YRCW 10-K (Annual Report) 2-15-18

Discussion in 'YRC Freight' started by Freightmaster1, Feb 15, 2018.

  1. Freightmaster1

    Freightmaster1 Well-Known Member

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    http://investors.yrcw.com/secfiling.cfm?filingid=716006-18-4&CIK=716006

    Here's some interesting highlights...

    Business Risks

    If our relationship with our employees and unions were to deteriorate, we may be faced with labor disruptions or stoppages, which could have a material adverse effect on our business, financial condition and results of operations and place us at a disadvantage relative to non-union competitors.
    Each of our operating subsidiaries has employees who are represented by the International Brotherhood of Teamsters (“IBT”). These employees represent 78% of our workforce at December 31, 2017 . Salaries, wages and employee benefits for both union and non-union employees compose over half of our operating costs.
    Each of our YRC Freight, New Penn, and Holland subsidiaries employ most of their unionized employees under the terms of a common national master freight agreement with the IBT, as supplemented by additional regional supplements and local agreements, a significant majority of which will expire on March 31, 2019. Failure to renew or enter into a new collective bargaining agreement could significantly impact our ability to staff our business and, thus, have a material adverse effect on our operations. The IBT also represents a number of employees at Reddaway and YRC Reimer under more localized agreements, which have wages, benefit contributions and other terms and conditions that better fit the cost structure and operating models of these business units. Our subsidiaries are regularly subject to grievances, arbitration proceedings and other claims concerning alleged past and current non-compliance with applicable labor law and collective bargaining agreements.

    We cannot predict the outcome of any of these matters. These matters, if resolved in a manner unfavorable to us, could have a material adverse effect on our business, financial condition, liquidity and results of operations.

    Our pension expense and funding obligations could increase significantly and have a material adverse effect on our business, financial condition and results of operations.

    Our future funding obligations for our U.S. single-employer defined benefit pension plans qualified with the Internal Revenue Service (“IRS”) depend upon their funded status, the future performance of assets set aside in trusts for these plans, the level of interest rates used to determine funding levels and actuarial experience, and any changes in government laws and regulations.

    Our subsidiaries began making contributions to most of the multi-employer pension funds (the “funds”) beginning June 1, 2011 at the rate of 25% of the contribution rate in effect on July 1, 2009. Any fund that did not allow our subsidiaries to begin making contributions at a reduced rate elected to either (i) apply the amount of the contributions toward paying down previously deferred contributions under our Contribution Deferral Agreement, or (ii) have the amount of the contributions placed in escrow until such time when the fund is able to accept re-entry at the reduced rate.
    If contributions to the funds do not reach certain goals (including those required not to enter endangered or critical status or those required by a fund’s funding improvement or rehabilitation plan), our pension expenses and required cash contributions could further increase upon the expiration of our collective bargaining agreements and, as a result, could materially adversely affect our business, financial condition and results of operations. Decreases in investment returns that are not offset by contributions could also increase our obligations under such plans.
    Based on information obtained from public filings and from plan administrators and trustees, we believe our portion of the contingent liability in the case of a full withdrawal from or termination of all of the multi-employer pension plans would be an estimated $9 billion on a pre-tax basis. If we were subject to withdrawal liability with respect to a plan, the Employment Retirement Income Security Act of 1974, as amended (“ERISA”), provides that a withdrawing employer can pay the obligation in a lump sum or over time based upon an annual payment that is the highest contribution rate to the relevant plan multiplied by the average of the three highest consecutive years measured in contribution base units, which, in some cases, could be up to 20 years. Even so, our applicable subsidiaries have no current intention of taking any action that would subject us to payment of material withdrawal obligations; however, we cannot provide any assurance that such obligations will not arise in the future which would have a material adverse effect on our business, financial condition, liquidity and results of operations.


    Multi-Employer Pension Plans

    YRC Freight, Holland, Reddaway and New Penn, contribute to 33 separate multi-employer pension plans for employees covered by our collective bargaining agreements (approximately 78% of total YRC Worldwide employees). The pension plans provide defined benefits to retired participants.
    We do not directly manage multi-employer plans. Trustees, half of whom the respective union appoints and half of whom various contributing employers appoint, manage the trusts covering these plans.
    Our collective bargaining agreements with the unions determine the amount of our contributions to these plans. We recognize as net pension expense the contractually required contribution for the respective period and recognize as a liability any contributions due and unpaid.
    In 2006, the Pension Protection Act (“PPA”) became law and modified both the Code, as it applies to multi-employer pension plans and the ERISA. The Code and ERISA (in each case, as so modified) and related regulations establish minimum funding requirements for multi-employer pension plans. The funding status of these plans is determined by many factors.
    In 2014, the Multi-Employer Pension Reform Act (“MPRA”) became law which modified the ability to suspend accrued benefits of plans facing insolvency by adding a new zone status of Critical and Declining.
    If any of our multi-employer pension plans fail to:


    meet minimum funding requirements,


    meet a required funding improvement or rehabilitation plan that the PPA may require for certain of our underfunded plans,


