SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported) April 20, 2005

HUB GROUP, INC.
(Exact name of registrant as specified in its charter)

DELAWARE
(State or Other Jurisdiction of Incorporation)

0-27754 36-4007085
                                       (Commission File Number)                                    (I.R.S. Employer Identification No.)

3050 Highland Parkway, Suite 100
Downers Grove, Illinois 60515
(Address, including zip code, of principal executive offices)
(630) 271-3600
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(Former Name or Former Address, If Changed Since Last Report)

        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant 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 2.02       RESULTS OF OPERATIONS AND FINANCIAL CONDITION

       On April 20, 2005 Hub Group, Inc. issued a press release announcing its first quarter 2005 operating results. The press release is furnished as Exhibit 99.1 to this Form 8-K.

ITEM 9.01        FINANCIAL STATEMENTS AND EXHIBITS

                            (a)        Not Applicable.

                            (b)        Not Applicable.

                            (c)        A list of exhibits filed herewith is contained on the Exhibit
                                         Index which immediately precedes such exhibits and is
                                         incorporated herein by reference.

SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized this report to be signed on its behalf by the undersigned thereunto duly authorized.

HUB GROUP, INC.

DATE: April 21, 2005 /s/ Thomas M. White
By:  Thomas M. White
Its:  Senior Vice President
        Chief Financial Officer and Treasurer
        (Principal Financial Officer)

EXHIBIT INDEX

Exhibit No.

99.1   Press release issued on April 20, 2005 announcing operating results for Hub Group, Inc. for the first quarter 2005.

Exhibit 99.1

Hub Group, Inc. Reports Record First Quarter 2005 Earnings

DOWNERS GROVE, IL, April 20, 2005, — Hub Group, Inc. (Nasdaq: HUBG) today reported record net income for the quarter ended March 31, 2005 of $5.3 million. This represents a 97% increase in first quarter net income versus the first quarter of 2004. Hub Group’s diluted earnings per share of $0.51 for the quarter ended March 31, 2005 represents an increase of 55% compared to last year’s first quarter diluted earnings per share of $0.33 on 28% higher average diluted shares outstanding in the 2005 period. Costs and expenses decreased 3.9% in the first quarter of 2005 to $34.1 million compared to $35.5 million in the first quarter of 2004, reflecting the benefits from the Company’s improved operating efficiencies and cost reduction efforts. Interest expense decreased from $1.7 million in first quarter 2004 to $0.2 million in 2005 due to the extinguishment of debt in the third quarter of 2004.

Hub’s revenue grew by 3.5% to $339.9 million as compared to $328.3 million in the first quarter of 2004. First quarter intermodal revenue decreased 1.1% to $233.7 million. Truckload brokerage revenue increased 18.0% to $60.1 million this quarter. First quarter logistics revenue increased 4.9% to $35.6 million. Hub Group Distribution Services revenue increased 47.1% to $10.5 million in the first quarter of 2005.

Commenting on the results, David P. Yeager, Vice-Chairman and Chief Executive Officer of Hub Group stated, “Our operating efficiencies resulted in increased margin and reduced costs producing record first quarter results. While we are pleased with these results, we remain committed to focusing on profitable revenue growth.”

STOCK SPLIT

As previously announced, in February 2005, the Board of Directors approved a 2 for 1 stock split. The Board has set May 4, 2005 as the record date for this stock split and May 11, 2005 as the payment date, contingent on receiving shareholder approval, at its annual meeting on May 4, 2005, to increase the number of authorized shares of Class A common stock. If approved by Hub’s shareholders, the stock split will be in the form of a stock dividend, which will be tax-free to shareholders.

FULL YEAR 2005

Given the current operating environment, we are comfortable that the earnings for 2005 will be within the analysts’ range of $2.58 to $2.67 per diluted share.

Certain prior year amounts have been reclassified to conform to the current year presentation.

CONFERENCE CALL

Hub will hold a conference call at 11:00 a.m. Eastern Time (10:00 a.m. Central Time) on Thursday, April 21, 2005 to discuss its first quarter results.

Hosting the conference call will be David P. Yeager, Vice-Chairman and CEO and Thomas M. White, Senior Vice-President, Chief Financial Officer and Treasurer.

This call is being webcast by Thomson/CCBN and can be accessed through the Investor Relations link at Hub Group’s Web site at http://www.hubgroup.com or individual investors can access the audio webcast at http://www.fulldisclosure.com and institutional investors can access the webcast at http://www.streetevents.com . The webcast is listen-only. Those interested in participating in the question and answer session should follow the telephone dial-in instructions below.

To participate in the conference call by telephone, please call ten minutes early by dialing (800) 591-6942. The conference call participant code is 63789436. The call will be limited to 60 minutes, including questions and answers.

An audio replay will be available through the Investor Relations link on the Company’s Web site at http://www.hubgroup.com . This replay will be available for 30 days.

ABOUT HUB GROUP: Hub Group, Inc. is a leading non-asset based freight transportation management company providing comprehensive intermodal, truckload brokerage and logistics and distribution services. The Company operates through a network of over 30 offices throughout the United States, Canada and Mexico.

CERTAIN FORWARD-LOOKING STATEMENTS: Statements in this press release that are not historical, including statements about Hub Group’s or management’s earnings guidance, intentions, beliefs, expectations, representations, projections, plans or predictions of the future, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are inherently uncertain and subject to risks. Such statements should be viewed with caution. Actual results or experience could differ materially from the forward-looking statements as a result of many factors. Factors that could cause actual results to differ materially include the factors listed from time to time in Hub Group’s SEC reports including, but not limited to, the annual report on Form 10-K for the year ended December 31, 2004. Hub Group assumes no liability to update any such forward-looking statements.

