-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WG4tmKS/eWhMfqkkajjbtVnlsHggqi60SBMA8HPxz2axx5PcOYQ+LvIMswr6LsyT aEGN21cC0pD5WkPtGXesWw== 0000793074-09-000020.txt : 20090514 0000793074-09-000020.hdr.sgml : 20090514 20090514161039 ACCESSION NUMBER: 0000793074-09-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090511 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090514 DATE AS OF CHANGE: 20090514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WERNER ENTERPRISES INC CENTRAL INDEX KEY: 0000793074 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 470648386 STATE OF INCORPORATION: NE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14690 FILM NUMBER: 09826766 BUSINESS ADDRESS: STREET 1: 14507 FRONTIER ROAD CITY: OMAHA STATE: NE ZIP: 68138 BUSINESS PHONE: 4028956640 MAIL ADDRESS: STREET 1: P.O. BOX 45308 CITY: OMAHA STATE: NE ZIP: 68145 8-K 1 wern8k051109.txt WERNER ENTERPRISES, INC. 8-K 05/11/09 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): May 11, 2009 __________________ WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEBRASKA 0-14690 47-0648386 (State or other jurisdiction of (Commission File (IRS Employer incorporation) Number) Identification No.) 14507 FRONTIER ROAD POST OFFICE BOX 45308 OMAHA, NEBRASKA 68145 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (402) 895-6640 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)) ITEM 7.01. REGULATION FD DISCLOSURE. On May 11, 2009, the registrant issued a press release announcing its upcoming participation in the 2nd Annual Wolfe Research Global Transportation Conference in New York City, New York on Tuesday May 19, 2009 and the 2009 KeyBanc Capital Markets Industrial, Automotive and Transportation Conference in Boston, Massachusetts on Tuesday, June 2, 2009. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. The investor materials and a live audio webcast of the presentation provided at the Wolfe Research conference will be publicly available on such conference date on the registrant's internet website: www.werner.com, under the "Investor Information" link. The investor materials provided at the KeyBanc conference will be publicly available on this website on the day prior to such conference date. Replays of the Wolfe Research conference webcast and the investor materials from each conference will also be publicly accessible on the registrant's website for a limited period following each respective conference. Details concerning the conferences, investor materials, webcast and replays are included in the exhibit. In accordance with General Instruction B.2 to the Form 8-K, the information under this Item 7.01 and the press release exhibit to this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section 18, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the "Securities Act"), unless the registrant expressly states that such information and exhibit are to be considered "filed" under the Exchange Act or incorporates such information and exhibit by specific reference in an Exchange Act or Securities Act filing. This current report on Form 8-K, as well as the investor materials and the oral public statements made by a representative of the registrant during the aforementioned conference presentations and webcast announced in this Form 8-K and the related press release, may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Such forward-looking statements are based on information currently available to the registrant's management and are current only as of the date made. For that reason, undue reliance should not be placed on any such forward-looking statement. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the registrant's Annual Report on Form 10-K for the year ended December 31, 2008. The registrant assumes no duty or obligation to update or revise any forward- looking statement, although it may do so from time to time as management believes is warranted. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. -------- 99.1 Press release issued by the registrant on May 11, 2009, "Werner Enterprises to Participate in Two Upcoming Investor Conferences" 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 hereunto duly authorized. WERNER ENTERPRISES, INC. Date: May 14, 2009 By: /s/ John J. Steele -------------------- ------------------------------ John J. Steele Executive Vice President, Treasurer and Chief Financial Officer Date: May 14, 2009 By: /s/ James L. Johnson -------------------- ------------------------------ James L. Johnson Senior Vice President, Controller and Corporate Secretary EX-99.1 2 wernexh99051109.txt WERNER ENTERPRISES, INC. 8-K 05/11/09 EXHIBIT 99.1 WERNER ENTERPRISES, INC. 14507 Frontier Road P.O. Box 45308 Omaha, Nebraska 68145 FOR IMMEDIATE RELEASE Contact: John J. Steele - --------------------- Executive Vice President, Treasurer and Chief Financial Officer (402) 894-3036 WERNER ENTERPRISES TO PARTICIPATE IN TWO UPCOMING INVESTOR CONFERENCES Omaha, Nebraska; May 11, 2009: - ----------------------------- Werner Enterprises, Inc. (NASDAQ:WERN) ("Werner"), one of the nation's largest truckload transportation and logistics companies, announced that it will participate in two upcoming investment conferences during the months of May and June. Werner will first participate in the 2nd Annual Wolfe Research Global Transportation Conference on Tuesday, May 19, 2009 at the Fordham University School of Law in New York City, New York. Werner will be represented at the conference by Derek J. Leathers, Senior Executive Vice President and Chief Operating Officer, and John J. Steele, Executive Vice President, Treasurer and Chief Financial Officer. Mr. Leathers will provide a ten-minute presentation on Werner's business and operations and participate in a 25-minute Q&A panel discussion with two other transportation and logistics companies. Following the presentation and panel discussion, Mr. Leathers and Mr. Steele will host an informal breakout session with investors. The presentation and panel discussion will begin at 8:00 a.m. EDT and will be approximately 55 minutes in length. The 30- minute breakout session will begin at 9:00 a.m. EDT. A live audio webcast of the presentation and panel discussion and the investor materials provided at the Wolfe Research conference will be available on the internet and publicly accessible through the "Investor Information" link on the Werner website at www.werner.com. The investor materials and a replay of the webcast presentation and panel discussion will then be archived and available on the website during the 30-day period following the conference date. Werner will also participate in the 2009 KeyBanc Capital Markets Industrial, Automotive and Transportation Conference on Tuesday, June 2, 2009 at the InterContinental Hotel in Boston, Massachusetts. Mr. Steele and H. Marty Nordlund, Senior Executive Vice President, will represent Werner at the conference. They will present a business overview of Werner to the investment community during a series of 50- minute small group and general presentation meetings with investors. The meetings will be conducted from 8:00 a.m. to approximately 5:00 p.m. EDT. The materials presented to investors at the KeyBanc Capital Markets conference will be available on the internet and publicly accessible on the aforementioned Werner website on the day prior to the conference, Monday, June 1, 2009. The investor materials will also be archived and available on the website during the 30-day period following the conference date. Werner Enterprises, Inc. was founded in 1956 and is a premier transportation and logistics company, with coverage throughout the United States, Canada, Mexico, Asia, Europe and South America. Werner maintains its global headquarters in Omaha, Nebraska and maintains offices throughout North America and China. Werner is among the five largest truckload carriers in the United States, with a diversified portfolio of transportation services that includes dedicated, medium-to-long-haul, regional and local van capacity, expedited, temperature-controlled and flatbed services. Werner's Value Added Services portfolio includes freight management, truck brokerage, intermodal, load/mode and network optimization and freight forwarding. Werner, through its subsidiary companies, is a licensed U.S. NVOCC, U.S. Customs Broker, Class A Freight Forwarder in China, China NVOCC, TSA-approved Indirect Air Carrier and IATA Accredited Cargo Agent. Werner Enterprises, Inc.'s common stock trades on the NASDAQ Global Select MarketSM under the symbol "WERN". For further information about Werner, visit the company's website at www.werner.com. This press release, as well as the investor materials and the oral public statements made by a Werner representative during the conference presentations and webcast announced in this press release, may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Such forward-looking statements are based on information currently available to Werner's management and are current only as of the date made. For that reason, undue reliance should not be placed on any such forward-looking statement. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in Werner's Annual Report on Form 10-K for the year ended December 31, 2008. Werner assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. -----END PRIVACY-ENHANCED MESSAGE-----