-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, bEjPsVwZFtUk2hLjJ21bOV6NKiSweepntcuEic+vLIZDcp0qK7o8S6ril+GI7wM+ RWCIn+yLoSaoM/X1Sz6gOg== 0000912057-94-003186.txt : 19940926 0000912057-94-003186.hdr.sgml : 19940926 ACCESSION NUMBER: 0000912057-94-003186 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19940914 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19940923 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERAL EXPRESS CORP CENTRAL INDEX KEY: 0000230211 STANDARD INDUSTRIAL CLASSIFICATION: 4513 IRS NUMBER: 710427007 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07806 FILM NUMBER: 94550176 BUSINESS ADDRESS: STREET 1: 2005 CORPORATE AVENUE CITY: MEMPHIS STATE: TN ZIP: 38132 BUSINESS PHONE: (901)-395-3382 MAIL ADDRESS: STREET 1: 2005 CORPORATE AVENUE CITY: MEMPHIS STATE: TN ZIP: 38132 8-K 1 8-K 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 : SEPTEMBER 14, 1994 (DATE OF EARLIEST EVENT REPORTED) FEDERAL EXPRESS CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OF INCORPORATION) 1-7806 71-0427007 (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.) 2005 CORPORATE AVENUE, MEMPHIS, TENNESSEE 38132 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (901) 369-3600 ITEM 5. OTHER EVENTS. On September 14, 1994, Federal Express Corporation (the "Registrant") announced its financial results for the fiscal quarter ended August 31, 1994 by the press release attached as Exhibit 20.1 to this report and incorporated herein by reference. Registrant also recently prepared Appendix A to a Preliminary Official Statement with respect to the Indianapolis Airport Authority Special Facilities Revenue Bonds, Series 1994 (Federal Express Corporation Project). Appendix A, attached as Exhibit 20.2 to this report and incorporated herein by reference, contains summaries of the Registrant's operating results and financial position and certain operating statistics for the past five fiscal years and for the first fiscal quarter ended August 31, 1994. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The document attached hereto as Exhibit 12.1 is being incorporated by reference into the Registrant's Registration Statements on Form S-3 Nos. 33-47176, 33-50013 and 33-51623. 12.1 Computation of Ratio of Earnings to Fixed Charges. 20.1 Registrant's press release, dated September 14, 1994. 20.2 Appendix A to a Preliminary Official Statement prepared with respect to the Indianapolis Airport Authority Special Facilities Revenue Bonds, Series 1994 (Federal Express Corporation Project). 2 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. FEDERAL EXPRESS CORPORATION By: /s/ ALAN B. GRAF, JR ------------------------- Alan B. Graf, Jr. Senior Vice President and Chief Financial Officer Dated: September 23, 1994 3 EXHIBIT INDEX Exhibit Description of Exhibit - ------- ---------------------- 12.1 Computation of Ratio of Earnings to Fixed Charges. 20.1 Registrant's press release, dated September 14, 1994. 20.2 Appendix A to a Preliminary Official Statement prepared with respect to the Indianapolis Airport Authority Special Facilities Revenue Bonds, Series 1994 (Federal Express Corporation Project). EX-12.1 2 EXHIBIT 12.1 EXHIBIT 12.1 EXHIBIT 12.1 FEDERAL EXPRESS CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Unaudited)
Three Months Ended Year Ended May 31, August 31, ------------------------------------------------ ------------------ 1990 1991 1992 1993 1994 1993 1994 -------- -------- -------- -------- -------- -------- -------- (In thousands except ratios) Earnings: Income (loss) before income taxes.... $218,423 $ 40,942 $(146,828) $203,576 $378,462 $ 60,835 $107,267 Add back: Interest expense, net of capitalized interest.... 199,237 196,982 176,321 168,762 152,170 38,809 37,150 Amortization of debt issuance costs.......... 2,989 1,634 2,570 4,906 2,860 746 671 Portion of rent expense representative of interest factor......... 248,830 292,840 299,012 262,724 285,261 67,215 75,903 -------- -------- --------- -------- -------- -------- -------- Earnings as adjusted................. $669,479 $532,398 $ 331,075 $639,968 $818,753 $167,605 $220,991 -------- -------- --------- -------- -------- -------- -------- -------- -------- --------- -------- -------- -------- -------- Fixed Charges: Interest expense, net of capitalized interest............... $199,237 $196,982 $ 176,321 $168,762 $152,170 $ 38,809 $ 37,150 Capitalized interest................. 16,986 35,442 26,603 31,256 29,738 8,720 5,703 Amortization of debt issuance costs.. 2,989 1,634 2,570 4,906 2,860 746 671 Portion of rent expense representative of interest factor.. 248,830 292,840 299,012 262,724 285,261 67,215 75,903 -------- -------- --------- -------- -------- -------- -------- $468,042 $526,898 $ 504,506 $467,648 $470,029 $115,490 $119,427 -------- -------- --------- -------- -------- -------- -------- -------- -------- --------- -------- -------- -------- -------- Ratio of Earnings to Fixed Charges 1.4 1.0 (A) 1.4 1.7 1.5 1.9 -------- -------- --------- -------- -------- -------- -------- -------- -------- --------- -------- -------- -------- -------- (A) Earnings were inadequate to cover fixed charges by $173.4 million for the year ended May 31, 1992.
