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): August 20, 2018
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)
n/a
(Former name or former address, if changed since last report)
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01 | Regulation FD Disclosure |
YRC Worldwide Inc. will present at investor meetings and conferences during the remainder of the third quarter of 2018. A copy of the slide show presentation to be presented is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 99.1 | YRC Worldwide Inc. Investor Presentation | |
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/ Brianne L. Simoneau | |
| Brianne L. Simoneau | ||
| Vice President and Controller | ||
Date: August 20, 2018
 INVESTOR PRESENTATION
August 2018 Exhibit 99.1 |
 YRC
WORLDWIDE INVESTOR PRESENTATION
2 The information in this presentation is summary in nature and
may not contain all information that is important to you. The
Recipient acknowledges and agrees that (i) no
representation or warranty regarding the material
contained in this presentation is made by YRC
Worldwide Inc. (the “Company” or
“we”) or any of its affiliates and (ii) that the Company and its affiliates have no obligation to update or supplement this
presentation or otherwise provide additional information.
This presentation is for discussion and reference
purposes only and does not constitute an offer to
sell or the solicitation of an offer to buy any
securities or other property. This presentation
contains “forward-looking statements”
within the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of
1934. Forward-looking statements relate to future
events or future performance of the Company and
include statements about the Company’s
expectations or forecasts for future periods and
events. Specific forward-looking statements can be identified
by the fact that they do not relate strictly to
historical or current facts and include, without
limitation, words such as “may,”
“will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” the negative of
such terms or other comparable terminology. We disclaim any
obligation to update those statements, except as
applicable law may require us to do so, and we
caution you not to rely unduly on them. We have
based those forward-looking statements on our
current expectations and assumptions about future events, and while our management considers those expectations and assumptions to be reasonable, they are inherently subject to
significant business, economic, competitive, regulatory and
other risks, contingencies and uncertainties, most
of which are difficult to predict and many of which
are beyond our control. Therefore, actual results
may differ materially and adversely from those
expressed in any forward-looking statements.
Factors that might cause or contribute to such differences
include, but are not limited to, those we discuss in
the “Risk Factors” section of our Annual
Report on Form 10-K and in other reports we file
with the Securities and Exchange
Commission.
This presentation includes the presentation of Adjusted
EBITDA, a non-GAAP financial measure. Adjusted
EBITDA is not a measure of financial performance in
accordance with generally accepted accounting
principles and may exclude items that are
significant in understanding and assessing our
financial results. Therefore, this measure should not be
considered in isolation or as an alternative to net
income from operations, cash flows from operations,
earnings per fully- diluted share or other
measures of profitability, liquidity or performance
under generally accepted accounting principles. We
believe our presentation of Adjusted EBITDA is useful to investors and other users as these measures represent key supplemental information our management uses to compare and evaluate our core underlying business results both on a
consolidated basis and across our business segments,
particularly in light of our leverage position and the
capital- intensive nature of our business.
Additionally, Adjusted EBITDA helps investors to
understand how the company is tracking against our
financial covenants in our term loan credit
agreement as this measure is calculated as prescribed therein
and serves as a driving component of our key
financial covenants. You should be aware that
this presentation of Adjusted EBITDA may not be
comparable to similarly-titled measures used by
other companies. A reconciliation of this measure to
the most comparable measures presented in accordance
with generally accepted accounting principles has
been included in this presentation.
Product names, logos, brands, and other trademarks featured or referred to are the
property of their respective trademark holders. These trademark holders are not affiliated with YRC Worldwide Inc. They do not sponsor or endorse our materials. STATEMENTS & DISCLAIMERS |
 From the time we began traveling the roads more than 90 years ago, we have
used a combination of extraordinary service, technology and good
old fashioned hard work to evolve into the company
we are today. YRC WORLDWIDE INVESTOR
PRESENTATION 3
One of the largest less-than-truckload (LTL) carriers in
North America featuring… ~32,000
Employees ~940M Miles Driven $4.9B Annual Revenue |
 Providing services under a portfolio of four operating companies.
YRC WORLDWIDE INVESTOR PRESENTATION
4 Collectively, we have approximately 20 - 25% of the public carrier market by tonnage. We provide the broadest coverage and
more service capability throughout North America than any
competitor. To put it simply, customers tell us where they want their freight to go and when it needs to be there, and we take it there; we carry the economy.
