UNITED STATES
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): January 28, 2014
YRC Worldwide Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-12255 | 48-0948788 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
10990 Roe Avenue
Overland Park, Kansas 66211
(Address of principal executive office)(Zip Code)
(913) 696-6100
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events
On January 28, 2014, YRC Worldwide Inc. (the “Company”) issued a press release announcing that the Teamsters National Freight Industry Negotiating Committee of the International Brotherhood of Teamsters had certified the previously announced voting results ratifying an extension of their collective bargaining agreement to March 2019. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K and the attached press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words “will,” “would,” “anticipate,” “expect,” “believe,” “intend” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are inherently uncertain and are subject to significant business, economic, competitive, regulatory and other risks, uncertainties and contingencies, known and unknown, many of which are beyond the Company’s control. It is important to note that the results of future discussions with the Teamsters, closing of the proposed refinancing transactions, the Company’s ability to restructure its pension fund debt and refinance its senior debt, and the overall results of the Company’s refinancing strategy will be determined by a number of factors, including (among others) those risk factors that are from time to time included in the Company’s reports filed with the SEC, including the Company’s reports on Forms 10-K and 10-Q and the Company’s Current Report on Form 8-K filed on December 9, 2013.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Press Release dated January 28, 2014 | |
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.
| YRC WORLDWIDE INC. | ||
| By: | /s/ Stephanie D. Fisher | |
| Stephanie D. Fisher | ||
| Vice President and Controller | ||
Date: January28, 2014
Exhibit Index
| Exhibit |
Description | |
| 99.1 | Press Release dated January 28, 2014 | |
Exhibit 99.1
|
10990 Roe Avenue Overland Park, KS 66211 Phone 913 696 6100 Fax 913 696 6116
News Release |
| |
TNFINC CERTIFIES RATIFICATION OF YRC WORLDWIDE CONTRACT
TERMS OF DECEMBER EQUITY TRANSACTION SATISFIED
OVERLAND PARK, Kan., January 28, 2014 – YRC Worldwide Inc. (NASDAQ: YRCW) announced today that the Teamsters National Freight Industry Negotiating Committee (TNFINC) certified the results of the Teamsters ratification vote and that, on a related note, the certified Amended Memorandum of Understanding (MOU) satisfied the relevant condition of the equity transaction announced on December 23rd.
“The ratification of the revised MOU, our improved performance and the committed equity transaction clear the way for us to enter the senior debt markets to refinance our current term and asset-based loans,” said Jamie Pierson, chief financial officer of YRC Worldwide.
As previously announced on December 23, 2013, the company has entered into agreements whereby the company would issue $250 million of common stock and preferred stock and use the proceeds to pay off its existing 6% Convertible Notes due February 2014 and defease and/or pay off its existing Series A Convertible Notes due March 2015. In addition, holders of approximately $50 million in principal amount of the company’s existing Series B Convertible Notes due March 2015 have agreed to exchange or convert those notes to common stock, further reducing the company’s debt. The investors have confirmed that the revised MOU is satisfactory under the terms of these existing agreements.
The company plans to hold a bank meeting on Tuesday, January 28, 2014, at 2:00pm EST to launch the new senior credit facilities.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words “will,” “would,” “anticipate,” “expect,” “believe,” “intend” and similar expressions are intended to identify forward-looking statements. It is important to note that actual efficiencies from the new agreement, results of the contingencies to obtaining the efficiencies, closing of the proposed equity transaction discussed in this news release, our ability to restructure our pension fund debt and refinance our senior debt, and the overall results of our refinancing strategy, including the amount our existing stockholders will be diluted, will be determined by a number of factors, including (among others) those risk factors that are from time to time included in the company’s reports filed with the SEC, including the company’s reports on Forms 10-K and 10-Q and the company’s Current Report on Form 8-K filed on December 9, 2013. Further, the company cannot provide you with any assurances that the efficiencies will be achieved, that the conditions contained in the definitive agreements related to the proposed equity transaction will be satisfied or that the proposed equity transaction, the pension fund debt restructuring or the senior debt refinancing can be completed in the timeframes required under the company’s various agreements with its stakeholders, if at all. In addition, even if all the contemplated transactions are completed, the company’s future results could differ materially from any results projected in such forward-looking statements because of a number of factors, including (among others) the risk factors that are from time to time included in the company’s aforementioned reports.
About YRC Worldwide
YRC Worldwide Inc., a Fortune 500 company headquartered in Overland Park, Kan., is the holding company for a portfolio of successful companies including YRC Freight, YRC Reimer, Holland, Reddaway, and New Penn. YRC Worldwide has one of the largest, most comprehensive less-than-truckload (LTL) networks in North America with local, regional, national and international capabilities. Through its team of experienced service professionals, YRC Worldwide offers industry-leading expertise in heavyweight shipments and flexible supply chain solutions, ensuring customers can ship industrial, commercial and retail goods with confidence. Please visit www.yrcw.com for more information.
Follow YRC Worldwide on Twitter: http://twitter.com/yrcworldwide
| Investor Contact: | Stephanie Fisher | |
| 913-696-6108 | ||
| investor@yrcw.com | ||
| Media Contact: | Suzanne Dawson | |
| LAK Public Relations, Inc. | ||
| 212-329-1420 | ||
| sdawson@lakpr.com | ||