Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 10, 2020 | Jun. 28, 2019 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Entity File Number | 1-35740 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 71-0556971 | ||
Entity Address, Address Line One | 3200 Industrial Park Road | ||
Entity Address, City or Town | Van Buren | ||
Entity Address, State or Province | AR | ||
Entity Address, Postal Zip Code | 72956 | ||
City Area Code | 479 | ||
Local Phone Number | 471-2500 | ||
Title of 12(b) Security | Common Stock, $0.01 Par Value | ||
Trading Symbol | USAK | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 81,244,809 | ||
Entity Common Stock, Shares Outstanding (in shares) | 8,547,950 | ||
Entity Registrant Name | USA TruckĀ Inc. | ||
Entity Central Index Key | 0000883945 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 97 | $ 989 |
Accounts receivable, net of allowance for doubtful accounts of $369 and $575, respectively | 49,853 | 57,189 |
Other receivables | 5,408 | 5,688 |
Inventories | 769 | 722 |
Assets held for sale | 2,542 | 2,611 |
Prepaid expenses and other current assets | 7,855 | 7,675 |
Total current assets | 66,524 | 74,874 |
Property and equipment: | ||
Land and structures | 33,077 | 32,434 |
Revenue equipment | 309,573 | 280,623 |
Service, office and other equipment | 30,235 | 28,094 |
Property and equipment, at cost | 372,885 | 341,151 |
Accumulated depreciation and amortization | (124,216) | (115,766) |
Property and equipment, net | 248,669 | 225,385 |
Operating leases - right of use assets | 11,775 | 0 |
Goodwill | 5,231 | 4,926 |
Other intangibles, net | 16,453 | 17,837 |
Other assets | 2,058 | 1,003 |
Total assets | 350,710 | 324,025 |
Current liabilities: | ||
Accounts payable | 29,421 | 23,482 |
Current portion of insurance and claims accruals | 12,466 | 15,852 |
Accrued expenses | 6,518 | 9,366 |
Current finance lease obligations | 30,779 | |
Current finance lease obligations | 17,292 | |
Current operating lease obligations | 6,050 | 0 |
Long-term debt, current maturities | 6,165 | 4,435 |
Total current liabilities | 91,399 | 70,427 |
Deferred gain | 80 | 84 |
Long-term debt, less current maturities | 83,349 | 85,300 |
Long-term finance lease obligations | 58,397 | |
Long-term finance lease obligations | 53,460 | |
Long-term operating lease obligations | 5,812 | 0 |
Deferred income taxes | 24,017 | 23,518 |
Insurance and claims accruals, less current portion | 9,445 | 9,963 |
Total liabilities | 272,499 | 242,752 |
Stockholders' equity: | ||
Preferred Stock, $0.01 par value; 1,000,000 shares authorized; none issued | 0 | 0 |
Common Stock, $0.01 par value; 30,000,000 shares authorized; issued 11,987,572 shares, and 12,011,495 shares, respectively | 120 | 120 |
Additional paid-in capital | 63,238 | 66,433 |
Retained earnings | 73,769 | 78,467 |
Less treasury stock, at cost (3,434,231 shares, and 3,650,060 shares, respectively) | (58,916) | (63,747) |
Total stockholders' equity | 78,211 | 81,273 |
Total liabilities and stockholders' equity | $ 350,710 | $ 324,025 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Allowance for doubtful accounts | $ 369 | $ 575 |
Stockholders' equity: | ||
Preferred Stock, par or stated value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Common Stock, par or stated value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common Stock, shares issued (in shares) | 11,987,572 | 12,011,495 |
Treasury stock, shares (in shares) | 3,434,231 | 3,650,060 |
CONSOLIDATED STATEMENTS OF (LOS
CONSOLIDATED STATEMENTS OF (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
CONSOLIDATED STATEMENTS OF (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME | ||
Operating revenue | $ 522,631 | $ 534,060 |
Operating expenses: | ||
Salaries, wages and employee benefits | 136,877 | 130,407 |
Fuel and fuel taxes | 55,096 | 55,158 |
Depreciation and amortization | 37,193 | 28,324 |
Insurance and claims | 27,176 | 23,240 |
Equipment rent | 10,174 | 10,840 |
Operations and maintenance | 33,310 | 33,356 |
Purchased transportation | 194,629 | 211,132 |
Operating taxes and licenses | 4,843 | 3,814 |
Communications and utilities | 3,488 | 2,849 |
Gain on disposal of assets, net | (495) | (2,361) |
Impairment of assets held for sale | 786 | 0 |
Reversal of restructuring, impairment and other costs | 0 | (639) |
Other | 17,239 | 16,721 |
Total operating expenses | 520,316 | 512,841 |
Operating income | 2,315 | 21,219 |
Other expenses: | ||
Interest expense, net | 6,597 | 3,649 |
Other, net | 572 | 992 |
Total other expenses, net | 7,169 | 4,641 |
(Loss) income before income taxes | (4,854) | 16,578 |
Income tax (benefit) expense | (156) | 4,374 |
Consolidated net (loss) income and comprehensive (loss) income | $ (4,698) | $ 12,204 |
Net (loss) earnings per share: | ||
Average shares outstanding (basic) (in shares) | 8,525 | 8,194 |
Basic (loss) earnings per share (in dollars per share) | $ (0.55) | $ 1.49 |
Average shares outstanding (diluted) (in shares) | 8,525 | 8,218 |
Diluted (loss) earnings per share (in dollars per share) | $ (0.55) | $ 1.49 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common StockAs Reported | Common Stock | Additional Paid-in CapitalAs Reported | Additional Paid-in Capital | Retained EarningsAs Reported | Retained EarningsAdjustments | Retained Earnings | Treasury StockAs Reported | Treasury Stock | As Reported | Adjustments | Total |
Balance at Dec. 31, 2017 | $ 121 | $ 68,667 | $ 65,460 | $ (67,760) | $ 66,488 | |||||||
Balance (in shares) at Dec. 31, 2017 | 12,142 | |||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Issuance of treasury stock | (4,013) | 4,013 | ||||||||||
Stock-based compensation | 1,164 | 1,164 | ||||||||||
Issuance of shares for acquisition | 750 | 750 | ||||||||||
Forfeited restricted stock | $ (1) | 1 | ||||||||||
Forfeited restricted stock (in shares) | (128) | |||||||||||
Net share settlement related to restricted stock vesting | (136) | (136) | ||||||||||
Net share settlement related to restricted stock vesting (in shares) | (2) | |||||||||||
Net income (loss) | 12,204 | 12,204 | ||||||||||
Balance at Dec. 31, 2018 | $ 120 | $ 120 | $ 66,433 | 66,433 | $ 77,664 | 78,467 | $ (63,747) | (63,747) | $ 80,470 | 81,273 | ||
Balance (in shares) at Dec. 31, 2018 | 12,012 | 12,012 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Correction of error (Note 14) | $ 803 | $ 803 | ||||||||||
Issuance of treasury stock | (4,831) | 4,831 | 0 | |||||||||
Stock-based compensation | 1,714 | 1,714 | ||||||||||
Forfeited restricted stock (in shares) | (18) | |||||||||||
Net share settlement related to restricted stock vesting | (78) | (78) | ||||||||||
Net share settlement related to restricted stock vesting (in shares) | (6) | |||||||||||
Net income (loss) | (4,698) | (4,698) | ||||||||||
Balance at Dec. 31, 2019 | $ 120 | $ 63,238 | $ 73,769 | $ (58,916) | $ 78,211 | |||||||
Balance (in shares) at Dec. 31, 2019 | 11,988 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities: | |||
