Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 03, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | OLD DOMINION FREIGHT LINE, INC. | |
Entity Central Index Key | 0000878927 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ODFL | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 115,810,083 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 0-19582 | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 56-0751714 | |
Entity Address, Postal Zip Code | 27360 | |
Entity Address, Address Line One | 500 Old Dominion Way | |
Entity Address, City or Town | Thomasville | |
Entity Address, State or Province | NC | |
City Area Code | 336 | |
Local Phone Number | 889-5000 | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock ($0.10 par value) | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 484,204 | $ 401,430 |
Short-term investments | 165,254 | 330,274 |
Customer receivables, less allowances of $9,915 and $8,979, respectively | 548,749 | 444,653 |
Other receivables | 51,307 | 9,569 |
Prepaid expenses and other current assets | 61,601 | 57,413 |
Total current assets | 1,311,115 | 1,243,339 |
Property and equipment: | ||
Revenue equipment | 1,991,845 | 1,885,649 |
Land and structures | 2,297,101 | 2,218,290 |
Other fixed assets | 493,870 | 475,264 |
Leasehold improvements | 12,904 | 12,226 |
Total property and equipment | 4,795,720 | 4,591,429 |
Accumulated depreciation | (1,796,993) | (1,677,398) |
Net property and equipment | 2,998,727 | 2,914,031 |
Other assets | 224,604 | 212,040 |
Total assets | 4,534,446 | 4,369,410 |
Current liabilities: | ||
Accounts payable | 90,956 | 68,511 |
Compensation and benefits | 245,762 | 191,303 |
Claims and insurance accruals | 55,620 | 53,092 |
Other accrued liabilities | 89,680 | 51,513 |
Income taxes payable | 8,711 | |
Total current liabilities | 482,018 | 373,130 |
Long-term liabilities: | ||
Long-term debt | 99,939 | 99,931 |
Other non-current liabilities | 329,901 | 349,851 |
Deferred income taxes | 220,210 | 220,210 |
Total long-term liabilities | 650,050 | 669,992 |
Total liabilities | 1,132,068 | 1,043,122 |
Commitments and contingent liabilities | ||
Shareholders’ equity: | ||
Common stock - $0.10 par value, 280,000,000 shares authorized, 115,810,083 and 117,057,696 shares outstanding at June 30, 2021 and December 31, 2020, respectively | 11,581 | 11,706 |
Capital in excess of par value | 160,204 | 226,451 |
Retained earnings | 3,230,593 | 3,088,131 |
Total shareholders’ equity | 3,402,378 | 3,326,288 |
Total liabilities and shareholders’ equity | $ 4,534,446 | $ 4,369,410 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Customer receivables, allowances | $ 9,915 | $ 8,979 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 280,000,000 | 280,000,000 |
Common stock, shares outstanding | 115,810,083 | 117,057,696 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue from operations | $ 1,319,409 | $ 896,210 | $ 2,445,924 | $ 1,883,574 |
Operating expenses: | ||||
Salaries, wages and benefits | 611,518 | 460,906 | 1,157,177 | 985,389 |
Operating supplies and expenses | 137,577 | 75,412 | 261,733 | 183,105 |
General supplies and expenses | 34,427 | 25,881 | 65,595 | 59,489 |
Operating taxes and licenses | 33,256 | 27,043 | 64,522 | 56,357 |
Insurance and claims | 14,983 | 10,910 | 27,905 | 20,760 |
Communications and utilities | 8,390 | 7,262 | 16,586 | 15,453 |
Depreciation and amortization | 63,947 | 65,735 | 127,934 | 131,170 |
Purchased transportation | 43,927 | 18,983 | 78,641 | 39,783 |
Miscellaneous expenses, net | 5,340 | 4,912 | 10,130 | 9,732 |
Total operating expenses | 953,365 | 697,044 | 1,810,223 | 1,501,238 |
Operating income | 366,044 | 199,166 | 635,701 | 382,336 |
Non-operating expense (income): | ||||
Interest expense | 465 | 765 | 972 | 865 |
Interest income | (196) | (231) | (482) | (1,479) |
Other expense (income), net | 1,387 | (373) | 1,515 | 3,244 |
Total non-operating expense | 1,656 | 161 | 2,005 | 2,630 |
Income before income taxes | 364,388 | 199,005 | 633,696 | 379,706 |
Provision for income taxes | 94,812 | 51,200 | 164,761 | 98,724 |
Net income | $ 269,576 | $ 147,805 | $ 468,935 | $ 280,982 |
Earnings per share: | ||||
Basic | $ 2.33 | $ 1.26 | $ 4.04 | $ 2.37 |
Diluted | $ 2.31 | $ 1.25 | $ 4.01 | $ 2.36 |
Weighted average shares outstanding: | ||||
Basic | 115,820,522 | 117,610,178 | 116,157,336 | 118,330,176 |
Diluted | 116,561,242 | 118,359,884 | 116,906,572 | 119,082,728 |
Dividends declared per share | $ 0.20 | $ 0.15 | $ 0.40 | $ 0.30 |
Condensed Statements of Changes
Condensed Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Capital In Excess Of Par Value [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2019 | $ 11,953 | $ 218,462 | $ 2,850,302 | |
Share repurchases | (223) | (306,568) | ||