OUR FAMILY OF COMPANIES |
 YRC
WORLDWIDE INVESTOR PRESENTATION
5 YRC Freight serves manufacturing, wholesale, retail and government customers throughout North America. When customers need longer-haul LTL shipping solutions, YRC Freight is the expert. LTM 2Q18 Revenue $3.1 Billion LTM 2Q18 Adjusted EBITDA $151 Million # of Customers ~ 120,000 # of Terminals 260 Average Length of Haul 1,300 Miles Average Weight 1,200 lbs. Average Transit 3-4 Days NORTH AMERICA. DELIVERED. |
 YRC
WORLDWIDE INVESTOR PRESENTATION
6 For next-day and time-sensitive services, we have three
distinct regional carriers: Reddaway, Holland and New
Penn. All three brands are well established in
their respective regions.
LTM 2Q18 Revenue
$1.9 Billion
LTM 2Q18 Adjusted EBITDA
$134 Million
# of Customers
~ 150,000
# of Terminals
124
Average Length of Haul
400 Miles
Average Weight
1,500 lbs.
Average Transit
>
90% 2 Days or Less
REGIONAL EXPERTISE |
 The company you keep says a lot about you. YRC WORLDWIDE INVESTOR PRESENTATION 7 And we work with some very good companies. We’re fortunate to have stable, long-standing relationships with some of the greatest companies in the world, from large Fortune 500 companies to small, privately-held businesses.
OUR CUSTOMERS |
 YRC
WORLDWIDE INVESTOR PRESENTATION
8 Unishippers Global Logistics 2017 Midwest Regional LTL Carrier of the Year Logistics Management Quest for Quality Award Winner (31 times) Walmart, Unishippers, Avery Dennison, Echo Group Logistics and Worldwide Express Regional Carrier of the Year Parker Hannifin, BASF, Transplace and Ravago LTL Carrier of the Year GlobalTranz Carrier of the Year 2017 & 2011 (Midwest Region) Toyota North American Parts LTL Logistics Partner of the Year Logistics Management Quest for Quality Award Winner (30 times) Unishippers, Avery Dennison and Echo Group Logistics Regional Carrier of the Year Parker Hannifin and BASF LTL Carrier of the Year Toyota North American Parts LTL Logistics Partner of the Year Haworth Carrier of the Year Logistics Management Quest for Quality Award Winner (22 times) Worldwide Express 2015 Western Regional Carrier of the Year Unishippers Global Logistics 2017 & 2015 Regional LTL Partner of the Year Toyota North American Parts 2015 & 2014 LTL Provider of the Year Echo Global Logistics 2015 Platinum Award 2014 Carrier of the Year GlobalTranz Carrier of the Year 2017, 2015, 2014, 2013, 2011 (Western Region) Walmart 2016 LTL Carrier of the Year NASSTRAC 2017 & 2016 LTL Carrier of the Year JB Hunt 2015 National LTL Carrier of the Year Inbound Logistics 2015 top 100 Trucker Unishippers Global Logistics 2017 & 2015 National LTL Carrier of the Year ScoopMonkey’s Top 100 Best Carriers Commercial Carrier Journal’s Top 250 Carriers Transport Topics Top 100 Carriers WE DELIVERED AND OUR CUSTOMERS NOTICED |
 9 COMPETITIVE STRENGTHS YRC Worldwide’s competitive strengths provide a platform
for continued improvement and long-term growth.
|
 YRC
WORLDWIDE INVESTOR PRESENTATION
10 ~32,000 highly experienced
employees throughout North America.
~17,000 drivers safely and efficiently moving freight throughout our network. ~ 14 year average tenure of union
employees. Less than 15% union employee turnover. More than 250,000 long-term
relationships with customers.
More than 150 years of operating experience among senior management team. OUR PEOPLE |
 YRC
WORLDWIDE INVESTOR PRESENTATION
11 Typical LTL driving distance contributes to stable workforce and low turnover. ~940 million miles covered in 2017 (the equivalent of more than 167,000 round trips between New York and Los Angeles). 1,970 active accident-free 1 million mile drivers
642 active accident-free 2 million mile drivers
142 active accident-free 3 million mile drivers
27 active accident-free 4 million mile drivers
3 active accident-free 5 million mile drivers
1
active accident-free 6
million mile driver OUR DEDICATION |
 YRC
WORLDWIDE INVESTOR PRESENTATION
12 YRC Freight Service Center OUR NETWORKS Reddaway Service Center New Penn Service Center Holland Service Center Border Gateways |
 YRC
WORLDWIDE INVESTOR PRESENTATION
13 YRC Freight operates a
modernized national network.
