ITEM 2. PROPERTIES.
The Company's headquarters is located in a building owned by the Company at One Rollins Plaza, Wilmington, DE 19803.
The Company's principal operating properties consist of land and buildings used in its truck leasing and rental business. Rollins owns or leases 201 facilities in 42 states.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS.
Neither the Company nor any of its subsidiaries is a party to any material legal proceedings. The Company and its subsidiaries are engaged in ordinary routine litigation incidental to the business.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
NONE. PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS.
STOCK PRICES AND DIVIDENDS
The range of share prices for the Common Stock on the New York and Pacific Stock Exchanges and per share dividends paid on Common Stock for the fiscal years ended September 30, 1995 and 1994 are as follows:
Prices Dividends 1995 1994 1995 1994 High Low High Low Fiscal Quarter First .......... $12 1/2 $11 $14 $11 1/4 $.04 $.033 Second ......... 14 1/2 11 3/8 14 3/8 11 1/2 .04 .033 Third .......... 12 5/8 10 3/8 12 3/8 11 1/8 .04 .033 Fourth ......... 11 3/4 10 1/4 12 1/2 10 7/8 .04 .033
At September 30, 1995, there were 2,663 holders of record of the Common Stock.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Results of Operations
Fiscal Year 1995 vs. 1994 Revenues increased by $31.7 million (7.0%) to $482.6 million from $450.9 million as full-service leasing, commercial rental and dedicated carriage service revenues all improved over the prior year. This revenue improvement was realized despite a continuing sluggish economic climate. Business conditions were excellent during the first fiscal quarter ended December 31, 1994, but the economy weakened beginning in January, 1995 which affected the Company's short-term commercial rental business for the remainder of the year.
Operating expenses increased by $10.9 million (5.9%) reflecting the increase in revenues and the costs associated with opening new facilities and making improvements to existing facilities. Operating expenses as a percentage of revenues decreased to 40.2% in 1995 from 40.6% in 1994. The increased revenues combined with lower maintenance costs on new equipment and continued expense control efforts accounted for the lower operating cost ratio.
Depreciation expense increased by $16.3 million (12.5%) due to the increased investment in equipment on operating leases and related transportation service facilities. The higher levels of investment in property and equipment reflect, in addition to the higher level of business, increased prices paid for recently acquired equipment. Depreciation as a percentage of revenues was 30.4% in 1995 compared with 28.9% in 1994. The higher percentage in 1995 reflected both higher equipment costs and the effects of competitive conditions which limited price increases.
Gain on the sale of property and equipment was $12.7 million, an increase of $4.2 million (49.4%) over the 1994 gain of $8.5 million. During 1995, the Company sold more vehicles at higher prices resulting in the increased gain.
Selling and administrative expenses increased by $.7 million and were 8.9% of revenues in 1995 compared with 9.4% of revenues in 1994.
Interest expense increased by $7.3 million (19.8%) principally due to the increase in average borrowings related to the purchase of additional equipment and higher short-term interest rates.
The effective income tax rates for 1995 and 1994 were 38.4% and 40.0%, respectively. The 1995 effective tax rate was favorably impacted by the resolution of certain state income tax matters.
Net earnings increased by $1.5 million (3.8%) to $41.3 million or $.91 per share from $39.8 million or $.86 per share in 1994. Net earnings as a percentage of revenues was 8.6% in 1995 compared with 8.8% in 1994. Higher depreciation and interest expenses combined with a lower level of profitability from the commercial rental fleet, offset in part by a higher gain on the sale of equipment, contributed to 1995's lower net profit margin.
Fiscal Year 1994 vs. 1993
Revenues increased by $42.1 million (10.3%) as full-service lease, commercial rental and dedicated contract carriage revenues all improved over the prior year.
Operating expenses increased by $16.0 million (9.6%) reflecting the higher revenues. Operating expenses as a percentage of revenues decreased to 40.6% in 1994 from 40.9% in 1993. This improved operating cost ratio resulted from lower maintenance costs on new equipment and continued expense control efforts.
Net depreciation expense increased by $10.0 million (8.9%) due to the increased gross investment in equipment on operating leases and transportation service facilities offset in part by increased gains on the sale of equipment, which are shown as a reduction of depreciation expense. Equipment sale gains increased to $8.5 million from $6.1 million in 1993 as the used equipment market remained strong during 1994.
Selling and administrative expenses increased by $2.0 million (5.0%) mainly due to higher payroll costs in the sales area and to continued emphasis on sales and marketing programs. Selling and administrative expenses decreased to 9.4% of revenues in 1994 from 9.9% of revenues in 1993.
Interest expense increased by $2.4 million (7.0%) due to the increase in average borrowings and higher short-term interest rates offset in part by the refinancing of certain higher interest rate debt.
The effective income tax rates for 1994 and 1993 were 40.0% and 44.4%, respectively.
Net earnings increased by $9.4 million (30.9%) to $39.8 million or $.86 per share from $30.4 million or $.66 per share in 1993. The improvement in net earnings was due mainly to increased revenues and the lower operating cost ratio offset in part by higher depreciation, selling and administrative and interest expenses.
Liquidity and Capital Resources
The Company's primary operation is the full-service leasing and rental of tractors, trucks and trailers which requires substantial amounts of capital and constant access to financing sources. Funds for the acquisition of this equipment are provided principally by the cash flows from operations, the proceeds from the sale of used equipment and borrowings under the Company's revolving credit facility. Cash flows from operations arising from net earnings, depreciation and changes in deferred income taxes and working capital were $198.5 million in 1995, a 14.3% increase from $173.7 million in 1994. Because the primary source of funds from operations is from existing leases, the Company expects a similar amount of funds to be generated in 1996.