Cash dividends declared | (35,877) | |||
Share-based compensation and share issuances | 7 | 4,275 | ||
Taxes paid in exchange for shares withheld | (2) | (2,731) | ||
Forward contract for accelerated share repurchases | (37,500) | |||
Cash paid for fractional shares | (1) | (611) | ||
Net income | 280,982 | |||
Balance at Jun. 30, 2020 | $ 2,982,468 | 11,734 | 181,895 | 2,788,839 |
Balance at Mar. 31, 2020 | 11,813 | 217,187 | 2,787,049 | |
Share repurchases | (80) | (128,417) | ||
Cash dividends declared | (17,598) | |||
Share-based compensation and share issuances | 1 | 2,208 | ||
Forward contract for accelerated share repurchases | (37,500) | |||
Net income | 147,805 | |||
Balance at Jun. 30, 2020 | 2,982,468 | 11,734 | 181,895 | 2,788,839 |
Balance at Dec. 31, 2020 | 3,326,288 | 11,706 | 226,451 | 3,088,131 |
Share repurchases | (129) | (280,086) | ||
Cash dividends declared | (46,387) | |||
Share-based compensation and share issuances | 6 | 7,042 | ||
Taxes paid in exchange for shares withheld | (2) | (4,539) | ||
Forward contract for accelerated share repurchases | (68,750) | |||
Net income | 468,935 | |||
Balance at Jun. 30, 2021 | 3,402,378 | 11,581 | 160,204 | 3,230,593 |
Balance at Mar. 31, 2021 | 11,596 | 156,126 | 3,024,195 | |
Share repurchases | (16) | (39,984) | ||
Cash dividends declared | (23,194) | |||
Share-based compensation and share issuances | 1 | 4,078 | ||
Net income | 269,576 | |||
Balance at Jun. 30, 2021 | $ 3,402,378 | $ 11,581 | $ 160,204 | $ 3,230,593 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 468,935,000 | $ 280,982,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 127,942,000 | 131,170,000 |
Loss on disposal of property and equipment | 701,000 | 140,000 |
Other, net | 15,352,000 | (9,118,000) |
Changes in operating assets and liabilities, net | (104,639,000) | 113,042,000 |
Net cash provided by operating activities | 508,291,000 | 516,216,000 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (206,109,000) | (120,128,000) |
Proceeds from sale of property and equipment | 15,512,000 | 2,570,000 |
Purchase of short-term investments | (89,965,000) | |
Proceeds from maturities of short-term investments | 255,072,000 | |
Net cash used in investing activities | (25,490,000) | (117,558,000) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 99,923,000 | |
Payments for share repurchases | (280,215,000) | (306,791,000) |
Forward contract for accelerated share repurchases | (68,750,000) | (37,500,000) |
Dividends paid | (46,408,000) | (35,892,000) |
Other financing activities, net | (4,654,000) | (3,345,000) |
Net cash used in financing activities | (400,027,000) | (283,605,000) |
Increase in cash and cash equivalents | 82,774,000 | 115,053,000 |
Cash and cash equivalents at beginning of period | 401,430,000 | 403,571,000 |
Cash and cash equivalents at end of period | $ 484,204,000 | $ 518,624,000 |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 1. Significant Accounting Policies Business We are one of the largest North American less-than-truckload (“LTL”) motor carriers. We provide regional, inter-regional and national LTL services through a single integrated, union-free organization. Our service offerings, which include expedited transportation, are provided through an expansive network of service centers located throughout the continental United States. Through strategic alliances, we also provide LTL services throughout North America. In addition to our core LTL services, we offer a range of value-added services including container drayage, truckload brokerage and supply chain consulting. We have one operating segment and the composition of our revenue is summarized below: Three Months Ended Six Months Ended June 30, June 30, (In thousands) 2021 2020 2021 2020 LTL services $ 1,299,760 $ 884,069 $ 2,409,382 $ 1,858,500 Other services 19,649 12,141 36,542 25,074 Total revenue from operations $ 1,319,409 $ 896,210 $ 2,445,924 $ 1,883,574 Basis of Presentation The accompanying unaudited, interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and, in management’s opinion, contain all adjustments (consisting of normal recurring items) necessary for a fair presentation, in all material respects, of the financial position and results of operations for the periods presented. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The preparation of condensed financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our operating results are subject to seasonal trends; therefore, the results of operations for the interim period ended June 30, 2021 are not necessarily indicative of the results that may be expected for the subsequent quarterly periods or the year ending December 31, 2021. The condensed financial statements should be read in conjunction with the financial statements and related notes, which appear in our Annual Report on Form 10-K for the year ended December 31, 2020. There have been no significant changes in the accounting principles and policies, long-term contracts or estimates inherent in the preparation of the condensed financial statements of Old Dominion Freight Line, Inc. as previously described in our Annual Report on Form 10-K for the year ended December 31, 2020, other than those disclosed in this Form 10-Q. Unless the context requires otherwise, references in these Notes to “Old Dominion,” the “Company,” “we,” “us” and “our” refer to Old Dominion Freight Line, Inc. Stock Repurchase Program On May 1, 2020, we announced that our Board of Directors had approved a two-year stock repurchase program authorizing us to repurchase up to an aggregate of $700.0 million of our outstanding common stock (the “2020 Repurchase Program”). The 2020 Repurchase Program became effective upon the termination of our $350.0 million repurchase program on May 29, 2020. Under our repurchase programs, we may repurchase shares from time to time in open market purchases or through privately negotiated transactions. Shares of our common stock repurchased under our repurchase programs are canceled at the time of repurchase and are classified as authorized but unissued shares of our common stock. On February 25, 2021, we entered into an accelerated share repurchase agreement (the “ASR Agreement”) with a third-party financial institution as part of our 2020 Repurchase Program. Under the ASR Agreement, we paid the third-party financial institution $275.0 million and received an initial delivery of 960,330 shares of our common stock for $206.3 million, representing approximately 75% of the total value of shares to be received by us under the ASR Agreement. The remaining shares are expected to settle during the third quarter of 2021. At final settlement, we may receive additional shares of our common stock, or, under certain circumstances, we may be required to provide the third-party financial institution additional shares or may elect to make a cash payment to the third-party financial institution as part of the final settlement. The total shares repurchased will be based on the daily volume-weighted average share price of our common stock during the term of the ASR Agreement, less a negotiated discount. The ASR Agreement was accounted for as a settled treasury stock purchase and a forward stock purchase contract. The par value of the initial share delivery was recorded as a reduction to common stock, with the excess purchase price recorded as a reduction to retained earnings. The forward stock purchase contract is accounted for as a contract indexed to our own stock and is classified within capital in excess of par value on our Condensed Statements of Changes in Shareholders’ Equity. During the three and six months ended June 30, 2021, we repurchased 159,485 shares of our common stock for $40.0 million and 1,286,517 shares of our common stock for $280.2 million under our 2020 Repurchase Program, respectively, including shares repurchased under the ASR Agreement. At June 30, 2021, our 2020 Repurchase Program had $275.0 million remaining available, including $68.7 million that is deferred until the third quarter when the final settlement occurs on our current ASR Agreement, leaving $206.3 million remaining available and uncommitted. On July 28, 2021, we announced that our Board of Directors had approved a new stock repurchase program authorizing us to repurchase up to an aggregate of $2.0 billion of our outstanding common stock. The new repurchase program, which does not have an expiration date, will be effective upon the completion of our 2020 Repurchase Program. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 2. Earnings Per Share Basic earnings per share is computed by dividing net income by the daily weighted average number of shares of our common stock outstanding for the period, excluding unvested restricted stock. Unvested restricted stock is included in common shares outstanding on our Condensed Balance Sheets. Diluted earnings per share is computed using the treasury stock method. The denominator used in calculating diluted earnings per share includes the impact of unvested restricted stock and other dilutive, non-participating securities under our equity award agreements. The denominator excludes contingently-issuable shares under performance-based award agreements when the performance target has not yet been deemed achieved. The following table provides a reconciliation of the number of shares of common stock used in computing basic and diluted earnings per share: Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Weighted average shares outstanding - basic 115,820,522 