Form 8-K
0000940942 False 0000940942 2021-02-04 2021-02-04 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
 

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):  February 4, 2021

_______________________________

Hub Group, Inc.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware0-2775436-4007085
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

2000 Clearwater Drive

Oak Brook, Illinois 60523

(Address of Principal Executive Offices) (Zip Code)

(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 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common StockHUBGNASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 
 
Item 2.02. Results of Operations and Financial Condition.

On February 4, 2021, Hub Group, Inc. issued a press release announcing its fourth quarter and full year 2020 results from operations. The press release is furnished as Exhibit 99.1 to this Form 8-K.

The information furnished in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, and shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.          Description
99.1 Press release issued on February 4, 2021, announcing fourth quarter and full year 2020 operating results for Hub Group, Inc.
104 The cover page from this Current Report on Form 8-k, formatted in Inline XBRL
 
 

SIGNATURE

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 hereunto duly authorized.

 Hub Group, Inc.
   
  
Date: February 4, 2021By: /s/ Geoffrey F. DeMartino        
  Geoffrey F. DeMartino
  Executive Vice President, Chief Financial Officer and Treasurer
  


 

EdgarFiling

EXHIBIT 99.1

Hub Group, Inc. Reports Fourth Quarter 2020 Results

Highlights:

OAK BROOK, Ill., Feb. 04, 2021 (GLOBE NEWSWIRE) -- Hub Group, Inc. (NASDAQ:HUBG) announced fourth quarter 2020 net income of $22.4 million, or diluted earnings per share of $0.67. Net income includes $2.7 million ($0.08 per diluted share) of expenses related to a re-measurement of our insurance and claims reserve estimate (the “Insurance Charge”), $1.2 million ($0.04 per diluted share) of restructuring charges related to the closure of an office that supported our dedicated business (the “Restructuring Charge”), and $0.8 million ($0.02 per diluted share) of acquisition-related expenses. Net income for fourth quarter 2019 was $28.0 million, or $0.84 per diluted share.

“Continued strong freight market conditions, as well as our strategy to grow with strategic customers, resulted in 6% revenue growth in the quarter and 9% intermodal volume growth. We continue to provide a world-class customer experience while driving efficiency throughout our organization. Revenue growth in the fourth quarter of 2020, combined with our ongoing focus on cost control, led to EBITDA (non-GAAP)1 of $63 million. We continue to invest in our business, including through additions to our container and tractor fleet and our planned capital expenditures for 2021. The acquisition of NSD expanded our service offering into the fast-growing last mile delivery space, and we anticipate significant cross-sell opportunities with our customer base,” said Dave Yeager, Hub Group’s Chairman and Chief Executive Officer.

Q4 2020 Results

Revenue for the fourth quarter of 2020 increased by 6% to $953 million compared with $901 million for the fourth quarter of 2019. Operating income for the quarter was $31 million versus $39 million for the fourth quarter of 2019.

Fourth quarter intermodal revenue increased 5% to $576 million primarily due to a 9% increase in volume, partially offset by lower customer pricing. Intermodal gross margin decreased compared to the prior year due to lower prices, $1.3 million of the Insurance Charge, increased purchased transportation costs and higher equipment repositioning costs, partially offset by volume growth and the benefits from operational improvements in our trucking operation.

Fourth quarter logistics revenue declined 1% to $182 million as growth of CaseStack retail supplier solutions and the acquisition of NSD in December was more than offset by the impact of lost customers. Gross margin declined due to lower revenue and higher purchased transportation costs, partially offset by growth with new customers and the acquisition of NSD.

Truck brokerage revenue grew 27% in the quarter to $126 million despite an 8% decline in volume. Contractual revenue represented 64% of total brokerage revenue in the fourth quarter of 2020 as compared to 78% in 2019. Truck brokerage gross margin increased relative to fourth quarter 2019 as higher margin spot freight offset the impact of higher purchased transportation costs on our contractual freight.

Dedicated revenue decreased 3% to $68 million compared to the prior year due to the impact of business we exited, partially offset by growth with new accounts. Dedicated gross margin decreased primarily due to the decline in revenue, $2.2 million of the Insurance Charge and higher driver and third party transportation costs.

Costs and expenses decreased to $74 million in the fourth quarter of 2020 compared to $87 million in the prior year due primarily to a decline in salaries and benefits expense related to variable compensation, lower professional fees and a reduction in travel expense, partially offset by the $1.5 million Restructuring Charge and $1.0 million of expenses related to the acquisition of NSD.

Capital expenditures for the fourth quarter of 2020 totaled $60 million, primarily for containers, tractors and technology investments. During the quarter we acquired NSD for $90 million in cash. At December 31, 2020, we had cash and cash equivalents of $125 million.