At September 30, 1995, equipment on operating leases of $727.9 million represented 70.9% of the Company's assets. The Company's equity in this equipment after deducting equipment financing obligations increased by $14.9 million (10.7%) to $154.3 million in 1995 from $139.4 million in 1994 as shown below (in millions):
September 30 1995 1994 Increase Equipment on operating leases, net $727.9 $637.8 $90.1 Less equipment financing obligations (573.6) (498.4) (75.2) Equity in equipment $154.3 $139.4 $14.9
The Company's principal subsidiary, Rollins Leasing Corp., has a $100.0 million revolving credit facility of which $86.0 million was available at September 30, 1995. This facility is used primarily to finance vehicle purchases on an interim basis pending placement of long-term financing. On March 15, 1995, the Company closed on a private placement of $100.0 million of 8.27% Series N Collateral Trust Debentures due March 15, 2002 and on May 15, 1995, the Company sold $50.0 million of 7.25% Series O Collateral Trust Debentures due May 15, 2005. Additionally, on June 7, 1995, the Company arranged for the private placement of $75.0 million of 6.89% Series P Collateral Trust Debentures due March 15, 2004. Closing will occur on March 15, 1996 with the proceeds used to refinance certain existing indebtedness and for new equipment purchases committed for delivery in the Spring of 1996.
At September 30, 1995, the Company could sell an additional $90.0 million of Collateral Trust Debentures under its current shelf registration statement. Based on its access to the debt markets and relationships with current lending institutions and others who have expressed an interest in providing financing, the Company expects to continue to be able to obtain financing for its equipment and facility purchases at market rates and under satisfactory terms and conditions.
At September 30, 1995, the debt to equity ratio of the Company was 2.1 to 1.
Capital expenditures were $319.0 million in 1995 compared with $297.5 million in 1994. The level of economic activity, which in part dictates demand for the Company's services, was strong during the Company's first fiscal quarter. The economy weakened in early January 1995 and such conditions continued for the remainder of the fiscal year. At September 30, 1995, the Company's commitment for the purchase of revenue equipment was $102.6 million. Based on the current level of business and including commitments already made at September 30, 1995, the Company anticipates spending approximately $300.0 million for equipment and facilities in 1996.
During 1995, the Company purchased for cash and retired 962,500 shares of its $1 par value common stock for $10.1 million. The Company is authorized to purchase 2.1 million additional shares of its stock.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The consolidated financial statements of the Company, the Independent Auditors' Report and the financial statement schedules included in this report are shown on the Index to the Consolidated Financial Statements and Schedules on page 9.
ITEM 9.
ITEM 9. DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
NONE.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Except as presented below, the information called for by this Item 10 is incorporated by reference from the Company's Proxy Statement to be filed pursuant to Regulation 14A for the Annual Meeting of Shareholders to be held on January 25, 1996.
Executive Officers of the Registrant. As of October 31, 1995, the Executive Officers of the registrant were:
Name Position Age Term of Office
Patrick J. Bagley Vice President-Finance and 48 7/87 to date Treasurer 1/87 to date
David F. Burr Chairman and Chief Executive 57 10/92 to date Officer, Rollins Leasing Corp.
Michael B. Kinnard Vice President-General Counsel 38 10/94 to date and Secretary 10/94 to date
John W. Rollins Chairman of the Board and 79 1954 to date Chief Executive Officer 10/74 to date
John W. Rollins, Jr. President and Chief Operating 53 9/75 to date Officer and Director
Henry B. Tippie Chairman of the Executive 68 3/74 to date Committee and Vice Chairman of the Board
The Company's Executive Officers are elected for the ensuing year and until their successors are elected.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION.
The information called for by this Item 11 is incorporated by reference from the Company's Proxy Statement to be filed pursuant to Regulation 14A for the Annual Meeting of Shareholders to be held on January 25, 1996.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The information called for by this Item 12 is incorporated by reference from the Company's Proxy Statement to be filed pursuant to Regulation 14A for the Annual Meeting of Shareholders to be held on January 25, 1996.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
During the year ended September 30, 1995, the following officers and/or directors of the Company were also officers and/or directors of Rollins Environmental Services, Inc.; Patrick J. Bagley, Michael B. Kinnard, William B. Philipbar, Jr., John W. Rollins, John W. Rollins, Jr. and Henry B. Tippie. The following officers and/or directors of the Company were also officers and/or directors of Matlack Systems, Inc.; Patrick J. Bagley, Michael B. Kinnard, William B. Philipbar, Jr., John W. Rollins, John W. Rollins, Jr. and Henry B. Tippie. John W. Rollins owns directly and of record 6.2% and 12.0% of the outstanding shares of Common Stock of Rollins Environmental Services, Inc. and Matlack Systems, Inc., respectively at October 31, 1995. The description of transactions between the Company and Rollins Environmental Services, Inc. and between the Company and Matlack Systems, Inc. appears under the caption "Transactions with Related Parties" on page 21 of this 1995 Annual Report on Form 10-K.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) Financial Statements, Financial Statement Schedules and Exhibits.
(1) Financial Statements - See accompanying Index to Consolidated Financial Statements and Schedules on page 9.
(2) Financial Statements Schedules - See accompanying Index to Consolidated Financial Statements and Schedules on page 9.
(3) Exhibits: (3)(a) Restated Certificate of Incorporation of Rollins Truck Leasing Corp. as last amended on January 25, 1990 as filed with the Company's annual report on Form 10-K for the fiscal year ended September 30, 1992 is incorporated herein by reference.
(3)(b) By-Laws of Rollins Truck Leasing Corp. as last amended on November 25, 1987 as filed with the Company's annual report on Form 10-K for the fiscal year ended September 30, 1992 is incorporated herein by reference.
(4)(a) Collateral Trust Indenture dated as of March 21, 1983, between RLC CORP. (now known as Rollins Truck Leasing Corp.) and Bank of America Illinois (formerly Continental Illinois National Bank and Trust Company of Chicago), as Trustee, as filed with the Company's Registration Statement No. 33-40476 on Form S-3 dated May 10, 1991, is incorporated herein by reference.
