-----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, HNxWDG3LamC+Q1WqKmxI5JFB7hPFcFa2nPU43oI2UOeqVq46MK6YZ0Xk6efK0Ij4 B8vETxUMp6v2iIhbig6LVQ== 0000950144-96-002177.txt : 19960514 0000950144-96-002177.hdr.sgml : 19960514 ACCESSION NUMBER: 0000950144-96-002177 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960513 SROS: CSX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: RYDER SYSTEM INC CENTRAL INDEX KEY: 0000085961 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 590739250 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04364 FILM NUMBER: 96561763 BUSINESS ADDRESS: STREET 1: 3600 NW 82ND AVE CITY: MIAMI STATE: FL ZIP: 33166 BUSINESS PHONE: 3055933726 MAIL ADDRESS: STREET 1: 3600 NW 82 AVENUE CITY: MIAMI STATE: FL ZIP: 33166 10-Q 1 RYDER SYSTEMS, INC. FORM 10-Q 3-31-96 1 - -------------------------------------------------------------------------------- FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission File No. 1-4364 ---------------------------------------- RYDER SYSTEM, INC. (a Florida corporation) 3600 N. W. 82nd Avenue Miami, Florida 33166 Telephone (305) 593-3726 I.R.S. Employer Identification No. 59-0739250 ---------------------------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: YES X NO --- --- Ryder System, Inc. (the "Registrant" or the "Company") had 80,002,391 shares of common stock ($0.50 par value per share) outstanding as of April 30, 1996. - -------------------------------------------------------------------------------- 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS Ryder System, Inc. and Consolidated Subsidiaries
- ------------------------------------------------------------------------------------------------------------------------------- Three months ended March 31, 1996 and 1995 (In thousands, except per share amounts) 1996 1995 - ------------------------------------------------------------------------------------------------------------------------------- REVENUE $ 1,327,951 1,233,481 - ------------------------------------------------------------------------------------------------------------------------------- Operating expense 1,078,645 994,763 Depreciation expense, net of gains (1996 - $21,016; 1995 - $28,698) 178,487 148,494 Interest expense 52,816 45,109 Miscellaneous expense (income) 276 (10) - ------------------------------------------------------------------------------------------------------------------------------- 1,310,224 1,188,356 - ------------------------------------------------------------------------------------------------------------------------------- Earnings before income taxes and cumulative effect of change in accounting 17,727 45,125 Provision for income taxes 7,548 18,546 - ------------------------------------------------------------------------------------------------------------------------------- Earnings before cumulative effect of change in accounting 10,179 26,579 Cumulative effect of change in accounting -- (7,759) - ------------------------------------------------------------------------------------------------------------------------------- NET EARNINGS $ 10,179 18,820 =============================================================================================================================== Earnings per common share: Earnings before cumulative effect of change in accounting $ 0.13 0.34 Cumulative effect of change in accounting -- (0.10) - ------------------------------------------------------------------------------------------------------------------------------- EARNINGS PER COMMON SHARE $ 0.13 0.24 - ------------------------------------------------------------------------------------------------------------------------------- Cash dividends per common share $ 0.15 0.15 - ------------------------------------------------------------------------------------------------------------------------------- Average common and common equivalent shares 80,033 78,992 ===============================================================================================================================
See accompanying notes to consolidated condensed financial statements. 3 Item 1. Financial Statements (continued) CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS Ryder System, Inc. and Consolidated Subsidiaries
- ----------------------------------------------------------------------------------------------------------------------- Three months ended March 31, 1996 and 1995 (In thousands) 1996 1995 - ----------------------------------------------------------------------------------------------------------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net earnings $ 10,179 18,820 Cumulative effect of change in accounting -- 7,759 Depreciation expense, net of gains 178,487 148,494 Deferred income taxes 5,623 10,788 Increase in other working capital items and other, net (55,577) (24,889) - ----------------------------------------------------------------------------------------------------------------------- 138,712 160,972 - ----------------------------------------------------------------------------------------------------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Debt proceeds 234,879 787,828 Debt repaid, including capital lease obligations (75,385) (367,001) Common stock issued 9,495 227 Dividends on common stock (11,928) (11,816) - ----------------------------------------------------------------------------------------------------------------------- 157,061 409,238 - ----------------------------------------------------------------------------------------------------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and revenue earning equipment (385,051) (706,270) Sales of property and revenue earning equipment 101,844 110,553 Other, net 9,801 6,878 - ----------------------------------------------------------------------------------------------------------------------- (273,406) (588,839) - ----------------------------------------------------------------------------------------------------------------------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 22,367 (18,629) Cash and cash equivalents at January 1 92,857 75,878 - ----------------------------------------------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS AT MARCH 31 $ 115,224 57,249 =======================================================================================================================
See accompanying notes to consolidated condensed financial statements. 4 Item 1. Financial Statements (continued) CONSOLIDATED CONDENSED BALANCE SHEETS Ryder System, Inc. and Consolidated Subsidiaries
- ---------------------------------------------------------------------------------------------------------------------------- March 31, December 31, (Dollars in thousands, except per share amounts) 1996 1995 - ---------------------------------------------------------------------------------------------------------------------------- ASSETS Current assets: Cash and cash equivalents $ 115,224 92,857 Receivables 366,876 374,689 Inventories 60,540 59,699 Tires in service 200,157 195,742 Deferred income taxes 41,329 39,527 Prepaid expenses and other current assets 177,315 121,547 - ---------------------------------------------------------------------------------------------------------------------------- Total current assets 961,441 884,061 - ---------------------------------------------------------------------------------------------------------------------------- Revenue earning equipment 6,013,012 5,892,408 Less accumulated depreciation (2,167,212) (2,116,523) - ---------------------------------------------------------------------------------------------------------------------------- Net revenue earning equipment 3,845,800 3,775,885 - ---------------------------------------------------------------------------------------------------------------------------- Operating property and equipment 1,180,974 1,174,217 Less accumulated depreciation (512,576) (512,852) - ---------------------------------------------------------------------------------------------------------------------------- Net operating property and equipment 668,398 661,365 - ---------------------------------------------------------------------------------------------------------------------------- Direct financing leases and other assets 276,696 269,819 Intangible assets and deferred charges 300,007 302,685 - ---------------------------------------------------------------------------------------------------------------------------- $ 6,052,342 5,893,815 ============================================================================================================================ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current portion of long-term debt $ 166,228 212,077 Accounts payable 407,073 380,264 Accrued expenses 499,625 527,834 - ---------------------------------------------------------------------------------------------------------------------------- Total current liabilities 1,072,926 1,120,175 - ---------------------------------------------------------------------------------------------------------------------------- Long-term debt 2,610,481 2,411,024 Other non-current liabilities 466,876 474,218 Deferred income taxes 655,497 648,373 Shareholders' equity: Common stock of $0.50 par value per share (shares outstanding at March 31, 1996 - 79,714,873; December 31, 1995 - 79,280,613) 560,241 550,197 Retained earnings 701,771 703,520 Translation adjustment (15,450) (13,692) - ---------------------------------------------------------------------------------------------------------------------------- Total shareholders' equity 1,246,562 1,240,025 - ---------------------------------------------------------------------------------------------------------------------------- $ 6,052,342 5,893,815 ============================================================================================================================
