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R > SEC Filings for R > Form 10-Q on 22-Oct-2009All Recent SEC Filings

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Form 10-Q for RYDER SYSTEM INC


22-Oct-2009

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS -
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008 OVERVIEW
The following discussion should be read in conjunction with the unaudited Consolidated Condensed Financial Statements and notes thereto included under Item 1. In addition, reference should be made to our audited Consolidated Financial Statements and notes thereto and related Management's Discussion and Analysis of Financial Condition and Results of Operations included in the 2008 Annual Report on Form 10-K.
Ryder System, Inc. (Ryder) is a global leader in transportation and supply chain management solutions. Our business is divided into three business segments: Fleet Management Solutions (FMS), which provides full service leasing, contract maintenance, contract-related maintenance and commercial rental of trucks, tractors and trailers to customers principally in the U.S., Canada and the U.K.; Supply Chain Solutions (SCS), which provides comprehensive supply chain consulting including distribution and transportation services throughout North America and in Europe and Asia; and Dedicated Contract Carriage (DCC), which provides vehicles and drivers as part of a dedicated transportation solution in the U.S. We operate in highly competitive markets. Our customers select us based on numerous factors including service quality, price, technology and service offerings. As an alternative to using our services, customers may choose to provide these services for themselves, or may choose to obtain similar or alternative services from other third-party vendors. Our customer base includes enterprises operating in a variety of industries including automotive, electronics, transportation, grocery, lumber and wood products, food service, and home furnishing.
In December of 2008, we announced strategic initiatives to increase our competitiveness and drive long-term profitable growth. As part of these initiatives, we decided to discontinue SCS operations in South America and Europe. During the third quarter of 2009, we ceased service operations in Brazil, Argentina, Chile and certain Europe markets. Accordingly, results of these operations, financial position and cash flows are separately reported as discontinued operations for all periods presented either on the face of the financial statements or in the footnotes.
ITEMS AFFECTING COMPARABILITY BETWEEN PERIODS
   Accounting Changes
   See Note (B), "Accounting Changes," for a discussion of the impact of changes
in accounting guidance.
ACQUISITIONS
   We have completed various asset purchases in the past two years, under which
we acquired a company's fleet of vehicles and contractual customers. The FMS
acquisitions operate under Ryder's name and complement our existing market
coverage and service network. FMS acquisitions during 2009 and 2008 were as
follows:

                                                              Contractual
 Company Acquired                  Date          Vehicles      Customers         Market
 Edart Leasing LLC           February 2, 2009      1,600             340     Northeast U.S.
 Gordon Truck Leasing        August 29, 2008        500              130      Pennsylvania
 Gator Leasing, Inc.           May 12, 2008        2,300             300        Florida
 Lily Transportation Corp.   January 11, 2008      1,600             200     Northeast U.S.

On December 19, 2008, we completed the acquisition of substantially all of the assets of Transpacific Container Terminal Ltd. and CRSA Logistics Ltd. (CRSA) in Canada, as well as CRSA's operations in Hong Kong and Shanghai, China. This strategic acquisition adds complementary solutions to our SCS capabilities including consolidation services in Asian hubs, as well as deconsolidation operations in Vancouver, Toronto and Montreal.
The results of these acquisitions have been included in our consolidated results since the dates of acquisition.


Table of Contents

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS - (Continued)
CONSOLIDATED RESULTS

                                                          Three months ended September 30,                    Nine months ended September 30,                      Change 2009/2008
                                                                                                                                                                Three               Nine
                                                          2009                       2008                     2009                       2008                   Months             Months
                                                                                             (In thousands)
Earnings from continuing operations before
income taxes                                         $        44,254                     115,117        $        113,418                    337,213              (62 )%              (66 )%
Provision for income taxes                                    15,752                      42,340                  45,900                    127,737              (63 )               (64 )

Earnings from continuing operations                           28,502                      72,777                  67,518                    209,476              (61 )               (68 )
Loss from discontinued operations, net of tax                 (4,531 )                    (2,569 )               (13,821 )                  (20,241 )            (76 )                32

Net earnings                                         $        23,971                      70,208        $         53,697                    189,235              (66 )%              (72 )%


Earnings (Loss) per common share - Diluted
Continuing operations                                $          0.51                        1.29        $           1.21                       3.64              (60 )%              (67 )%
Discontinued operations                                        (0.08 )                     (0.05 )                 (0.25 )                    (0.35 )            (60 )                29

Net earnings                                         $          0.43                        1.24        $           0.96                       3.29              (65 )%              (71 )%


Weighted-average shares outstanding - Diluted                 55,481                      55,949                  55,381                     56,975               (1 )%               (3 )%

The deterioration in global economic conditions in the past year has resulted in sharply lower earnings. For the third quarter and first nine months of 2009, pre-tax earnings from continuing operations reflect significantly lower earnings in our FMS business segment because of decreased global results in commercial rental, full service lease and vehicles sales as well as higher pension expense. Year-to-date results also reflect the impact of lower global automotive industry volumes, especially in the first half of 2009.
See "Operating Results by Business Segment" for a further discussion of operating results.

