Issuer's management to discuss a possible association between Celadon Group and the Issuer, potentially including a combination of the two companies.”
    Celadon made seven purchases of USA Truck shares beginning Sept. 20 with a block of 475,000 shares purchased at $6.98 per share. The share-buying spree ended on Oct. 5 with 4,000 shares purchased at $7.88 per share.
    Cliff Beckham, president and CEO of USA Truck, declined comment. USA Truck did issue the following statement Tuesday afternoon: “USA Truck, Inc. acknowledges the Schedule 13D Celadon Group, Inc. ("Celadon") filed today. The views of our stockholders are very important to us and we carefully consider their input. Our board of directors will evaluate Celadon's 13D filing in due course. We do not intend to comment further on this matter except as warranted by applicable laws and regulations.”
    Like USA Truck, Celadon is a truckload common carrier with operations in the U.S., Canada and Mexico. However, in terms of market capitalization Celadon ($215.68 million) is more than double the size of USA Truck ($100.81 million).
    Also, Celadon has better weathered the national freight recession that began in late 2006 and has only slightly improved in the past year. Following are revenue and income comparisons for the previous three financial years for each company.
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  3. popmartian

    popmartian Road Train Member

    May 31, 2009
    I found the above article from goo goo......

    Yesterday 10/11/2011 A USA Trucking recruiter called me to see if I was looking. I wonder if USA Trucking is having financial problems or is this just another merger?
  4. popmartian