Net (loss) income | $ (4,698) | $ 12,204 | |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 37,193 | 28,324 | |
Provision for doubtful accounts | (145) | 480 | |
Deferred income tax, net | 499 | 2,382 | |
Share-based compensation | 1,714 | 1,164 | |
Gain on disposal of assets, net | (495) | (2,361) | |
Impairment of assets held for sale | 786 | 0 | $ 0 |
Reversal of restructuring, impairment and other costs | 0 | (639) | |
Other | 83 | (205) | |
Changes in operating assets and liabilities: | |||
Accounts and other receivables | 7,761 | 2,771 | |
Inventories and prepaid expenses | 4,818 | (426) | |
Accounts payable and accrued liabilities | 186 | (3,447) | |
Insurance and claims accruals | (3,184) | 571 | |
Other long-term assets and liabilities | (1,055) | 445 | |
Net cash provided by operating activities | 43,463 | 41,263 | |
Investing activities: | |||
Acquisition of Davis Transfer Company (net of cash) | (305) | (51,440) | |
Capital expenditures | (34,675) | (15,019) | |
Proceeds from sale of property and equipment | 10,183 | 10,349 | |
Proceeds from operating sale leaseback | 0 | 5,323 | |
Net cash used in investing activities | (24,797) | (50,787) | |
Financing activities: | |||
Borrowings under long-term debt | 85,600 | 84,254 | |
Payments on long-term debt | (102,110) | (59,859) | |
Principal payments on financing lease obligations | (14,016) | ||
Principal payments on financing lease obligations | (14,180) | ||
Proceeds from obligation under finance lease | 12,795 | 0 | |
Payments on obligation under finance lease | (1,013) | 0 | |
Payment of debt issuance costs | (538) | 0 | |
Net change in bank drafts payable | (198) | 363 | |
Net payments for tax withholdings for vested stock-based awards | (78) | (136) | |
Net cash (used in) provided by financing activities | (19,558) | 10,442 | |
(Decrease) increase in cash | (892) | 918 | |
Cash: | |||
Beginning of period | 989 | 71 | |
End of period | 97 | 989 | $ 71 |
Supplemental disclosure of cash flow information: | |||
Interest | 6,357 | 3,719 | |
Income taxes | 1,232 | 3,651 | |
Supplemental disclosure of non-cash investing: | |||
Sales of revenue equipment included in accounts receivable | 0 | 1,851 | |
Purchase of revenue equipment included in accounts payable | 3,019 | 0 | |
Liability incurred for finance leases on revenue equipment | $ 32,440 | $ 42,788 |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ā USA Truck Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 . Description of business USA Truck Inc., a Delaware corporation and subsidiaries (together, the āCompanyā), is headquartered in Van Buren, Arkansas. The Company transports freight throughout the contiguous United States, into and out of portions of Canada, and into and out of Mexico by offering through-trailer service from our terminal in Laredo, Texas. The Company has two reportable segments: (i) Trucking, consisting of the Companyās truckload and dedicated freight service offerings, and (ii) USAT Logistics, consisting of the Companyās freight brokerage, logistics, and rail intermodal service offerings. Basis of presentation The accompanying consolidated financial statements include the accounts and operations of USA Truck Inc., and present our financial position as of December 31, 2019 and 2018 and the results of our operations, comprehensive (loss) income and cash flows for the years ended 2019 and 2018. The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (āGAAPā), and include all adjustments necessary for the fair presentation of the periods presented. The accompanying consolidated financial statements include USA Truck Inc., and its wholly owned subsidiaries: International Freight Services, Inc. (āIFSā), a Delaware corporation; Davis Transfer Company Inc. (āDTCā), a Georgia corporation, Davis Transfer Logistics Inc. (āDTLā), a Georgia corporation, and B & G Leasing, L.L.C. (āB & Gā), a Georgia limited liability company. Collectively, B & G, DTC, and DTL comprise āDavis Transfer Companyā. References in this report to āit,ā āwe,ā āus,ā āour,ā or the āCompany,ā and similar expressions refer to USA Truck Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in preparing the consolidated financial statements. Certain amounts reported in prior periods have been reclassified to conform to the current year presentation. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors which management believes to be reasonable under the circumstances. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Cash equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less when acquired. Allowance for doubtful accounts The allowance for doubtful accounts is managementās estimate of the amount of probable credit losses in the Companyās existing accounts receivable. Management reviews the financial condition of customers for granting credit and determines the allowance based on analysis of individual customersā financial condition, historical write-off experience and national economic conditions. The Company evaluates the adequacy of its allowance for doubtful accounts quarterly. The Company does not have any off-balance-sheet credit exposure related to its customers. ā The following table provides a summary of the activity in the allowance for doubtful accounts for the years ended December 31, 2019 and 2018, respectively. ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Balance at beginning of year $ 575 ā $ 639 Provision for doubtful accounts (145) ā 480 Uncollectible accounts written off, net of recovery (61) ā (544) Balance at end of year $ 369 ā $ 575 ā Assets held for sale When we plan to dispose of property by sale, the asset is carried in the financial statements at the lower of the carrying amount or estimated fair value, less cost to sell, and is reclassified to assets held for sale. Additionally, after such reclassification, there is no further depreciation taken on the asset. In order for an asset to be classified as held for sale, management must approve and commit to a formal plan of disposition, the sale must be anticipated during the ensuing year, the asset must be actively marketed, available for immediate sale, and meet certain other specified criteria. The Company recorded a charge of $0.8 million for the year ended December 31, 2019 to reduce assets held for sale to estimated fair value, less cost to sell. Goodwill Goodwill represents the excess of cost over the fair value of net assets of acquired businesses. Goodwill is not amortized, but instead is evaluated for impairment periodically. We evaluate goodwill for impairment annually during the fourth quarter, or more often if events or circumstances indicate that goodwill might be impaired. The reporting unit or units used to evaluate and measure goodwill for impairment are determined primarily from the manner in which the business is managed or operated. A reporting unit is an operating segment or a component that is one level below an operating segment. There were no impairments of goodwill during 2019 or 