-----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, Gv13egkRQbI+gTjRiLbgSUNw6RZYjEQYmsuGnk4mHSgCKhp+AFPNllL8fU+gC8aP 91tl/2uPr5DfyPXeAwMWww== 0000950116-02-002007.txt : 20020828 0000950116-02-002007.hdr.sgml : 20020828 20020828110724 ACCESSION NUMBER: 0000950116-02-002007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020827 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARITRANS INC /DE/ CENTRAL INDEX KEY: 0000810113 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 510343903 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09063 FILM NUMBER: 02750479 BUSINESS ADDRESS: STREET 1: 1818 MARKET STREET SUITE 3540 CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 2158641200 MAIL ADDRESS: STREET 1: 1818 MARKET STREET SUITE 3540 CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: MARITRANS PARTNERS L P DATE OF NAME CHANGE: 19920703 8-K 1 eight-k.txt 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 (Date of earliest event reported) August 27, 2002 MARITRANS INC. (Exact name of company as specified in its charter) Delaware 1-9063 51-0343903 (State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Incorporation or Organization) Identification No.) Two Harbour Place 302 Knights Run Avenue Suite 1200 Tampa, Florida 33602 33602 (Address of principal executive offices) (Zip Code) (813) 209-0600 (Telephone number, including area code, of agent for service) Item 5. Other Events ------------ On August 27, 2002, Maritrans Inc. (the "Company") announced revised earnings expectations for 2002 and a contract renewal with its largest customer. The Company lowered its likely range of estimated operating earnings to $1.00 to $1.50 per share from the prior anticipated earnings range of $1.50 to $2.00 per share. The Company cited higher maintenance, operating and overhead costs, lower revenue and revisions to the number of anticipated diluted shares outstanding at year-end as the factors driving the decrease in the earnings expectations. In addition, the Company announced a renewal of its contract with Sunoco, Inc. to continue its lightering services through the summer of 2005 at a minimum annual utilization. The press release relating to the earnings expectations and contract renewal is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Item 7. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99.1 - Press release dated August 27, 2002* * Filed herewith SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MARITRANS INC. Date: August 28, 2002 By: /s/ Walter T. Bromfield ----------------------- Walter T. Bromfield Chief Financial Officer EX-99 3 exh99-1.txt EXHIBIT 99.1 Exhibit 99.1 [GRAPHIC OMITTED] [GRAPHIC OMITTED] Two Harbour Place 302 Knights Run Avenue Tampa, FL 33602 813-209-0600 800-922-4596 FOR FURTHER INFORMATION CONTACT: WALTER T. BROMFIELD (813) 209-0602 JUDITH M. CORTINA (610) 595-8055 FOR IMMEDIATE RELEASE MARITRANS REVISES EARNINGS EXPECTATIONS FOR 2002 Announces Contract Renewal with Largest Customer TAMPA, FL - (August 27, 2002) - Today Maritrans Inc. (NYSE:TUG) provided further guidance and insight into the Company's expectations for the remainder of 2002. Further, the Company announced that it has term contracts in place with its three largest customers through 2004 and reported that it plans to continue its stock buy-back program. The Company will host a conference call for interested investors on August 28, 2002. EARNINGS EXPECTATIONS While Maritrans continues to believe its overall outlook remains positive, it is lowering its likely range of estimated 2002 earnings from ongoing operations to $1.00 to $1.50 per share from the prior anticipated earnings range of $1.50 to $2.00 per share. The Company believes that the revised range is broad enough to anticipate the major revenue and cost variables that are outlined in this press release. Diluted earnings per share from ongoing operations in 2001 were $.96. The Company's 2001 reported earnings of $.72 included a $.24 per share extraordinary charge related to the Company's early payoff of its indenture. The Company also reiterated some positive one-time developments that could affect the second half of the year. Neither of these items is associated with earnings from ongoing operations. In July, Maritrans received a $500,000 litigation award that will be recorded in the third quarter. Also in July, Maritrans reached an agreement to sell some unused land that would result in an after-tax gain of approximately $0.8 million. This agreement, however, includes various closing conditions and its completion is not assured. Maritrans will report higher maintenance expense for 2002 than was projected earlier in the year. To respond to worldwide marine safety concerns, customers have raised their vetting standards for all industry participants, in many cases above the standards set by the U. S. Coast Guard and the American Bureau of Shipping. Maritrans has been taking steps to meet those new requirements and also to meet increasing regulatory requirements for its fleet of 15 petroleum tankers and tug/barge units. Since the Company accrues in advance for shipyard maintenance expenditures, its recent experience factor has increased the rate at which the Company will accrue these expenses going forward. - MORE - Maritrans Revises Earnings Expectations for 2002 Page 2 August 27, 2002 Earlier in the year Maritrans anticipated an increase in spot market rates occurring in the latter part of 2002, but rates have remained relatively flat through August. For planning purposes the Company believes that the lower end of its revised estimated reported earnings range should reflect rates continuing at present levels through year-end. Maritrans believes that the current downward pressure on rates is caused by an unusually high level of refined products being imported into the United States as a result of lower international petroleum consumption and low international tanker rates. Demand for U. S. vessels has been reduced by the higher level of imports and the low demand for domestic jet travel, as evidenced by airline industry cutbacks. The earnings forecast made earlier in the year anticipated an average of approximately 7.8 million