(4)(b) Third Supplemental Collateral Trust Indenture dated February 20, 1986 to the Collateral Trust Indenture dated March 21, 1983 between RLC CORP. (now known as Rollins Truck Leasing Corp.) and Bank of America Illinois (formerly Continental Illinois National Bank and Trust Company of Chicago), as Trustee, as filed with the Company's Registration Statement No. 33-40476 on Form S-3 dated May 10, 1991, is incorporated herein by reference.
(4)(c) Sixth Supplemental Collateral Trust Indenture dated March 15, 1988 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986, between RLC CORP. (now known as Rollins Truck Leasing Corp.) and Bank of America Illinois (formerly Continental Illinois National Bank and Trust Company of Chicago), as Trustee.
(4)(d) Seventh Supplemental Collateral Trust Indenture dated March 15, 1989 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986, between RLC CORP. (now known as Rollins Truck Leasing Corp.) and Bank of America Illinois (formerly Continental Bank N.A.), as Trustee.
(4)(e) Eighth Supplemental Collateral Trust Indenture dated May 15, 1990 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's Registration Statement No. 33-67682 on Form S- 3 dated August 20, 1993 is incorporated herein by reference.
(4)(f) Ninth Supplemental Collateral Trust Indenture dated December 1, 1991 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 8-K dated December 12, 1991, is incorporated herein by reference.
(4)(g) Tenth Supplemental Collateral Trust Indenture dated April 28, 1992 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 8-K dated April 28, 1992, is incorporated herein by reference.
(4)(h) Eleventh Supplemental Collateral Trust Indenture dated March 15, 1993 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 8-K dated March 30, 1993, is incorporated herein by reference.
(4)(i) Twelfth Supplemental Collateral Trust Indenture dated March 15, 1994 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 8-K dated March 21, 1994, is incorporated herein by reference.
(4)(j) Thirteenth Supplemental Collateral Trust Indenture dated March 15, 1995 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 10-Q dated April 26, 1995, is incorporated herein by reference.
(4)(k) Fourteenth Supplemental Collateral Trust Indenture dated May 15, 1995 to the Collateral Trust Indenture dated March 21, 1983 as supplemented and amended by a Third Supplemental Indenture thereto dated as of February 20, 1986 and by an Eighth Supplemental Indenture dated May 15, 1990, between Rollins Truck Leasing Corp. and Bank of America Illinois (formerly Continental Bank, N.A.), as Trustee, as filed with the Company's report on Form 8-K dated May 16, 1995 is incorporated herein by reference.
(4)(l) RLC CORP. (now known as Rollins Truck Leasing Corp.) Rights Agreement dated as of June 14, 1989 as filed as an Exhibit to Registration Statement on Form 8-A filed by Registrant on June 15, 1989 is incorporated herein by reference.
(10)(a) RLC CORP. (now known as Rollins Truck Leasing Corp.) 1982 Incentive Stock Option Plan, as filed with the Company's Proxy Statement for the Annual Meeting of Shareholders held on January 27, 1983, is incorporated herein by reference.
(10)(b) RLC CORP. (now known as Rollins Truck Leasing Corp.) 1986 Stock Option Plan, as filed with the Company's Proxy Statement for the Annual Meeting of Shareholders held on January 29, 1987, is incorporated herein by reference.
(10)(c) Rollins Truck Leasing Corp. 1993 Stock Option Plan, as filed with the Company's Proxy Statement for the Annual Meeting of Shareholders held on January 27, 1994, is incorporated herein by reference.
(21) Rollins Truck Leasing Corp. Subsidiaries at September 30, 1995.
(23) Consent of KPMG Peat Marwick LLP, Independent Auditors, for incorporation by reference in Registration Statement No. 33- 67682 filed on Form S-3.
(27) Rollins Truck Leasing Corp. Financial Data Schedule at September 30, 1995.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by Rollins Truck Leasing Corp. during the last quarter of the period covered by this report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
DATED: December 1, 1995 ROLLINS TRUCK LEASING CORP. (Registrant)
BY: /s/ John W. Rollins, Jr. John W. Rollins, Jr. President and Chief Operating Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
/s/ Patrick J. Bagley Vice President-Finance December 1, 1995 Patrick J. Bagley and Treasurer Chief Financial Officer Chief Accounting Officer
/s/ John W. Rollins Chairman of the Board and December 1, 1995 John W. Rollins Chief Executive Officer
/s/ Gary W. Rollins Director December 1, 1995 Gary W. Rollins
/s/ Henry B. Tippie Chairman of the Executive December 1, 1995 Henry B. Tippie Committee and Vice Chairman of the Board
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES
(1) Consolidated Page(s) Independent Auditors' Report on Financial Statements and Financial Statement Schedules 10
Consolidated Statement of Earnings for the years ended September 30, 1995, 1994 and 1993 11
Consolidated Balance Sheet at September 30, 1995 and 1994 12
Consolidated Statement of Cash Flows for the years ended September 30, 1995, 1994 and 1993 13
Notes to the Consolidated Financial Statements 14 to 20
(2) Financial Statement Schedules
Rollins Truck Leasing Corp. (Parent) Schedule I - Condensed Financial Information
Balance Sheet at September 30, 1995 and 1994 21
Statement of Earnings for the years ended September 30, 1995, 1994 and 1993 22
Statement of Cash Flows for the years ended September 30, 1995, 1994 and 1993 23
Notes to the Financial Statements 24
Rollins Truck Leasing Corp. and Subsidiaries Consolidated
Schedule II - Valuation and Qualifying Accounts for the the years ended September 30, 1995, 1994 and 1993 25
Any financial statement schedules otherwise required have been omitted because they are not applicable or the required information is shown in the financial statements or notes thereto. Independent Auditors' Report
The Shareholders and Board of Directors Rollins Truck Leasing Corp.
