1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 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 number 0-12255 ----------- YELLOW CORPORATION ------------------ (Exact name of registrant as specified in its charter) Delaware 48-0948788 - ----------------------------------- ------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 10990 Roe Avenue, P.O. Box 7563, Overland Park, Kansas 66207 - -------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (913) 696-6100 -------------- (Registrant's telephone number, including area code) No Changes - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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 --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at October 31, 1997 ----- ------------------------------- Common Stock, $1 Par Value 28,513,085 shares
2 YELLOW CORPORATION INDEX Item Page - ---- ---- PART I ------ 1. Financial Statements Consolidated Balance Sheets - September 30, 1997 and December 31, 1996 3 Statements of Consolidated Operations - Three and Nine Months Ended September 30, 1997 and 1996 4 Statements of Consolidated Cash Flows - Nine Months Ended September 30, 1997 and 1996 5 Notes to Consolidated Financial Statements 6 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II ------- 6. Exhibits and Reports on Form 8-K 15 Signatures 15 2
3 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CONSOLIDATED BALANCE SHEETS (Unaudited) Yellow Corporation and Subsidiaries September 30, 1997 and December 31, 1996 (Amounts in thousands except share data) <TABLE> <CAPTION> September 30 December 31 1997 1996 ---------- ---------- ASSETS <S> <C> <C> CURRENT ASSETS: Cash $ 39,400 $ 24,800 Accounts receivable 365,784 280,758 Refundable income taxes - 6,150 Prepaid expenses and other 34,262 78,300 ---------- ---------- Total current assets 439,446 390,008 ---------- ---------- PROPERTY AND EQUIPMENT: Cost 1,973,053 1,965,798 Less - Accumulated depreciation 1,192,846 1,153,108 ---------- ---------- Net property and equipment 780,207 812,690 ---------- ---------- OTHER ASSETS 24,842 25,109 ---------- ---------- $1,244,495 $1,227,807 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable and checks outstanding $ 117,679 $ 151,538 Wages and employees' benefits 166,140 132,255 Other current liabilities 149,811 136,251 Current maturities of long-term debt 2,424 3,661 ---------- ---------- Total current liabilities 436,054 423,705 ---------- ---------- OTHER LIABILITIES: Long-term debt 164,498 192,492 Deferred income taxes 24,572 31,555 Claims, insurance and other 176,281 184,355 ---------- ---------- Total other liabilities 365,351 408,402 ---------- ---------- SHAREHOLDERS' EQUITY: Common stock, $1 par value 29,257 28,863 Capital surplus 13,307 6,745 Retained earnings 418,147 377,712 Treasury stock (17,621) (17,620) ---------- ---------- Total shareholders' equity 443,090 395,700 ---------- ---------- $1,244,495 $1,227,807 ========== ========== </TABLE> The accompanying notes are an integral part of these statements. 3
4 STATEMENTS OF CONSOLIDATED OPERATIONS (Unaudited) Yellow Corporation and Subsidiaries For the Three and Nine Months Ended September 30, 1997 and 1996 (Amounts in thousands except per share data) <TABLE> <CAPTION> Three Months Nine Months --------------------- ----------------------- 1997 1996 1997 1996 --------- --------- ---------- ---------- <S> <C> <C> <C> <C> OPERATING REVENUE $ 882,187 $ 790,444 $2,511,768 $2,291,407 --------- --------- ---------- ---------- OPERATING EXPENSES: Salaries, wages and benefits 568,220 517,838 1,627,095 1,524,409 Operating expenses and supplies 119,389 115,750 364,070 353,323 Operating taxes and licenses 27,863 27,898 85,479 85,598 Claims and insurance 19,184 19,392 55,166 53,688 Communications and utilities 10,045 10,484 31,636 32,770 Depreciation 29,899 32,423 89,237 98,560 Purchased transportation 71,096 42,564 180,347 118,701 --------- --------- ---------- ---------- Total operating expenses 845,696 766,349 2,433,030 2,267,049 --------- --------- ---------- ---------- INCOME FROM OPERATIONS 36,491 24,095 78,738 24,358 --------- --------- ---------- ---------- NONOPERATING (INCOME) EXPENSES: Interest expense 3,364 4,487 10,417 16,542 Other, net 308 168 (909) (228) --------- --------- ---------- ---------- Nonoperating expenses, net 3,672 4,655 9,508 16,314 --------- --------- ---------- ---------- INCOME BEFORE INCOME TAXES 32,819 19,440 69,230 8,044 INCOME TAX PROVISION 12,761 10,501 28,696 11,337 --------- --------- ---------- ---------- INCOME (LOSS) $ 20,058 $ 8,939 $ 40,534 $ (3,293) ========= ========= ========== ========== AVERAGE COMMON SHARES OUTSTANDING 28,374 28,106 28,201 28,106 ========= ========= ========== ========== EARNINGS (LOSS) PER SHARE $ .71 $ .32 $ 1.44 $ (.12) ========= ========= ========== ========== </TABLE> The accompanying notes are an integral part of these statements. 4
