ALLIED HOLDINGS, INC.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported) April 12, 2007
ALLIED HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
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Georgia
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0-22276
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58-0360550 |
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(State or Other Jurisdiction
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(Commission
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(IRS Employer |
of Incorporation)
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File Number)
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Identification No.) |
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160 Clairemont Avenue, Suite 200, Decatur, Georgia
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30030 |
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants
telephone number, including area code (404) 373-4285
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
Financial information regarding the fiscal year ended December 31, 2006 included in Item 7.01
below is incorporated by reference into this Item 2.02.
Item 7.01 Regulation FD Disclosure
As previously announced, Allied Holdings, Inc. (Allied or the Company) has obtained a new
$315 million debtor-in-possession credit facility (the New DIP Facility), which is being arranged
exclusively by an affiliate of Goldman Sachs & Co. In connection with seeking lender commitments
under the New DIP Facility, on April 12, 2007 the Company intends to meet with certain potential
lenders. At that meeting the Company intends to provide the potential lenders with certain
information that may be deemed material and that has not previously been made publicly available by
the Company. Attached as Exhibit 99.1 hereto and incorporated by reference herein is a
presentation of such information.
Forward-Looking Statements
Statements included in this Current Report on Form 8-K, including the materials incorporated
herein by reference, that are not strictly historical are forward-looking statements. Such
statements include, without limitations, any statements containing the words believe,
anticipate, estimate, expect, intend, plan, seek, and similar expressions. These
forward-looking statements involve a number of risks and uncertainties that could cause Allieds
actual results to differ materially from those suggested by the forward-looking statements and are
beyond the Companys ability to control or predict.
With respect to the Companys Chapter 11 reorganization process, these risks include, but are
not limited to, the following: the Companys ability to continue as a going concern and fund its
cash requirements through the effective date of a plan of reorganization; the ability of the
Company to confirm and consummate the plan of reorganization (or an alternative plan), which
depends on a number of factors, including the Companys ability to obtain the necessary approval of
its plan of reorganization, the Companys ability to satisfy the conditions under the New DIP
Facility necessary for exit financing, and the bankruptcy courts confirmation of the plan of
reorganization; the ability of the Company to operate under the terms of the New DIP Facility;
sufficient cash availability for the Company to meet its working capital needs; the Companys
ability to obtain amendments to its collective bargaining agreement with its employees in the U.S.
represented by the U.S. Teamsters on substantially the terms set forth in the Companys plan of
reorganization and the related disclosure statement; labor disputes involving the Company and its
employees; risks associated with third parties seeking and obtaining court approval to modify or
terminate the automatic stay, appoint a Chapter 11 trustee or to convert the cases to Chapter 7
cases; the Companys ability to maintain contracts that are critical to its operations; and the
ability of the Company to retain key executives and employees.
In addition the Company faces a number of risks with respect to its continuing business
operations, including, but not limited to: the highly competitive nature of the automotive
distribution industry; dependence on the automotive industry and ongoing initiatives of customers
to reduce costs; loss or reduction of revenues generated by the Companys major customers or the
loss of any such customers; the variability of OEM production and seasonality of the automotive
distribution industry; the Companys highly leveraged financial position; the Companys ability to
obtain financing in the future; the Companys ability to fund future capital requirements;
increased costs, capital expenditure requirements and other consequences of the Companys aging
fleet of Rigs as well as Rig purchasing cycles; dependence on key personnel; and the availability
of qualified drivers.
Additional information concerning the risks and uncertainties that could cause differences
between actual results and forward-looking statements is included in Allieds Securities and
Exchange Act filings, including its Form 10-Q for the quarter ended September 30, 2006. Allied
cautions readers not to place undue reliance on the forward-looking statements and Allied also
disclaims any obligation to update or review forward-looking statements, except as may be required
by law.
The statements set forth in this Current Report on Form 8-K, including the material
incorporated by reference herein, are not a solicitation of votes for or against the joint plan of
reorganization. The solicitation of any votes for or against the joint plan of reorganization will
be made only through the disclosure statement approved by the Bankruptcy Court pursuant to Section
1125 of the Bankruptcy Code.
The information furnished in this Current Report on Form 8-K shall not be deemed incorporated
by reference into any other filing with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Supplemental Regulation FD Disclosure of Allied Holdings, Inc., dated April 12, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
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ALLIED HOLDINGS, INC.
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Dated: April 12, 2007 |
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/s/ Thomas H. King
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Name: |
Thomas H. King |
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Title: |
Executive Vice President and Chief Financial Officer |
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Exhibit Index
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Exhibit No. |
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Description of Exhibit |
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99.1
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Supplemental Regulation FD Disclosure of Allied Holdings, Inc., dated April 12, 2007. |