We have audited the consolidated financial statements of Rollins Truck Leasing Corp. and subsidiaries as listed in the accompanying index. In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedules as listed in the accompanying index. These consolidated financial statements and financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Rollins Truck Leasing Corp. and subsidiaries as of September 30, 1995 and 1994, and the results of their operations and their cash flows for each of the years in the three-year period ended September 30, 1995, in conformity with generally accepted accounting principles. Also in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.
KPMG Peat Marwick LLP
Philadelphia, Pennsylvania October 24, 1995
CONSOLIDATED STATEMENT OF EARNINGS
Year Ended September 30, 1995 1994 1993 Revenues $482,612,000 $450,903,000 $408,778,000 Expenses: Operating 194,073,000 183,222,000 167,248,000 Depreciation 146,777,000 130,512,000 118,144,000 Gain on sale of property and equipment (12,657,000) (8,530,000) (6,139,000) Selling and administrative 43,146,000 42,473,000 40,440,000 371,339,000 347,677,000 319,693,000
Earnings before interest and income taxes 111,273,000 103,226,000 89,085,000 Interest income 272,000 593,000 1,023,000 Interest (expense) (44,453,000) (37,429,000) (35,451,000) Earnings before income taxes 67,092,000 66,390,000 54,657,000 Income taxes 25,756,000 26,562,000 24,241,000
Net earnings $ 41,336,000 $ 39,828,000 $ 30,416,000
Earnings per share $ .91 $ .86 $ .66
Average common shares and equivalents outstanding 45,365,000 46,310,000 46,260,000
The Notes to the Consolidated Financial Statements are an integral part of these statements.
CONSOLIDATED BALANCE SHEET September 30, 1995 1994 ASSETS Current assets Cash $ 22,708,000 $ 15,094,000 Accounts receivable, net of allowance for doubtful accounts: 1995-$1,635,000; 1994 -$1,770,000 56,946,000 52,031,000 Inventory of parts and supplies 8,612,000 8,558,000 Prepaid expenses 14,366,000 12,726,000 Refundable income taxes 1,667,000 2,571,000 Deferred income taxes 6,241,000 11,472,000 Total current assets 110,540,000 102,452,000 Equipment on operating leases, at cost, net of accumulated depreciation 727,893,000 637,768,000 Other property and equipment, at cost, net of accumulated depreciation 171,343,000 146,618,000 Note receivable-Matlack, Inc. - 6,000,000 Excess of cost over net assets of businesses acquired 11,677,000 11,903,000 Other assets 5,576,000 4,976,000 Total assets $1,027,029,000 $ 909,717,000
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities (excluding equipment financing obligations) Accounts payable $ 8,115,000 $ 7,205,000 Accrued liabilities 43,167,000 40,114,000 Current maturities of long-term debt 150,000 146,000 Total current liabilities 51,432,000 47,465,000 Equipment financing obligations including maturities due within one year: 1995- $21,469,000; 1994-$30,214,000 573,554,000 498,365,000 Long-term debt 632,000 782,000 Other liabilities 10,028,000 8,898,000 Deferred income taxes 115,830,000 103,010,000
Commitments and contingent liabilities (see Notes to the Consolidated Financial Statements)
Shareholders' equity: Common stock, $1 par value, outstanding: 1995-44,954,679 shares; 1994-45,770,678 shares 44,955,000 45,771,000 Capital in excess of par value 11,453,000 20,319,000 Retained earnings 219,145,000 185,107,000 Total shareholders' equity 275,553,000 251,197,000 Total liabilities and shareholders' equity $1,027,029,000 $ 909,717,000 The Notes to the Consolidated Financial Statements are an integral part of these statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
Year Ended September 30, 1995 1994 1993 Cash flows from operating activities: Net earnings $ 41,336,000 $ 39,828,000 $ 30,416,000 Reconciliation of net earnings to net cash flows from operating activities: Depreciation and amortization 147,003,000 130,741,000 118,366,000 Net gain on sale of property and equipment (12,657,000) (8,530,000) (6,139,000) Changes in assets and liabilities: Notes and accounts receivable 1,085,000 (3,114,000) 9,769,000 Accounts payable and accrued liabilities 3,963,000 3,856,000 3,892,000 Current and deferred income taxes 18,956,000 12,946,000 11,542,000 Other, net (1,165,000) (2,072,000) (1,315,000) Net cash provided by operating activities 198,521,000 173,655,000 166,531,000
Cash flows from investing activities: Purchase of property and equipment (318,983,000) (297,492,000) (242,910,000) Proceeds from sales of equipment 70,013,000 58,376,000 48,953,000 Net cash used in investing activities (248,970,000) (239,116,000) (193,957,000)
Cash flows from financing activities: Proceeds of equipment financing obligations 239,128,000 177,126,000 177,498,000 Repayment of equipment financing obligations (163,939,000) (106,068,000) (140,447,000) Repayment of long-term debt (146,000) (203,000) (7,414,000) Payment of dividends (7,298,000) (6,092,000) (5,452,000) Proceeds of stock options exercised 446,000 780,000 759,000 Common stock acquired and retired (10,128,000) - - Other - (69,000) - Net cash provided by financing activities 58,063,000 65,474,000 24,944,000
Net increase (decrease) in cash 7,614,000 13,000 (2,482,000) Cash beginning of period 15,094,000 15,081,000 17,563,000 Cash end of period $ 22,708,000 $ 15,094,000 $ 15,081,000
Supplemental information: Interest paid $ 42,692,000 $ 36,425,000 $ 34,933,000 Income taxes paid $ 6,800,000 $ 13,616,000 $ 12,699,000
The Notes to the Consolidated Financial Statements are an integral part of these statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Accounting Policies
The consolidated financial statements include the accounts of all subsidiaries. Intercompany transactions and balances among these subsidiaries have been eliminated.