117,610,178 116,157,336 118,330,176 Dilutive effect of share-based awards 740,720 749,706 749,236 752,552 Weighted average shares outstanding - diluted 116,561,242 118,359,884 116,906,572 119,082,728 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 3. Long-Term Debt Long-term debt, net of unamortized debt issuance costs, consisted of the following: (In thousands) June 30, 2021 December 31, 2020 Senior notes $ 99,939 $ 99,931 Revolving credit facility — — Total long-term debt 99,939 99,931 Less: Current maturities — — Total maturities due after one year $ 99,939 $ 99,931 Senior Note Agreement On May 4, 2020, we entered into a Note Purchase and Private Shelf Agreement with PGIM, Inc. (“Prudential”) and certain affiliates and managed accounts of Prudential (the “Note Agreement”). The Note Agreement, which is uncommitted and subject to Prudential’s sole discretion, provides for the issuance of senior promissory notes with an aggregate principal amount of up to $350.0 million through May 4, 2023. Pursuant to the Note Agreement, we issued $100.0 million aggregate principal amount of senior promissory notes (the “Series B Notes”), the proceeds of which are available for capital expenditures, share repurchases, dividends, acquisitions, or general corporate purposes. Borrowing availability under the Note Agreement is reduced by the outstanding amount of the existing Series B Notes, and all other senior promissory notes issued pursuant to the Note Agreement. The Series B Notes bear interest at 3.10% per annum and mature on May 4, 2027, unless prepaid. Principal payments are required annually beginning on May 4, 2023 in equal installments of $20.0 million through May 4, 2027. The Series B Notes are senior unsecured obligations and rank pari passu with borrowings under our Credit Agreement or Note Agreement. Credit Agreement On November 21, 2019, we entered into a second amended and restated credit agreement with Wells Fargo Bank, National Association serving as administrative agent for the lenders (the “Credit Agreement”). The Credit Agreement provides for a five-year, $250.0 million senior unsecured revolving line of credit and a $150.0 million accordion feature, w hich if fully exercised and approved, would expand the total borrowing capacity up to an aggregate of $400.0 million. Of the $250.0 million line of credit commitments under the Credit Agreement, up to $100.0 million may be used for letters of credit. At our option, borrowings under the Credit Agreement bear interest at either: (i) LIBOR (including applicable successor provisions) plus an applicable margin (based on our ratio of net debt-to-total capitalization) that ranges from 1.000 a Base Rate, as defined in the Credit Agreement, plus an applicable margin (based on our ratio of net debt-to-total capitalization) that ranges from 0.000% to 0.375%. Letter of credit fees equal to the applicable margin for LIBOR loans are charged quarterly in arrears on the daily average aggregate stated amount of all letters of credit outstanding during the quarter. Commitment fees ranging from 0.100% to 0.175% (based upon the ratio of net debt-to-total capitalization) are charged quarterly in arrears on the aggregate unutilized portion of the Credit Agreement. For periods covered under the Credit Agreement, the applicable margin on LIBOR loans and letter of credit fees were 1.000 There were $39.2 million and $42.1 million of outstanding letters of credit at June 30, 2021 and December 31, 2020, respectively. General Debt Provisions The Credit Agreement and Note Agreement contain customary covenants, including financial covenants that require us to observe a maximum ratio of debt to total capital and a minimum fixed charge coverage ratio. The Credit Agreement and Note Agreement also include a provision limiting our ability to make restricted payments, including dividends and payments for share repurchases, unless, among other conditions, no defaults or events of default are ongoing (or would be caused by such restricted payment). |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 4. Commitments and Contingencies We are involved in or addressing various legal proceedings and claims, governmental inquiries, notices and investigations that have arisen in the ordinary course of our business and have not been fully adjudicated, some of which may be covered in whole or in part by insurance. Certain of these matters include collective and/or class-action allegations. We do not believe that the resolution of any of these matters will have a material adverse effect upon our financial position, results of operations or cash flows. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5. Fair Value Measurements Short-term Investments A summary of the fair value of our short-term investments as of June 30, 2021 is shown in the table below. (In thousands) Total Level 1 Level 2 Level 3 Certificates of deposit $ 45,062 $ — $ 45,062 $ — U.S. government securities 50,211 50,211 — — Commercial paper 69,981 — 69,981 — Total $ 165,254 $ 50,211 $ 115,043 $ — Our certificates of deposit are measured at carrying value including accrued interest, which approximates fair value due to their short-term nature. Our commercial paper is valued using broker quotes that utilize observable market inputs. Long-term Debt The carrying value of our total long-term debt was $ 99.9 million at June 30, 2021 and December 31, 20 20 . The estimated fair value of our total long-term debt was $ million and $ 105.4 million at June 30, 2021 and December 31, 2020 , respectively. The fair value measurement of our Series B Notes was determined using a discounted cash flow analysis that factors in current market yields for comparable borrowing arrangements under our credit profile. Since this methodology is based upon market yields for comparable arrangements, the measurement is categorized as Level 2 under the three-level fair value hierarchy as established by the Financial Accounting Standards Board. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Business | Business We are one of the largest North American less-than-truckload (“LTL”) motor carriers. We provide regional, inter-regional and national LTL services through a single integrated, union-free organization. Our service offerings, which include expedited transportation, are provided through an expansive network of service centers located throughout the continental United States. Through strategic alliances, we also provide LTL services throughout North America. In addition to our core LTL services, we offer a range of value-added services including container drayage, truckload brokerage and supply chain consulting. We have one operating segment and the composition of our revenue is summarized below: |
Basis of Presentation | Basis of Presentation The accompanying unaudited, interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and, in management’s opinion, contain all adjustments (consisting of normal recurring items) necessary for a fair presentation, in all material respects, of the financial position and results of operations for the periods presented. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The preparation of condensed financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our operating results are subject to seasonal trends; therefore, the results of operations for the interim period ended June 30, 2021 are not necessarily indicative of the results that may be expected for the subsequent quarterly periods or the year ending December 31, 2021. The condensed financial statements should be read in conjunction with the financial statements and related notes, which appear in our Annual Report on Form 10-K for the year ended December 31, 2020. There have been no significant changes in the accounting principles and policies, long-term contracts or estimates inherent in the preparation of the condensed financial statements of Old Dominion Freight Line, Inc. as previously described in our Annual Report on Form 10-K for the year ended December 31, 2020, other than those disclosed in this Form 10-Q. Unless the context requires otherwise, references in these Notes to “Old Dominion,” the “Company,” “we,” “us” and “our” refer to Old Dominion Freight Line, Inc. |
Stock Repurchase Program | Stock Repurchase Program On May 1, 2020, we announced that our Board of Directors had approved a two-year stock repurchase program authorizing us to repurchase up to an aggregate of $700.0 million of our outstanding common stock (the “2020 Repurchase Program”). The 2020 Repurchase Program became effective upon the termination of our $350.0 million repurchase program on May 29, 2020. Under our repurchase programs, we may repurchase shares from time to time in open market purchases or through privately negotiated transactions. Shares of our common stock repurchased under our repurchase programs are canceled at the time of repurchase and are classified as authorized but unissued shares of our common stock. On February 25, 2021, we entered into an accelerated share repurchase agreement (the “ASR Agreement”) with a third-party financial institution as part of our 2020 Repurchase Program. Under the ASR Agreement, we paid the third-party financial institution $275.0 million and received an initial delivery of 960,330 shares of our common stock for $206.3 million, representing approximately 75% of the total value of shares to be received by us under the ASR Agreement. The remaining shares are expected to settle during the third quarter of 2021. At final settlement, we may receive