What changed in this filing

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Item 1. Financial Statements

2024-11-12 compared with 2024-08-09 · 69 added, 59 removed, 350 unchanged (27% of the section changed)

2 unchanged sentences

CONDENSED BALANCE SHEETS

September 30,

($ in thousands)

32 unchanged sentences

Retained earnings

Treasury stock – at cost, 7.5 million shares at June 30, 2024 and 6.8 million at December 31, 2023

Treasury stock – at cost, 7.9 million shares at September 30, 2024 and 6.8 million at December 31, 2023

Total Kirby stockholders’ equity

4 unchanged sentences

CONDENSED STATEMENTS OF EARNINGS

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

($ in thousands, except per share amounts)

19 unchanged sentences

CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

($ in thousands)

Other comprehensive income, net of taxes:

Other comprehensive income (loss), net of taxes:

Pension and postretirement benefits

Foreign currency translation adjustments

Total other comprehensive income, net of taxes

Total other comprehensive income (loss), net of taxes

Total comprehensive income, net of taxes

4 unchanged sentences

CONDENSED STATEMENTS OF CASH FLOWS

Six Months Ended June 30,

Nine Months Ended September 30,

($ in thousands)

5 unchanged sentences

Amortization of major maintenance costs

Decrease in cash flows resulting from changes in operating assets and liabilities, net

Increase (decrease) in cash flows resulting from changes in operating assets and liabilities, net

Net cash provided by operating activities

5 unchanged sentences

Cash flows from financing activities:

Borrowings on bank credit facilities, net

Borrowings (payments) on bank credit facilities, net

Borrowings on long-term debt

23 unchanged sentences

(in thousands)

Balance at March 31, 2024

Balance at June 30, 2024

Stock option exercises

5 unchanged sentences

Total comprehensive income, net of taxes

Balance at June 30, 2024

Balance at September 30, 2024

Comprehensive

2 unchanged sentences

(in thousands)

Balance at March 31, 2023

Balance at June 30, 2023

Stock option exercises

Issuance of stock for equity awards, net of forfeitures

4 unchanged sentences

Total comprehensive income, net of taxes

Balance at June 30, 2023

Return of investment to noncontrolling interests

Balance at September 30, 2023

See accompanying notes to condensed financial statements.

14 unchanged sentences

Total comprehensive income, net of taxes

Balance at June 30, 2024

Balance at September 30, 2024

Accumulated Other

11 unchanged sentences

Total comprehensive income, net of taxes

Balance at June 30, 2023

Return of investment to noncontrolling interests

Balance at September 30, 2023

See accompanying notes to condensed financial statements.

9 unchanged sentences

(2) Acquisitions

On May 15, 2024, the Company completed the purchase of 13 inland tank barges, with a total capacity of 347,000 barrels, and two high horsepower towboats from an undisclosed seller for approximately $ 65.2 million in cash.

The 13 tank barges, including three specialty barges, transport petrochemicals and refined products on the Mississippi River System and Gulf Intracoastal Waterway.

6 unchanged sentences

The following table sets forth the Company’s revenues by major source (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Marine transportation segment:

5 unchanged sentences

Contract liabilities represent advance consideration received from customers, and are recognized as revenue over time or at a point in time as the related performance obligation is satisfied.

Revenues recognized during the six months ended June 30, 2024 and 2023 that were included in the opening contract liability balances were $ 81.5 million and $ 60.3 million , respectively.

Revenues recognized during the nine months ended September 30, 2024 and 2023 that were included in the opening contract liability balances were $ 101.8 million and $ 76.8 million , respectively.

The Company presents all contract liabilities within the deferred revenues financial statement caption on the balance sheets.

The Company did no t have any contract assets at June 30, 2024 or December 31, 2023 .

The Company did no t have any contract assets at September 30, 2024 or December 31, 2023 .

The Company applies the practical expedient that allows non-disclosure of information about remaining performance obligations that have original expected durations of one year or less.

7 unchanged sentences

The Company evaluates the performance of its segments based on the contributions to operating income of the respective segments, before income taxes, interest, gains or losses on disposition of assets, other nonoperating income, noncontrolling interests, accounting changes, and nonrecurring items.