Lease, rental and other transportation service revenues are recognized over the terms of the respective contracts.
Earnings per common share are computed assuming the conversion of all potentially dilutive outstanding stock options.
The excess of cost over net assets of businesses acquired prior to October 30, 1970 amounting to $4,588,000 is not being amortized since its value, in management's opinion, has not diminished. The excess of cost over net assets of businesses acquired subsequently is being amortized on a straight-line basis over 40 years.
Inventories of transportation equipment parts and supplies are valued at the lower of first-in, first-out cost or market.
Property and equipment is carried at cost, net of applicable allowances. Tires placed in service on new equipment are capitalized as part of the original equipment cost. Depreciation is provided on a straight-line, specific-item basis. Depreciable lives for equipment on operating leases and other property and equipment range from 3 to 12 years and 3 to 45 years, respectively. The cost and related accumulated depreciation of property and equipment sold or retired are eliminated from the property accounts and the resulting gain or loss is reflected in the Consolidated Statement of Earnings. Repairs and maintenance are expensed as incurred. Replacement tires are expensed when placed in service. Major additions and improvements are capitalized and written off over the remaining depreciable lives of the assets.
Leasing operations consist of the long-term leasing and short-term rental of transportation equipment. All leases are classified as operating leases and expire on various dates during the next ten years.
The Company retains a specific portion of insurable risks with regard to public liability and workers' compensation claims. Retention levels are currently $500,000. Reserves are established for claims incurred plus an estimate for claims incurred but not reported. Reserve requirements are evaluated and established utilizing historical trends, the Company's experience, claim severity and other factors. Claims estimated to be paid within one year have been classified in accrued liabilities with the balance included with other liabilities.
Equipment on Operating Leases
The Company's investment in equipment on operating leases is as follows:
September 30, 1995 1994 Transportation equipment $1,058,643,000 $ 951,349,000 Less accumulated depreciation (330,750,000) (313,581,000) $ 727,893,000 $ 637,768,000
Commitments for the purchase of transportation equipment amounted to $102,601,000 at September 30, 1995.
At September 30, 1995, minimum future revenues from non-cancelable leases are as follows:
Year Ending September 30, 1996 $195,024,000 1997 166,187,000 1998 133,091,000 1999 95,901,000 2000 59,043,000 Later Years 45,926,000 Total future minimum lease revenues $695,172,000
Revenues include contingent rentals, which represent all commercial rental revenues and the mileage charges on full-service leases, of $183,399,000 in 1995, $169,755,000 in 1994 and $128,528,000 in 1993.
Indebtedness
Equipment financing obligations are as follows: September 30, 1995 1994 Revolving Credit Agreement $ 14,000,000 $ 33,500,000 Collateral Trust Debentures: Series G, 9 7/8% - 50,000,000 Series H, 10.60%, due 1999 75,000,000 75,000,000 Series I, 10.35%, due 2000 50,000,000 50,000,000 Series J, 8 5/8%, due 1998 30,000,000 30,000,000 Series K, 7 3/4%, due 1997 50,000,000 50,000,000 Series L, 7 %, due 2003 70,000,000 70,000,000 Series M, 7 %, due 2001 60,000,000 60,000,000 Series N, 8.27 %, due 2002 100,000,000 - Series O, 7.25 %, due 2005 50,000,000 - Other equipment financing obligations 74,554,000 79,865,000 $573,554,000 $498,365,000
At September 30, 1995, $21,469,000 of other equipment financing obligations were due within one year with the balance payable through 2000. Interest rates on these obligations averaged 6.9% at September 30, 1995. The other equipment financing obligations are collateralized by certain leasing equipment. The Collateral Trust Debentures are secured by notes from a subsidiary. Two banks provide an unsecured $100,000,000 line under a Revolving Credit Agreement ("the Revolver"). At the option of the banks, the Revolver and the Collateral Trust Debentures may be secured by certain leasing equipment. Termination of the Revolver would result in repayment of the outstanding balance over 60 months in equal installments; otherwise, no repayments are required unless the financing value of the eligible equipment available as security falls below the outstanding loan balance. At September 30, 1995, interest rates on borrowings under the Revolver averaged 6.5%. The Revolver provides for the maintenance of specified financial ratios and restricts payments to the Company by a consolidated subsidiary. Net assets of all subsidiaries not restricted under the Revolver totaled $167,193,000 at September 30, 1995.
Equipment financing obligations due within one year are not classified as current liabilities as the Company intends and has the ability to refinance them on a long-term basis through available credit facilities.
On June 7, 1995, the Company arranged for the private placement of $75,000,000 of 6.89% Series P Collateral Trust Debentures due March 15, 2004. Closing will occur on March 15, 1996.
Based on published bid prices, at September 30, 1995, the estimated fair value of the Company's Collateral Trust Debentures was $508,081,000 compared to the recorded book amount of $485,000,000. The fair value of the remaining $88,554,000 of equipment indebtedness approximates its recorded amount.
Long-term debt consists of real estate and other obligations payable in installments over various periods to 2001, at interest rates ranging from 6.0% to 9.0%. Land and buildings with a carrying value of $1,816,000 are pledged as collateral.
The aggregate amounts of maturities for all indebtedness over the next five years are as follows: 1996-$21,619,000; 1997-$69,055,000; 1998- $15,377,000; 1999-$113,949,000 and 2000-$52,543,000.