EX-20.1 3 EXHIBIT 20.1 EXHIBIT 20.1 [LETTERHEAD - FEDERAL EXPRESS] FEDERAL EXPRESS CORPORATION FIRST QUARTER FISCAL 1995 FINANCIAL RESULTS FOR IMMEDIATE RELEASE FEDERAL EXPRESS CORPORATION REPORTS 86% INCREASE IN NET INCOME FOR FIRST QUARTER MEMPHIS, September 14, 1994 ... Federal Express Corporation today announced that net income for the quarter ended August 31 was $61.1 million, an 86% increase over last year's first quarter net income of $32.9 million. Earnings per share rose to $1.08 from $0.60 per share last year. Revenues for the quarter were $2,231.1 million, 11% higher than last year's $2,015.7 million. Operating income increased to $143.0 million from $101.9 million, and pretax income rose to $107.3 million from $60.8 million a year ago. International operating profit for the first quarter was $22.7 million on international segment revenues of $596.8 million. In last year's first quarter, the international segment reported an operating loss of $33.2 million on revenues of $535.3 million. -more - The company's U.S. domestic operating profit was $120.3 million on revenues of $1,634.3 million, compared to an operating profit of $135.1 million on revenues of $1,480.4 million in last year's first quarter. Commenting on the quarter's results, Chairman and Chief Executive Officer Frederick W. Smith said, "This was the eighth consecutive quarter of year-over- year improvement in net income. The increased earnings continue to be primarily due to improved performance in our international segment. International Priority package volumes have increased more than 20% for the past two quarters. In addition, revenues for international airfreight increased this quarter almost 18% year-over-year. Looking forward, our systemwide ISO 9001 certification announced today will further advance FedEx's competitive position overseas." Chief Financial Officer Alan B. Graf, Jr. said, "We are pleased that our cost per package in the U.S. domestic segment declined 2.7%, year-over-year. However, due in large part to the extremely aggressive pricing environment, revenue per package declined 4.6%. Significant investments are continuing in order to further reduce our cost per package and these investments are contributing to the reduction in our current U.S. domestic profit margins." ### Contact: Tom Martin 901-395-3490 or Shirlee Finley 901-395-3463 091494 2 FEDERAL EXPRESS CORPORATION FINANCIAL HIGHLIGHTS FIRST QUARTER FISCAL 1995 (IN THOUSANDS, EXCEPT EARNINGS PER SHARE AND OPERATING DATA)
THREE MONTHS ENDED AUGUST 31 ------------------------- FINANCIAL RESULTS 1994 1993 ---- ---- Revenues $2,231,127 $2,015,725 Operating Income 142,985 101,907 Pretax Income 107,267 60,835 Provision for Income Taxes 46,125 27,984 ------ ------ Net Income $61,142 $32,851 ------- ------- ------- ------- Earnings Per Share $1.08 $0.60 ----- ----- ----- ----- Common and Common Equivalent Shares 56,614 55,186 OPERATING DATA Operating Weekdays 65 65 U.S. Domestic Packages (000) 122,881 106,131 International Packages (000) 9,656 7,945 ----- ----- Total Package Volume (000) 132,537 114,076 Avg. Revenue Per U.S. Domestic Package $13.12 $13.75 Avg. Revenue Per International Package $39.34 $38.62 Average Revenue Per Package $15.03 $15.48 Average Revenue Per Pound $2.39 $2.66 Average Pounds Per Package 6.3 5.8 International Airfreight Pounds (millions) 135.4 115.6 Average Revenue Per Airfreight Pound $1.05 $1.05
[LETTERHEAD - FEDERAL EXPRESS] FINAL MONTHLY VOLUME AUGUST 1994 FOR IMMEDIATE RELEASE Memphis, September 14, 1994 ----- Federal Express Corporation announced today that average daily volume of express packages and documents for August 1994 increased approximately 16% compared to August 1993. Details are shown in the table below.
