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): April 23, 1998 Union Pacific Corporation (Exact Name of Registrant as Specified in its Charter) Utah 1-6075 13-2626465 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 1717 Main Street, Suite 5900, Dallas, Texas 75201 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (214) 743-5600 N/A Former Name or Former Address, if Changed Since Last Report 1 Item 5. Other Events. Attached as an Exhibit is the Press Release issued by Union Pacific Corporation on April 23, 1998 announcing Union Pacific Corporation's financial results for the first quarter of 1998, which is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99 Press Release dated April 23, 1998 announcing Union Pacific Corporation's financial results for the first quarter of 1998.
2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Union Pacific Corporation has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 23, 1998 UNION PACIFIC CORPORATION By: /s/ Carl W. von Bernuth ------------------------- Carl W. von Bernuth Senior Vice President, General Counsel and Secretary
EXHIBIT INDEX Exhibit Description 99 Press Release dated April 23, 1998 announcing Union Pacific Corporation's financial results for the first quarter of 1998.
EXHIBIT 99
UNION PACIFIC ANNOUNCES FIRST QUARTER RESULTS
Dallas, Texas, April 23, 1998 -- Union Pacific Corporation today reported
a net loss of $62 million, or $.25 per diluted share, in the first
quarter, reflecting the impact of continued congestion at its railroad
subsidiary, as well as the costs of its service recovery efforts. The
Corporation estimates that these congestion problems reduced net income
for the quarter by approximately $260 million, or $1.05 per diluted share.
Net income was $128 million, or $.52 per diluted share, in the first
quarter of 1997. Results for the quarter also included $18 million, or
$.07 per diluted share, in one-time after-tax expenses associated with the
implementation of the UP/SP merger.
Union Pacific Railroad reported operating income of $53 million in
the first quarter of 1998, compared to $353 million for the same period in
1997. As a result of the service difficulties, and the costs associated
with the recovery plan, Railroad revenues were down 11 percent in the
quarter, while operating costs increased 1 percent. This led to an
operating ratio of 97.7, compared with 86.2 in the first quarter of 1997.
During the quarter, the Railroad continued its intense efforts to
alleviate congestion on its system and restore normal service levels to
its customers.
Overnite Transportation increased its first quarter operating income
to $13 million, compared to break-even in the first quarter of 1997
(excluding goodwill in both periods). Continued improvement in service
levels combined with a strong trucking environment to increase revenues by
20 percent. Traffic volume increased 13 percent and average prices were
up 7 percent year-over-year. As a result of continued productivity
improvements, Overnite's operating ratio decreased by 5.0 percentage
points to 94.9.
"This has been another difficult quarter," said Dick Davidson, Chief
Executive Officer. "While congestion made the accomplishment of key
merger milestones in the Gulf Coast region more difficult, we are
cautiously optimistic that the Railroad is making progress in its return
to normal operations. To complete our recovery, we know that we must
regain the confidence of our customers through sustained consistent
quality service."
A first quarter income statement is attached.
Media inquiries should be directed to John Bromley at Union Pacific
Railroad, (402) 271-3475.
(This press release contains forward-looking statements within the
meaning of the Securities Act of 1933 and the Securities Exchange Act of
1934. Such forward-looking information is based on information available
at this time and is subject to risks and uncertainties that could cause
actual results to differ materially from those expressed herein.
Important factors that could cause such differences include, but are not
limited to, whether Union Pacific Railroad is fully successful in
overcoming its congestion-related problems and implementing its Service
Recovery Plan, industry competition, regulatory developments, natural
events such as severe weather, floods and earthquakes, the effects of
adverse general economic conditions, fuel prices, labor strikes, the
impact of the year 2000 systems problems and the ultimate outcome of
shipper claims related to congestion, environmental investigations or
proceedings and other types of claims and litigation.)
UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES
STATEMENT OF CONSOLIDATED INCOME
For the Three Months Ended March 31
(Dollars in Millions Except Per Share Amounts)
(Unaudited)
1998 1997 Pct Chg
Operating Revenues............ $2,586 $2,810 -8
Operating Expenses a)......... 2,527 2,465 +3
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Operating Income.............. 59 b) 345 -83
Other Income - Net............ 23 38 -39
Interest Expense.............. (161) (150) +7
Corporate Expenses............ (26) (28) -7
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Income Before Income Taxes.... (105) 205 U
Income Taxes.................. 43 (77) F
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Net Income.................... ($62) $128 U
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Earnings Per Share:
Basic........................ ($0.25) $0.52 U
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Diluted...................... ($0.25) c) $0.52 U
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Average Basic Shares Outstanding (MM)... 246.0 245.5 -
Average Diluted Shares Outstanding (MM). 247.7 247.8 -
a) Includes one-timer merger expenses of $29 million pre-tax ($18 million
after-tax or $.07 per share) in 1998, $15 million pre-tax ($9 million
after-tax or $.04 per share) in 1997. Merger expenses include severance,
relocation and certain other costs related to Union Pacific employees
affected by the merger.
b) Includes $419 million pre-tax ($260 million after-tax or $1.05 per
share) impact of rail congestion.
c) Accounting regulations do not allow inclusion of common stock
equivalents in a loss period since they are anti-dilutive.
April 23, 1998