Other Property and Equipment
The Company's other property and equipment accounts are as follows:
September 30, 1995 1994 Land $ 40,117,000 $ 35,376,000 Transportation service facilities 154,943,000 128,414,000 Other operating assets 34,580,000 33,951,000 Less accumulated depreciation (58,297,000) (51,123,000) $171,343,000 $146,618,000
Income Taxes
The tax provisions for the three years ended September 30, 1995 are comprised as follows:
Year Ended September 30, 1995 1994 1993 Current: Federal $ 6,584,000 $ 8,692,000 $ 9,101,000 State 1,128,000 2,796,000 2,280,000 Deferred: Federal 16,256,000 13,516,000 8,362,000 State 1,788,000 1,558,000 2,223,000 Rate change - - 2,275,000 Total income taxes $25,756,000 $26,562,000 $24,241,000
A reconciliation of the tax provisions for the three years ended September 30, 1995 with amounts calculated by applying the statutory federal income tax rate (35.0% in 1995 and 1994 and 34.75% in 1993) to earnings before income taxes for those years is as follows:
Year Ended September 30, 1995 1994 1993 Federal tax at statutory rate $23,482,000 $23,236,000 $18,993,000 State taxes 1,896,000 2,830,000 2,939,000 Rate change - - 2,275,000 Other 378,000 496,000 34,000 Total income taxes $25,756,000 $26,562,000 $24,241,000
The tax effect of temporary differences and the tax credit carryforwards which comprise the current and non-current deferred income tax amounts shown on the balance sheet are as follows: September 30 1995 1994 Depreciation $124,775,000 $111,833,000 Expenses deductible when paid (9,198,000) (8,214,000) Alternative minimum tax credit carryforward (6,924,000) (12,861,000) Other 936,000 780,000 Deferred income taxes, net $109,589,000 $ 91,538,000
At September 30, 1995, the Company had alternative minimum tax credit carryforwards of $6,924,000 which have no expiration date. The Company has no tax credit carryforwards for financial reporting purposes since all such credits have been considered in the determination of deferred tax amounts.
Lease Commitments
The Company leases some of the premises and equipment used in its operations. Leases classified as operating leases expire on various dates during the next 19 years. Some of the leases are renewable at the Company's option. Minimum future rental payments required under operating leases having non-cancelable terms in excess of one year as of September 30, 1995 are as follows:
Year Ending September 30, 1996 $ 3,644,000 1997 2,657,000 1998 2,081,000 1999 1,508,000 2000 1,312,000 Later years 5,108,000 Total minimum payments required $16,310,000
Total rental expense for all operating leases except those with terms of a month or less was $7,560,000 in 1995, $7,695,000 in 1994 and $8,134,000 in 1993.
Pension Plans
The Company maintains a noncontributory pension plan for eligible employees not covered by pension plans under collective bargaining agreements. Pension costs are funded in accordance with the provisions of the Internal Revenue Code. The Company also maintains a nonqualified, noncontributory defined benefit pension plan for certain employees to restore pension benefits reduced by federal income tax regulations. The cost associated with the plan is determined using the same actuarial methods and assumptions as those used for the Company's qualified pension plan.
The following table sets forth the funded status and the amount recognized in the Company's balance sheet for the plans:
September 30, 1995 1994 Actuarial present value of accumulated benefit obligation: Vested $27,081,000 $24,708,000 Non-vested 1,267,000 1,227,000 $28,348,000 $25,935,000
Projected benefit obligation $33,734,000 $31,190,000 Plan assets at market value 35,230,000 27,481,000 Projected benefit obligation (under) in excess of plan assets (1,496,000) 3,709,000 Unrecognized gain 6,929,000 1,289,000 Unrecognized prior service costs (755,000) (998,000) Unrecognized overfunding at adoption 351,000 421,000 Accrued pension liability $ 5,029,000 $ 4,421,000
At September 30, 1995, the assets of the pension plans were invested 74% in equity securities, 22% in fixed income securities and the balance in other short-term interest bearing accounts.
The discount rate and the rate of assumed compensation increase for all three years were 8.0% and 5.0%, respectively. The expected long-term rate of return on assets was 9.0% for 1995 and 9.5% for 1994 and 1993.
The components of net periodic pension cost are as follows:
Year Ended September 30, 1995 1994 1993 Service cost $2,175,000 $2,283,000 $1,798,000 Interest cost 2,371,000 2,152,000 1,846,000 Return on plan assets (7,420,000) (947,000) (4,336,000) Net amortization and deferral 4,907,000 (1,580,000) 2,271,000 Net periodic pension cost $2,033,000 $1,908,000 $1,579,000
Effective October 1, 1994, the Company established a defined contribution 401(k) plan which permits participation by substantially all employees not represented under a collective bargaining agreement.
The Company expensed payments to multi-employer pension plans required by collective bargaining agreements of $131,000 in 1995, $172,000 in 1994 and $265,000 in 1993. The actuarial present value of accumulated plan benefits and net assets available for benefits to employees under these plans are not currently available.
Accrued Liabilities
Accrued liabilities are as follows: September 30, 1995 1994 Employee compensation $ 7,491,000 $ 8,722,000 Interest 7,541,000 6,052,000 Taxes other than income 10,195,000 9,349,000 Insurance reserves 6,113,000 6,013,000 Environmental 2,817,000 2,178,000 Unbilled services and supplies 7,802,000 5,846,000 Other 1,208,000 1,954,000 $43,167,000 $40,114,000
Shareholders' Equity
Changes in the components of shareholders' equity are as follows:
The Company is authorized to issue 100,000,000 shares of its $1 Par Value Common Stock and 1,000,000 shares of Preferred Stock. The preferred shares are without par value, with terms and conditions of each issue as determined by the Board of Directors.
Each share of common stock outstanding includes one common stock purchase right (a "Right") which is non-detachable and nonexercisable until certain defined events occur, including certain tender offers or the acquisition by a person or group of affiliated or associated persons of 20% of the Company's common stock. Upon the occurrence of certain defined events, the Right entitles the registered holder to purchase one share of common stock of the Company for $26.67 and may be modified to permit certain holders to purchase common stock of the Company or common stock of an acquiring company at a 50% discount. The Rights expire on June 30, 1999 unless earlier redeemed by the Company at a price of $.0045 per Right as permitted under certain conditions.