Regional carriers operate direct loading and quick sort networks. 384 terminals ~21,000 doors
~14,000 tractors ~45,000 trailers
Reinvesting in the business
by replenishing the fleet through a combined
approach of purchasing and leasing.
Since 2015, taken delivery of more than 3,700 tractors and 7,300 trailers. OUR ASSETS |
 YRC
WORLDWIDE INVESTOR PRESENTATION
14 Implementing tools for continuous improvement in safety, efficiency, and productivity. In-Cab Safety Technology (in service) 95 Dimensioners
(in service) Dock Supervisor Tablets (in service) Quintiq Pickup and Delivery Route Optimization Software (full implementation expected in 2019) Pick Up & Delivery Handheld Units (in service) Optym Linehaul Route Optimization Software (in service) Customer Self-Service Portals To Support Digital Experience (implementation in process) OUR TECHNOLOGY |
 The result is award-winning customer service with a flexible supply chain that provides the broadest coverage
throughout North America.
YRC WORLDWIDE INVESTOR PRESENTATION
15 OUR PEOPLE OUR NETWORKS OUR TECHNOLOGY OUR ASSETS OUR DEDICATION |
 YRC
WORLDWIDE INVESTOR PRESENTATION
16 1 2 3 4 UPDATE ON RECENT EVENTS CEO Succession Plan Completed Darren Hawkins appointed Chief Executive Officer. Prior to this appointment, he served as President and Chief Operating Officer at YRCW after serving as President of YRC Freight. He replaced James Welch who retired July 30, 2018. James will provide consulting services to the Company for an additional year commencing immediately after his retirement. 2Q18 Financial Results 2Q18 operating revenue increased 5.2% to $1.33 billion compared to $1.26 billion in 2Q17. 2Q18 Adjusted EBITDA increased 10.7% to $100.8 million compared to $91.1 million a year ago. YRC Freight Network Enhancement Significant structural upgrade implemented in late 2017. Transitioned eight terminals to distribution centers to serve as quick sort operations. Implemented the use of utility employees that are able to perform multiple job functions. Continued Reinvestment YTD 2Q18 the Company took delivery of more than 900 tractors with approximately another 500 scheduled for delivery in 2H18. The Company also took delivery of more than 500 trailers YTD 2Q18 with approximately another 3,300 expected to be delivered in 2H18. |
 17 FINANCIAL UPDATE |
 $28
$45 $93 $124 $101 $98 $98 $20 $25 $47 $20 $17 $21 $14 $48 $70 $140 $144 $117 $119 $112 2013 2014 2015 2016 2Q17 LTM 2017 2Q18 LTM YRCW Operating Income (in millions) Pension and Settlement Expense Operating Income as Originally Reported (includes Pension and Settlement Expense) YRC WORLDWIDE INVESTOR PRESENTATION 18 CONSOLIDATED (a) (a) The Company adopted ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic
Postretirement Benefit Cost, beginning in January 1, 2018, with a
retrospective application. This requires a reclassification to non-operating expenses from “Salaries, wages and employee benefits” in operating expenses. Operating Income as Originally Reported (includes Pension Expense and Settlement Expense) above represents Operating
Income prior to this application.
$4,865 $5,069 $4,832 $4,698 $4,801 $4,891 $5,001 2013 2014 2015 2016 2Q17 LTM 2017 2Q18 LTM YRCW Revenue (in millions) |
 $297.5
$295.2 $249.1 $298.1 $698.2 $586.5 $105.0 $219.9 $124.2 $124.2 $75.1 $177.8 $86.7 $69.2 $16.5 $69.4 $0.2 $0.2 YRC WORLDWIDE INVESTOR PRESENTATION 19 Since 2013 debt obligations reduced by $450.6 million and cash interest payments reduced by ~$40 million per
year. (a) Average effective interest rate as of June 30,
2018 Term Loan
ABL Term A Capital Leases ABL Term B Contribution Deferral Agreement (CDA) Notes Series A Notes Series B Notes 6% Convertible Senior Notes Capital Leases New Term Loan CDA Notes $1,361.3M $910.7M Pre-Refinancing - 12/31/13 9 Debt Facilities As of 6/30/18 3 Debt Facilities 5% Convertible Notes 5% Convertible Notes Series B Notes Series A Notes Post-Refinancing - 3/31/14 6 Debt Facilities Capital Leases 12.0% (a) New Term Loan 10.6% CDA Notes 7.9% (a) $1,221.0M SIMPLIFIED CAPITAL STRUCTURE ($ in millions) |
 YRC
WORLDWIDE INVESTOR PRESENTATION
20 Significant extension of maturities provides runway to continue operational transformation.
Focused on Operational Execution Runway
2.8 years August 2018 IBT (MOU) March ABL Facility June Term Loan July CDA Notes December NO NEAR-TERM MATURITIES 2018 2019 2020 2021 2022 |
 YRC
WORLDWIDE INVESTOR PRESENTATION
21 After several years of curtailing investment in the business,
capital spending has resumed.
Fleet replenishment through operating leases beginning in
2013.
Increased leasing activity due to greater financing options
resulting from the Company’s improved financial
condition. For LTM 2Q18, the CapEx Equivalent (CapEx
plus the Capital Value of Leases) was 6.8% of
revenue. Since the beginning of 2015, the Company has
taken delivery of more than 3,700 tractors and 7,300
trailers. Acquired 95 dimensioners since 2014.
Dimensioning technology is used to better cost,
price and plan freight loading and
flow. REINVESTING IN THE BUSINESS
$67 $70 $108 $101 $70 $111 $70 $72 $132 $153 $134 $231 $137 $142 $240 $254 $237 $342 2013 2014 2015 2016 2017 LTM 2Q18 CapEx Equivalent (in millions) CapEx Capital Value of Leases 2.8% 2.8% 5.0% 5.4% 4.8% 6.8% 2013 2014 2015 2016 2017 LTM 2Q18 CapEx Equivalent - as a % Revenue |
 YRC
WORLDWIDE INVESTOR PRESENTATION
22 4x increase in technology investment from 2013 to LTM 2Q18. Recent Technology & Other CapEx investments include: Dimensioners (a) Mobileye and Lytx in-cab safety technology (a) Pickup and delivery handheld units Upgraded forklift technology PROS yield management technology Dock supervisor tablets KRONOS time and attendance system Dimensional freight quote based shipping solution Sysnet linehaul optimization technology As we move forward, we expect to continue reinvesting at a
similar level including:
Optym linehaul load plan creation and network
optimization
Quintiq pick-up and delivery software
(a) Included in Other CapEx
REINVESTING IN THE BUSINESS
$10 $18 $37 $43 $46 $49 $4 $18 $11 $15 $6 $3 2013 2014 2015 2016 2017 LTM 2Q18 Technology + Other CapEx Spend (in millions) Technology Other CapEx |
 90.4% 95.0% 97.0% 1.5% 1.2% 96.5% 98.2% Industry ex YRCW YRC Regional YRC Freight LTM 2Q18 OPERATING RATIO YRC WORLDWIDE INVESTOR PRESENTATION 23 Assuming current market performance of an operating ratio of approximately 90, the goals for the coming years
are: YRC Regional:
~95% YRC Freight: ~97% Note: The peer group’s LTM 2Q18 Operating Ratio includes ABFS, FDXF, ODFL, RRTS LTL, SAIA LTL, and XPO LTL.
LTM 2Q18 (amounts in millions)
YRC Regional YRC Freight Revenue $1,872.8 $3,128.3 Operating Income 64.8 57.3 Operating Ratio 96.5% 98.2% Improvement Opportunity Operating Ratio Goals OPPORTUNITY FOR OPERATING RATIO IMPROVEMENT |
 YRC
WORLDWIDE INVESTOR PRESENTATION
24 1 PLAN TO ACHIEVE OPERATING RATIO GOALS Volume and Yield Growth Economic Growth Continued market price rationalization 2 Delivering Award Winning Service and Partnering with our Customers YRC Freight’s network enhancement transitioned eight terminals to regional distribution centers and implemented use of utility employees 3 Enhancing Employee Engagement Union employees profit sharing bonus opportunity based on achieving OR metrics 4 Improving Productivity Dock supervisor tablets Utilizing Sysnet software to reduce linehaul miles 5 Continue Investing in Technology and Revenue Equipment Optym linehaul route optimization software Quintiq pickup and delivery route optimization software 6 Safety Culture In-cab safety technology New investment in employee injury avoidance is being implemented in 2018 |
 YRC
WORLDWIDE INVESTOR PRESENTATION
25 Plan to continue investing back into the business through combined purchasing and leasing to enhance shareholder value. International Brotherhood of Teamsters memorandum of understanding (MOU) in place through March 2019. Annual wage increases of $0.34 per hour in April 2018. Annual health, welfare and pension benefit contributions increase in August 2018; MOU provides for up to a $1/hour, or approximately 8%, increase in 2018. No material long- term debt / facility maturities until 2Q21. Operational runway for management to continue the operational turnaround. Total federal net operating losses (NOLs) of $805.4 million as of December 31, 2017 that expire between 2028 - 2037. Helps mitigate federal cash income tax payments. Tax Cuts and Jobs Act of 2017 is not expected to have a significant impact due to the NOL carryforwards. 1 2 3 4 FORWARD LOOKING CONSIDERATIONS |
 YRC
WORLDWIDE INVESTOR PRESENTATION