5 STATEMENTS OF CONSOLIDATED CASH FLOWS (Unaudited) Yellow Corporation and Subsidiaries For the Nine Months Ended September 30, 1997 and 1996 (Amounts in thousands) <TABLE> <CAPTION> 1997 1996 --------- --------- <S> <C> <C> OPERATING ACTIVITIES: Net cash from operating activities $ 95,085 $ 150,964 --------- --------- INVESTING ACTIVITIES: Acquisition of property and equipment (68,926) (49,843) Proceeds from disposal of property and equipment 13,071 10,808 Purchases of short-term investments - (1,684) Proceeds from maturities of short-term investments - 7,098 --------- --------- Net cash used in investing activities (55,855) (33,621) --------- --------- FINANCING ACTIVITIES: Unsecured bank credit lines, net - (5,000) Commercial paper, net (11,832) (90,176) Repayment of long-term debt, net (17,428) (30,939) Proceeds from exercise of stock options, net 4,594 - Other, net 36 - --------- --------- Net cash used in financing activities (24,630) (126,115) --------- --------- NET INCREASE (DECREASE) IN CASH 14,600 (8,772) CASH, BEGINNING OF PERIOD 24,800 25,861 --------- --------- CASH, END OF PERIOD $ 39,400 $ 17,089 ========= ========= SUPPLEMENTAL CASH FLOW INFORMATION: - ----------------------------------- Income taxes (received) paid, net $ 20,397 $ (35,094) ========= ========= Interest paid $ 7,819 $ 14,155 ========= ========= </TABLE> The accompanying notes are an integral part of these statements. 5
6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Yellow Corporation and Subsidiaries 1. The accompanying consolidated financial statements include the accounts of Yellow Corporation and its wholly-owned subsidiaries (the company) and have been prepared by the company, without audit by independent public accountants, pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, all normal recurring adjustments necessary for a fair statement of the results of operations for the interim periods included herein have been made. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted from these statements pursuant to such rules and regulations. Accordingly, the accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements included in the company's 1996 Annual Report to Shareholders. 2. The company provides freight transportation services primarily to the less-than-truckload (LTL) market in North America through its subsidiaries, Yellow Freight System, Inc. (Yellow Freight), Preston Trucking Company, Inc. (Preston Trucking), Saia Motor Freight Line, Inc. (Saia) and WestEx, Inc. (WestEx). Yellow Services, Inc., formerly Yellow Technology Services, Inc. (Yellow Services), supports the company's subsidiaries. Yellow Freight comprises approximately 75 percent of total revenue while Preston Trucking comprises approximately 14 percent and Saia comprises approximately 10 percent. 3. For periods ended after December 15, 1997, the company will be required to report basic and diluted earnings per share in accordance with recently released Financial Accounting Standards Board Statement No. 128, Earnings Per Share. The accounting change will result in basic and diluted earnings per share of $.71 and $.69 for the quarter ended September 30, 1997, and basic and diluted earnings per share of $.50 and $.49 for the quarter ended June 30, 1997. Under the new standard, basic and diluted earnings per share will equal previously reported earnings per share for the quarter ended March 31, 1997, and all 1996 and 1995 quarters. The dilutive impact of outstanding options and other securities during those periods was not material. 4. As further described in the footnotes to the 1996 consolidated financial statements, Yellow Freight recorded a special charge of $46.1 million, or $28.3 million after taxes in the fourth quarter of 1996. The major components of the charge and subsequent activity are as summarized below (amounts in millions): 6
