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): July 27, 2000
Union Pacific Corporation
(Exact Name of Registrant as Specified in its Charter)
Utah 1-6075 13-2626465
(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
1416 Dodge Street, Omaha, Nebraska 68179
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (402) 271-5777
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
Attached as an Exhibit is the Press Release issued by Union Pacific
Corporation on July 27, 2000 announcing Union Pacific Corporation's financial
results for the second quarter of 2000, which is incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99 Press Release dated July 27, 2000 announcing Union
Pacific Corporation's financial results for the second
quarter of 2000.
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.
Dated: July 27, 2000
UNION PACIFIC CORPORATION
By: /s/ James R. Young
James R. Young
Executive Vice President - Finance
EXHIBIT INDEX
Exhibit Description
99 Press Release dated July 27, 2000 announcing Union Pacific
Corporation's financial results for the second quarter of
2000.
Exhibit 99
UNION PACIFIC ANNOUNCES SECOND QUARTER RESULTS
FOR IMMEDIATE RELEASE:
OMAHA, July 27 -- Union Pacific Corporation today reported strong second
quarter earnings driven by solid revenue growth and continued service
improvement. Net income for the second quarter increased 26 percent to $244
million, or $.96 per diluted share. Union Pacific reported net income of $194
million, or $.77 per diluted share, in the second quarter of 1999.
Union Pacific Corporation, excluding Overnite, reported second quarter
operating income of $526 million, a 23 percent increase over 1999. The
Railroad's commodity revenue increased 5 percent to a record $2.6 billion. The
Automotive, Intermodal and Industrial Products business groups continued strong
with each showing double-digit revenue gains. The revenue growth, coupled with
operating productivity improvements, drove a 2.5 percentage point reduction in
the operating ratio to 80.5 percent, a quarterly best for the merged company.
This improvement was accomplished despite a 50 percent increase in fuel prices
year over year.
Overnite Transportation continued its turnaround with second quarter
operating income of $17 million compared to $15 million in the second quarter of
1999. This is a substantial improvement over the $0.5 million in operating
income for the first quarter of 2000. Revenue rose 4 percent to $283 million
from $273 million in 1999. Overnite's operating ratio improved to 94.1 percent
from 94.5 in 1999.
For the first half of 2000, the Corporation reported operating income of
$994 million and net income of $429 million compared to an operating income of
$803 million and net income of $323 million for the same period in 1999.
"We're particularly encouraged by the record revenue performance in the
quarter. It shows that our operational improvements are making a difference for
our customers," said Dick Davidson, Chairman and Chief Executive Officer. "As we
head into the second half of the year, we will work even harder to leverage our
operating efficiencies into innovative and enhanced service products that will
attract new business to the Railroad."
Second quarter and first half income statements are attached.
Media inquiries should be directed to John Bromley at Union Pacific
Railroad, (402) 271-3475.
This press release may contain statements about the Corporation's future
that are not statements of historical fact. These statements are
"forward-looking statements" for purposes of applicable securities laws, and are
based on current information and/or management's good faith belief as to future
events. Forward-looking statements include projections and estimates of
earnings, revenues, cost-savings, expenses, or other financial items; statements
of management's plans, strategies and objectives for future operation, and
management's expectations as to future performance and operations and the time
by which objectives will be achieved; statements concerning proposed new
products and services; and statements regarding future economic, industry or
market conditions or performance.
Forward-looking statements are subject to risks and uncertainties.
Actual performance or results could differ materially from that anticipated by
the forward-looking statement. Important factors that could cause such
differences include the Corporation's success in implementing its financial and
operational initiatives; the impact of industry competition, conditions,
performance and consolidation; legislative and/or regulatory developments,
including initiatives to re-regulate the rail business; natural events such as
severe weather, floods and earthquakes; adverse general economic conditions,
both within the United States and globally; changes in fuel prices; changes in
labor costs; labor stoppages; and the outcome of claims and litigation.
Forward-looking statements speak only as of the date the statement was
made. The Corporation assumes no obligation to update forward-looking
information to reflect actual results, changes in assumptions or changes in
other factors affecting forward-looking information. If the Corporation does
update any forward-looking statement, no inference should be drawn that the
Corporation will make additional updates with respect to that statement or any
other forward-looking statements.
UNION PACIFIC CORPORATION
STATEMENT OF CONSOLIDATED INCOME
For the Three Months Ended June 30
(Dollars in Millions, Except Per Share Amounts)
(Unaudited)
2000 1999 Pct Chg
----------------------------
Operating Revenue ...................... $ 2,979 $ 2,773 + 7
Operating Expense - a) ................. 2,437 2,332 + 5
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Operating Income ....................... 542 441 + 23
Other Income - Net ..................... 24 24 --
Interest Expense ....................... (180) (184) - 2
------- -------
Income Before Income Taxes ............. 386 281 + 37
Income Tax Expense ..................... (142) (87) + 63
------- -------
Net Income ............................. $ 244 $ 194 + 26
======= =======
Basic Earnings Per Share ............... $ 0.99 $ 0.79 + 25
======= =======
Diluted Earnings Per Share ............. $ 0.96 $ 0.77 + 25
======= =======
Average Basic Shares Outstanding (MM) .. 246.4 246.5
Average Diluted Shares Outstanding (MM) 269.4 270.6
a) Includes one-time merger expenses of $9 million pre-tax ($5 million after-tax
or $.02 per diluted share) in 2000, $13 million pre-tax ($8 million after-tax or
$.03 per diluted share) in 1999. Merger expenses include severance, relocation
and certain other costs related to Union Pacific employees affected by the
merger.
UNION PACIFIC CORPORATION
STATEMENT OF CONSOLIDATED INCOME
For the Six Months Ended June 30
(Dollars in Millions, Except Per Share Amounts)
(Unaudited)
2000 1999 Pct Chg
----------------------------
Operating Revenue ...................... $ 5,892 $ 5,513 + 7
Operating Expense - a).................. 4,898 4,710 + 4
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Operating Income ....................... 994 803 + 24
Other Income - Net ..................... 44 49 - 10
Interest Expense ...................... (362) (370) - 2
------- -------
Income Before Income Taxes ............. 676 482 + 40
Income Tax Expense ..................... (247) (159) + 55
------- -------
Net Income ............................. $ 429 $ 323 + 33
======= =======
Basic Earnings Per Share ............... $ 1.74 $ 1.31 + 33
======= =======
Diluted Earnings Per Share ............. $ 1.70 $ 1.31 + 30
======= =======
Average Basic Shares Outstanding (MM) 246.4 246.4
Average Diluted Shares Outstanding (MM)- b) 269.4 247.7
a) Includes one-time merger expenses of $18 million pre-tax ($11 million
after-tax or $.04 per diluted share) in 2000, $28 million pre-tax ($17 million
after-tax or $.07 per basic and diluted share) in 1999. Merger expenses include
severance, relocation and certain other costs related to Union Pacific employees
affected by the merger.
b) 1999 excludes 21.8 million anti-dilutive common stock equivalents.