Intersegment revenues, based on market-based pricing, of KDS from KMT of $ 7.5 million and $ 14.1 million for the three months and six months ended June 30, 2024, respectively, and $ 10.3 million and $ 19.7 million for the three months and six months ended June 30, 2023, respectively, as well as the related intersegment profit of $ 0.7 million and $ 1.4 million for the three months and six months ended June 30, 2024, respectively, and $ 1.0 million and $ 2.0 million for the three months and six months ended June 30, 2023, respectively, have been eliminated from the tables below.

Intersegment revenues, based on market-based pricing, of KDS from KMT of $ 5.0 million and $ 19.1 million for the three months and nine months ended September 30, 2024, respectively, and $ 9.9 million and $ 29.6 million for the three months and nine months ended September 30, 2023, respectively, as well as the related intersegment profit of $ 0.5 million and $ 1.9 million for the three months and nine months ended September 30, 2024, respectively, and $ 1.0 million and $ 3.0 million for the three months and nine months ended September 30, 2023, respectively, have been eliminated from the tables below.

The following tables set forth the Company’s revenues and profit or loss by reportable segment and total assets (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Marine transportation

3 unchanged sentences

Distribution and services

September 30,

Total assets:

2 unchanged sentences

The following table presents the details of “Other” segment loss (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

General corporate expenses

2 unchanged sentences

The following table presents the details of “Other” total assets (in thousands):

September 30,

General corporate assets

2 unchanged sentences

The following table presents the carrying value and fair value (determined using inputs characteristic of a Level 2 fair value measurement) of debt outstanding (in thousands):

June 30, 2024

September 30, 2024

December 31, 2023

9 unchanged sentences

Unamortized debt discounts and issuance costs

(a) Variable interest rate o f 6.6 % at June 30, 2024 and 6.8 % at December 31, 2023 .

(a) Variable interest rate o f 6.1 % at September 30, 2024 and 6.8 % at December 31, 2023 .

On July 29, 2022, the Company entered into a credit agreement (the “2027 Credit Agreement”) with a group of commercial banks, with JPMorgan Chase Bank, N.A.

as the administrative agent bank that allows for a $ 500 million unsecured revolving credit facility (the “2027 Revolving Credit Facility”) and a $ 250 million unsecured term loan (the “2027 Term Loan”) with a maturity date of July 29, 2027 .

No repayments are required until June 30, 2025.

In October 2024, the Company repaid $ 10.0 million under the 2027 Term Loan prior to scheduled maturities.

As a result, no repayments are required until September 30, 2025.

Future repayments under the 2027 Term Loan are excluded from short term liabilities because the Company intends to use availability under the 2027 Revolving Credit Facility to repay these amounts upon maturity.

Outstanding letters of credit under the 2027 Revolving Credit Facility were $ 6,000 and available borrowing capacity was $ 426.0 million as of June 30, 2024.

Outstanding letters of credit under the 2027 Revolving Credit Facility were $ 6,000 and available borrowing capacity was $ 495.0 million as of September 30, 2024.

On February 3, 2022, the Company entered into a note purchase agreement for the issuance of $ 300 million of unsecured senior notes with a group of institutional investors, consisting of $ 60 million of 3.46 % series A notes (“Series A Notes”) and $ 240 million of 3.51 % series B notes (“Series B Notes ”), each due January 19, 2033 (collectively, the “2033 Notes”).

3 unchanged sentences

(“Bank of America”) for short-term liquidity needs and letters of credit, with a maturity date of June 30, 2026 .

Outstanding letters of credit under the Credit Line were $ 6.8 million and available borrowing capacity was $ 8.2 million as of June 30, 2024 .

Outstanding letters of credit under the Credit Line were $ 6.8 million and available borrowing capacity was $ 8.2 million as of September 30, 2024 .

The Company currently leases various facilities and equipment under cancelable and noncancelable operating leases.

5 unchanged sentences

Future minimum lease payments under operating leases that have initial noncancelable lease terms in excess of one year were as follows (in thousands):

September 30,

Total lease payments

2 unchanged sentences

The following table summarizes lease costs (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Operating lease cost

3 unchanged sentences

The following table summarizes other supplemental information about the Company’s operating leases:

September 30,

Weighted average discount rate

2 unchanged sentences

The compensation cost that has been charged against earnings for the Company’s stock award plans and the income tax benefit recognized in the statement of earnings for stock awards were as follows (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Compensation cost

Income tax benefit

During the six months ended June 30, 2024, the Company grant ed 164,848 restricted stock units (“RSUs”) to selected officers and other key employees under the employee stock award plan, the majority of which vest ratably over five years .