Fiscal Year-To-Date (3 months) August 1994 August 1993 FY1995 FY1994 ----------- ----------- ------ ------ Total Package Volume (000) 46,252 38,094 132,537 114,076 Operating Weekdays 23 22 65 65 AVERAGE DAILY PACKAGE VOLUME Priority Overnight 917,555 834,958 928,651 842,154 Standard Overnight 492,314 416,309 494,958 416,969 Economy Two-Day 453,124 360,004 463,850 371,200 U.S. Express Freight (OFS/F-2) 2,865 2,295 3,022 2,462 International Priority 145,103 118,000 148,548 122,230 ------- ------- ------- ------- Total Average Daily Package Volume 2,010,961 1,731,566 2,039,029 1,755,015 Percent Change in Average Daily Package Volume 16.1% 16.2% TOTAL INTERNATIONAL AIRFREIGHT (millions of pounds) 46.7 39.2 135.4 115.6 Note: Package volumes as reported do not equal package "pickups." The number of pickups is adjusted to reflect the percentage of deliveries completed during the respective period. Consequently, the two methods may arbitrarily produce slightly different year-over-year comparisons. For example, the year-over-year change in average daily package "pickups" was 16.6% for August and 15.7% fiscal year-to-date.
Contact: Tom Martin 901/395-3490 Shirlee Finley 901/395-3463 091494 EX-20.2 4 EXHIBIT 20.2 EXHIBIT 20.2 APPENDIX A TO PRELIMINARY OFFICIAL STATEMENT FEDERAL EXPRESS CORPORATION Federal Express Corporation (hereinafter the "Company") was incorporated in Delaware on June 24, 1971 and began operations in 1972. The Company offers a wide range of express services for the time-definite transportation of documents, packages and freight throughout the world using an extensive fleet of aircraft and vehicles and leading-edge information technologies. Corporate headquarters are located at 2005 Corporate Avenue, Memphis, Tennessee 38132, telephone (901) 369-3600. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE The following documents filed with the Securities and Exchange Commission (the "Commission") in accordance with the provisions of the Securities Exchange Act of 1934, as amended, are incorporated herein by reference and made a part hereof: 1. The Company's Annual Report on Form 10-K for the fiscal year ended May 31, 1994 filed August 5, 1994. 2. The Company's Current Report on Form 8-K dated September 14, 1994 filed September 23, 1994. All documents filed by the Company pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this Preliminary Official Statement and before the termination of the offering of the Series 1994 Bonds by this Preliminary Official Statement shall be deemed to be incorporated by reference in this Preliminary Official Statement and to be a part hereof from the date of filing of such documents. Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Preliminary Official Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Preliminary Official Statement. The Company will furnish without charge to each person to whom this Preliminary Official Statement is delivered, on written or oral request of such person, a copy of any or all of the documents incorporated by reference in this Preliminary Official Statement without exhibits to such documents (unless such exhibits are specifically incorporated by reference into such documents). Requests for such copies should be directed to: Thomas R. Martin, Managing Director - Public Relations, Federal Express Corporation, by mail at Box 727, Memphis, Tennessee 38194-1850 or by telephone at (901) 395-3490. AVAILABLE INFORMATION The Company is subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith files reports and other information with the Commission. Reports, proxy and information statements and other information filed by the Company with the Commission can be inspected, and copies may be obtained at prescribed rates, at the Public Reference Section of the Commission, 450 Fifth Street, N.W., Washington, D.C. 20549, as well as at the following Regional Offices of the Commission: New York Regional Office, 7 World Trade Center, New York, New York 10048 and Chicago Regional Office, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661- 2511. Such material can also be inspected at the offices of the New York Stock Exchange, 20 Broad Street, New York, New York 10005. A-1 SELECTED OPERATING STATISTICS (UNAUDITED) Set forth below are selected operating statistics of the express package and airfreight services of the Company for the periods indicated. Beginning in 1994, U.S. domestic express airfreight is reported as package volume in express package operating data rather than as pounds in airfreight operating data. Data for 1990 through 1993 has been restated to conform to this presentation. Beginning in 1995, Average Revenue Per Pound and Average Revenue Per Package include service fee revenues previously classified as other revenues. Data for 1990 through 1994 has been restated to conform to this presentation.
