UNITED STATES
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
November 3, 2008
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Date of Report (Date of earliest event reported)
Con-way Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-5046 94-1444798
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation or Number)
organization)
2855 Campus Drive, Suite 300, San Mateo, California 94403
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(Address of principal executive offices,
(including zip code)
(650) 378-5200
Registrant's telephone number, including area code:
N/A
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(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))
Item 2.05 Costs Associated with Exit or Disposal Activities
On November 3, 2008, Con-way Freight issued a press release announcing plans
to restructure its operating network to reduce service exceptions, improve
on-time delivery and bring faster transit times while deploying a lower-cost,
more efficient service center network better aligned to customer needs and
business volumes. A copy of the press release is attached as Exhibit 99.
This plan will not change Con-way Freight's service coverage as the company
is not exiting any markets, but will involve the shutdown of approximately 40
service centers located throughout the network, with shipment volumes from
closing locations redistributed and balanced among more than 100 nearby
service centers. Tractor and trailer equipment will also be redeployed among
remaining service center locations. Approximately 75% of the affected
employees are expected to have the opportunity to follow work to new
operating locations. The number of employees retained after the network
change is completed, as well as the net workforce reduction, will depend on a
several factors including how many employees elect to move with the work to
nearby operating locations, accept a transfer to another location, or choose
to accept a separation package and leave the company. Con-way expects the
reorganization to be complete in the fourth quarter of 2008 and estimates
that Con-way Freight will recognize total restructuring costs of about $20
million consisting of lease termination costs and asset impairment charges of
approximately $8 million, employee separation costs of approximately $9
million and relocation costs of $3 million.
The majority of the employee separation and relocation costs are expected to
be paid out in the fourth quarter of 2008 with lease termination costs paid
out over the remaining lease terms. The costs and payments Con-way Freight
will incur in connection with the plan are subject to a number of assumptions
and uncertainties, and as a result the actual results may differ.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit No. Description
99 Press release issued on November 3, 2008
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.
/s/ Jennifer W. Pileggi
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Date: November 3, 2008 Name: Jennifer W. Pileggi
Title: Senior Vice President, General
Counsel and Secretary