See accompanying notes to consolidated condensed financial statements. 5 Item 1. Financial Statements (continued) NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (A) INTERIM FINANCIAL STATEMENTS The accompanying unaudited consolidated condensed financial statements have been prepared by the Company in accordance with the accounting policies described in the 1995 Annual Report and should be read in conjunction with the consolidated financial statements and notes which appear in that report. These statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. (B) ACCOUNTING CHANGES Effective January 1, 1995, the Company adopted Statement of Financial Accounting Standards No. 116, "Accounting for Contributions Received and Contributions Made," which requires that promises to make contributions be recognized in the financial statements as an expense and a liability when a promise is made. As a result, a pretax charge of $12.2 million ($7.8 million after tax, or $0.10 per common share) was recorded as the cumulative effect of a change in accounting principle to establish a liability for the present value of the Company's total outstanding charitable commitments as of January 1, 1995. Prior to the adoption of the new Statement, charitable contributions were recorded in the financial statements in the period in which they were paid. On January 1, 1996, the Company adopted Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of." Adoption of the Statement had no impact on the Company's results of operations or financial position in the first quarter of 1996. In addition, Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation," became effective in 1996. As provided for in Statement No. 123, the Company has elected to continue to apply the provisions of APB No. 25, "Accounting for Stock Issued to Employees" in accounting for stock-based compensation. As a result, the Statement had no impact on the Company's results of operations or financial position in the first quarter of 1996. The Company will provide disclosures required by Statement No. 123 in its December 31, 1996 annual financial statements. 6 KPMG PEAT MARWICK LLP CERTIFIED PUBLIC ACCOUNTANTS One Biscayne Tower Suite 2900 2 South Biscayne Boulevard Miami, FL 33131 Telephone 305-358-2300 Telecopier 305-577-0544 Independent Auditors' Review Report The Board of Directors and Shareholders Ryder System, Inc.: We have reviewed the consolidated condensed balance sheet of Ryder System, Inc. and subsidiaries as of March 31, 1996, and the related consolidated condensed statements of earnings and cash flows for the three-month periods ended March 31, 1996 and 1995. These consolidated condensed financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated condensed financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Ryder System, Inc. and subsidiaries as of December 31, 1995, and the related consolidated statements of earnings and cash flows for the year then ended (not presented herein); and in our report dated March 8, 1996, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated condensed balance sheet as of December 31, 1995, is fairly presented, in all material respects, in relation to the consolidated balance sheet from which it has been derived. As discussed in the notes to the consolidated condensed financial statements, in 1995, Ryder System, Inc. and subsidiaries changed its method of accounting for contributions received and contributions made. KPMG PEAT MARWICK LLP Miami, Florida April 18, 1996 7 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition -- Three months ended March 31, 1996 and 1995 RESULTS OF OPERATIONS The Company reported earnings before income taxes and cumulative effect of change in accounting of $18 million in the first quarter of 1996, compared with $45 million in last year's first quarter. First quarter pretax earnings were impacted by a strike at General Motors, which affected several operations and led to a pretax loss in the Automotive Carrier Division. First quarter results were also impacted by lower gains on vehicle sales, softer commercial truck rental demand, costs related to international expansion and bad weather in the U.S. Net earnings in the first quarter of 1996 were $10 million, or $0.13 per common share, compared with $19 million, or $0.24 per common share, in the first quarter of 1995. Net earnings in the first quarter of 1995 included an after tax charge of $8 million ($0.10 per common share) for the cumulative effect of a change in accounting for charitable contributions (see "Accounting Change" below). The Company's effective tax rate in the first quarter of 1996 was 42.6% compared with 41.1% in the first quarter of 1995. Total revenue was $1.33 billion in the first quarter of 1996 compared with $1.23 billion in the first quarter of 1995, an increase of 8%. Vehicle Leasing & Services revenue increased 11%, led by the division's two primary contractual product lines, full service truck leasing and dedicated logistics. Automotive Carriers revenue was 17% lower, due primarily to the impact of the strike at General Motors, the division's largest customer. The Company's operating expense