                                              Three months ended September 30,                  Nine months ended September 30,                   Change 2009/2008
                                                                                                                                                Three             Nine
                                              2009                       2008                    2009                      2008                 Months           Months
                                                                               (In thousands)
Revenue:
Fleet Management Solutions              $         911,947                  1,166,756       $      2,665,065                 3,473,709            (22 )%           (23 )%
Supply Chain Solutions                            298,740                    380,974                855,097                 1,151,911            (22 )            (26 )
Dedicated Contract Carriage                       120,627                    140,632                351,689                   421,542            (14 )            (17 )
Eliminations                                      (74,667 )                 (111,526 )             (218,292 )                (349,996 )           33               38

Total                                   $       1,256,647                  1,576,836       $      3,653,559                 4,697,166            (20 )%           (22 )%


Operating revenue (1)                   $       1,036,448                  1,185,267       $      3,054,389                 3,535,080           (13) %            (14 )%

(1) We use operating revenue, a non-GAAP financial measure, to evaluate the operating performance of our businesses and as a measure of sales activity. FMS fuel services revenue net of related intersegment billings, which is directly impacted by fluctuations in market fuel prices, is excluded from the operating revenue computation as fuel is largely a pass-through to our customers for which we realize minimal changes in profitability during periods of steady market fuel prices. However, profitability may be positively or negatively impacted by rapid changes in market fuel prices during a short period of time as customer pricing for fuel services is established based on market fuel costs. Subcontracted transportation is deducted from total revenue to arrive at operating revenue as subcontracted transportation is typically a pass-through to our customers. We realize minimal changes in profitability as a result of fluctuations in subcontracted transportation. Operating revenue is also a primary internal operating metric used to measure segment performance. Refer to the section titled "Non-GAAP Financial Measures" for a reconciliation of total revenue to operating revenue.

Total revenue decreased 20% to $1.26 billion in the third quarter of 2009 and decreased 22% to $3.65 billion in the nine months ended September 30, 2009. The decline in total revenue was due to lower fuel services revenue. Fuel services revenue declined due to lower fuel prices as well as lower fuel volumes. Operating revenue decreased 13% in the third quarter of 2009 and decreased 14% in the nine months ended September 30, 2009 primarily due to lower commercial rental revenue, SCS and DCC fuel revenue, and SCS automotive production volumes. Operating revenue was also negatively impacted by an increase in lease fleet downsizing decisions and lower miles driven by existing lease customers. Total revenue and operating revenue in the third quarter of 2009 included an unfavorable foreign exchange impact of 1.1% and 1.2%, respectively, due primarily to the weakening of the Mexican peso and the British pound. Total revenue and operating revenue in the nine months ended September 30, 2009 included an unfavorable foreign exchange impact of 2.3% and 2.7%, respectively, due primarily to the weakening of the British pound and the Canadian dollar.


Table of Contents

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS - (Continued)

                                  Three months ended September 30,          Nine months ended September 30,           Change 2009/2008
                                                                                                                     Three         Nine
                                      2009                 2008                 2009                 2008            Months       Months
                                                            (Dollars in thousands)

Operating expense
(exclusive of items shown
separately)                         $576,059             790,609             $1,656,765           2,368,368          (27)%        (30)%
Percentage of revenue                 46%                  50%                  45%                  50%

Operating expense and operating expense as a percentage of revenue decreased in 2009 primarily as a result of lower fuel costs. The reduction in fuel costs was driven by a decline in fuel prices as well as lower fuel volumes.
We retain a portion of the accident risk under vehicle liability and workers' compensation insurance programs. Our self-insurance accruals are based on actuarially estimated, undiscounted cost of claims, which includes claims incurred but not reported. While we believe that our estimation processes are well designed, every estimation process is inherently subject to limitations. Fluctuations in the frequency or severity of accidents make it difficult to precisely predict the ultimate cost of claims. In recent years, our development has been favorable compared to historical selected loss development factors because of improved safety performance, payment patterns and settlement patterns; however, there is no assurance we will continue to have similar favorable development in the future. During the three months ended September 30, 2009 and 2008, we recorded a charge of $0.2 million and a benefit of $3.5 million, respectively, from development in estimated prior years' self-insured loss reserves for the reasons noted above. During the nine months ended September 30, 2009 and 2008, we recorded a benefit of $3.1 million and $13.8 million, respectively, from favorable development in estimated prior years' self-insured loss reserves for the reasons noted above.