7 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued) <TABLE> <CAPTION> Nine Months Ended September 30, 1997 Pre-tax ---------------------------- 1996 Favorable Paid or Ending Charge Revisions Utilized Balance -------- --------- -------- -------- <S> <C> <C> <C> <C> Write down nonoperating real estate $ 16.5 $ - $ 2.5 $ 14.0 Write off computer software 8.4 - 8.4 - Early retirement program 13.7 - 13.7 - Company car program reduction 3.6 .4 3.2 - Severance and organization design 3.9 .2 3.3 .4 ------ ----- ------ ------ Total $ 46.1 $ .6 $ 31.1 $ 14.4 ====== ===== ====== ====== </TABLE> <TABLE> <CAPTION> Quarter Ended September 30, 1997 ---------------------------------------------- Beginning Favorable Paid or Ending Balance Revisions Utilized Balance --------- --------- -------- ------- <S> <C> <C> <C> <C> Write down nonoperating real estate $ 14.1 $ - $ .1 $ 14.0 Severance and organization design .8 - .4 .4 ------ ----- ------ ------ Total $ 14.9 $ - $ .5 $ 14.4 ====== ===== ====== ====== </TABLE> Marketing efforts continue on nonoperating real estate. None of the properties were sold in the third quarter. During the second and first quarter of 1997, nonoperating property written down in the charge to $1.8 million and $1.4 million was sold for $1.8 million and $1.4 million, respectively, utilizing portions of the write down. As disclosed in the footnotes to the 1996 consolidated financial statements, the pension benefit obligation under defined benefit pension plans increased $12.9 million in 1996 as a result of the 130 employees electing the early retirement program. Other early retirement program costs were paid in cash in the first quarter of 1997. All company car reduction program costs were paid in cash in the first quarter of 1997. Severance payments are expected to continue through the first quarter of 1998. Revisions to estimates during the first quarter of 1997 were reflected in operations. 5. During 1996, Yellow Freight trimmed more than $75 million in expenses. During 1997, the company expects to achieve cumulative savings of $142 million. This is comprised of $90 million in a full year of savings from cost reductions implemented in 1996 and $58 million from additional 1997 programs designed to increase workforce productivity and create other efficiencies. The $58 million is net of implementation costs and $5.6 million in nonrecurring second quarter relocation expenses resulting from a change of operations in mid-April expected to enable the increase in Yellow Freight's utilization of lower-cost rail service. The 1997 programs are expected to also result in $90 million in full year savings. The running rate of savings achieved with the 1996 and 1997 programs is expected to be $180 million. The savings are being partially offset by the $44 million impact of a contract wage and benefit increase for Yellow Freight's Teamster employees that became effective April 1,1997. 7
8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations FINANCIAL CONDITION September 30, 1997 Compared to December 31, 1996 Working capital increased $37.1 million during the first nine months of 1997, resulting in a $3.4 million working capital position at September 30, 1997 compared to a $33.7 million deficit position at December 31,1996. The improvement in working capital was primarily the result of increased accounts receivable partially offset by growth in wages and employees' benefits and other liabilities. The accounts receivable increase of $85.0 million is comprised of $78.0 million growth due to increased revenue levels and a $7.0 million increase due to the reduction in accounts receivable subject to Yellow Freight's receivables purchase agreement. During the quarter the company replaced its $200 million credit agreement with a four year, $300 million credit agreement to provide additional financial flexibility and capacity. Total debt during the first nine months of 1997 decreased $29.2 million. Net capital expenditures for the first nine months of 1997 were $55.9 million. Subject to ongoing review, total net capital spending for 1997 is expected to total approximately $109 million. RESULTS OF OPERATIONS Comparison of Three Months