26 How we plan to move freight, our company, and your investment forward. Experienced Leadership Team Strong Industry Position Tremendous Asset Base Simplified & Stable Capital Structure Diversified Business Model Reinvestment Back into Business Well Positioned In A Tight Capacity Environment YRC Worldwide provides the opportunity to invest in a portfolio of four proud and distinct LTL operating
companies. |
 YRC
WORLDWIDE INVESTOR PRESENTATION
27 YRCW yrcw.com Tony Carreño Vice President – Investor Relations (913) 696-6108 tony.carreno@yrcw.com INVESTOR RELATIONS |
 28 APPENDIX |
 YRC
WORLDWIDE INVESTOR PRESENTATION
29 Darren Hawkins Chief Executive Officer, YRCW More than 28 years of industry experience. Returned to the Company in 2013 and served as President of YRC Freight prior to being appointed Chief Operating Officer at YRCW. Stephanie Fisher Chief Financial Officer, YRCW More than 18 years of experience in accounting, financial analysis and corporate compliance. 14-year veteran of the Company; prior to being named CFO, was Vice President and Controller for the Company. Justin Hall Chief Customer Officer, YRCW Responsible for designing and deploying technology, logistics and innovative transportation solutions to enhance the customer experience and create growth opportunities. Former President of Logistics Planning Services. Jim Fry Vice President, General Counsel & Corporate Secretary, YRCW More than 21 years of industry experience. Prior to YRCW, served as Executive Vice President, General Counsel, and Secretary for Swift Transportation Company. EXPERIENCED SENIOR MANAGEMENT |
 YRC
WORLDWIDE INVESTOR PRESENTATION
30 Scott Ware President, Holland More than 31 years of industry experience. Prior to being named President of Holland, was Vice President of Operations and Linehaul for the Company. Howard Moshier President, New Penn More than 30 years of industry experience. Prior to being named President of New Penn, was the Senior Vice President of Operations for YRC Freight. Bob Stone President, Reddaway More than 33 years of industry experience. Prior to being named President of Reddaway, was the Vice President of Operations for Reddaway. TJ O’Connor President, YRC Freight More than 35 years of industry experience. Prior to being named President of YRC Freight, was President of Reddaway. EXPERIENCED SENIOR MANAGEMENT |
 YRC
WORLDWIDE INVESTOR PRESENTATION
31 Seattle Portland Tracy Salt Lake City Denver Phoenix Bloomington Kansas City Oklahoma City Jackson Indianapolis Houston Memphis Nashville Chicago Dallas St. Paul San Antonio Omaha South Bend St. Louis Atlanta Charlotte Akron Harrisburg Buffalo Maybrook Richmond Hagerstown Orlando Columbus 8 New Distribution Centers 23 Current Distribution Centers YRC FREIGHT’S NETWORK ENHANCEMENT |
 YRC
WORLDWIDE INVESTOR PRESENTATION
32 Employees covered by collective bargaining agreements. Required contractual contributions anticipated to be an average of $2.22 per hour in 2018 (a) . 2018 cash contributions to be approximately $105 million (a) . Expense included in EBITDA. Not impacted by changes in interest rates. Contributions are made to 32 multi-employer pension plans
with various levels of underfunding.
Pension plans are managed by independent
trustees.
If the Company were to withdraw from or there was a
termination of all of the multi-employer pension plans, the
Company’s portion of the contingent liability
would be an estimated $9 billion.
However…YRC Worldwide has, and expects to continue,
making its required contractual contributions to the
multi- employer pension plans thus SIGNIFICANTLY
minimizing the potential of any material contingent
liability becoming due.
Additionally, to our knowledge, there are no regulations
that would change our average per hour contribution
for the remaining term of the Memorandum of
Understanding (MOU) as that is contractually agreed
to by and between the Company and the individual
funds nor are we aware of any regulations that
would materially change the status or amount of our
contingent liability. As long as we continue
to pay what is contractually agreed to, there should be no
issue.