2018. Intangibles Intangibles include a trade name, non-compete agreement and customer relationships. The non-compete agreement and customer relationships are subject to amortization and are both amortized on a straight-line basis over their useful lives. We periodically evaluate amortizable intangible assets for impairment upon occurrence of events or changes in circumstances that indicate the carrying amount of intangible assets may not be recoverable (see Note 5 ā Intangible Assets and Goodwill). Treasury stock The Company uses the cost method to record treasury stock purchases whereby the entire cost of the acquired shares of our common stock is recorded as treasury stock (at cost). When the Company subsequently reissues these shares, proceeds in excess of cost upon the issuance of treasury shares are credited to additional paid in capital, while any deficiency is charged to additional paid in capital. The Company recorded charges to additional paid in capital of $4.8 million and $4.0 million for each of the years ended December 31, 2019 and 2018, respectively. During 2019, these charges were for the issuance of shares awarded as equity grants. During 2018, these charges were for the issuing of shares awarded as equity grants and for approximately $0.75 million used in our acquisition of Davis Transfer Company (see Note 4 ā Acquisition of Davis Transfer Company). (Loss) earnings per share data The Company calculates basic (loss) earnings per share based on the weighted average number of its common shares outstanding for the applicable period. The Company calculates diluted earnings per share based on the weighted average number of its common shares outstanding for the period plus all potentially dilutive securities using the treasury stock method, whereby the Company assumes that all such shares are converted into common shares at the beginning of the period, if deemed to be dilutive. If the Company incurs a loss from continuing operations, the effect of potentially dilutive common stock equivalents are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. Performance shares are excluded from contingent shares for purposes of calculating diluted weighted average shares until the performance measure criteria is probable and shares are likely to be issued. Dividend policy The Company has not paid any dividends on its common stock to date, and does not anticipate paying any dividends at the present time. The Company currently intends to retain all of its earnings, if any, for use in the expansion and development of its business and reduction of debt. In the event the financial covenant is applicable under the Companyās Credit Facility, restrictions may be placed on our ability to pay dividends. Future payments of dividends will depend upon the Companyās financial condition, results of operations, capital commitments, restrictions under then-existing agreements, legal requirements, and other factors the Company deems relevant. Inventories Inventories consist of tires and parts, and are stated at the lower of cost or net realizable value on a first-in first-out basis. Property and equipment Property and equipment is capitalized in accordance with the Companyās asset capitalization policy. The capitalized property is depreciated by the straight-line method using the following estimated useful lives: structures ā 15 years to 40 years; revenue equipment ā 5 3 Depreciable lives and salvage value of assets; valuation of long-lived assets We review the appropriateness of depreciable lives and salvage values for each category of property and equipment. These studies utilize models, which take into account actual usage, physical wear and tear, and replacement history to calculate remaining life of our asset base. We also make assumptions regarding future conditions in determining potential salvage values. These assumptions impact the amount of depreciation expense recognized in the period and any gain or loss once the asset is disposed. Actual disposition values may be greater or less than expected due to the length of time before disposition. We review property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. We evaluate recoverability of assets to be held and used by comparing the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets, less cost to sell. The Company performed the impairment analysis of the carrying value of its fleet, which is the lowest level of identifiable cash flows. Our analysis of undiscounted cash flows indicated no impairment existed for long-lived assets at December 31, 2019 or 2018. Income taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax basis of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company has analyzed filing positions in its federal and applicable state tax returns in all open tax years. The Companyās policy is to recognize interest related to unrecognized tax benefits as interest expense and penalties as operating expenses. The Company analyzes its tax positions on the basis of a two-step process in which (1) it determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, it recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company believes that its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its consolidated financial position, results of operations and cash flows. Therefore, no reserves for uncertain income tax positions or associated interest or penalties on uncertain tax positions have been recorded. Claims accruals The primary claims arising against the Company consist of cargo loss and damage, liability, personal injury, property damage, workersā compensation, and employee medical expenses. The Company has exposure to fluctuations in the frequency and severity of claims and to variations between its estimated and actual ultimate payouts up to the Companyās self-insured retention level. Estimates require judgments concerning the nature and severity of the claim, as well as other factors. Actual settlement of the self-insured claim liabilities could differ from managementās initial assessment due to uncertainties and fact development. Restricted stock Restricted stock cannot be sold by the recipient until its restrictions have lapsed. The Company recognizes compensation expense related to these awards over the vesting periods based on the closing price of the Companyās common stock on the grant dates. If these awards contain performance criteria the grant date fair value is set assuming performance at target, which is the expected level of achievement, and management periodically reviews actual performance against the criteria and adjusts compensation expense accordingly. These shares are considered issued and outstanding under the terms of the respective restricted stock agreements. Revenue recognition Revenue is measured based upon consideration specified in a contract with a customer. The Company recognizes revenue when contractual performance obligations are satisfied by transferring the benefit of the service to our customer. The