During the nine months ended September 30, 2024, the Company grant ed 166,708 restricted stock units (“RSUs”) to selected officers and other key employees under the employee stock award plan, the majority of which vest ratably over five years .

During April 2024, the Company granted 14,624 shares of restricted stock to nonemployee directors of the Company under the director stock plan which vest six months after the date of grant.

1 unchanged sentence

Earnings (loss) before taxes on income and details of the provision (benefit) for taxes on income were as follows (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Earnings (loss) before taxes on income:

5 unchanged sentences

The following table presents the components of basic and diluted earnings per share (in thousands, except per share amounts):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Net earnings attributable to Kirby

11 unchanged sentences

Net earnings per share attributable to Kirby common stockholders:

Certain outstanding options to purchase approximately 279,000 shares of common stock were excluded in the computation of diluted earnings per share as of June 30, 2023 , as such stock options would have been antidilutive.

There were no antidilutive stock options as of June 30, 2024 .

There were no antidilutive RSUs as of June 30, 2024 and 2023 .

Certain outstanding options to purchase approximately 33,000 shares of common stock were excluded in the computation of diluted earnings per share as of September 30, 2023 , as such stock options would have been antidilutive.

There were no antidilutive stock options as of September 30, 2024 .

There were no antidilutive RSUs as of September 30, 2024 and 2023 .

(10) Inventories

The following table presents the details of inventories – net (in thousands):

September 30,

Finished goods

13 unchanged sentences

On March 27, 2018, the Company amended the Higman pension plan to close it to all new entrants and cease all benefit accruals for periods after May 15, 2018 for all participants.

The Company made contributions of $ 0.6 million to the Higman pension plan during the six months ended June 30, 2024 .

The Company made contributions of $ 1.4 million to the Higman pension plan during the nine months ended September 30, 2024 .

The Company expects to make additional contributions of $ 0.3 million during the remainder of 2024.

7 unchanged sentences

Pension Plans

Three Months Ended June 30,

Three Months Ended September 30,

Components of net periodic benefit cost:

5 unchanged sentences

Pension Plans

Six Months Ended June 30,

Nine Months Ended September 30,

Components of net periodic benefit cost:

6 unchanged sentences

Postretirement Welfare Plan

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Components of net periodic benefit cost:

3 unchanged sentences

(12) Other Comprehensive Income

The Company’s changes in other comprehensive income were as follows (in thousands):

Three Months Ended June 30,

Income Tax (Provision) Benefit

The Company’s changes in other comprehensive income (loss) were as follows (in thousands):

Three Months Ended September 30,

Income Tax Benefit

Pension and postretirement benefits (a):

2 unchanged sentences

Foreign currency translation

Six Months Ended June 30,

Nine Months Ended September 30,

Income Tax (Provision) Benefit

15 unchanged sentences

On May 1, 2019, the Company filed a limitation action in the Federal Court of Canada seeking limitation of liability relating to the incident as provided under admiralty law.

The Heiltsuk First Nation’s civil claim has been consolidated into the Federal Court limitation action as of July 26,

2019 and it is expected that the Federal Court of Canada will decide all claims against the Company.

The Company is unable to estimate the potential exposure in the civil proceeding.

The Heiltsuk First Nation’s civil claim has been consolidated into the Federal Court limitation action as of July 26, 2019 and it is expected that the Federal Court of Canada will decide all claims against the Company.

The Company is unable to estimate

the potential exposure in the civil proceeding.

The Company has various insurance policies covering liabilities including pollution, property, marine and general liability and believes that it has satisfactory insurance coverage for the cost of cleanup and salvage operations as well as other potential liabilities arising from the incident.

3 unchanged sentences

The Company has issued guaranties or obtained standby letters of credit and performance bonds supporting performance by the Company and its subsidiaries of contractual or contingent legal obligations of the Company and its subsidiaries incurred in the ordinary course of business.

The aggregate notional value of these instruments is $ 31.5 million at June 30, 2024, including $ 11.6 million in letters of credit and $ 19.9 million in performance bonds.

The aggregate notional value of these instruments is $ 31.5 million at September 30, 2024, including $ 11.6 million in letters of credit and $ 19.9 million in performance bonds.

All of these instruments have an expiration date within two years .

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements