CELADON GROUP, INC. (NYSE:CGI) Files An 8-K Results of Operations and Financial Condition
Item 2.02
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Results of Operations and Financial Condition.
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On May 1, 2017, Celadon Group, Inc., a Delaware corporation (the
Company), issued a press release announcing, among other things,
certain expectations with respect to its financial and operating
results for the quarter ended March 31, 2017. A copy of the press
release is attached to this report as Exhibit 99.1. As noted in
the press release, the Company plans to hold a conference call to
provide additional information concerning its operations on
Wednesday, May 3, 2017, from 9:00 AM until 9:45 AM Eastern Time.
Dial-in information for the conference call and certain other
financial and operating information regarding the Company that is
expected to be discussed during the call can be accessed on the
Companys Investor Relations website,
http://investors.celadontrucking.com, under the report center
menu option.
Company), issued a press release announcing, among other things,
certain expectations with respect to its financial and operating
results for the quarter ended March 31, 2017. A copy of the press
release is attached to this report as Exhibit 99.1. As noted in
the press release, the Company plans to hold a conference call to
provide additional information concerning its operations on
Wednesday, May 3, 2017, from 9:00 AM until 9:45 AM Eastern Time.
Dial-in information for the conference call and certain other
financial and operating information regarding the Company that is
expected to be discussed during the call can be accessed on the
Companys Investor Relations website,
http://investors.celadontrucking.com, under the report center
menu option.
| Item 7.01 |
Regulation FD Disclosure.
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On May 1, 2017, the Company issued a press release discussing the
items noted above and certain other matters. A copy of the press
release is attached to this report as Exhibit 99.1.
items noted above and certain other matters. A copy of the press
release is attached to this report as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
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(d)
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Exhibits.
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EXHIBIT
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NUMBER
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EXHIBIT DESCRIPTION
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99.1
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Press Release dated May 1, 2017 Regarding Corporate Updates
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The information contained in Item 2.02, Item 7.01, and Exhibit
99.1 of Item 9.01 of this report shall not be deemed filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, (the Exchange Act), or incorporated by reference in any
filing under the Securities Act of 1933, as amended (the
Securities Act), or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
99.1 of Item 9.01 of this report shall not be deemed filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, (the Exchange Act), or incorporated by reference in any
filing under the Securities Act of 1933, as amended (the
Securities Act), or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
The information contained in Item 7.01 and Exhibit 9.01 of this
report contains certain statements that may be considered
forward-looking statements within the meaning of Section 27A of
the Securities Act and Section 21E of the Exchange Act. Such
statements may be identified by their use of terms or phrases,
including “expects,” expected, will, would be, opportunity,
potential, intends, proceed, assuming, execute, “estimates,”
“projects,” “believes,” “anticipates,” “plans,” and
similar terms and phrases. Forward-looking statements are based
upon the current beliefs and expectations of the Companys
management and are inherently subject to risks and uncertainties,
some of which cannot be predicted or quantified, which could
cause future events and actual results to differ materially from
those set forth in, contemplated by, or underlying the
forward-looking statements. In the exhibit to this report,
statements relating to the consummation of the Companys new
credit facility, improvement in the Companys irregular route
fleet, the Companys ability to access liquidity, expected
operating ratio and operating loss for the quarter ended March
31, 2017 and for future periods, future financings or asset
sales, the audit committee review, future adjustments of the
Companys financial statements, including the items impacted by
and the timing of such adjustments, and the timing of filing the
Companys Form 10-Q for the quarter ended March 31, 2017, among
others, are forward-looking statements. Actual results may differ
from those set forth in the forward-looking statements. It is
possible that the Company will have to record different financial
statement entries. Carrying values of the affected assets,
including minority interest in joint venture, could be subject to
change. If that occurs, restated financial statements could be
required. There can be no assurance that the re-issued statements
will not differ materially from those discussed in the exhibit to
this report or as previously filed, or that additional
adjustments will not be identified. Factors that could cause
actual results to differ materially from those in the
forward-looking statements include, but are not limited to, the
risk that the new credit facility is delayed or fails to close at
all, the risk that the liquidity plans, including planned
financings and/or asset sales are delayed or fail to occur at
all, the risk that additional information may arise from the
Companys and its audit committees review, and subsequent
accounting or related review or analysis, the risk that the
process of preparing, auditing, and reviewing restated financial
statements, if any, or other subsequent events would require the
Company to make additional adjustments, the time and effort
required to complete the reissuance of its financial statements,
the Companys ability to timely file amended periodic reports
reflecting restated financial statements, if required, the
ramifications of the Companys potential inability to timely file
any required reports, including potential delisting of its common
stock on the NYSE, potential claims and proceedings relating to
any of these matters, and negative tax or other implications for
the Company resulting from any accounting adjustments, as well as
other risks described more fully in the Company’s filings with
the Securities and Exchange Commission. Readers should review and
consider factors that could impact results as provided in various
disclosures by the Company in its press releases, stockholder
reports, and filings with the Securities and Exchange Commission.