ratio was 81.2% in the first quarter of 1996 compared with 80.6% in the same period in 1995. The increase in 1996 was primarily due to the growth of the logistics business and a higher operating expense ratio at Automotive Carriers, due to the impact of the strike on revenue. A decrease in self-insured workers' compensation and vehicle liability expenses as a percentage of revenue, primarily as a result of favorable development of prior year claims, somewhat offset these increases. Depreciation expense (before gains on vehicle sales) increased 13% in the first quarter of 1996 compared with the same period last year. Higher depreciation resulted from an increase in the size of the vehicle fleet brought about by strong sales of new full service lease and logistics contracts in 1995. Depreciation related to investments in new systems technology and development also contributed to the increase. Consistent with management's expectations, gains on vehicle sales were $8 million lower in the first quarter of 1996 compared with the same period in 1995. The decrease in gains was due to a lower number of consumer rental units sold combined with a decrease in the average gain per vehicle sold in both the commercial and consumer businesses. Interest expense increased $8 million, or 17%, in the first quarter of 1996 compared with the same period in 1995, due to higher outstanding debt levels resulting from growth in the vehicle fleet in 1995 and the first quarter of 1996, somewhat offset by lower interest rates. The Company continued to maintain slightly less than one-third of its financing obligations at variable interest rates at March 31, 1996. 8 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (continued) -- Three months ended March 31, 1996 and 1995 Although the Company's contractual businesses continued to expand in the first quarter of 1996, margins are not at levels the Company deems satisfactory. Accordingly, the Company is evaluating various alternatives to improve margins through enhanced productivity and organizational efficiency and increased emphasis on the businesses which provide the highest returns. Actions may be taken during the remainder of 1996 which could result in a charge to earnings for severance, exit and other costs. VEHICLE LEASING & SERVICES As previously stated, revenue in several product lines was impacted by poor weather and the strike at General Motors. Revenue from dedicated logistics in the first quarter of 1996 increased 33% compared with last year's first quarter, and full service truck leasing revenue increased 10%. Revenue growth in both of these contractual product lines reflected strong new business sales over the last several quarters. In the first quarter of 1996, sales of new logistics contracts reached a first quarter record. First quarter sales of new full service lease contracts were lower than last year's record first quarter level. Revenue from public transportation services in the first quarter of 1996 increased 8% compared with last year's first quarter, due to growth in two of the product line's service offerings - public transit contracting and fleet management and maintenance. International Division revenue was 8% higher in the first quarter of 1996 compared with last year, primarily as a result of new full service lease contracts in the United Kingdom. Revenue from consumer truck rental in the first quarter of 1996 was slightly higher compared with last year's first quarter despite a smaller fleet, reflecting a higher number of local rentals and higher miles per transaction on long-distance rentals. First quarter 1996 revenue from commercial truck rental decreased 9% compared with the same period in 1995. This decrease was primarily due to lower demand from new full service lease customers awaiting delivery of new lease vehicles, which resulted from both shorter delivery times for new lease vehicles and lower recent levels of new full service lease sales. A decrease in the number of commercial truck rental power units in the first quarter of 1996 compared with last year's first quarter, also contributed to the decline. Pretax profits for Vehicle Leasing & Services were $25 million in the first quarter of 1996 compared with $40 million in the first quarter of 1995. Margin (revenue less direct operating expenses, depreciation and interest expense) from full service truck leasing was slightly higher in the first quarter of 1996 compared with last year's first quarter due to higher revenue, while margin as a percentage of revenue was lower. The margin percentage was impacted by continued pricing pressure. Dedicated logistics margin was higher in the first quarter of 1996 as a result of increased revenue; margin as a percentage of revenue (excluding revenue related to purchased transportation) was slightly higher. Margin from public transportation services in the first quarter of 1996 was slightly higher and margin as a percentage of revenue was slightly lower compared with the first quarter of 1995. The decline in margin percentage primarily reflected the adverse effects of bad weather on revenue and operating costs, somewhat offset by lower workers' compensation expense. Margin from the International Division was about the same in the first quarter of 1996 and margin as a percentage of revenue was lower compared with last year. The lower margin percentage was primarily due to costs associated with new logistics contracts in the United Kingdom. 