additional shares of our common stock, or, under certain circumstances, we may be required to provide the third-party financial institution additional shares or may elect to make a cash payment to the third-party financial institution as part of the final settlement. The total shares repurchased will be based on the daily volume-weighted average share price of our common stock during the term of the ASR Agreement, less a negotiated discount. The ASR Agreement was accounted for as a settled treasury stock purchase and a forward stock purchase contract. The par value of the initial share delivery was recorded as a reduction to common stock, with the excess purchase price recorded as a reduction to retained earnings. The forward stock purchase contract is accounted for as a contract indexed to our own stock and is classified within capital in excess of par value on our Condensed Statements of Changes in Shareholders’ Equity. During the three and six months ended June 30, 2021, we repurchased 159,485 shares of our common stock for $40.0 million and 1,286,517 shares of our common stock for $280.2 million under our 2020 Repurchase Program, respectively, including shares repurchased under the ASR Agreement. At June 30, 2021, our 2020 Repurchase Program had $275.0 million remaining available, including $68.7 million that is deferred until the third quarter when the final settlement occurs on our current ASR Agreement, leaving $206.3 million remaining available and uncommitted. On July 28, 2021, we announced that our Board of Directors had approved a new stock repurchase program authorizing us to repurchase up to an aggregate of $2.0 billion of our outstanding common stock. The new repurchase program, which does not have an expiration date, will be effective upon the completion of our 2020 Repurchase Program. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Disaggregated Revenue | We have one operating segment and the composition of our revenue is summarized below: Three Months Ended Six Months Ended June 30, June 30, (In thousands) 2021 2020 2021 2020 LTL services $ 1,299,760 $ 884,069 $ 2,409,382 $ 1,858,500 Other services 19,649 12,141 36,542 25,074 Total revenue from operations $ 1,319,409 $ 896,210 $ 2,445,924 $ 1,883,574 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Reconciliation of Number of Common Stock used in Computing Basic and Diluted Earning Per Share | The following table provides a reconciliation of the number of shares of common stock used in computing basic and diluted earnings per share: Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Weighted average shares outstanding - basic 115,820,522 117,610,178 116,157,336 118,330,176 Dilutive effect of share-based awards 740,720 749,706 749,236 752,552 Weighted average shares outstanding - diluted 116,561,242 118,359,884 116,906,572 119,082,728 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt, Net of Unamortized Debt Issuance Costs | Long-term debt, net of unamortized debt issuance costs, consisted of the following: (In thousands) June 30, 2021 December 31, 2020 Senior notes $ 99,939 $ 99,931 Revolving credit facility — — Total long-term debt 99,939 99,931 Less: Current maturities — — Total maturities due after one year $ 99,939 $ 99,931 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Short-term Investments | A summary of the fair value of our short-term investments as of June 30, 2021 is shown in the table below. (In thousands) Total Level 1 Level 2 Level 3 Certificates of deposit $ 45,062 $ — $ 45,062 $ — U.S. government securities 50,211 50,211 — — Commercial paper 69,981 — 69,981 — Total $ 165,254 $ 50,211 $ 115,043 $ — |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) | Feb. 25, 2021USD ($)shares | Jun. 30, 2021USD ($)shares | Jun. 30, 2021USD ($)Segmentshares | Jun. 30, 2020USD ($) | Jul. 28, 2021USD ($) | May 01, 2020USD ($) |
Significant Accounting Policies [Line Items] | ||||||
Number of operating segment | Segment | 1 | |||||
Payments made to third party financial institution for share repurchase under the ASR agreement | $ 275,000,000 | |||||
Number of shares received under stock repurchase ASR agreement | shares | 960,330 | |||||
Payments for repurchase of common stock recieved under stock repurchase ASR agreement | $ 206,300,000 | $ 280,215,000 | $ 306,791,000 | |||
Percentage of shares received under stock repurchase ASR agreement | 75.00% | |||||
2019 Share Repurchase Program [Member] | Maximum [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 350,000,000 | |||||
2020 Share Repurchase Program [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Stock repurchased and retired during period, shares | shares | 159,485 | 1,286,517 | ||||
