UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 23, 2007
Con-way Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-5046 94-1444798
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2855 Campus Drive, San Mateo, California 94403
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (650) 378-5200
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:
___ Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
___ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
___ Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
___ Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
This Form 8-K/A, Amendment No. 1, is being filed for the purpose of filing
the financial statements and pro forma financial information required by Item
9.01 with respect to the Current Report on Form 8-K filed by the registrant
on August 23, 2007 regarding the acquisition of Transportation Resources,
Inc.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
The audited consolidated balance sheet of Transportation Resources, Inc. at
December 31, 2006 and the audited consolidated statements of income,
shareholders' equity and cash flows for the year ended December 31, 2006 and
the related notes to the financial statements, together with the independent
auditors' report, are filed as Exhibit 99.1 to this Form 8-K/A and
incorporated by reference in this Form 8-K/A.
The unaudited consolidated balance sheet of Transportation Resources, Inc. at
June 30, 2007 and the unaudited consolidated statements of income and cash
flows for the six months ended June 30, 2007 and 2006 and the related notes
to the financial statements are filed as Exhibit 99.2 to this Form 8-K/A and
incorporated by reference in this Form 8-K/A.
(b) Pro Forma Financial Information
The unaudited pro forma condensed consolidated balance sheet of the
registrant at June 30, 2007, and the unaudited pro forma condensed
consolidated statements of income for the year ended December 31, 2006 and
the six months ended June 30, 2007 are filed as Exhibit 99.3 to this Form 8-
K/A and incorporated by reference in this Form 8-K/A.
(d) Exhibits
23.1 Consent of BKD, LLP
99.1 Audited Consolidated Financial Statements of Transportation
Resources, Inc. at December 31, 2006 and for the year ended
December 31, 2006
99.2 Unaudited Consolidated Financial Statements of Transportation
Resources, Inc. at June 30, 2007 and for the six months ended June
30, 2007 and 2006
99.3 Unaudited Pro Forma Condensed Consolidated Balance Sheet of the
Registrant at June 30, 2007 and the Unaudited Pro Forma Condensed
Consolidated Statements of Income for the year ended December 31,
2006 and the six months ended June 30, 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.
CON-WAY INC.
By: /s/ Kevin C. Schick
---------------------
Name: Kevin C. Schick
Title: Senior Vice President and Chief
Financial Officer
Dated: October 9,2007
EXHIBIT INDEX
23.1 Consent of BKD, LLP
99.1 Audited Consolidated Financial Statements of Transportation Resources,
Inc. at December 31, 2006 and for the year ended December 31, 2006
99.2 Unaudited Consolidated Financial Statements of Transportation
Resources, Inc. at June 30, 2007 and for the six months ended
June 30, 2007 and 2006
99.3 Unaudited Pro Forma Condensed Consolidated Balance Sheet of the
Registrant at June 30, 2007 and the Unaudited Pro Forma Condensed
Consolidated Statements of Income for the year ended December 31,
2006 and the six months ended June 30, 2007