benefit is transferred to the customer as the service is being provided and revenue is recognized accordingly via time based metrics. A corresponding contract asset of $0.9 million and $1.1 million was recorded in the years ended December 31, 2019 and 2018, respectively, in the āAccounts receivableā line item. The Company is entitled to receive payment as it satisfies performance obligations with customers. The amount of remaining performance obligations relating to loads in process at 11:59 pm as of the end of each reporting period was deemed to be immaterial. Our business consists of two reportable segments, Trucking and USAT Logistics (see Note 2 ā Segment Reporting). Disaggregation of revenue The Companyās revenue types are freight revenue, fuel surcharge and accessorial. Freight revenue represents the majority of our revenue and consists of fees earned for freight transportation, excluding fuel surcharge. Fuel surcharge revenue consists of additional fees earned by the Company in connection with the performance of freight transportation services to partially or completely offset the cost of fuel. Accessorial revenue consists of ancillary services provided by the Company, including but not limited to, stop-off charges, loading and unloading charges, tractor or trailer detention charges, expedited charges, repositioning charges, etc. These accessorial charges are recognized as revenue throughout the service provided. The following tables set forth revenue disaggregated by revenue type: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 ā 2018 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type (in thousands) Freight $ 323,109 ā $ 135,704 ā $ (7,637) ā $ 451,176 ā $ 298,726 ā ā 169,665 ā ā (7,408) ā $ 460,983 Fuel surcharge 49,059 ā 15,532 ā (836) ā 63,755 ā 48,122 ā ā 16,429 ā ā (746) ā 63,805 Accessorial 4,925 ā 2,775 ā ā ā 7,700 ā 4,374 ā ā 4,898 ā ā ā ā 9,272 Total $ 377,093 ā $ 154,011 ā $ (8,473) ā $ 522,631 ā $ 351,222 ā $ 190,992 ā $ (8,154) ā $ 534,060 ā Accounting standards issued and adopted In February 2016, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2016-02, Leases (Topic 842) (āASU 2016-02ā), which required lessees to recognize a right-of-use (āROUā) asset and a lease obligation for all leases. Lessees are permitted to make an accounting policy election to not recognize an asset and liability for leases with a term of twelve months or less. Lessor accounting under the new standard is substantially unchanged. Additional qualitative and quantitative disclosures, including significant judgments made by management, are required. The Company adopted the new standard beginning in the first quarter of 2019 using a modified retrospective transition approach, which included a number of practical expedients. The effect of the adoption is reflected within the consolidated financial statements (see Note 8 - Leases and Right of Use Assets). Accounting standards issued but not yet adopted In |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2019 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | NOTE 2. SEGMENT REPORTING The Companyās two reportable segments are Trucking and USAT Logistics. In determining its reportable segments, the Companyās chief operating decision-maker focuses on financial information, such as operating revenue, operating expense categories, operating ratios and operating income, as well as on key operating statistics, to make operating decisions. Trucking USAT Logistics. Revenue equipment assets are not allocated to USAT Logistics as freight services for customers are brokered through arrangements with third party motor carriers who utilize their own equipment. To the extent rail intermodal or other USAT Logistics operations require the use of Company-owned assets, they are obtained from the Companyās Trucking segment on an as-needed basis. Depreciation and amortization expense is allocated to USAT Logistics based on the Company-owned assets specifically utilized to generate USAT Logistics revenue. All intercompany transactions between segments reflect rates similar to those that would be negotiated with independent third parties. All other expenses for USAT Logistics are specifically identifiable direct costs or are allocated to USAT Logistics based on relevant cost drivers, as determined by management. ā Customer Concentration Services provided to the Companyās largest customer generated approximately 12% and 14% of consolidated operating revenue for the years ended December 31, 2019 and 2018, respectively, and operating revenue generated by this customer is reported in both the Trucking and USAT Logistics operating segments. No other customer accounted for 10% or more of operating revenue in the stated reporting periods. A summary of operating revenue by segment is as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Operating revenue (in thousands) Trucking revenue (1) $ 377,093 ā $ 351,222 Trucking intersegment eliminations (1,436) ā (3,493) Trucking operating revenue 375,657 ā 347,729 USAT Logistics revenue 154,011 ā 190,992 USAT Logistics intersegment eliminations (7,037) ā (4,661) USAT Logistics operating revenue 146,974 ā 186,331 Total operating revenue $ 522,631 ā $ 534,060 1) Includes foreign revenue of $37.0 million and $41.5 million for the years ended December 31, 2019 and 2018, respectively. A summary of operating (loss) income by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Operating (loss) income (in thousands) Trucking $ (447) ā $ 11,710 USAT Logistics 2,762 ā 9,509 Total operating income $ 2,315 ā $ 21,219 A summary of depreciation and amortization by segment is as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Depreciation and amortization (in thousands) Trucking $ 36,245 ā $ 27,632 USAT Logistics 948 ā 692 Total depreciation and amortization $ 37,193 ā $ 28,324 ā |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | NOTE 3. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consist of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 (2) ā (in thousands) Prepaid licenses, permits and tolls $ 1,438 ā $ 1,521 Prepaid insurance 4,596 ā 4,628 Other (1) 1,821 ā 1,526 Total prepaid expenses and other current assets $ 7,855 ā $ 7,675 1) No single item included within other prepaid expenses and other current assets exceeded 5.0% of our total current assets. 2) See Note 14 ā Correction of Immaterial Errors for information regarding a revision made during the first quarter of 2019. |
ACQUISITION OF DAVIS TRANSFER C
ACQUISITION OF DAVIS TRANSFER COMPANY | 12 Months Ended |
Dec. 31, 2019 | |
ACQUISITION OF DAVIS TRANSFER COMPANY | |