report contains certain statements that may be considered
forward-looking statements within the meaning of Section 27A of
the Securities Act and Section 21E of the Exchange Act. Such
statements may be identified by their use of terms or phrases,
including “expects,” expected, will, would be, opportunity,
potential, intends, proceed, assuming, execute, “estimates,”
“projects,” “believes,” “anticipates,” “plans,” and
similar terms and phrases. Forward-looking statements are based
upon the current beliefs and expectations of the Companys
management and are inherently subject to risks and uncertainties,
some of which cannot be predicted or quantified, which could
cause future events and actual results to differ materially from
those set forth in, contemplated by, or underlying the
forward-looking statements. In the exhibit to this report,
statements relating to the consummation of the Companys new
credit facility, improvement in the Companys irregular route
fleet, the Companys ability to access liquidity, expected
operating ratio and operating loss for the quarter ended March
31, 2017 and for future periods, future financings or asset
sales, the audit committee review, future adjustments of the
Companys financial statements, including the items impacted by
and the timing of such adjustments, and the timing of filing the
Companys Form 10-Q for the quarter ended March 31, 2017, among
others, are forward-looking statements. Actual results may differ
from those set forth in the forward-looking statements. It is
possible that the Company will have to record different financial
statement entries. Carrying values of the affected assets,
including minority interest in joint venture, could be subject to
change. If that occurs, restated financial statements could be
required. There can be no assurance that the re-issued statements
will not differ materially from those discussed in the exhibit to
this report or as previously filed, or that additional
adjustments will not be identified. Factors that could cause
actual results to differ materially from those in the
forward-looking statements include, but are not limited to, the
risk that the new credit facility is delayed or fails to close at
all, the risk that the liquidity plans, including planned
financings and/or asset sales are delayed or fail to occur at
all, the risk that additional information may arise from the
Companys and its audit committees review, and subsequent
accounting or related review or analysis, the risk that the
process of preparing, auditing, and reviewing restated financial
statements, if any, or other subsequent events would require the
Company to make additional adjustments, the time and effort
required to complete the reissuance of its financial statements,
the Companys ability to timely file amended periodic reports
reflecting restated financial statements, if required, the
ramifications of the Companys potential inability to timely file
any required reports, including potential delisting of its common
stock on the NYSE, potential claims and proceedings relating to
any of these matters, and negative tax or other implications for
the Company resulting from any accounting adjustments, as well as
other risks described more fully in the Company’s filings with
the Securities and Exchange Commission. Readers should review and
consider factors that could impact results as provided in various
disclosures by the Company in its press releases, stockholder
reports, and filings with the Securities and Exchange Commission.
About CELADON GROUP, INC. (NYSE:CGI)
Celadon Group, Inc. (Celadon) is a truckload freight transportation provider. The Company’s segments are asset-based, asset-light, and equipment leasing and services. Its services involve point-to-point shipping for its customers within the United States, between the United States and Mexico, and between the United States and Canada. The Company’s primary asset-based services include the United States domestic dry van, refrigerated and flatbed service; cross-border service between the United States and each of Mexico and Canada; intra-Mexico and intra-Canada service; contract service; regional and specialized short haul service, and rail intermodal service. The Company’s primary asset-light services include freight brokerage, warehousing, less-than truckload consolidation and supply chain logistics services. Celadon’s equipment leasing and services segment consists primarily of leasing activities with independent contractors and other trucking fleets. CELADON GROUP, INC. (NYSE:CGI) Recent Trading Information
CELADON GROUP, INC. (NYSE:CGI) closed its last trading session down -2.23 at 1.80 with 609,145 shares trading hands.