SOURCE: HUB GROUP, INC.

CONTACT: Amy Lisek of Hub Group, Inc., +1-630-795-2214

HUB GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

Three Months
Ended March 31,

2005
2004
Revenue   $339,858   $328,302  
 
Transportation costs  296,613   286,498    


       Gross margin  43,245   41,804    
 
Costs and expenses: 
     Salaries and benefits  21,875   22,342    
     General and administrative  9,752   10,281    
     Depreciation and amortization of property and equipment  2,483   2,884    


       Total costs and expenses  34,110   35,507    


       Operating income  9,135   6,297    


Other income (expense): 
     Interest expense  (207 ) (1,713 )
     Interest income  200   53    
     Other, net  14   41    


       Total other income (expense)  7   (1,619 )
 
Income before provision for income taxes  9,142   4,678  
 
Provision for income taxes  3,794   1,965    


Net income   $     5,348   $  2,713  


Basic earnings per common share  $       0.53   $    0.35    


Diluted earnings per common share  $       0.51   $    0.33    


Basic weighted average number of shares outstanding  10,141   7,746    


Diluted weighted average number of shares outstanding  10,579   8,294    











 

HUB GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)

March 31,
2005

December 31,
2004

ASSETS   (Unaudited)    
    CURRENT ASSETS: 
      Cash and cash equivalents  $    15,570   $    16,806  
      Restricted investments  661    
      Accounts receivable 
         Trade, net  139,113   141,079  
         Other  7,527   7,996  
      Deferred taxes  4,412   4,667  
      Prepaid expenses and other current assets  3,715   4,746  


         TOTAL CURRENT ASSETS

  170,998

  175,294

 
    PROPERTY AND EQUIPMENT, net  17,854   19,487  
    GOODWILL, net  215,175   215,175  
    OTHER ASSETS  371   889  


         TOTAL ASSETS  $ 404,398   $ 410,845  


LIABILITIES AND STOCKHOLDERS' EQUITY 
    CURRENT LIABILITIES: 
      Accounts payable 
         Trade  $ 115,250   $ 115,819  
         Other  2,925   1,660  
      Accrued expenses 
         Payroll  10,262   19,542  
         Other  12,031   15,100  


           TOTAL CURRENT LIABILITIES

  140,468

  152,121

 
    DEFERRED TAXES  31,545   31,788  
    STOCKHOLDERS' EQUITY: 
      Preferred stock, $.01 par value, 2,000,000 shares authorized; no shares 
         issued or outstanding in 2005 and 2004     
      Common stock 
         Class A: $.01 par value; 12,337,700 shares authorized; 9,809,476 shares 
           issued (including treasury stock in 2005) and 9,727,917 outstanding 
            in 2005; 9,635,657 issued and outstanding in 2004  98   96  
         Class B: $.01 par value; 662,300 shares authorized; 662,296 shares 
           issued and outstanding in 2005 and 2004  7   7  
      Additional paid-in capital  187,068   182,365  
      Purchase price in excess of predecessor basis, net of tax benefit of $10,306  (15,458 ) (15,458 )
      Retained earnings  69,959   64,611  
      Unearned compensation  (4,137 ) (4,685 )
      Treasury stock, at cost (81,559 shares in 2005)   (5,152 )  


         TOTAL STOCKHOLDERS' EQUITY  232,385   226,936  


           TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $ 404,398   $ 410,845  




 

HUB GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

Three Months Ended
March 31,

2005
2004
Cash flows from operating activities:      
    Net income   $   5,348   $   2,713  
    Adjustments to reconcile net income to net cash provided 
       by operating activities: 
         Depreciation and amortization of property and equipment  2,593   2,911  
         Deferred taxes  3,008   1,961  
         Compensation expense related to restricted stock  520   404  
         Gain on sale of assets  (12 ) (18 )
         Other assets  518   188  
         Changes in working capital: 
           Restricted investments  (661 )  
           Accounts receivable, net  2,435   3,466  
           Prepaid expenses and other current assets  1,031   462  
           Accounts payable  696   (1,867 )
           Accrued expenses  (12,349 ) (4,072 )


            Net cash provided by operating activities  3,127   6,148  


Cash flows from investing activities: 
    Purchases of property and equipment, net  (948 ) (460 )


            Net cash used in investing activities  (948 ) (460 )


Cash flows from financing activity: 
    Proceeds from stock options exercised  2,184   2,090  
    Purchase of treasury stock  (5,599 ) (2,767 )
    Net payments on revolver    (3,000 )
    Payments on long-term debt    (2,011 )


            Net cash used in financing activities  (3,415 ) (5,688 )


Net decrease in cash and cash equivalents  (1,236 )  
Cash and cash equivalents beginning of period  16,806    


Cash and cash equivalents end of period  $      15,570   $             —  


Supplemental disclosures of cash flow information 
    Cash paid for: 
       Interest  $            —   $        1,357  
       Income taxes  $          333   $             —  








 

HUB GROUP, INC.
MODAL REVENUE SUMMARY
(in thousands)

First Second Third Fourth
Quarter Quarter Quarter Quarter Total
     2004           2004           2004           2004           2004     
           
Intermodal     236,321   247,940   259,958   270,314   1,014,533  
Brokerage    50,960    56,778    56,124    61,604    225,466  
Logistics    33,913    33,786    34,028    38,996    140,723  





Total Core    321,194    338,504    350,110    370,914    1,380,722  
 
HGDS    7,108    10,467    11,995    16,514    46,084  





Consolidated   $328,302   $348,971   $362,105   387,428   $1,426,806  





   
NOTE:   HGDS Transferred it's Pharmaceutical business to Logistics in August 2004, resulting in an increase in Logistics revenue of $4,315 for the year ended December 31, 2004.