UTi Worldwide Inc. (UTIW) Files Quarterly Report for the Period Ended on 2008-10-31

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Dec 15, 2008
UTi Worldwide Inc. (UTIW, Financial) filed Quarterly Report for the period ended 2008-10-31.

UTI Worldwide Inc. is a global non-asset based supply chain management business providing supply chain logistics services and planning and optimization solutions. Its services include freight forwarding customs brokerage and warehousing services which include the coordination of shipping and the storage of raw materials supplies components and finished goods. Through its supply chain planning and optimization services the company assists its clients in designing and implementingsystems that improve the predictability and visibility. A UTi Worldwide Inc. has a market cap of $1.19 billion; its shares were traded at around $12.74 with a P/E ratio of 11.28 and P/S ratio of 0.8. The dividend yield of UTi Worldwide Inc. stocks is 0.5%. UTi Worldwide Inc. had an annual average earning growth of 25.9% over the past 5 years.


Highlight of Business Operations:

Excluding the restructuring costs noted above, the company anticipates that the net cost of outsourcing the information technology functions and support for fiscal 2010 will be approximately $1.5 to $2.5 million on a pre-tax basis, after taking into account the savings expected to be realized from the head count reductions and the elimination of redundancies during the same period. Thereafter, the company expects to realize annual net savings of approximately $5.0 to $6.0 million on a pre-tax basis compared to the amount it is currently spending on information technology.

Effective September 20, 2007, the company acquired 50% of the issued and outstanding shares of Newlog, an Israeli company involved in freight forwarding and customs brokerage, for a purchase price of approximately $6.5 million in cash. Effective October 8, 2007, the company completed a merger agreement pursuant to which Newlog merged with and into a wholly-owned Israeli indirect subsidiary of the company. We refer to the merger transaction with Newlog as the Newlog Merger. As a result of these transactions, the company owns 75% of the shares of the surviving corporation in the Newlog Merger. The company has accounted for these transactions in accordance with Securities and Exchange Commission (SEC) Staff Accounting Bulletin (SAB) 51, Accounting for Sales of Stock by a Subsidiary. Effective October 16, 2007, the company acquired certain assets and liabilities of Transclal Trade Ltd., an Israeli company involved in freight forwarding and customs brokerage, for a purchase price of approximately $36.9 million in cash. We refer to the Newlog Merger and the acquisition of certain assets and liabilities of Transclal Trade Ltd. as the Israel Acquisition.

Effective September 6, 2007, we acquired 100% of the issued and outstanding shares of Chronic Solutions Company (Proprietary) Limited and its subsidiaries, which we collectively refer to as CSC, for an initial cash payment of approximately $5.2 million, net of cash received. CSC is a distributor of specialized and chronic pharmaceuticals located in Johannesburg, South Africa. As a result of this acquisition, the company has increased its range of services to the pharmaceutical industry in South Africa. In addition to the initial payment and subject to certain regulations coming into effect within three to five years from the effective date of the acquisition, the terms of the acquisition agreement provide for an additional payment of up to a maximum of approximately $8.0 million, based on a recalculation of CSCs earnings from September 1, 2006 through the effective date of the acquisition.

We made several smaller acquisitions in fiscal 2007. Effective January 26, 2007, we acquired 100% of the outstanding shares of Cargoforte Sp. Zo.o (which we refer to as Cargoforte), a Polish company involved in freight forwarding and contract logistics for an initial purchase price of approximately $1.0 million in cash. Our acquisition of Cargoforte is subject to a maximum contingent earn-out of $20.0 million, which is offset against the initial purchase price and is to be calculated based on a multiple of the acquired operations future earnings for each of the four twelve-month periods in the period ending January 31, 2011. We made a payment in the amount of $0.3 million in July 2008 relating to the twelve month period ended January 31, 2008. Effective December 18, 2006, we acquired 100% of the outstanding shares of WEST Pharma Logistics, s.r.o, which we have subsequently renamed UTi Pharma Slovakia, s.r.o. (which we refer to as Pharma), a contract logistics company located in Slovakia, for an initial purchase price of approximately $1.1 million. We also anticipate making two contingent earn-out payments related to our acquisition of

Effective November 17, 2006, we acquired 100% of the issued and outstanding shares of Span America Holding Company, Inc. and Span Manufacturing Limited, which we collectively refer to as Span, for an initial cash payment of approximately $22.0 million. Span, headquartered in Markham, near Toronto, Ontario, Canada, is a value-added provider of integrated and customized supply chain management solutions, primarily in North America. The initial purchase price was also subject to a working capital adjustment. In addition to the initial payment, the terms of the acquisition agreement provided for an additional payment of up to a maximum of $28.0 million, less any working capital adjustment based on the performance of Span for the fiscal year ended January 31, 2008. We made the final earn-out payment of $27.2 million in May 2008.

As previously disclosed, effective March 1, 2008, Wal*Mart terminated its outsourcing agreement with us for its warehouse facility in Baytown, Texas. We project that the loss of this contract will result in a loss of revenues of approximately $45 million per year and a corresponding reduction in related costs of approximately $40 million per year.


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