THREE MONTHS YEAR ENDED MAY 31 ENDED AUGUST 31 ---------------------------------------------------------------------- ------------------------- 1990 1991 1992 1993 1994 1993 1994 ---- ---- ---- ---- ---- ---- ---- EXPRESS PACKAGE: Average daily package volume 1,234,174 1,310,890 1,472,642 1,710,561 1,925,105 1,755,015 2,039,029 Average pounds per package 5.4 5.6 5.7 5.8 6.0 5.8 6.3 Average revenue per pound $ 3.13 $ 3.08 $ 2.87 $ 2.60 $ 2.51 $2.66 $2.39 Average revenue per package $16.76 $17.33 $16.38 $15.30 $15.12 $15.48 $15.03 AIRFREIGHT: Average daily pounds 3,148,290 2,650,204 2,258,303 2,050,033 1,844,270 1,778,508 2,083,464 Average revenue per pound $ 1.13 $ 1.20 $ 1.22 $ 1.09 $ 1.06 $1.05 $1.05 RATIO OF EARNINGS TO FIXED CHARGES (UNAUDITED) THREE MONTHS YEAR ENDED MAY 31 ENDED AUGUST 31 ---------------------------------------------------------------------- ------------------------- 1990 1991 1992 1993 1994 1993 1994 ---- ---- ---- ---- ---- ---- ---- Ratio of Earnings to Fixed Charges (a) 1.4x 1.0x (b) 1.4x 1.7x 1.5x 1.9x - --------------- (a) Earnings included in the calculation of the ratio of earnings to fixed charges represent income before income taxes plus fixed charges (other than capitalized interest). Fixed charges include interest expense, capitalized interest, amortization of debt issuance costs and a portion of rent expense representative of interest. (b) Earnings were inadequate to cover fixed charges by $173.4 million for the year ended May 31, 1992.
A-2 SUMMARY OF CONSOLIDATED FINANCIAL INFORMATION The following is a summary of the Company's operating results and financial position for the periods indicated (in millions):
OPERATING RESULTS THREE MONTHS YEAR ENDED MAY 31 ENDED AUGUST 31 ------------------------------------------------------------------ ------------------- (UNAUDITED) 1990 1991 1992 1993 1994 1993 1994 ---- ---- ---- ---- ---- ---- ---- Revenues $7,015 $7,688 $7,550 $7,808 $8,479 $2,016 $2,231 Operating Income 387 252 23 377 531 102 143 Income (Loss) Before Income Taxes 218 41 (147) 204 378 61 107 Income (Loss) Before Cumulative Effect of Change in Accounting Principle 116 6 (114) 110 204 33 61 Net Income (Loss) 116 6 (114) 54 204 33 61 FINANCIAL POSITION MAY 31 AUGUST 31, 1994 ------------------------------------------------------------------- --------------- (UNAUDITED) 1990 1991 1992 1993 1994 ---- ---- ---- ---- ---- Current Assets $1,315 $1,283 $1,206 $1,440 $1,762 $1,802 Property and Equipment, Net 3,566 3,624 3,411 3,476 3,449 3,483 Total Assets 5,675 5,672 5,463 5,793 5,992 6,073 Current Liabilities 1,240 1,424 1,385 1,449 1,536 1,549 Long-Term Debt 2,148 1,827 1,798 1,882 1,632 1,588 Common Stockholders' Investment 1,649 1,669 1,580 1,671 1,925 1,991
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