Ended September 30, 1997 and 1996 Net income for the quarter was $20.1 million, or $.71 per share, versus third quarter 1996 net income of $8.9 million, or $.32 per share. Operating revenue in the third quarter was $882.2 million, an 11.6 percent improvement over third quarter 1996 revenue of $790.4 million. Operating income for Yellow Corporation was $36.5 million, up from $24.1 million in the 1996 period. Third quarter results reflect an increase in smaller-sized shipments at all Yellow Corporation operating subsidiaries due to a two-week strike in August against UPS. The heavy inflow of smaller shipments distorted year-to-year third quarter comparisons of various financial and operating results. While revenue surged in a relatively compressed period of time, so did expenses. Yellow Corporation operating subsidiaries did pick up additional business, but capacity was limited and handling costs increased. The strike resulted in additional net income of approximately $1 million. Consolidated results for the third quarter include pay for performance incentive accruals for non-union employees of $12.8 million, of which $10.8 million pertains to Yellow Freight. Comparable prior year performance incentive accrual amounts totaled approximately $.1 million. Performance incentive accruals are paid annually. Interim accruals are based on forecast annual operating results. 8
9 RESULTS OF OPERATIONS (continued) During the third quarter, Yellow Freight reported operating income of $30.3 million compared with $22.3 million in the 1996 third quarter. Revenue at Yellow Freight was $666.2 million, up 10.2 percent from $604.5 million in the 1996 third quarter. The operating ratio for Yellow Freight was 95.5, compared to 96.3 in the year-earlier period. Yellow Freight tonnage and shipments per day were up 3.9 and 16.9 percent, respectively, in the third quarter, while revenue per ton was up 6.4 percent over the 1996 third quarter. Costs per ton increased by 5.4 percent, primarily due to contractual wage and benefit increases and costs related to handling the UPS strike-related business. Yellow Freight continues to make steady progress in growing profitable revenue while also reducing costs and improving productivity. Preston Trucking reported operating income of $1.5 million, compared with $.2 million in the third quarter of 1996. Revenue was $120.8 million, up 11.9 percent from revenue of $108.0 million in the year-earlier period. Preston had a 98.8 operating ratio for the 1997 third quarter, compared with 99.8 in 1996. It was the second consecutive profitable quarter for Preston. Saia continued its robust growth with operating income of $6.2 million, compared with $2.0 million in the year-earlier quarter. Revenue for the quarter was $82.3 million, up 19.4 percent from $68.9 million in the 1996 third quarter. Saia's third quarter 1997 operating ratio was 92.5 versus 97.1 in 1996. WestEx continued to perform as planned and posted revenue of $12.8 million, up from $9.0 million in the 1996 third quarter. Interest expense fell between years as a result of reduced debt levels. The effective tax rate was 38.9 percent in the 1997 quarter and 54.0 percent in the 1996 quarter. Comparison of Nine Months Ended September 30, 1997 and 1996 For the first nine months of 1997, consolidated operating revenue was $2.512 billion, up 9.6 percent from $2.291 billion in the same period of 1996. Net income was $40.5 million, or $1.44 per share, compared with a net loss of $3.3 million, or $.12 loss per share in the first nine months of 1996. Operating income for the 1997 three-quarter period was $78.7 million, compared with $24.4 million in 1996. A non-recurring income tax charge and severe winter storms negatively impacted the company's 1996 performance contributing to the loss for the 1996 period. The non-recurring 1996 tax charge amounted to $6.7 million and resulted from a cash dividend from Canadian operations of $23.0 million which was used to pay down debt. 9