diluted shares outstanding and made certain assumptions regarding share buy-backs. The reforecast updates that projection to approximately 8.7 million diluted shares outstanding at year-end and includes a correction in calculating the number of diluted shares outstanding. In January 2002, the Company purchased 2,176,296 shares in a self-tender offer at a price of $11.50 per share. The Company has 601,300 authorized shares remaining under the buyback program and will consider purchasing some or all of these shares from time to time as conditions permit. The total decrease in the midpoint of the range of per-share estimated earnings for 2002 is $.50. Of that decrease, approximately two-thirds is attributable to higher maintenance, operating and overhead costs, and to lower revenue. Approximately one third is attributable to the revisions in the anticipated number of diluted shares outstanding at year-end. Maritrans' commitment to its long-term double hull rebuilding program may result in capital expenditures as high as $30 million in 2002 and may require the Company to make additional borrowings under its existing revolving credit agreement. Capital expenditures are expected to be higher than in either of the prior two years, primarily due to the timing of rebuild payments and capitalizable improvements to its existing fleet. The barge OCEAN 252 and rebuilt tug NAVIGATOR were redelivered in the first quarter of 2002, and the barge OCEAN 250 and tug INTREPID are currently being rebuilt for expected redelivery in the fourth quarter. In addition, the Company is allowing for potential prepayments for future double hull projects. CONTRACT RENEWAL Maritrans' contracted business has remained a solid foundation for the business in 2002, and the Company has recently reached an agreement with Sunoco, Inc., to continue its exclusive lightering service for Sunoco's Philadelphia-area refineries through the summer of 2005. Substantially all of Maritrans' lightering service is provided through term contracts. Sunoco has committed to minimum annual utilization that will result in revenue levels that are higher than in the past, and it will utilize Maritrans' vessels for any additional lightering requirements beyond the minimum levels. - MORE - Maritrans Revises Earnings Expectations for 2002 Page 3 August 27, 2002 With this agreement, Maritrans has contracts in place with its three largest customers continuing through the end of 2004. Maritrans expects that its three largest customers will generate nearly half of its revenues through 2004, although the term contracts allow for some variance in customers' demand levels. Maritrans enters into other term contracts for its clean oil vessels to maintain its goal of keeping a significant portion of its vessel capacity on term arrangements. All of these term contracts are substantially above current spot market rates. Maintaining spot market availability allows opportunistic revenue during market peaks, flexibility in meeting variable term contract requirements and enables scheduled vessel shipyard periods to occur with a minimal requirement to charter in additional vessels. When a term contract customer elects to move only the minimum contracted amount of cargo, Maritrans has additional vessel capacity available in the spot market. These periods tend to occur when overall demand for petroleum is lowest, and the overall spot market rates are at lower levels than the Company's contracted rates. Approximately twenty percent of the Company's fleet has been working in the spot market over the past year. CONFERENCE CALL INFORMATION Maritrans management will host a conference call on August 28, 2002, at 10:00 a.m. eastern time to discuss the Company's earnings expectations for 2002. To access this call, please dial 1-800-252-8304. A replay of the conference call will be available from 12:00 p.m. eastern time on August 28, 2002 to 12:00 p.m. eastern time on September 4, 2002 and can be accessed by calling 1-800-633-8284 and providing the reservation number 20858078. The conference call will also be webcast live on Maritrans' website, www.maritrans.com, and will be available on the website through September 4, 2002. ABOUT MARITRANS Maritrans Inc. is a U.S. based company with a 74-year commitment to building and operating petroleum transport vessels for the U.S. domestic trade. Maritrans owns and operates one of the largest fleets serving the U.S. coastwise trade. The Maritrans fleet currently consists of four oil tankers and eleven oceangoing married tug/barge units with an aggregate fleet capacity of 3.6 million barrels, with over half of its capacity double-hulled. Maritrans is headquartered in Tampa, Florida, and maintains an office in the Philadelphia area that supports the Company's Northeast crude oil lightering operations. The common stock of Maritrans Inc. is listed on the New York Stock Exchange under the symbol "TUG." SAFE HARBOR STATEMENT The information in this news release includes certain forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, growth, performance, earnings per share or achievements to be materially different from that expressed in or implied by such forward-looking statements. These statements are based on assumptions the Company believes are reasonable, but a variety of factors could cause the Company's actual results, goals, targets or objectives to differ materially from those contemplated, projected, forecast, estimated, anticipated, planned or budgeted. Such factors include, among others, changes in oil companies' operating and sourcing decisions, competition for marine transportation, domestic oil consumption, the continuation of federal law restricting United States point-to-point maritime shipping to U.S. vessels (the Jones Act), demand for petroleum products, future spot market rates, out of service time for vessel maintenance, increased expenses due to regularity and customer requirements, changes in interest rates, the effect of terrorist activities and the general financial, economic, environmental and regulatory conditions affecting the oil and marine transportation industry in general. #### -----END PRIVACY-ENHANCED MESSAGE-----