ACQUISITION OF DAVIS TRANSFER COMPANY | NOTE 4. ACQUISITION OF DAVIS TRANSFER COMPANY On October 18, 2018, USA Truck Inc. acquired 100% of the outstanding equity of Davis Transfer Company for $52.56 million in cash and $0.75 million in Company stock. The acquisition of Davis Transfer Company allowed us to grow our base of drivers, expand and diversify our customer base, and improve our operating network of terminal facilities. The purchase price was subject to a customary working capital adjustment post-closing. The equity purchase agreement includes an agreement to execute an Internal Revenue Code Section 338(h)(10) election. As a result, the acquisition of Davis was treated as an asset acquisition for income tax purposes and the $5.2 million in goodwill acquired was deductible for tax purposes. Acquisition related expenses of $0.6 million were included in āOther, netā expenses line item in the accompanying consolidated statements of (loss) income and comprehensive (loss) income for the year ended December 31, 2018. The following unaudited pro forma financial information for the year ended December 31, 2018 assumes that the Davis Transfer Company acquisition occurred as of January 1, 2018. Pro forma adjustments reflected in the financial information below relate to accounting policy changes such as changes in depreciation expense of revenue equipment, amortization of intangible assets, and accounting for certain operations and maintenance costs, along with other adjustments for terminal rent expense to align Davis Transfer Company results with those of the Company and income tax effects for the periods presented. ā ā ā ā ā Year Ended December 31, ā 2018 ā (in thousands) Operating revenue $ 575,226 Net income 15,709 ā These unaudited pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the acquisition had occurred at the beginning of the period presented or that may be obtained in the future. The following table summarizes the final fair value of the assets acquired and liabilities assumed at the closing date of the Davis Transfer Company acquisition. A working capital adjustment of $0.3 million was recorded during 2019, which affected goodwill and the total cash consideration paid. ā ā ā ā ā (in thousands) Cash $ 810 Accounts receivable 4,582 Other current assets 1,036 Property and equipment 25,604 Intangible assets 18,040 Goodwill 5,231 Total assets 55,303 Accounts payable and accrued expenses (1,581) Insurance accruals (417) Total consideration transferred $ 53,305 ā ā ā Total Purchase Price Consideration Cash paid 52,555 Stock granted 750 Total consideration $ 53,305 ā ā ā Net cash paid $ 51,745 ā |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 12 Months Ended |
Dec. 31, 2019 | |
INTANGIBLE ASSETS AND GOODWILL | |
INTANGIBLE ASSETS AND GOODWILL | NOTE 5. INTANGIBLE ASSETS AND GOODWILL The following tables summarizes the intangible assets and amortization expense for the years ended December 31, 2019 and 2018: ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2019 ā Amortization ā ā ā ā ā ā ā period ā Gross ā Accumulated ā Net intangible ā (years) ā Amount ā Amortization ā assets ā (dollars in thousands) Trade name indefinite ā $ 5,000 ā $ ā ā $ 5,000 Non-compete agreement 2 ā 140 ā 71 ā 69 Customer relationships 10 ā 12,900 ā 1,516 ā 11,384 Total intangible assets ā $ 18,040 ā $ 1,587 ā $ 16,453 ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2018 ā Amortization ā ā ā ā ā ā ā period ā Gross ā Accumulated ā Net intangible ā (years) ā Amount ā Amortization ā assets ā (dollars in thousands) Trade name indefinite ā $ 5,000 ā $ ā ā $ 5,000 Non-compete agreement 2 ā 140 ā 10 ā 130 Customer relationships 10 ā 12,900 ā 193 ā 12,707 Total intangible assets ā $ 18,040 ā $ 203 ā $ 17,837 ā Amortization expense was $1.4 million and $0.2 million for the years ended December 31, 2019 and 2018, respectively. Changes in carrying amount of goodwill by reportable segment for the year ended December 31, 2019 is as follows: ā ā ā ā ā ā ā ā Trucking USAT Logistics ā (in thousands) Balance at December 31, 2018 $ 4,926 ā $ ā Working capital adjustment 305 ā ā Balance at December 31, 2019 $ 5,231 ā $ ā ā The above intangible assets have a weighted average life of 105 months. The expected amortization of these assets for the next five successive years and thereafter is as follows: ā ā ā ā ā (in thousands) 2020 $ 1,321 2021 1,288 2022 1,288 2023 1,288 2024 ā 1,288 Thereafter 4,980 Total $ 11,453 ā |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | ā ā NOTE 6. ACCRUED EXPENSES Accrued expenses consist of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 (2) ā (in thousands) Salaries, wages and employee benefits $ 3,668 ā $ 5,775 Federal and state tax accruals 1,648 ā 1,898 Other (1) 1,202 ā 1,693 Total accrued expenses $ 6,518 ā $ 9,366 1) No single item included within other accrued expenses exceeded 5.0% of our total current liabilities. 2) See Note 14 ā Correction of Immaterial Error for information regarding a revision made during the first quarter of 2019. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2019 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | NOTE 7. LONG-TERM DEBT Long-term debt consisted of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Revolving credit agreement $ 73,225 ā $ 85,300 Obligations under finance lease (Note 8) ā 11,783 ā ā ā Insurance premium financing ā 4,506 ā ā 4,435 ā ā 89,514 ā ā 89,735 Less current maturities ā (6,165) ā ā (4,435) Total long-term debt $ 83,349 ā $ 85,300 ā Credit facility On January 31, 2019, the Company, entered into a five year, $225.0 million senior secured revolving credit facility (the āCredit Facilityā) with a group of lenders and Bank of America, N.A., as agent (the āAgentā) pursuant to the terms of an Amended and Restated Loan and Security Agreement. The Credit Facility replaced the Companyās previous five year, $170.0 million senior secured revolving credit facility dated February 15, 2015. The Credit Facility is structured as a $225.0 million revolving credit facility, with an accordion feature that, so long as no event of default exists, allows the Company to request an increase in the revolving credit facility of up to $75.0 million, exercisable in increments of at least $20.0 million. The Credit Facility is a five year facility scheduled to terminate on January 31, 2024. Borrowings under the Credit Facility are classified as either ābase rate loansā or āLIBOR loansā. Base rate loans accrue interest at a base rate equal to the Agentās prime rate plus an applicable margin adjusted quarterly between 0.25% and 0.75% based on the Companyās consolidated fixed charge coverage ratio. LIBOR loans accrue interest at the London Interbank Offered Rate (āLIBORā) plus an applicable margin adjusted quarterly between 1.25% and 1.75% based on the Companyās consolidated fixed charge coverage ratio. The Credit Facility includes, within its $225.0 million revolving credit facility, a letter of credit sub-facility in an aggregate amount of $15.0 million and a swingline sub-facility (the āSwinglineā) in an aggregate amount of $25.0 million. An unused line fee of 0.25% is applied to the average daily amount by which the lendersā aggregate revolving commitments exceed the outstanding principal amount of revolver loans and the aggregate undrawn amount of all outstanding letters of credit issued under the Credit Facility. The