10 RESULTS OF OPERATIONS (continued) Consolidated results for the first nine months include pay for performance incentive accruals for non-union employees of $23.8 million, of which approximately $18.7 million pertains to Yellow Freight. Comparable performance incentive accruals in the 1996 period totaled approximately $.5 million. Performance incentive accruals are paid annually. Interim accruals are based on forecast annual operating results. Yellow Freight recorded operating revenue of $1.906 billion in the first nine months of 1997, an 8.2 percent increase over same period in 1996. This increase reflects higher tonnage levels and an improvement in revenue per ton. Operating income for the first nine months of 1997 was $68.5 million compared to $28.9 million in the same period last year. Revenue per ton was up 3.6 percent while cost per ton increased by 1.1 percent. The operating income in 1996 suffered due to first quarter 1996 severe winter storms. Current performance at Yellow Freight is benefiting from stabilized prices, an improved economy, and the impacts of cost reduction programs, which include benefits from the increased use of rail service. The increase in rail miles as a percentage of total linehaul miles is reducing salary, wages and benefits and other operating expenses as a percentage of revenue and increasing purchased transportation as a percentage of revenue. Operating revenue for Preston Trucking in the first nine months of 1997 was $337.8 million, up 8.4 percent compared to $311.7 million in 1996. This increase reflects higher tonnage levels and an improvement in revenue per ton. The operating loss in the first nine months of 1997 was $1.0 million compared to an operating loss of $6.8 million in the same period last year. During the first quarter of 1996, Preston employees agreed to freeze wages through March of 1998 in lieu of the standard contract increases scheduled for April 1, 1996 and April 1, 1997. Preston's 1996 operating performance suffered extreme adverse impacts from the severe winter weather as its service area is concentrated in the Northeast and upper Midwest. Saia recorded operating revenue of $232.3 million in the first nine months of 1997 compared to $195.1 million in the same period of 1996, an increase of 19.1 percent. The increased revenue reflects an increase in the number of shipments handled this year compared to 1996. Operating income was $14.5 million for the first nine months of 1997 compared to $8.6 million in the same period last year. WestEx continued to perform as planned and posted revenue of $35.8 million for the three quarters, up from $23.5 million in 1996. Interest expense fell between years as a result of reduced debt levels. 10
11 RESULTS OF OPERATIONS (continued) The effective income tax rate for the 1997 first nine months was 41.5 percent. The 1996 period included a non-recurring tax charge of $6.7 million resulting from a cash dividend from Canadian operations of $23.0 million which was used to pay down debt which offset the tax benefit of the loss. The above information includes forward-looking statements. Actual future results could differ materially from those projected in such statements as a result of a number of factors which could negatively impact the company, including but not limited to inflation, volatility of expenses, labor contract negotiations, competitor pricing activity and a downturn in general economic activity. 11
12 Yellow Freight System, Inc. Financial Information For the Three and Nine Months Ended September 30, 1997 and 1996 (Amounts in thousands) <TABLE> <CAPTION> Third Quarter % Nine Months % --------------------- ----------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ --------- --------- ------ <S> <C> <C> <C> <C> <C> <C> Operating revenue 666,217 604,477 10.2 1,905,953 1,761,182 8.2 Operating income 30,293 22,343 68,471 28,898 Operating ratio 95.5 96.3 96.4 98.4 Operating ratio excluding change in operations N/A N/A 96.1 N/A Total assets at September 30 925,393 912,905 </TABLE> <TABLE> <CAPTION> Third Quarter Third Quarter % Amount/Workday % ---------------------- ---------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ -------- -------- ------ Workdays (64) (64) ---- ---- <S> <C> <C> <C> <C> <C> <C> <C> F/S Revenue LTL 611,540 546,498 11.9 9,555.3 8,539.0 11.9 TL 55,237 56,406 (2.1) 863.1 881.4 (2.1) Other (560) 1,573 N/M (8.8) 24.6 N/M Total 666,217 604,477 10.2 10,409.6 9,445.0 10.2 Revenue excluding revenue LTL 611,540 546,498 11.9 9,555.3 8,539.0 11.9 recognition adjustment TL 55,237 56,407 (2.1) 863.1 881.4 (2.1) Other 558 1,859 N/M 8.7 29.0 N/M Total 667,335 604,764 10.3 10,427.1 9,449.4 10.3 Tonnage LTL 1,847 1,743 6.0 28.86 27.23 6.0 TL 383 403 (5.1) 5.98 6.30 (5.1) Total 2,230 2,146 3.9 34.84 33.53 3.9 Shipments LTL 4,042 3,448 17.2 63.16 53.88 17.2 TL 52 54 (4.1) .81 .84 (4.1) Total 4,094 3,502 16.9 63.97 54.72 16.9 Revenue/cwt LTL 16.55 15.68 5.6 TL 7.22 6.99 3.2 Total 14.95 14.05 6.4 Revenue/shipment LTL 151.29 158.49 (4.5) TL 1,066.49 1,044.37 2.1 Total 162.87 172.16 (5.4) </TABLE> 12