9 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (continued) -- Three months ended March 31, 1996 and 1995 Consumer truck rental margin and margin as a percentage of revenue were both higher in the first quarter of 1996 compared with last year's first quarter, due primarily to improved vehicle utilization on a smaller operating fleet. Commercial truck rental margin and margin as a percentage of revenue were lower in the first quarter of 1996 due to the decline in revenue and lower vehicle utilization. The average number of power units in the combined truck rental fleets was 4% lower in the first quarter of 1996 compared with the same period last year. Management anticipates further reductions in rental power units over the remainder of the year. For the division as a whole, an increase in total operating margin in the first quarter of 1996 was more than offset by a $7 million reduction in gains on vehicle sales, costs related to international expansion and higher indirect operating expenses including costs related to new systems technology and development. AUTOMOTIVE CARRIERS First quarter 1996 results for Automotive Carriers were impacted by the temporary shutdown of the majority of General Motors' North American assembly plants as a result of a 17-day strike in March at two General Motors component plants. Revenue and vehicle shipments in the first quarter of 1996 were 17% and 10% lower, respectively, compared with last year's first quarter, primarily as a result of the strike. Revenue was also impacted by a decrease in average length of haul caused by a change in the mix of vehicles shipped. Shipments of General Motors vehicles in the first quarter decreased 21% due to the strike and lower production earlier in the quarter, while vehicle shipments for other manufacturers were 2% higher. Automotive Carriers reported a pretax loss of $3 million in the first quarter of 1996, compared with a pretax profit of $10 million in last year's first quarter. In addition to the effect of lower revenue, profitability was impacted by higher wages resulting from a May 1995 agreement with the International Brotherhood of Teamsters and higher vehicle liability and cargo damage expenses, due partly to bad weather. These negative impacts were somewhat offset by lower workers' compensation expense. OTHER Other, which is primarily comprised of corporate administrative costs, reported net expenses of $4 million in the first quarter of both 1996 and 1995. 10 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (continued) -- Three months ended March 31, 1996 and 1995 ACCOUNTING CHANGE The Company adopted Statement of Financial Accounting Standards No. 116, "Accounting for Contributions Received and Contributions Made," effective January 1, 1995. The Statement requires that promises to make contributions be recognized in the financial statements as an expense and a liability when a promise is made. As a result, the Company recorded a pretax charge of $12 million ($8 million after tax, or $0.10 per common share), to record the cumulative effect of the change in accounting principle and establish a liability for the present value of the Company's total outstanding charitable commitments as of January 1, 1995. LIQUIDITY AND CAPITAL RESOURCES Total capital expenditures in the first quarter of 1996 were $385 million, compared with $706 million in the first quarter of 1995. This decrease was consistent with management's plans to reduce capital spending by being more selective in accepting new business and focusing on those products and services with the greatest returns. Capital expenditures in full service truck leasing were $215 million in the first quarter of 1996 - a decrease of $135 million compared with last year's first quarter - due to portfolio selectivity and generally less demand for new vehicles. As a result of management's plan to reduce rental fleet levels, capital expenditures in commercial and consumer truck rental in the first quarter of 1996 decreased $63 million and $100 million, respectively. In addition, capital expenditures in Automotive Carriers decreased $20 million in the first quarter of 1996 compared with last year's first quarter. Management estimates that total capital expenditures for all of 1996 will be 20% to 30% lower compared with 1995. In the first quarter of 1996, debt increased to $2.8 billion, primarily due to the issuance of U.S. commercial paper to help finance first quarter capital expenditures and scheduled unsecured note payments. U.S. commercial paper outstanding increased from $45 million at December 31, 1995 to $244 million at March 31, 1996. The Company's debt to equity ratio at March 31, 1996, was 223%, compared with 212% at December 31, 1995. Cash flow from operating activities in the first quarter of 1996 was $139 million, compared with $161 million in the first quarter of 1995. The decrease resulted primarily from lower earnings and an increase in cash required for working capital, partially offset by a higher non-cash depreciation charge. Cash flow from operating activities plus asset sales as a percentage of capital expenditures was 62% in the first quarter of 1996 compared with 38% in the first quarter of 1995, as a result of reduced capital expenditures in 1996. 