Credit Facility is secured by a pledge of substantially all of the Companyās assets, except for any real estate or revenue equipment financed outside the Credit Facility. ā Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $225.0 million; or (B) the sum of (i) 90.0% of eligible investment grade accounts receivable (reduced to 85.0% in certain situations), plus (ii) 85.0% of eligible non-investment grade accounts receivable, plus (iii) the lesser of (a) 85.0% of eligible unbilled accounts receivable and (b) $10.0 million, plus (iv) the product of 85.0% multiplied by the net orderly liquidation value percentage applied to the net book value of eligible revenue equipment, plus (v) 85.0% multiplied by the net book value of otherwise eligible newly acquired revenue equipment that has not yet been subject to an appraisal. The borrowing base is reduced by an availability reserve, including reserves based on dilution and certain other customary reserves. The Credit Facility contains a single financial covenant, which requires a consolidated fixed charge coverage ratio of at least 1.0 to 1.0 that is triggered in the event excess availability under the Credit Facility falls below 10.0% of the lendersā total commitments. Also, certain restrictions regarding the Companyās ability to pay dividends, make certain investments, prepay certain indebtedness, execute share repurchase programs and enter into certain acquisitions and hedging arrangements are triggered in the event excess availability under the Credit Facility falls below 20.0% of the lendersā total commitments. The Company had no overnight borrowings under the Swingline as of December 31, 2019. The average interest rate for all borrowings made under the Credit Facility as of December 31, 2019 was 3.57%. As debt is repriced on a monthly basis, the borrowings under the Credit Facility approximate fair value. As of December 31, 2019, the Company had $7.4 million in letters of credit outstanding and had approximately $55.1 million available to borrow under the Credit Facility taking into account borrowing base availability. Insurance premium financing In October 2019, the Company entered into a short-term agreement to finance approximately $4.5 million with a third-party financing company for a portion of the Companyās annual insurance premiums. In October 2018, the Company entered into short-term agreements to finance approximately $4.7 million to third-party financing companies for the Companyās annual insurance premiums. During the third quarter of 2019, this note was paid in full. |
LEASES AND RIGHT OF USE ASSETS
LEASES AND RIGHT OF USE ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
LEASES AND RIGHT OF USE ASSETS | |
LEASES AND RIGHT OF USE ASSETS | NOTE 8. LEASES AND RIGHT OF USE ASSETS The Company adopted ASU 2016-02 on January 1, 2019. The standard requires lessees to recognize a ROU asset and lease liability for all leases. Some of our leases contain both lease and non-lease components, which we have elected to treat as a single lease component. We have also elected not to recognize in our consolidated balance sheets leases that have an original lease term, including reasonably certain renewal or purchase options, of twelve months or less for all classes of underlying assets. Lease costs for short-term leases are recognized on a straight-line basis over the lease term. We elected the package of transition practical expedients for existing contracts, which allowed us to carry forward our historical assessments of whether contracts are or contain leases, lease classification and determination of initial direct costs. The Company leases property and equipment under finance and operating leases. The Company has operating and finance leases for revenue equipment, real estate, information technology equipment (primarily servers and copiers), and various other equipment used in operating our business. Certain leases for revenue equipment and information technology include options to purchase or extend, guarantee residual values, or early termination rights. Determining the lease term and amount of lease payments to include in the calculation of the ROU asset and lease liability for leases containing options requires the use of judgment to determine whether the exercise of an option or feature is reasonably certain, and if the optional period and payments should be included in the calculation of the associated ROU asset and liability. In making this determination, we consider all relevant economic factors that would compel us to exercise or not exercise an option or feature. When available, we use the rate implicit in the lease to discount lease payments; however, the rate implicit in the lease is not readily determinable for all of our leases. In such cases, we use an estimate of our incremental borrowing rate to discount lease payments based on information available at lease commencement. As of December 31, 2019, the Company has entered into leases with lessors who do not participate in the Credit Facility. Currently, such leases do not contain cross-default provisions with the Credit Facility. Revenue Equipment In addition to the revenue equipment owned by the Company, we currently lease 1,075 tractors and 806 trailers. Of the leased revenue equipment, 802 tractors and 759 trailers are classified as finance leases and 273 tractors and 47 trailers are classified as operating leases. Some of these assets are leased on a month-to-month basis and the leases can be terminated without penalty. The lease term for these types of leases is determined by the length of the underlying customer contract or based on the judgment of management. These leases are treated as short-term as the cumulative ROU is less than 12 months over the term of the contract. The Company uses the leased revenue equipment for the same operational purposes as its owned equipment. Real Estate We have operating and finance leases for office space, terminal facilities, and drop yards. Many of our leases contain charges for common area maintenance or other miscellaneous expenses that are updated based on landlord estimates. Due to this variability, the cash flows associated with these charges are not included in the minimum lease payments used in determining the ROU asset and associated lease liability. Some of our real estate leases contain options to renew or extend the lease or terminate the lease before the expiration date. These options are factored into the determination of the lease term and lease payments when their exercise is considered to be reasonably certain. Information Technology and Other Equipment The Company leases information technology and other equipment, primarily servers and copiers, in the course of our operations. Components of Lease Expense The components of lease expense for the year ended December 31, 2019 are as follows: ā ā ā ā ā Year Ended ā December 31, 2019 ā ā (in thousands) Operating lease costs $ 9,185 Finance lease costs: ā ā Amortization of