                                   Three months ended September 30,          Nine months ended September 30,           Change 2009/2008
                                                                                                                      Three         Nine
                                       2009                 2008                2009                 2008             Months       Months
                                                             (Dollars in thousands)

Salaries and                         $313,526             344,897             $926,403            1,038,946            (9)%        (11)%
employee-related costs
Percentage of revenue                  25%                  22%                 25%                  22%
Percentage of operating                30%                  29%                 30%                  29%
revenue

Salaries and employee-related costs decreased $31.4 million in the third quarter of 2009 because of lower headcount, lower incentive-based compensation, commissions, and foreign exchange rate changes. Salaries and employee-related costs decreased $112.5 million in the nine months ended September 30, 2009 because of lower headcount, changes in foreign exchange rates, lower incentive-based compensation, commissions and savings plan costs. Lower headcount was driven by reduced volumes in our SCS and DCC business segments and workforce reductions made as part of restructuring initiatives announced in the fourth quarter of 2008. The decrease in salaries and employee-related costs was partially offset by an increase in pension expense of $18.6 million and $48.5 million in the three and nine months ended September 30, 2009, respectively, caused by significant negative pension asset returns in 2008 and the positive impact of a $3.6 million Canadian pension curtailment gain recorded in the third quarter of 2008.

                                    Three months ended September 30,          Nine months ended September 30,           Change 2009/2008
                                                                                                                       Three         Nine
                                        2009                 2008                 2009                 2008            Months       Months
                                                              (Dollars in thousands)

Subcontracted transportation          $52,901               64,684              $140,122             185,623           (18)%        (25)%
Percentage of revenue                    4%                   4%                   4%                   4%

Subcontracted transportation expense represents freight management costs on logistics contracts for which we purchase transportation from third parties. Subcontracted transportation expense is directly impacted by whether we are acting as an agent or principal in our transportation management contracts. To the extent that we are acting as a principal, revenue is reported on a gross basis and carriage costs to third parties are recorded as subcontracted transportation expense. The impact to net earnings is the same whether we are acting as an agent or principal in the arrangement. Subcontracted transportation expense decreased $11.8 million and $45.5 million in the three and nine months ended September 30, 2009, respectively, as a result of decreased freight volumes in the current economic environment.


Table of Contents

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS - (Continued)

                                        Three months ended September 30,                   Nine months ended September 30,                    Change 2009/2008
                                                                                                                                           Three              Nine
                                         2009                      2008                     2009                      2008                Months             Months
                                                                          (In thousands)

Depreciation expense               $        220,455                   213,263         $        665,939                   625,766               3%                6%
Gains on vehicle sales, net                  (3,326 )                 (10,400 )                 (9,092 )                 (32,990 )           (68)              (72)
Equipment rental                             16,283                    18,750                   48,128                    59,580             (13)              (19)

Depreciation expense relates primarily to FMS revenue earning equipment. Revenue earning equipment held for sale is recorded at the lower of fair value less costs to sell or net carrying value. Depreciation expense increased $7.2 million in the third quarter because of increased write-downs in the carrying value of vehicles held for sale of $4.7 million, accelerated depreciation of $4.0 million on certain classes of vehicles expected to be sold through 2010, the impact of recent acquisitions, higher average vehicle investments, partially offset by the impact of foreign exchange rates and a lower number of owned vehicles. Depreciation expense increased $40.2 million in the nine months ended September 30, 2009 because of increased write-downs in the carrying value of vehicles held for sale of $20.4 million, the impact of recent acquisitions, accelerated depreciation of $6.3 million on certain classes of vehicles expected to be sold through 2010, higher average vehicle investments and an impairment charge of $4.1 million on a Singapore facility, partially offset by the impact of foreign exchange rates and a lower number of owned vehicles.
Gains on vehicle sales, net decreased $7.1 million in the third quarter of 2009 because of lower average pricing on vehicles sold. Gains on vehicle sales, net decreased $23.9 million in the nine months ended September 30, 2009 because of lower average pricing on vehicles sold and, to a lesser extent, a decline in the number of vehicles sold.
Equipment rental consists primarily of rent expense for FMS revenue earning equipment under lease. Equipment rental decreased $2.5 million and $11.5 million in the three and nine months ended September 30, 2009, respectively, because of a reduction in the average number of vehicles leased from third parties.