13 Preston Trucking Company, Inc. Financial Information For the Three and Nine Months Ended September 30, 1997 and 1996 (Amounts in thousands) <TABLE> <CAPTION> Third Quarter % Nine Months % --------------------- ----------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ --------- --------- ------ <S> <C> <C> <C> <C> <C> <C> Operating revenue 120,836 107,990 11.9 337,765 311,672 8.4 Operating income (loss) 1,466 216 (1,026) (6,846) Operating ratio 98.8 99.8 100.3 102.2 Total assets at September 30 165,530 156,091 </TABLE> <TABLE> <CAPTION> Third Quarter Third Quarter % Amount/Workday % ---------------------- ---------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ -------- -------- ------ Workdays (64) (64) ---- ---- <S> <C> <C> <C> <C> <C> <C> <C> F/S Revenue LTL 106,963 94,892 12.7 1,671.3 1,482.7 12.7 TL 12,406 11,637 6.6 193.8 181.8 6.6 Other 1,467 1,461 .4 22.9 22.8 .4 Total 120,836 107,990 11.9 1,888.1 1,687.3 11.9 Revenue excluding revenue LTL 106,963 94,892 12.7 1,671.3 1,482.7 12.7 recognition adjustment TL 12,406 11,637 6.6 193.8 181.8 6.6 Other 1,495 1,522 (1.8) 23.4 23.8 (1.8) Total 120,864 108,051 11.9 1,888.5 1,688.3 11.9 Tonnage LTL 503 475 5.8 7.86 7.42 5.8 TL 134 125 7.4 2.09 1.95 7.4 Total 637 600 6.2 9.95 9.37 6.2 Shipments LTL 1,015 884 14.8 15.86 13.81 14.8 TL 19 18 4.7 .30 .28 4.7 Total 1,034 902 14.6 16.16 14.09 14.6 Revenue/cwt LTL 10.63 9.98 6.5 TL 4.62 4.65 (.8) Total 9.36 8.87 5.5 Revenue/shipment LTL 105.41 107.35 (1.8) TL 665.29 653.14 1.9 Total 115.52 118.13 (2.2) </TABLE> 13
14 Saia Motor Freight Line, Inc. Financial Information For the Three and Nine Months Ended September 30, 1997 and 1996 (Amounts in thousands) <TABLE> <CAPTION> Third Quarter % Nine Months % --------------------- ----------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ --------- --------- ------ <S> <C> <C> <C> <C> <C> <C> Operating revenue 82,307 68,946 19.4 232,278 195,093 19.1 Operating income 6,166 2,016 14,538 8,644 Operating ratio 92.5 97.1 93.7 95.6 Total assets at September 30 161,703 163,625 </TABLE> <TABLE> <CAPTION> Third Quarter Third Quarter % Amount/Workday % ---------------------- ---------------------- 1997 1996 Change 1997 1996 Change -------- -------- ------ -------- -------- ------ Workdays (64) (64) ---- ---- <S> <C> <C> <C> <C> <C> <C> <C> F/S Revenue LTL 74,489 61,463 21.2 1,163.9 960.4 21.2 TL 7,818 7,483 4.5 122.2 116.9 4.5 Total 82,307 68,946 19.4 1,286.0 1,077.3 19.4 Revenue excluding revenue LTL 74,577 61,563 21.1 1,165.3 961.9 21.1 recognition adjustment TL 7,827 7,495 4.4 122.3 117.1 4.4 Total 82,404 69,058 19.3 1,287.6 1,079.0 19.3 Tonnage LTL 427 378 13.2 6.68 5.90 13.2 TL 135 130 3.9 2.11 2.04 3.9 Total 562 508 10.8 8.79 7.94 10.8 Shipments LTL 863 712 21.2 13.49 11.13 21.2 TL 14 14 5.4 .22 .21 5.4 Total 877 726 20.9 13.71 11.34 20.9 Revenue/cwt LTL 8.72 8.15 7.1 TL 2.89 2.88 .6 Total 7.32 6.80 7.7 Revenue/shipment LTL 86.40 86.45 (.1) TL 544.90 535.73 (.9) Total 93.90 95.12 (1.3) </TABLE> 1996 Saia statistics have been restated for consistency with 1997 statistics calculations. 14
15 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits (10.9) - Revolving Credit Agreement, dated September 24, 1997 (27) - Financial Data Schedule (for SEC use only) (b) Reports on Form 8-K No reports on Form 8-K were filed for the three months ended September 30, 1997. 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. YELLOW CORPORATION --------------------------------- Registrant Date: November 12, 1997 /s/ A. Maurice Myers --------------------------------- --------------------------------- A. Maurice Myers Chairman of the Board of Directors, President & Chief Executive Officer Date: November 12, 1997 /s/ H. A. Trucksess, III --------------------------------- --------------------------------- H. A. Trucksess, III Senior Vice President - Finance/ Chief Financial Officer & Treasurer 15