assets 13,711 Interest on lease liabilities 2,521 Total finance lease costs 16,232 Variable and short-term lease costs 989 Total lease costs $ 26,406 ā Supplemental information and balance sheet location related to leases is as follows: ā ā ā ā ā ā Year Ended ā December 31, 2019 Operating leases: (dollars in thousands) Operating lease right-of-use assets $ 11,775 ā ā ā ā Current operating lease obligations 6,050 Long-term operating lease obligations 5,812 Total operating lease liabilities $ 11,862 ā ā ā ā Finance leases: ā ā ā Property and equipment, at cost 120,236 Accumulated amortization (30,990) Property and equipment, net $ 89,246 ā ā ā ā Current finance lease obligations 30,779 Long-term finance lease obligations 58,397 ā $ 89,176 ā ā ā ā Weighted average remaining lease term: (in months) Operating leases 45 months Finance leases 44 months ā ā ā ā Weighted average discount rate: ā ā ā Operating leases 4.03 % Finance leases 3.34 % ā Supplemental cash flow information related to leases is as follows: ā ā ā ā ā Year Ended ā December 31, 2019 Cash paid for amounts included in measurement of liabilities: (in thousands) Operating cash flows from operating leases $ 87 Operating cash flows from finance leases ā 2,521 Financing cash flows from finance leases ā 14,016 ā ā ā ROU assets obtained in exchange for lease liabilities: ā ā Operating leases ā 2,319 Finance leases ā 32,440 ā ā Maturities of lease liabilities as of the year ended December 31, 2019 are as follows: ā ā ā ā ā ā ā Finance Leases ā Operating Leases ā (in thousands) 2020 $ 33,334 ā $ 6,297 2021 ā 12,488 ā ā 1,948 2022 ā 12,488 ā ā 1,529 2023 ā 23,346 ā ā 1,179 2024 ā 13,853 ā ā 888 Thereafter ā 1,102 ā ā 1,146 Total lease payments ā 96,611 ā ā 12,987 Less: Imputed interest ā (7,435) ā ā (1,125) Total lease obligations ā 89,176 ā ā 11,862 Less: Current obligations ā (30,779) ā ā (6,050) Long-term lease obligations $ 58,397 ā $ 5,812 ā OTHER COMMITMENTS As of December 31, 2019, the Company had $11.4 million in noncancellable commitments for purchases of revenue equipment. We anticipate funding these commitments with cash flows from operating and financing activities. RELATED PARTY LEASE In the normal course of business, the Company leases office and shop space from a related party under a monthly operating lease. Rent expense for this space was approximately $0.2 million and $0.1 million for the years ended December 31, 2019 and 2018, respectively. This expense is included in the āOperations and maintenanceā line item in the accompanying consolidated statement of (loss) income and comprehensive (loss) income. SALE-LEASEBACK TRANSACTIONS In July 2019, the Company entered into a sale-leaseback transaction whereby it sold tractors for approximately $2.3 million and concurrently entered into a finance lease agreement for the sold tractors with a five year term. Under the lease agreement, the Company paid an initial monthly payment of approximately $0.03 million. At the end of the lease, the Company has the option to purchase the tractors. This transaction does not qualify for sale-leaseback accounting due to the option to repurchase the tractors and is therefore treated as a financing obligation. ā In April 2019, the Company entered into a sale-leaseback transaction whereby it sold tractors for approximately $10.5 million and concurrently entered into a finance lease agreement for the sold tractors with a five year term. Under the lease agreement, the Company paid an initial monthly payment of approximately $0.1 million. At the end of the lease, the Company has the option to purchase the tractors for the greater of fair market value or 32.5% of the original cost. This transaction does not qualify for sale-leaseback accounting due to the option to repurchase the tractors and is therefore treated as a financing obligation. |
FEDERAL AND STATE INCOME TAXES
FEDERAL AND STATE INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
FEDERAL AND STATE INCOME TAXES | |
FEDERAL AND STATE INCOME TAXES | NOTE 9. FEDERAL AND STATE INCOME TAXES Our income tax expense, deferred tax assets and liabilities, and liabilities for unrecognized tax benefits reflect managementās best estimate of current and future taxes to be paid. We are subject to income taxes in the United States and numerous state jurisdictions. Significant judgments and estimates are required in the determination of the consolidated income tax expense. Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. ā Significant components of the Companyās deferred tax assets and liabilities are as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Deferred tax assets: (in thousands) Accrued expenses not deductible until paid $ 5,215 ā $ 7,017 Operating lease liabilities ā 2,981 ā ā ā Goodwill and intangible assets 1,426 ā 1,353 Net operating loss carry forwards 1,643 ā 245 Finance lease obligations ā 287 ā ā ā Revenue recognition 201 ā 118 Equity incentive compensation 188 ā 286 Allowance for doubtful accounts 168 ā 207 Other 60 ā 11 Total deferred tax assets $ 12,169 ā $ 9,237 ā ā ā ā ā ā Deferred tax liabilitie ā Tax over book depreciation $ (30,941) ā $ (31,009) Operating leases - right of use assets ā (2,959) ā ā ā Prepaid expenses deductible when paid (2,095) ā (1,654) Other ā (191) ā ā (92) Total deferred tax liabilities (36,186) ā (32,755) Net deferred tax liabilities $ (24,017) ā $ (23,518) ā The Company has a federal net operating loss carryover of approximately $1.0 million that does not expire, but is subject to an 80% of taxable income utilization limitation in future years. The Company also has certain state net operating loss carryovers of approximately $0.6 million that expire in varying years through 2039. The Company expects to fully utilize its tax attributes in future years before they expire. Significant components of the (benefit) provision for income taxes are as follows: ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Current: (in thousands) Federal $ (637) ā $ 1,263 State 173 ā 729 Total current (464) ā 1,992 Deferred: ā Federal 194 ā 2,375 State 114 ā 7 Total deferred 308 ā 2,382 Total income tax (benefit) expense $ (156) ā $ 4,374 ā ā A reconciliation between the effective income tax rate and the statutory federal income tax rate of 21% is as follows: ā ā ā ā ā ā ā ā Year Ended December 31, ā ā 2019 2018 ā (dollars in thousands) Income tax (benefit) expense at statutory federal rate $ (1,019) ā $ 3,481 ā Federal income tax effects of: ā ā ā State income tax benefit (36) ā (155) ā Per diem and other nondeductible meals and entertainment 388 ā 329 ā Non-deductible compensation ā 271 ā ā ā ā Other (46) ā (19) ā Federal income tax (benefit) expense (442) ā 3,636 ā State income tax expense 286 ā 738 ā Total income tax (benefit) expense $ (156) ā $ 4,374 ā ā ā ā ā ā ā ā Effective tax rate 3.2 % 26.4 % ā The effective rates for 2019 and 2018 varied from the statutory federal tax rate primarily due to state income taxes and certain non-deductible expenses including a per diem pay structure for our drivers. Due to the partially nondeductible effect of per diem pay, the Companyās tax rate will change based on fluctuations in earnings (losses) and in the number of drivers who elect to receive this pay structure. Generally, as pretax income or loss increases, the impact of the driver per diem program on our effective tax rate decreases, because aggregate per diem pay becomes smaller in relation to pretax income or loss, while in periods where earnings are at or near breakeven the impact of the per diem program on our effective tax rate can be significant. Additionally, during 2019 the Companyās tax rate was affected by vesting of equity-based compensation at a lower stock price than the price at which it was granted, as well as non-deductible officer compensation, resulting in an increase to tax expense and impacting the effective tax rate. |