    popmartian Road Train Member

    May 31, 2009

    USA 10Q executive summary

    Executive Overview
    Despite a relatively soft freight environment in the first six weeks of the quarter, we nearly tripled our earnings excluding the effect of last year's fuel hedge gain, which amounted to approximately $1.2 million pretax, or $0.07 per share. As we progress toward full implementation of our VEVA (Vision for Economic Value Added) strategic plan, we believe our diversified model of integrated and complimentary service offerings exhibits more signs of maturity.
    In Trucking, our customer, lane and load selection continued to improve, partially offset by increased driver-related costs:
    · Customers who we consider "core" to our long-term prospects represented 33% of our total revenue during the quarter compared to just 24% during the comparable quarter. Those customers were specifically selected as "core" customers because, among other things, their freight has tended to remain consistent seasonally and cyclically.
    · Fifty-three percent of our loads moved in our Spider Web network compared to 46% a year ago. The improved density in our preferred lanes and a generally favorable industry environment for pricing led to an 8.5% increase in our loaded rate per mile to $1.655, the highest in our history.
    · Our freight network is becoming increasingly regionalized as our Spider Web density grows. Our loaded length of haul was 534 miles, the shortest in our history.
    · The growing ability of our team members to profitably service our customers' capacity needs and balance our freight network was increasingly evident throughout the course of the quarter.
    · The major impediment to greater earnings in Trucking was a lack of qualified drivers:
    · Though our turnover rate was actually lower than the second quarter of 2010, the carryover of unmanned trucks from the first quarter led to elevated driver-related costs as we worked to man those trucks with highly qualified drivers. As a result, driver compensation costs increased nearly $0.03 per mile or approximately $0.08 per share for the quarter. Driver recruiting and training costs also increased by 20%, or approximately $0.03 per share. We expect that most of these costs will subside upon reaching our goal of 3% unmanned tractors.
    · An average of 9.1% of our fleet was unmanned during the quarter compared to 6.5% last year. The 2.6% difference reduced earnings by nearly $0.05 per share due to a reduction in miles per tractor per week (achieving our goal of no more than 3% of unmanned trucks would have added approximately another $0.07 of earnings to the quarter).
    In SCS (Strategic Capacity Solutions, our brokerage service offering), base revenue more than doubled and operating income increased approximately two-and-a-half times to $2.3 million. That performance was driven by growth in branch offices (we added three during the quarter bringing the total number of branches to 11), and by growth in productivity (operating income per SCS team member grew by 60%). Not only did our SCS team members execute the model well, but they also provided solutions for over 16,000 loads for our SCS customers, most of whom are also Trucking customers who appreciate the additional capacity.
    In Intermodal, we are still working to fully utilize the private containers we took delivery of last fall. While the addition of those containers drove substantial revenue growth, a lack of load volume in the right lanes resulted in an operating loss. However, that loss was considerably smaller than the first quarter 2011 loss. Despite the lack of profitability during the quarter, Intermodal provided our customers with solutions for nearly 3,600 loads. As presently structured, we expect Intermodal will be profitable during the third quarter based on current market conditions.
    Overall, our model gained momentum as the quarter unfolded. Tighter truck capacity relative to freight demand certainly contributed to that momentum late in the quarter, but we believe our model gained a measure of maturity during the quarter as we extended our services to specific new customers in the right lanes at the right prices.
    While we realize that much work remains before we achieve our first strategic objective of earning our cost of capital and that a $0.06 profit is inadequate, we also recognize meaningful progress has been made and June gave us a glimpse of what we believe our developing model is capable of producing.
    Total debt increased $16.3 million from December 31, 2010 as a result of the purchase of 305 tractors and 350 trailers during the first half of 2011. In addition, cash provided by operations was hampered by the rise in fuel prices during 2011, which increased our accounts receivable as we passed along increased fuel surcharges to our customers. We would anticipate our cash provided by operations to show improvement during the second half of 2011, especially if fuel prices stabilize. We intend to purchase an additional 250 tractors during the second half of 2011, and we expect our total net capital expenditures for the remainder of the year to approximate $18.1 million. We were in compliance with all our debt covenants and as of June 30, 2011, we have $38.2 million available on our Credit Agreement and $37.7 million available through leasing commitments.
    By agreement with our customers, and consistent with industry practice, we add a graduated surcharge to the rates we charge our customers as diesel fuel prices increase above an agreed-upon baseline price per gallon. The surcharge is designed to approximately offset increases in fuel costs above the baseline. Fuel prices are volatile, and the fuel surcharge increases our revenue at different rates for each period. We believe that comparing operating costs and expenses to total revenue, including the fuel surcharge, could provide a distorted comparison of our operating performance, particularly when comparing results for current and prior periods. Therefore, we have used base revenue, which excludes the fuel surcharge revenue, and instead taken the fuel surcharge as a credit against the fuel and fuel taxes and purchased transportation line items in the table setting forth the percentage relationship of certain items to base revenue below.
    We do not believe that a reconciliation of the information presented on this basis and corresponding information comparing operating costs and expenses to total revenue would be meaningful. Data regarding both total revenue, which includes the fuel surcharge, and base revenue, which excludes the fuel surcharge, is included in the Consolidated Statements of Operations included in this report.
    Base revenue from our SCS and Intermodal operating segments has fluctuated in recent periods. These services typically do not involve the use of our tractors and trailers. Therefore, an increase in revenue from these operating segments tends to cause expenses related to our operations that do involve our equipment-including fuel expense, depreciation and amortization expense, operations and maintenance expense, salaries, wages and employee benefits and insurance and claims expense to decrease as a percentage of base revenue. Likewise, a decrease in revenue from these operating segments tends to cause those expenses to increase as a percentage of base revenue with a related increase in purchased transportation expense. Since changes in revenue from these operating segments generally affect all such expenses, as a percentage of base revenue, we do not specifically mention it as a factor in our discussion of increases or decreases in those expenses in the period-to-period comparisons below. Base revenue from our SCS operating segment increased approximately 110.2% and 100.1%, respectively, for the three and six month periods ended June 30, 2011, compared to the same period of the prior year. Base revenue from our Intermodal operating segment increased approximately 91.9% and 106.5%, respectively, for the three and six month periods ended June 30, 2011, compared to the same period of the prior year.
  5. joendeniese

    joendeniese Medium Load Member

    Oct 27, 2006
    The company we were with for almost 10 yrs, was bought out by Celedon in late Dec, 2011. YRC Glen Moore. There was talk at Celedon about USA then. BTW,we lasted 4 weeks with Celedon. Hated them
  6. CenutryClass

    CenutryClass Road Train Member

    Feb 15, 2006
    celadon has been on a buying spree of late. theyve bought a bunch of smaller companies..Not sure if this is true
  7. Kujo

    Kujo Medium Load Member

    Feb 6, 2012
    in the middle
    Old news the deal fell through about 2 months ago.
  8. ghostrunner

    ghostrunner Light Load Member

    Dec 17, 2011
    Says who??

    Sent from my iPhone 4

    FLATBED Road Train Member

    CELADON is sitting on a pile of $ and are looking to buy up more companies ( in financial straits before bankruptcy ) in the USA as well as Canada.
  10. dancnoone

    dancnoone "Village Idiot"

    May 6, 2007
    That must be why that drivers fuel card was rejected about 10 minutes ago.

    Celadon wouldn't get off the pile. LOL
    LSAgentOZR Thanks this.
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