    obtain from the IRS certain changes to or a waiver of the requirements in how the applicable plan calculates its funding levels, or


    reduce pension benefits to a level where the requirements are met,
    we could be required to make additional contributions to our multi-employer pension plans.
    If any of our multi-employer pension plans enters critical status or worse and our contributions are not sufficient to satisfy any rehabilitation plan schedule, the PPA could require us to make additional surcharge contributions to the multi-employer pension plan in the amount of five to ten percent of the existing contributions required by our labor agreement for the remaining term of the labor agreement.
    If we fail to make our required contributions to a multi-employer plan under a funding improvement or rehabilitation plan, it would expose us to penalties including potential withdrawal liability. If the benchmarks that an applicable funding improvement or rehabilitation plan provides are not met by the end of a prescribed period, the IRS could impose an excise tax on us and the plan’s other contributing employers. These excise taxes are not contributed to the deficient funds, but rather are deposited in the United States general treasury funds. The Company does not believe that the temporary cessation of certain of its contributions to applicable multi-employer pension funds from the third quarter of 2009 through May 2011 will give rise to these excise taxes as we believe these contributions were not required for that period.
    Depending on the amount involved, a requirement to increase contributions beyond our contractually agreed rate or the imposition of an excise tax on us could have a material adverse impact on our business, financial condition, liquidity, and results of operations.

    :bgroovy:


     
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  2. mysticobra

    mysticobra Just here.

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    Sounds like they are gonna do what we know what they are gonna do and preparing for it.
    WARNING. WARNING. WARNING.


    And that's not give anything back.
    And we know that.
    :6788:
    P.s.
    Too much bs for me to read.
    Just come out with it already instead of all that crap.
     
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  3. Freightmaster1

    Freightmaster1 Well-Known Member

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    [​IMG]
    Stephanie Fisher, Chief Financial Officer YRCW
    Don't worry mysticobra! I learned how to "cook the books" from one of the best!

    [​IMG]
    Thanks Stephanie!


    [​IMG]


    :funky:

     
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  4. hilo342

    hilo342 Well-Known Member

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    Isn’t this the standard disclaimer used whenever earnings or losses are discussed? Just asking
     
  5. Triplex

    Triplex Experienced stalker

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    You are absolutely correct, required by the SEC for any publicly traded company. Nothing new here. Just the same old whining by the same old people here on TB.
     
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  6. mysticobra

    mysticobra Just here.

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    Sorry.
    :17142:
     
  7. mysticobra

    mysticobra Just here.

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    Sorry.
    I'm old.
    :17142:
     
  8. Triplex

    Triplex Experienced stalker

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    You're just a kid, I'm older than you.

    PS - I'm sorry I'm old too! :hilarious:
     
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  9. wongway

    wongway -15% Pay , Never forget

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    10.3.4 Amendment No. 3 to Credit Agreement, dated January 31, 2017, by and among the Company, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K, filed on January 31, 2017, , The "Credit Suisse , " CAYMAN ISLAND'S " Branch , is where My partner & me got our Semi Truck Loan from too !!
     
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  10. Elwood

    Elwood Question Authority

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    I do not recall approving that loan, Wong,
    are you and Big R taking a page from the YRC playbook, forming a shell corporation to hide your vast inventory of very large hats, brown paper bags and the savings from your unapproved 15% loan discount?
     
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  11. mysticobra

    mysticobra Just here.

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    UPS heated talks my butt.
    Heated talk stars above.
    Lol.:2437:
     
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  12. Big Dave

    Big Dave What?! A low bridge and boardwalk at same time?!!

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    I wondered why I had to transfer title to the Hotel to a BRGong LLC Corp......
     
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  13. BIG R GUY

    BIG R GUY Instructor for the 15 mph rule

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    [​IMG]

    Part of the advantages of when you switched the Cayman tax work to these guys.
     
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  14. falconfan

    falconfan Well-Known Member

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    They must report the truth about the risks associated with the business to investors and shareholders.
     
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  15. mallard

    mallard Any thing less then what we gave up , vote No!!

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    Sell sell sell .
     
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  16. falconfan

    falconfan Well-Known Member

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    9 billion in pension withdrawal penalties.
    I think I'll purchase some Yrcw stock right away.
     
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  17. BIG R GUY

    BIG R GUY Instructor for the 15 mph rule

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    BRGong LLC, is a wholly owned subsidiary of BRG Patel Financial Worldwide....
     
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  18. wongway

    wongway -15% Pay , Never forget

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    Under Subsidiaries exhibit 21.1, is a mortgage company ?? why do we own that ? and do we get -15% off mortgages ?
    YRC Mortgages, LLC
    100%
    Delaware
     
  19. Triplex

    Triplex Experienced stalker

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    Wong, has anyone ever suggested to you that you need a life?
     
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  20. Big Dave

    Big Dave What?! A low bridge and boardwalk at same time?!!

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    Coop has YRC Bridge and Boardwalk Mortgage LLC.
     
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