(a) The estimated contribution amount is subject to potential increases under the 2014
MOU Extension Agreement if the Company’s health and welfare contributions made to maintain the current level of health and welfare benefits are less than the health and welfare contribution amounts already
negotiated. MULTI-EMPLOYER PENSION PLANS
$89 $89 $98 $105 2015A 2016A 2017A 2018E Cash Contributions to Multi- Employer Pension Plans (in millions) |
 $71
$56 $67 $15 2015A 2016A 2017A 2018E Cash Contributions to Single- Employer Pension Plans (in millions) YRC WORLDWIDE INVESTOR PRESENTATION 33 Certain employees not covered by collective bargaining agreements. Plans closed to new participants effective January 1, 2004
with benefit accrual for active employees frozen effective
July 1, 2008.
Future funding requirements are primarily driven by
movements in plan asset returns and discount rate.
Long-term strategy is to reduce the risk of the underfunded
plans.
On average, the single-employer pension expense from 2015
–
2017 was approximately $17 million per year, excluding
the expense recognition of settlements from lump sum
payouts.
Potential for single-employer pension settlement charges at
YRC Freight totaling $5 -
$20 million with a portion
expected to occur in 3Q 2018 and the second portion of the
charge impacting 4Q 2018. These charges will not
impact the Company’s cash balance or liquidity
and will be excluded from Adjusted EBITDA and
operating income. (a)
Reflects a $12.2 million contribution due in January 2017 that was paid in December
2016 (b) Reflects a $14.0 million contribution due in January 2018 that was paid in December 2017
(a) (b) SINGLE-EMPLOYER PENSION PLANS |
 34 Growing into capital structure. Continue to de-risk the balance sheet. Funded Debt to Adjusted EBITDA ratio down 2.16 turns. Note: Funded debt balances based on par value LEVERAGE RATIO YRC WORLDWIDE INVESTOR PRESENTATION $255 $245 $333 $298 $278 $274 $286 2013 2014 2015 2016 2Q17 LTM 2017 2Q18 LTM YRCW Adjusted EBITDA (in millions) 5.34x 4.57x 3.25x 3.40x 3.61x 3.38x 3.18x 2013 2014 2015 2016 2Q17 LTM 2017 2Q18 LTM Funded Debt / Adjusted EBITDA |
 35 YRCW’s credit ratings as of June 30, 2018: Standard & Poor’s Corporate Family Rating was B- with Stable outlook Moody’s Investor Service Corporate Family Rating was B3 with Positive outlook
3.18x LTM as of 2Q 2018 CREDIT FACILITY COVENANTS YRC WORLDWIDE INVESTOR PRESENTATION |
 YRC
WORLDWIDE INVESTOR PRESENTATION
36 Focused on improving cash flows while simultaneously increasing reinvestment into the Company.
CASH FLOW (a) Free cash flow = operating cash flow less acquisitions of property and equipment, cash proceeds from disposals
(b) The Company adopted ASU 2016-09, Improvements to Employee
Share-Based Payment Accounting, beginning in January 1, 2017, with a retrospective application. The new standard
requires an employer to classify as a financing activity in its statement of cash flows the cash paid to a taxing authority when shares are withheld to satisfy the employer’s statutory income tax withholding obligation. As a result of adoption, the Company reclassified “Payments for tax withheld on share-based
compensation” as financing activities in the statements
of consolidated cash flows for 2013 – 2017 annual and quarterly periods, as applicable. $14 $33 $148 $104 $96 $61 $92 2013 2014 2015 2016 LTM 2Q17 2017 LTM 2Q18 YRCW Operating Cash Flow (b) (in millions) $(44) $(15) $57 $38 $25 $(34) $(13) 2013 2014 2015 2016 LTM 2Q17 2017 LTM 2Q18 YRCW Free Cash Flow (a) (b) (in millions) |
 37 KEY SEGMENT INFORMATION (a) Percent change based on unrounded figures and not the rounded figures presented
YRC WORLDWIDE INVESTOR PRESENTATION
2Q18 2Q17 YoY % (a) 2Q18 2Q17 YoY % (a) Workdays 64.0 63.5 64.0 63.5 Total tonnage (in thousands) 1,623 1,627 (0.2) 2,002 2,036 (1.7) Total tonnage per day (in thousands) 25.36 25.62 (1.0) 31.28 32.06 (2.4) Total shipments (in thousands) 2,667 2,767 (3.6) 2,590 2,725 (5.0) Total shipments per day (in thousands) 41.67 43.58 (4.4) 40.47 42.92 (5.7) Total picked up revenue/cwt. 25.29 $ 24.00 $ 5.4 12.48 $ 11.60 $ 7.6 Total picked up revenue/cwt. (excl. FSC) 22.17 $ 21.53 $ 2.9 10.97 $ 10.43 $ 5.2 Total picked up revenue/shipment 308 $ 282 $ 9.1 193 $ 173 $ 11.4 Total picked up revenue/shipment (excl. FSC) 270 $ 253 $ 6.6 170 $ 156 $ 8.9 Total weight/shipment (in pounds) 1,217 1,176 3.5 1,546 1,494 3.5 YTD 2018 YTD 2017 YoY % (a) YTD 2018 YTD 2017 YoY % (a) Workdays 127.5 127.5 127.5 127.5 Total tonnage (in thousands) 3,122 3,174 (1.6) 3,916 3,960 (1.1) Total tonnage per day (in thousands) 24.48 24.89 (1.6) 30.71 31.06 (1.1) Total shipments (in thousands) 5,118 5,353 (4.4) 5,034 5,270 (4.5) Total shipments per day (in thousands) 40.14 41.98 (4.4) 39.48 41.34 (4.5) Total picked up revenue/cwt. 25.12 $ 23.77 $ 5.7 12.31 $ 11.56 $ 6.5 Total picked up revenue/cwt. (excl. FSC) 22.08 $ 21.30 $ 3.6 10.84 $ 10.38 $ 4.5 Total picked up revenue/shipment 307 $ 282 $ 8.7 191 $ 174 $ 10.2 Total picked up revenue/shipment (excl. FSC) 269 $ 253 $ 6.6 169 $ 156 $ 8.1 Total weight/shipment (in pounds) 1,220 1,186 2.9 1,556 1,503 3.5 YRC Freight Regional Transportation Regional Transportation YRC Freight |
 38 (a) Certain reclassifications have been made to prior years to conform to current year presentation
(b) As required under our Term Loan Agreement, Other, net, shown above consists of the
impact of certain items to be included in
Adjusted EBITDA ($ in millions) EBITDA RECONCILIATION (CONSOLIDATED) YRC WORLDWIDE INVESTOR PRESENTATION YRCW Consolidated FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 2Q 2017 2Q 2018 LTM 2Q 2017 LTM 2Q 2018 Reconciliation of net income (loss) to adjusted EBITDA (a) Net income (loss) (83.6) $ (67.7) $ 0.7 $ 21.5 $ (10.8) $ 19.0 $ 14.4 $ 0.1 $ (4.7) $ Interest expense, net 163.8 149.5 107.1 103.0 102.4 25.6 25.5 101.7 102.6 Income tax (benefit) expense (45.9) (16.1) (5.1) 3.1 (7.3) 3.6 10.4 (0.3) (9.3) Depreciation and amortization 172.3 163.6 163.7 159.8 147.7 37.2 37.6 154.9 148.7 EBITDA 206.6 $ 229.3 $ 266.4 $ 287.4 $ 232.0 $ 85.4 $ 87.9 $ 256.4 $ 237.3 $ Adjustments for debt covenants: (Gains) losses on property disposals, net (2.2) (11.9) 1.9 (14.6) (0.6) (1.0) 2.6 (1.5) 3.5 Letter of credit expense 33.9 12.1 8.8 7.7 6.8 1.7 1.7 6.8 6.8 Restructuring charges 12.0 4.2 0.2 - 3.1 - 0.6 - 2.1 Transaction costs related to the issuances of debt - - - - 8.1 - - 2.2 8.1 Nonrecurring consulting fees - - 5.1 - - - 1.7 - 3.2 Permitted dispositions and other 1.7 1.8 0.4 3.0 1.2 0.7 0.2 4.2 1.1 Equity based compensation expense 5.8 14.3 8.5 7.3 6.5 2.6 3.2 6.8 7.3 Amortization of ratification bonus - 15.6 18.9 4.6 - - - - - Non-union pension settlement charge - - 28.7 - 7.6 - - - 7.6 (Gain) loss on extinguishment of debt - (11.2) 0.6 - - - - - - Other, net (b) (2.9) (9.7) (6.2) 2.1 9.5 1.7 2.9 2.6 9.4 Adjusted EBITDA 254.9 $ 244.5 $ 333.3 $ 297.5 $ 274.2 $ 91.1 $ 100.8 $ 277.5 $ 286.4 $ |
 39 (a) Certain reclassifications have been made to prior years to conform to current year presentation
(b) As required under our Term Loan Agreement, Other, net, shown above consists of the
impact of certain items to be included in
Adjusted EBITDA (c) The Company adopted ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net
Periodic Postretirement Benefit Cost, beginning in January 1,
2018, with a retrospective application. This requires a reclassification to
non-operating expenses from “Salaries, wages and employee benefits” in operating expenses. “Operating Income (Loss)” and “Other, net” are restated above for FY 2013 through 2Q 2018 as a result of this
application. ($ in millions)
EBITDA RECONCILIATION (SEGMENT)
YRC WORLDWIDE INVESTOR PRESENTATION
YRC Freight Segment FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 2Q 2017 2Q 2018 LTM 2Q 2017 LTM 2Q 2018 Reconciliation of operating income (loss) to adjusted EBITDA (a) Operating income (loss) (c) (12.6) $ 23.2 $ 63.3 $ 71.8 $ 60.8 $ 30.9 $ 26.8 $ 53.5 $ 57.2 $ Depreciation and amortization 109.1 98.0 93.1 90.3 84.8 21.2 21.5 87.8 85.4 (Gains) losses on property disposals, net (3.0) (15.9) 1.9 (15.7) (2.2) (1.4) 2.1 (3.0) 2.0 Letter of credit expense 25.8 8.3 6.1 5.0 4.3 1.1 1.1 4.4 4.2 Restructuring charges - - - - 0.9 - - - 1.0 Nonrecurring consulting fees - - 5.1 - - - 1.6 - 3.1 Amortization of ratification bonus - 10.0 12.2 3.0 - - - - - Non-union pension and postretirement benefits (c) (18.6) (22.7) (16.1) (18.6) (11.7) (2.9) 0.6 (15.2) (4.7) Other, net (b) 4.5 (1.1) 1.6 4.3 0.9 (0.6) 0.8 1.8 3.0 Adjusted EBITDA 105.2 $ 99.8 $ 167.2 $ 140.1 $ 137.8 $ 48.3 $ 54.5 $ 129.3 $ 151.2 $ Regional Transportation Segment FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 2Q 2017 2Q 2018 LTM 2Q 2017 LTM 2Q 2018 Reconciliation of operating income to adjusted EBITDA Operating income (c) 80.0 $ 66.2 $ 85.5 $ 81.4 $ 67.9 $ 25.3 $ 29.2 $ 75.9 $ 64.8 $ Depreciation and amortization 63.1 65.8 70.7 69.5 62.9 16.0 16.1 67.1 63.3 Losses on property disposals, net 0.6 4.0 0.2 1.1 1.6 0.4 0.4 1.5 1.4 Letter of credit expense 6.8 2.9 2.1 2.5 2.2 0.6 0.5 2.2 2.2 Amortization of ratification bonus - 5.6 6.7 1.6 - - - - - Other, net (b) (c) 0.0 (0.1) 0.7 0.4 1.8 (0.1) 0.6 0.3 2.5 Adjusted EBITDA 150.5 $ 144.4 $ 165.9 $ 156.5 $ 136.4 $ 42.2 $ 46.8 $ 147.0 $ 134.2 $ |
 YRC
WORLDWIDE INVESTOR PRESENTATION
40 ($ in millions) FREE CASH FLOW RECONCILIATION (a) The Company adopted ASU 2016-09, Improvements to Employee
Share-Based Payment Accounting, beginning in January 1, 2017, with a retrospective application. The new standard
requires an employer to classify as a financing activity in its statement of cash flows the cash paid to a taxing authority when shares are withheld to satisfy the employer’s statutory income tax withholding obligation. As a result of adoption, the Company reclassified “Payments for tax withheld on share-based
compensation” as financing activities in the statements
of consolidated cash flows for 2013 – 2017 annual and quarterly periods, as applicable. YRCW Consolidated FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 LTM 2Q 2017 LTM 2Q 2018 2Q 2017 2Q 2018 Net Cash (used) / provided in operating activities (a) 13.5 $
33.3 $
147.6
$
103.8
$
60.7 $
96.4 $
91.5 $
64.3 $ 75.2 $ Acquisition of property and equipment (66.9) (69.2) (108.0) (100.6) (103.3) (92.3) (110.8) (22.6) (22.9) Proceeds from disposal of property and equipment 9.8 20.8 17.5 35.1 8.8 20.8 6.3 5.1 1.2 Free Cash Flow (43.6) $ (15.1) $ 57.1 $
38.3 $
(33.8)
$
24.9
$
(13.0)
$
46.8
$
53.5 $ |