                                   Three months ended September 30,          Nine months ended September 30,               Change 2009/2008
                                                                                                                        Three             Nine
                                       2009                 2008                 2009                 2008              Months           Months
                                                             (Dollars in thousands)

Interest expense                     $35,749               39,206              $110,520             112,357              (9)%             (2)%
Effective interest rate                5.5%                 5.4%                 5.4%                 5.3%

Interest expense decreased $3.5 million and $1.8 million in the three and nine months ended September 30, 2009, respectively, because of lower average debt balances partially offset by a higher effective interest rate.

Three months ended September 30, Nine months ended September 30, 2009 2008 2009 2008

(In thousands)

Miscellaneous (income) expense, net $(2,375) 710 $(3,117) 2,336

Miscellaneous (income) expense, net consists of investment (income) losses on securities used to fund certain benefit plans, interest income, (gains) losses from sales of operating property, foreign currency transaction (gains) losses, and other non-operating items. Miscellaneous (income) expense, net improved $3.1 million and $5.5 million in the three and nine months ended September 30, 2009, respectively, primarily due to better performance in our investment securities. Miscellaneous (income) expense, net in the nine months ended September 30, 2009 also benefited from foreign currency exchange gains.


Table of Contents

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS - (Continued)

                                                 Three months ended September 30,          Nine months ended September 30,
                                                      2009                 2008                2009                 2008
                                                                              (In thousands)

Restructuring and other charges                      $3,121                 -                 $4,473                (33)
(recoveries), net

Refer to Note (G), "Restructuring and Other Charges (Recoveries)," for a discussion of the restructuring and other charges recorded during the three and nine months ended September 30, 2009. We eliminated approximately 30 positions in 2009 as part of our continued cost containment initiatives. We expect to realize annual savings of approximately $5 million from the 2009 workforce reductions in addition to the annual savings of approximately $38 million from actions taken in the fourth quarter of 2008.

                                                 Three months ended September 30,       Nine months ended September 30,      Change 2009/2008
                                                                                                                             Three       Nine
                                                     2009                2008              2009                2008          Months     Months
                                                                         (Dollars in thousands)

Provision for income taxes                          $15,752             42,340            $45,900             127,737        (63)%      (64)%
Effective tax rate from continuing operations         35.6%               36.8%             40.5%               37.9%

Our effective income tax rate from continuing operations for the third quarter of 2009 decreased mainly due to the favorable settlement of a foreign tax audit resulting in a $2.2 million tax benefit (or 5.1% of pre-tax earnings from continuing operations), partially offset by the impact of non-deductible expenses on lower comparable projected pre-tax earnings from continuing operations. During the third quarter of 2008, the State of Massachusetts enacted a new tax law which resulted in a favorable adjustment of $1.8 million. Our effective tax rate for the nine months ended September 30, 2009 increased mainly due to the impact of non-deductible expenses on lower comparable projected pre-tax earnings and the benefit in the prior year from the new tax law, partially offset by the favorable settlement of the foreign tax audit.

Three months ended September 30, Nine months ended September 30, 2009 2008 2009 2008

(In thousands)

Loss from discontinued operations, net of tax $(4,531) (2,569) $(13,821) (20,241)

Loss from discontinued operations in the third quarter of 2009 and 2008 includes $2.4 million and $3.1 million, respectively, of operating losses and 2009 includes $2.2 million of exit-related restructuring and other items incurred in the wind down of our SCS South America operations and certain European operations. Loss from discontinued operations in the nine months ended September 30, 2009 and 2008 includes $7.9 million and $14.0 million, respectively, of operating losses and $6.4 million and $6.5 million, respectively, of restructuring charges and other items. Refer to Note (D), "Discontinued Operations," for a further discussion of discontinued operations. Accumulated foreign currency translation losses will be recognized in earnings upon substantial liquidation of our investment in the foreign subsidiaries. We expect to recognize accumulated foreign currency translation losses of $12.3 million in earnings related to discontinued operations in the fourth quarter of 2009 when we expect to have substantially liquidated our investments.


Table of Contents

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS - (Continued)
OPERATING RESULTS BY BUSINESS SEGMENT

                                           Three months ended September 30,                    Nine months ended September 30,                      Change 2009/2008
                                                                                                                                                  Three              Nine
                                           2009                       2008                      2009                      2008                   Months             Months
                                                                             (In thousands)
Revenue:
Fleet Management Solutions           $         911,947                  1,166,756         $      2,665,065                 3,473,709              (22 )%            (23 )%
Supply Chain Solutions                         298,740                    380,974                  855,097                 1,151,911              (22 )             (26 )
. . .
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