Full Year 2020 Results

Full year net income was $74 million, or diluted earnings per share of $2.19. For the full year, revenue declined 5% to $3.5 billion, and full year operating income was $106 million. Operating income as a percentage of revenue for fiscal year 2020 was 3.0%.

2021 Capital Expenditure Outlook

We expect capital expenditures for fiscal year 2021 to range from $150 million to $170 million, and primarily consist of investments to support growth in the business, including containers and tractors, as well as investments in technology. For 2021 we expect to add approximately 2,500 containers, which will result in net growth of approximately 2,000 after retirements of containers that have reached end of life. We are also planning to add approximately 750 tractors, 500 of which are for replacements of older units and 250 of which will support growth in our drayage and dedicated fleets.

Non-GAAP Financial Measure

In this press release, we present EBITDA, a non-GAAP financial measure defined as earnings before interest, taxes, depreciation and amortization. As required by the rules of the Securities and Exchange Commission (“SEC”), we have provided herein a reconciliation of the non-GAAP financial measure contained in this press release to the most directly comparable measure under GAAP. Management believes that EBITDA provides relevant and useful information, which is used by our management as well as by many analysts, investors and competitors in our industry. By providing this non-GAAP measure, management intends to provide investors with a meaningful, consistent comparison of the Company’s profitability for the periods presented. EBITDA should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and is not necessarily comparable to non-GAAP measures that may be presented by other companies.

CONFERENCE CALL

Hub Group, Inc. will hold a conference call at 5:00 p.m. Eastern Time on February 4, 2021 to discuss our fourth quarter 2020 results.

Hosting the conference call will be Dave Yeager, Chairman and Chief Executive Officer. Also participating on the call will be Phil Yeager, President and Chief Operating Officer, and Geoff DeMartino, Executive Vice President, Chief Financial Officer and Treasurer.

This call is being webcast and can be accessed through the Investors link on Hub Group’s web site at www.hubgroup.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 register at https://www.yourconferencecenter.com/confcenter/PinCode/Pin_Code.aspx?100374&o=UkGGsxaBNnfTBu.

Registrants will be issued a passcode and PIN to use when dialing into the live call which will provide quickest access to the conference. You may register at any time, including up to and after the call start time. On the day of the call, dial (888) 206-4064 approximately ten minutes prior to the scheduled call time; enter the participant passcode and PIN received during registration. The call will be limited to 60 minutes, including questions and answers.

An audio replay will be available through the Investors link on the Company's web site at www.hubgroup.com. This replay will be available for 30 days.

CERTAIN FORWARD-LOOKING STATEMENTS: Statements in this press release that are not historical may express or imply projections of revenues or expenditures, statements of plans and objectives or future operations or statements of future economic performance. Forward-looking statements are inherently uncertain and subject to risks, uncertainties and other factors that might cause the actual performance of Hub Group, Inc. to differ materially from those expressed or implied by this discussion and, therefore, should be viewed with caution. All forward-looking statements and information are provided pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these factors. Forward-looking statements generally may be identified by the use of forward-looking terminology such as “trends”, “assumptions”, “target”, “guidance”, “outlook”, “opportunity”, “future”, “plans”, “goals”, “objectives”, “expects”, “anticipate”, “expected”, “may”, “will”, “would”, “could”, “intend”, “believe”, “potential”, “projected”, “estimate” (or the negative or derivative of each of these terms), or similar words, and include our statements regarding our profit improvement initiatives and capital expenditures. These forward-looking statements are based on management's experience and perception of trends, current conditions, and anticipated future developments, as well as other factors believed to be appropriate. We believe these statements and the assumptions and estimates contained in this release are reasonable based on information that is currently available to us. Factors that could cause actual results to differ materially include general or regional economic conditions and health concerns; the effect of the COVID-19 pandemic, including on our business operations, as well as its impact on general economic and financial market conditions and on our customers, counterparties, employees and third-party service providers; our ability to sustain or the effects of plans intended to improve operational execution and performance; changes in or implementation of governmental or regulatory rules and interpretations affecting tax, wage and hour matters, health and safety, labor and employment, insurance or other undeterminable areas; intermodal costs and prices, the integration of NSD and any other acquisitions and expenses relating thereto; the future performance of Hub’s Intermodal, Truck Brokerage, Dedicated and Logistics business lines; driver shortages; the amount and timing of strategic investments or divestitures by Hub; the failure to implement and integrate critical information technology systems; cyber security incidents, retail and other customers encountering adverse economic conditions and other factors described from time to time in Hub Group's SEC reports, press releases and other communications. Hub Group assumes no liability to update any such forward-looking statements.

SOURCE:   Hub Group, Inc.

HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share amounts)
(unaudited)
       
  Three Months Ended December 31,
   2020   2019 
   % of  % of
  AmountRevenue AmountRevenue
Revenue $952,730 100.0% $900,681 100.0%
       
Transportation costs  847,171 88.9%  774,821 86.0%
Gross margin  105,559 11.1%  125,860 14.0%
       
Costs and expenses:      
Salaries and benefits  42,649 4.5%  53,311 5.9%
General and administrative  23,446 2.4%  26,354 3.0%
Depreciation and amortization  8,292 0.9%  7,331 0.8%
Total costs and expenses  74,387 7.8%  86,996 9.7%
       
Operating income  31,172 3.3%  38,864 4.3%
       
Other income (expense):      
Interest expense  (2,048)-0.2%  (2,468)-0.3%
Other, net  (86)0.0%  877 0.1%
Total other expense  (2,134)-0.2%  (1,591)-0.2%
       
Income before provision for income taxes  29,038 3.1%  37,273 4.1%
       
Provision for income taxes  6,650 0.7%  9,318 1.0%
       
Net income $22,388   $27,955  
       
Earnings per share      
Basic $0.67   $0.85  
Diluted $0.67   $0.84  
       
Basic weighted average number of shares outstanding  33,212    32,982  
Diluted weighted average number of shares outstanding  33,630    33,357  
       


HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share amounts)
(unaudited)
       
  Twelve Months Ended December 31,
   2020   2019 
   % of  % of
  AmountRevenue AmountRevenue
Revenue $3,495,644 100.0% $3,668,117 100.0%
       
Transportation costs  3,070,207 87.8%  3,147,047 85.8%
Gross margin  425,437 12.2%  521,070 14.2%
       
Costs and expenses:      
Salaries and benefits  188,777 5.4%  235,963 6.4%
General and administrative  99,597 2.9%  104,206 2.8%
Depreciation and amortization  31,237 0.9%  28,481 0.8%
Total costs and expenses  319,611 9.2%  368,650 10.0%
       
Operating income  105,826 3.0%  152,420 4.2%
       
Other income (expense):      
Interest expense  (9,746)-0.3%  (10,994)-0.3%
Other, net  20 0.0%  2,444 0.0%
Total other expense  (9,726)-0.3%  (8,550)-0.3%
       
Income before provision for income taxes  96,100 2.7%  143,870 3.9%
       
Provision for income taxes  22,541 0.6%  36,699 1.0%
       
Net income $73,559   $107,171  
       
Earnings per share      
Basic $2.22   $3.22  
Diluted $2.19   $3.20  
       
Basic weighted average number of shares outstanding  33,180    33,284  
Diluted weighted average number of shares outstanding  33,543    33,480  
       


HUB GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(unaudited)
     
  December 31, December 31,
   2020   2019 
     
ASSETS    
CURRENT ASSETS:    
  Cash and cash equivalents $124,506  $168,729 
  Accounts receivable trade, net  518,975   443,539 
  Accounts receivable other  1,265   3,237 
  Prepaid taxes  1,336   630 
  Prepaid expenses and other current assets 26,753   24,086 
      TOTAL CURRENT ASSETS  672,835   640,221 
     
Restricted investments  23,353   22,601 
Property and equipment, net  671,101   663,165 
Right-of-use assets - operating leases 43,573   35,548 
Right-of-use assets - financing leases 3,557   5,865 
Other intangibles, net  163,953   120,967 
Goodwill, net  508,555   484,459 
Other assets  18,469   18,748 
      TOTAL ASSETS $2,105,396  $1,991,574 
     
     
LIABILITIES AND STOCKHOLDERS' EQUITY   
CURRENT LIABILITIES:    
  Accounts payable trade $285,320  $257,247 
  Accounts payable other  12,680   11,585 
  Accrued payroll  23,044   45,540 
  Accrued other  102,613   86,686 
  Lease liability - operating leases  10,093   8,567 
  Lease liability - financing leases  1,793   3,048 
  Current portion of long term debt  93,562   94,691 
      TOTAL CURRENT LIABILITIES 529,105   507,364 
     
Long term debt  176,797   186,934 
Non-current liabilities  42,910   36,355 
Lease liability - operating leases  36,328   28,518 
Lease liability - financing leases  8   1,820 
Deferred taxes  162,325   155,304 
     
STOCKHOLDERS' EQUITY:    
  Preferred stock, $.01 par value; 2,000,000 shares authorized;   
   no shares issued or outstanding in 2020 and 2019 -   - 
  Common stock    
   Class A: $.01 par value; 97,337,700 shares authorized and   
      41,224,792 shares issued in 2020 and 2019; 33,549,708 shares   
      outstanding in 2020 and 33,353,904 shares outstanding in 2019 412   412 
   Class B: $.01 par value; 662,300 shares authorized;   
      662,296 shares issued and outstanding in 2020 and 2019 7   7 
  Additional paid-in capital  186,058   179,637 
  Purchase price in excess of predecessor basis, net of tax   
   benefit of $10,306  (15,458)  (15,458)
  Retained earnings  1,253,160   1,179,601 
  Accumulated other comprehensive loss (191)  (186)
  Treasury stock; at cost, 7,675,084 shares in 2020   
   and 7,870,888 shares in 2019  (266,065)  (268,734)
   TOTAL STOCKHOLDERS' EQUITY 1,157,923   1,075,279 
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$2,105,396  $1,991,574 
     


HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
   
  Twelve Months Ended December 31,
   2020   2019 
     
     
Cash flows from operating activities:    
Net income $73,559  $107,171 
Adjustments to reconcile net income    
  to net cash provided by operating activities:    
    Depreciation and amortization  123,679   116,887 
    Deferred taxes  7,463   1,821 
    Compensation expense related to share-based compensation plans  17,053   16,286 
    Loss (gain) on sale of assets  907   (745)
    Other operating activities  6,385   - 
Changes in operating assets and liabilities, net of acquisitions:    
    Restricted investments  (752)  (3,365)
    Accounts receivable, net  (47,219)  32,732 
    Prepaid taxes  (707)  (14)
    Prepaid expenses and other current assets  (2,508)  3,447 
    Other assets  (2,177)  (3,786)
    Accounts payable  5,594   (14,933)
    Accrued expenses  (4,408)  (122)
    Non-current liabilities  (1,915)  (870)
      Net cash provided by operating activities  174,954   254,509 
     
Cash flows from investing activities:    
Proceeds from sale of equipment  3,289   10,025 
Purchases of property and equipment  (115,306)  (94,847)
Acquisitions, net of cash acquired  (84,845)  (734)
Proceeds from the disposition of discontinued operations  -   19,439 
      Net cash used in investing activities  (196,862)  (66,117)
     
Cash flows from financing activities:    
Repayments of long term debt  (198,741)  (105,653)
Purchase of treasury stock  -   (24,998)
Stock withheld for payments of withholding taxes  (7,963)  (3,984)
Finance lease payments  (3,066)  (2,954)
Proceeds from issuance of debt  187,475   56,494 
      Net cash used in financing activities  (22,295)  (81,095)
     
     
Effect of exchange rate changes on cash and cash equivalents  (20)  (3)
     
Net (decrease) increase in cash and cash equivalents  (44,223)  107,294 
Cash and cash equivalents beginning of period  168,729   61,435 
Cash and cash equivalents end of period $124,506  $168,729 
     


HUB GROUP, INC.
FINANCIAL INFORMATION BY BUSINESS LINE
(in thousands)
(unaudited)
        
 Three Months Twelve Months
 Ended December 31, Ended December 31,
        
  2020  2019  2020  2019
        
Intermodal$576,225 $547,975 $2,091,984 $2,166,382
        
Logistics 181,934  183,000  704,824  769,195
        
Truck brokerage 126,441  99,582  431,127  433,793
        
Dedicated 68,130  70,124  267,709  298,747
            
Total Revenue$952,730 $900,681 $3,495,644 $3,668,117
        


RECONCILIATION OF NET INCOME TO EBITDA
(in thousands)
(unaudited)
        
 Three Months
 Ended December 31,
     Change Change
  2020  2019 $  %
        
Net income$22,388 $27,955 $(5,567) -19.9%
        
Interest expense 2,048  2,468  (420) -17.0%
        
Depreciation and amortization 31,881  30,168  1,713  5.7%
        
Provision for income taxes 6,650  9,318  (2,668) -28.6%
        
EBITDA$62,967 $69,909 $(6,942) -9.9%
        


RECONCILIATION OF NET INCOME TO EBITDA
(in thousands)
(unaudited)
        
 Twelve Months
 Ended December 31,
     Change Change
  2020  2019 $  %
        
Net income$73,559 $107,171 $(33,612) -31.4%
        
Interest expense 9,746  10,994  (1,248) -11.4%
        
Depreciation and amortization 123,679  116,888  6,791  5.8%
        
Provision for income taxes 22,541  36,699  (14,158) -38.6%
        
EBITDA$229,525 $271,752 $(42,227) -15.5%
        

See the “Non-GAAP Financial Measure” section of this release for the definition of EBITDA and a discussion of this non-GAAP financial measure.


1 For all non-GAAP measures presented, please see “Non-GAAP Financial Measure” and the reconciliations included in this press release.

CONTACT: Maralee Volchko of Hub Group, Inc., +1-630-271-3745