11 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (continued) -- Three months ended March 31, 1996 and 1995 At March 31, 1996 and December 31, 1995, the Company had "floating to fixed" interest rate swap agreements outstanding with aggregate notional amounts totaling $165 million and $171 million, respectively. The Company also continued to maintain $100 million of "floating to floating" interest rate swap agreements at March 31, 1996. The Company had contractual lines of credit totaling $715 million at March 31, 1996, of which $445 million was available. The Company also had $268 million of debt securities available under a shelf registration statement filed in 1995. 12 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (continued) - - Three months ended March 31, 1996 and 1995 SELECTED FINANCIAL AND OPERATIONAL DATA (Dollars in thousands)
1996 1995 - ------------------------------------------------------------------------------------------------------------------------- VEHICLE LEASING & SERVICES Revenue: Commercial Leasing & Services: Full service lease and programmed maintenance $ 522,849 473,205 Commercial rental 121,150 133,580 Other 80,434 72,052 ---------- --------- 724,433 678,837 Dedicated Logistics 258,116 194,129 Consumer Truck Rental 105,886 103,044 Public Transportation 116,688 108,497 International 81,769 75,576 Eliminations (92,964) (85,147) ---------- --------- Total 1,193,928 1,074,936 ---------- --------- Operating expense 944,591 849,702 Depreciation expense 189,823 166,905 Gains on sale of revenue earning equipment (20,940) (28,128) Interest expense 54,018 46,641 Miscellaneous expense, net 1,612 123 ---------- --------- Earnings before income taxes $ 24,824 39,693 ========== ========= Fleet size (owned and leased including international): Full service lease 107,895 96,209 Commercial and consumer rental 75,411 78,065 Buses operated or managed 12,314 12,455 Ryder Truck Rental service locations 1,133 1,116 - ------------------------------------------------------------------------------------------------------------------------- AUTOMOTIVE CARRIERS Revenue $ 137,431 164,997 ========== ========= Earnings (loss) before income taxes $ (3,257) 9,525 ========== ========= Total units transported (000) 1,459 1,614 Total miles traveled (000) 52,311 62,901 Auto transports: Owned and leased 2,831 3,542 Owner-operators 507 495 Locations 85 83 - ------------------------------------------------------------------------------------------------------------------------- Note: Certain 1995 amounts have been reclassified to conform to 1996 classifications.
13 PART II. OTHER INFORMATION Item 2. Changes in Securities: On March 8, 1996, the Company adopted a Preferred Share Purchase Rights Plan to replace its existing plan which expired on March 10, 1996. For further information see the Company's report on Form 8-K, dated March 22, 1996, previously filed with the Commission. Item 6. Exhibits and Reports on Form 8-K: (a) Exhibits (3.1) The Ryder System, Inc. Restated Articles of Incorporation, dated November 8, 1985, as amended through May 18, 1990, previously filed with the Commission as an exhibit to the Company's Annual Report on Form 10-K for the year ended December 31, 1990, are incorporated by reference into this report. (3.2) The Ryder System, Inc. By-Laws, as amended through November 23, 1993, previously filed with the Commission as an exhibit to the Company's Annual Report on Form 10-K for the year ended December 31, 1993, are incorporated by reference into this report. (4) The Rights Agreement, dated as of March 8, 1996, between Ryder System, Inc. and Boston EquiServe, L.P., which includes the Form of Right Certificate as Exhibit A, the Summary of Rights to Purchase Preferred Shares as Exhibit B and the Form of Amended and Restated Resolution Establishing the Cumulative Preferred Stock, Series C of Ryder System, Inc. as Exhibit C, previously filed with the Commission as an exhibit to the Company's Registration Statement on Form 8-A dated April 3, 1996, is incorporated by reference into this report. (11) Statement regarding computation of per share earnings. (15) Letter regarding unaudited interim financial statements. (27) Financial data schedule (for SEC use only). (b) Reports on Form 8-K A report on Form 8-K, dated February 6, 1996, was filed by the Registrant with respect to a press release reporting 1995 annual and fourth quarter revenue and earnings. A report on Form 8-K, dated March 22, 1996, was filed by the Registrant with respect to a press release reporting the declaration of a dividend of Preferred Share Purchase Rights. A report on Form 8-K, dated March 22, 1996, was filed by the Registrant with respect to a press release commenting on expected earnings for the first quarter ending March 31, 1996. 