The terms of a credit agreement restrict the Company's dividend payments to consolidated net income earned subsequent to September 30, 1984 subject to certain adjustments. At September 30, 1995, $163,242,000 of retained earnings were available for the payment of cash dividends.
Stock Option Plans
Under the Company's stock option plans, options to purchase common stock of the Company may be granted to officers and key employees at not less than 100% of the fair market value at the date of grant. Option activity is as follows:
Year Ended September 30, 1995 1994 1993 Number of options: Outstanding at beginning of year 1,121,499 1,368,005 1,388,700 Granted 359,500 7,515 261,900 Exercised (146,501) (226,321) (268,164) Expired or canceled (7,725) (27,700) (14,431) Outstanding at September 30 1,326,773 1,121,499 1,368,005
At September 30: Options available for grant 954,014 1,305,789 85,604 Options exercisable 539,662 470,500 409,163
Per share prices: Options granted $11.00 to $11.50 $12.08 $11.92 Options exercised $ 2.39 to $ 7.56 $ 2.39 to $7.56 $ 2.39 to $7.56 Options outstanding $ 2.39 to $12.08 $ 2.39 to $12.08 $ 2.39 to $11.92
Transactions with Related Parties
Certain directors and officers of the Company are also directors and officers of Rollins Environmental Services, Inc. and Matlack Systems, Inc.
The Company sold materials (principally vehicle fuel) and services (including data processing services) and rented transportation equipment and office space to Rollins Environmental Services, Inc. The aggregate charges for these materials and services, which have been included in revenues or offset against operating expense, as appropriate, in the Consolidated Statement of Earnings, were $6,617,000 in 1995, $6,551,000 in 1994 and $7,359,000 in 1993.
The Company provided administrative services and rented office space to Matlack, Inc. for aggregate charges of $3,286,000 in 1995, $2,949,000 in 1994 and $3,077,000 in 1993, which have been included in revenues or offset against operating expense, as appropriate, in the Consolidated Statement of Earnings. Interest charges to Matlack, Inc. were $272,000 in 1995, $593,000 in 1994 and $1,023,000 in 1993.
An officer of the Company is the trustee of an employee benefits trust which provides certain insurance and health care benefits to employees of the Company. Contributions to the trust, which were charged to operating or selling and administrative expense, as appropriate, were $9,099,000 in 1995, $8,166,000 in 1994 and $7,068,000 in 1993.
In the opinion of management of the Company, the foregoing transactions were effected at rates which approximate those which the Company would have realized or incurred had such transactions been effected with independent third parties.
Environmental Regulation
The Company is subject to certain regulations of the Environmental Protection Agency in that it stores and dispenses petroleum products. Most of these regulations address testing and replacement of underground tanks. The Company's adherence to these regulations is part of its normal business operations. These regulations have not had any material adverse effect upon the Company.
Commitments and Contingent Liabilities
There are various routine claims and legal actions pending against the Company incidental to the ordinary operation of its business. The Company is of the opinion, based on the advice of counsel, that it is only remotely likely that the ultimate resolution of these claims and actions will be material.
SCHEDULE I - Condensed Financial Information
ROLLINS TRUCK LEASING CORP. BALANCE SHEET ($000 Omitted)
Assets September 30, 1995 1994 Current Assets (excluding notes receivable from subsidiaries) Cash $ 860 $ 699 Accounts receivable 59 80 Accounts receivable from subsidiaries* 14 14 Other current assets 146 63 Total current assets 1,079 856 Note receivable - Matlack, Inc. - 6,000 Notes receivable from subsidiary* 485,000 379,000 Investments in subsidiaries, at equity* 262,291 234,263 Advances to subsidiaries* 16,830 18,430 Property and equipment, at cost, net of accumulated depreciation 908 921 Other assets 195 173 Total assets $766,303 $639,643
Liabilities and Shareholders' Equity
Current Liabilities Accounts payable to subsidiaries* $ 29 $ 37 Accounts payable to others 163 164 Accrued liabilities 488 571 Income taxes payable 1,500 769 Total current liabilities 2,180 1,541 Collateral Trust Debentures 9 7/8% Series - 50,000 10.60% Series H, due 1999 75,000 75,000 10.35% Series I, due 2000 50,000 50,000 8 5/8% Series J, due 1998 30,000 30,000 7 3/4% Series K, due 1997 50,000 50,000 7 % Series L, due 2003 70,000 70,000 7 % Series M, due 2001 60,000 60,000 8.27 % Series N, due 2002 100,000 - 7.25 % Series O, due 2005 50,000 - Advances from subsidiaries* 3,160 1,450 Other liabilities - 81 Deferred federal income taxes 410 374 Commitments and contingent liabilities - see notes to the financial statements
Shareholders' equity Common shares $1 Par Value, 100,000,000 shares authorized; issued and outstanding: 1995: 44,954,679; 1994: 45,770,678 44,955 45,771 Capital in excess of par value 11,453 20,319 Retained earnings 219,145 185,107 Total shareholders' equity 275,553 251,197 Total liabilities and shareholders' equity $766,303 $639,643
* Eliminated in consolidation.
The Notes to the Financial Statements are an integral part of these statements.
SCHEDULE I - Condensed Financial Information (continued)
ROLLINS TRUCK LEASING CORP. STATEMENT OF EARNINGS ($000 Omitted)
Year Ended September 30, 1995 1994 1993
Revenues: Dividends from subsidiaries $12,501 $ 1,800 $ 4,800 Other income 5,301 4,502 171 17,802 6,302 4,971
Expenses: Administrative 3,365 3,418 3,686 Depreciation and amortization 220 193 216 Loss (gain) on sale of property and equipment 9 11 (5) 3,594 3,622 3,897
Earnings before interest and income taxes 14,208 2,680 1,074
Interest income 36,995 31,700 29,451 Interest (expense) (36,995) (31,700) (29,451)
Earnings before income taxes 14,208 2,680 1,074
Income taxes (benefit) 980 825 (1,460)
Net earnings of Rollins Truck Leasing Corp. 13,228 1,855 2,534
Equity in undistributed net earnings of subsidiaries 28,108 37,973 27,882
Net earnings $41,336 $39,828 $30,416
The Notes to the Financial Statements are an integral part of these statements.