Stock repurchased and retired during period, value | $ 40,000,000 | $ 280,200,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | 275,000,000 | 275,000,000 | ||||
Stock repurchase program remaining authorized deferred repurchase amount | 68,700 | 68,700 | ||||
Stock repurchase program remaining available and uncommitted repurchase amount | $ 206,300 | $ 206,300 | ||||
2020 Share Repurchase Program [Member] | Maximum [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 700,000,000 | |||||
2021 Share Repurchase Program [Member] | Maximum [Member] | Subsequent Event | ||||||
Significant Accounting Policies [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 2,000,000,000 |
Significant Accounting Polici_5
Significant Accounting Policies - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | $ 1,319,409 | $ 896,210 | $ 2,445,924 | $ 1,883,574 |
LTL Service Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | 1,299,760 | 884,069 | 2,409,382 | 1,858,500 |
Other Service Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | $ 19,649 | $ 12,141 | $ 36,542 | $ 25,074 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Number of Common Stock used in Computing Basic and Diluted Earning Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Weighted Average Number Of Shares Outstanding [Abstract] | ||||
Weighted average shares outstanding - basic | 115,820,522 | 117,610,178 | 116,157,336 | 118,330,176 |
Dilutive effect of share-based awards | 740,720 | 749,706 | 749,236 | 752,552 |
Weighted average shares outstanding - diluted | 116,561,242 | 118,359,884 | 116,906,572 | 119,082,728 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt, Net of Unamortized Debt Issuance Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Senior notes | $ 99,939 | $ 99,931 |
Revolving credit facility | 0 | 0 |
Total long-term debt | 99,939 | 99,931 |
Less: Current maturities | 0 | 0 |
Total maturities due after one year | $ 99,939 | $ 99,931 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) | May 04, 2023 | May 04, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 30, 2020 |
Debt Instrument [Line Items] | |||||
Proceeds from issuance of long-term debt | $ 99,923,000 | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.10% | ||||
Letter of Credit Fee in Percentage | 1.00% | ||||
Letters of Credit Outstanding, Amount | $ 39,200,000 | $ 42,100,000 | |||
2019 Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Original borrowing capacity | 250,000,000 | ||||
Line of Credit Facility Accordion | 150,000,000 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 400,000,000 | ||||
Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 100,000,000 | ||||
Series B [Member] | Forecast [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity Date Description | The Series B Notes bear interest at 3.10% per annum and mature on May 4, 2027, unless prepaid. | ||||
Notes interest | 3.10% | ||||
Scheduled principal payment | $ 20,000,000 | ||||
Debt instrument, due date | May 4, 2027 | ||||
P G I M I N C [Member] | Series B Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from issuance of long-term debt | $ 100,000,000 | ||||
Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Rate Spread added to Rate | 0.375% | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.175% | ||||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Rate Spread added to Rate | 1.375% | ||||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Rate Spread added to Rate | 0.00% | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.10% | ||||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Rate Spread added to Rate | 1.00% | ||||
Note Agreement [Member] | Maximum [Member] | P G I M I N C [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate amount on promissory notes issued | $ 350,000,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Short-term Investments (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | $ 165,254 |
U.S. government securities [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 50,211 |
Certificates of deposit [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 45,062 |
Commercial paper [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 69,981 |
Level 1 [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 50,211 |
Level 1 [Member] | U.S. government securities [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 50,211 |
Level 2 [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 115,043 |
Level 2 [Member] | Certificates of deposit [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | 45,062 |
Level 2 [Member] | Commercial paper [Member] | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Assets, Fair value | $ 69,981 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Debt and capital lease obligations | $ 99,939 | $ 99,931 |
Long-term debt, fair value | $ 104,000 | $ 105,400 |