14 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 thereunto duly authorized. RYDER SYSTEM, INC. (Registrant) Date: May 13, 1996 /s/ Edwin A. Huston -------------------------------------------- Edwin A. Huston Senior Executive Vice President-Finance and Chief Financial Officer (Principal Financial Officer) Date: May 13, 1996 /s/ Anthony G. Tegnelia -------------------------------------------- Anthony G. Tegnelia Senior Vice President and Controller (Principal Accounting Officer) EX-11 2 COMPUTATION OF PER SHARE EARNINGS 1 Exhibit 11 Statement Regarding Computation of Per Share Earnings Primary earnings per share are computed by dividing earnings applicable to common shares by the weighted average number of common and common equivalent shares outstanding during the period. For purposes of computing primary earnings per share, common equivalent shares include the average number of common shares issuable upon the exercise of all employee stock options and awards and outstanding employee stock subscriptions, if dilutive, less the common shares which could have been purchased at the average market price during the period, with the assumed proceeds, including "windfall" tax benefits, from the exercise of the options, awards and subscriptions. Fully-diluted earnings per share are computed by dividing the sum of earnings applicable to common shares by the weighted average number of common shares, common equivalent shares and common shares assumed converted from potentially dilutive securities outstanding during the period. For purposes of computing fully-diluted earnings per share, common equivalent shares are computed on a basis comparable to that for primary earnings per share, except that common shares are assumed to be purchased at the market price at the end of the period, if dilutive. EX-15 3 LETTER RE: UNAUDITED INTERIM FINANCIAL STATEMENTS 1 Exhibit 15 KPMG PEAT MARWICK LLP CERTIFIED PUBLIC ACCOUNTANTS One Biscayne Tower Suite 2900 2 South Biscayne Boulevard Miami, FL 33131 Telephone 305-358-2300 Telecopier 305-577-0544 The Board of Directors and Shareholders Ryder System, Inc.: We acknowledge our awareness of the incorporation by reference in the following Registration Statements of our report dated April 18, 1996 related to our review of interim financial information: Form S-3: - Registration Statement No. 33-20359 covering $1,000,000,000 aggregate principal amount of debt securities. - Registration Statement No. 33-50232 covering $800,000,000 aggregate principal amount of debt securities. - Registration Statement No. 33-58667 covering $800,000,000 aggregate principal amount of debt securities. Form S-8: - Registration Statement No. 33-20608 covering the Ryder System Employee Stock Purchase Plan. - Registration Statement No. 33-4333 covering the Ryder Employee Savings Plan. - Registration Statement No. 1-4364 covering the Ryder System Profit Incentive Stock Plan. - Registration Statement No. 33-69660 covering the Ryder System, Inc. 1980 Stock Incentive Plan. - Registration Statement No. 33-37677 covering the Ryder System UK Stock Purchase Scheme. - Registration Statement No. 33-442507 covering the Ryder Student Transportation Services, Inc. Retirement/Savings Plan. - Registration Statement No. 33-63990 covering the Ryder System, Inc. Directors' Stock Plan. - Registration Statement No. 33-58001 covering the Ryder System, Inc. Employee Savings Plan A. 2 The Board of Directors and Shareholders Ryder System, Inc. Page 2 - Registration Statement No. 33-58003 covering the Ryder System, Inc. Employee Savings Plan B. - Registration Statement No. 33-58045 covering the Ryder System, Inc. Savings Restoration Plan. - Registration Statement No. 33-61509 covering the Ryder System, Inc. Stock for Merit Increase Replacement Plan. - Registration Statement No. 33-62013 covering the Ryder System, Inc. 1995 Stock Incentive Plan. Pursuant to Rule 436 (c) under the Securities Act of 1933, such report is not considered a part of a registration statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of Sections 7 and 11 of the Act. KPMG PEAT MARWICK LLP Miami, Florida May 13, 1996 EX-27 4 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE RYDER SYSTEM, INC. AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS AND STATEMENTS OF EARNINGS FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 115,224 0 366,876 0 60,540 961,441 7,193,986 2,679,788 6,052,342 1,072,926 2,610,481 0 0 560,241 686,321 6,052,342 0 1,327,951 0 1,257,408 0 0 52,816 17,727 7,548 10,179 0 0 0 10,179 0.13 0
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