SCHEDULE I - Condensed Financial Information (continued)
ROLLINS TRUCK LEASING CORP. STATEMENT OF CASH FLOWS ($000 Omitted)
Year Ended September 30, 1995 1994 1993
Cash flows from operating activities: Earnings prior to equity in subsidiaries' undistributed earnings $ 13,228 $ 1,855 $ 2,534
Reconciliation of earnings to net cash flows from operating activities: Depreciation and amortization 220 193 216 Loss (gain) on sale of property and equipment 9 11 (5) Changes in assets and liabilities: Accounts receivable 70 28 74 Accounts payable and accrued liabilities (92) 9 (230) Current and deferred income taxes 767 275 (176) Other, net (235) (252) 92 Net cash provided by operating activities 13,967 2,119 2,505
Cash flows from investing activities: Purchase of equipment (148) (152) (108) Proceeds from sale of equipment 12 - 5 Net cash used in investing activities (136) (152) (103)
Cash flows from financing activities: Proceeds of equipment financing 150,000 60,000 70,000 Notes receivable from subsidiaries (150,000) (56,300) (68,072) Repayment of notes by subsidiaries 45,600 - 39,500 Repayment of note by Matlack, Inc. 6,000 - 7,750 Repayment of equipment financing (50,000) - (47,250) Payment of dividends (7,298) (6,092) (5,452) Proceeds of stock options exercised 446 780 759 Common stock acquired and retired (10,128) - - Notes payable to subsidiary 1,710 - - Other - (69) - Net cash used in financing activities (13,670) (1,681) (2,765)
Net increase (decrease) in cash 161 286 (363)
Cash beginning of period 699 413 776
Cash end of period $ 860 $ 699 $ 413
Supplemental information:
Interest paid $ 35,291 $ 31,525 $ 29,979 Income taxes paid $ 6,710 $ 10,660 $ 9,572
The Notes to the Financial Statements are an integral part of these statements.
SCHEDULE I - Condensed Financial Information (continued)
ROLLINS TRUCK LEASING CORP. Notes to the Financial Statements
Accounting Policies
The accounting policies of the Registrant and its subsidiaries are set forth on page 14 of this 1995 Annual Report on Form 10-K.
The Company's principal sources of earnings are dividends and management fees paid by its subsidiaries. Certain loan agreements restrict payments to the Company by its subsidiaries. Net assets of subsidiaries not restricted under such loan agreements totaled $167,193,000 at September 30, 1995. The Company also realizes cash receipts by assessing subsidiaries for federal taxes on income and expends cash in payment of such taxes on a consolidated basis. Tax assessments are based on the amount of federal income taxes which would be payable (recoverable) by each subsidiary company based on its current year's earnings (loss) reduced by that subsidiary's applicable portion of any consolidated carryforward or carryback of net operating losses, investment tax credits, alternative minimum tax credits or similar items utilized currently in the consolidated federal income tax return.
Interest income on notes receivable from a subsidiary and from Matlack, Inc. which are pledged to secure the Collateral Trust Debentures (described on page 15 of this 1995 Annual Report on Form 10-K) was $36,995,000, $31,700,000 and $29,451,000 in 1995, 1994 and 1993, respectively.
Commitments and Contingencies
The Company is obligated to an affiliated company for $404,000 annually ($2,523,000 in the aggregate) of future rentals under a lease to 2001. Rent expense was $398,000 in 1995 and $391,000 in 1994 and 1993.
Commitments of the Company have been collateralized by bank letters of credit issued on behalf of the Company in the amount of $4,950,000.
The aggregate amounts of maturities for the Collateral Trust Debentures during the next five years are $50,000,000 in 1997, $105,000,000 in 1999 and $50,000,000 in 2000.
ROLLINS TRUCK LEASING CORP. AND SUBSIDIARIES SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS ($000 OMITTED)
(1) Recoveries. (2) Write-offs.
ROLLINS TRUCK LEASING CORP.
Exhibits to Form 10-K
For Fiscal Year Ended September 30, 1995
Index to Exhibits Page Nos.
Exhibit 21 Rollins Truck Leasing Corp. 27 Subsidiaries at September 30, 1995
Exhibit 23 Consent of Independent Auditors 28
Exhibit 27 Rollins Truck Leasing Corp. 29 Financial Data Schedule at September 30, 1995
Exhibit 21
ROLLINS TRUCK LEASING CORP. Subsidiaries of Registrant at September 30, 1995
JURISDICTION OF NAME INCORPORATION
Rollins Logistics Inc. Delaware
Rollins Leasing Corp. Delaware
Rollins Properties, Inc. Delaware
Transrisk, Limited Bermuda
Exhibit 23
The Board of Directors Rollins Truck Leasing Corp.:
We consent to incorporation by reference in Registration Statement No. 33-67682 filed on Form S-3 by Rollins Truck Leasing Corp. of our report dated October 25, 1995, relating to the consolidated balance sheets of Rollins Truck Leasing Corp. and subsidiaries as of September 30, 1995 and 1994 and the related consolidated statements of earnings and cash flows and related schedules for each of the years in the three-year period ended September 30, 1995, which report appears on page 10 of this 1995 Annual Report on Form 10-K of Rollins Truck Leasing Corp.
KPMG Peat Marwick LLP
Philadelphia, Pennsylvania November 29, 1995