EQUITY COMPENSATION AND EMPLOYE
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2019 | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | NOTE 10. EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS The Company adopted the 2014 Omnibus Incentive Plan (the āIncentive Planā) in May 2014. The Incentive Plan replaced the 2004 Equity Incentive Plan and provided for the granting of up to 500,000 shares of common stock through equity-based awards to directors, officers and other key employees and consultants. The First Amendment to the Incentive Plan was adopted in May 2017, which, among other things, increased the number of shares of common stock available for issuance under the Incentive Plan by an additional 500,000 shares. The Second Amendment to the Incentive Plan was adopted in May 2019, which, among other things, increased the number of shares of common stock available for issuance under the Incentive Plan by an additional 500,000 shares. As of December 31, 2019, 632,079 shares remain available under the Incentive Plan for the issuance of future equity-based compensation awards. The components of compensation expense recognized, net of forfeiture recoveries, related to equity-based compensation is reflected in the table below for the years indicated: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Stock options $ 299 ā $ ā Restricted stock awards 1,415 ā 1,164 Equity compensation expense $ 1,714 ā $ 1,164 ā Compensation expense related to all equity-based compensation awards granted under the Incentive Plan is included in salaries, wages and employee benefits in the accompanying consolidated statements of (loss) income and comprehensive (loss) income. ā Stock options Stock options are the contingent right of award holders to purchase shares of the Companyās common stock at a stated price for a limited time. The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option-pricing formula, and is recognized over the vesting period of the award. Historically, the vesting period of option awards has been 3 three ā ā ā ā ā ā ā ā ā ā ā ā Weighted- Weighted- Aggregate ā ā ā Average ā Average ā Intrinsic ā ā ā Exercise ā Remaining ā Value (in ā Number of ā Price Per ā Contractual ā thousands) ā Shares ā Share ā Life (in years) ā (1) Options outstanding at December 31, 2018 ā ā $ ā ā ā $ ā Granted (2) 182,865 ā 17.58 ā ā ā Exercised ā ā ā ā ā ā Cancelled/forfeited (28,642) ā 16.84 ā ā ā Expired ā ā ā ā ā ā Outstanding at December 31, 2019 154,223 ā $ 17.72 9.17 ā $ ā Exercisable at December 31, 2019 ā ā $ ā ā ā $ ā 1) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. The per share market value of the Companyās common stock, as determined by the closing price on December 31, 2019 was $7.45 . 2) The weighted-average grant date fair value of options granted during 2019 was $9.12 . 3) The exercise prices of outstanding options granted range from $13.54 to $17.75 as of December 31, 2019. As of December 31, 2019 approximately $1.1 million of unrecognized compensation cost related to nonvested stock options is expected to be recognized over a weighted-average period of 3.2 years. Restricted stock awards Restricted stock awards are shares of the Companyās common stock that are granted subject to defined restrictions. The estimated fair value of restricted stock awards is based upon the closing price of the Companyās common stock on the date of grant. The vesting period of restricted stock awards is ratably over a determined number of years, which has historically been three Information related to the restricted stock awarded for the years ended December 31, 2019 and 2018 is as follows: ā ā ā ā ā ā Number of Weighted-Average Grant ā Shares ā Date Fair Value (1) Nonvested shares ā December 31, 2017 238,937 ā $ 9.71 Granted 175,563 ā 24.79 Forfeited (139,000) ā 12.31 Vested (23,631) ā 18.23 Nonvested shares ā December 31, 2018 251,869 ā $ 17.99 Granted 283,077 ā 16.91 Forfeited (84,620) ā 16.36 Vested (61,084) ā 21.92 Nonvested shares ā December 31, 2019 389,242 ā $ 16.94 1) The shares were valued at the closing price of the Companyās common stock on the date(s) specified by the award agreements. The fair value of restricted stock that vested during the year is as follows for the periods indicated: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Restricted stock $ 815 ā $ 548 ā As of December 31, 2019, approximately $2.9 million of unrecognized compensation cost related to unvested restricted stock awards is expected to be recognized over a weighted-average period of 2.5 years. Employee benefit plans The Company sponsors the USA Truck, Inc. Employeesā Investment Plan, a tax deferred savings plan under section 401(k) of the Internal Revenue Code that covers substantially all team members. Employees can contribute up to any percentage of their compensation, subject to statutory limits, with the Company matching 50% of the first 4% of compensation contributed by each employee. Employeesā rights to employer contributions vest after two years from their date of employment. The Companyās matching contributions to the plan were approximately $0.7 million and $0.8 million for the years ended December 31, 2019 and 2018. |
(LOSS) EARNINGS PER SHARE
(LOSS) EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
(LOSS) EARNINGS PER SHARE | |
(LOSS) EARNINGS PER SHARE | NOTE 11. (LOSS) EARNINGS PER SHARE The following table sets forth the computation of basic and diluted (loss) earnings per share: ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Numerator: ā (in thousands, except per share amounts) Net (loss) income ā $ (4,698) ā $ 12,204 Denominator: ā ā Denominator for basic earnings (loss) per share ā weighted average shares ā 8,525 ā 8,194 Effect of dilutive securities: ā ā Employee restricted stock and incentive stock options ā ā ā 24 Denominator for diluted earnings (loss) per share ā adjusted weighted average shares and assumed conversion ā 8,525 ā 8,218 Basic (loss) earnings per share ā $ (0.55) ā $ 1.49 Diluted (loss) earnings per share ā $ (0.55) ā $ 1.49 Weighted average anti-dilutive employee restricted stock and incentive stock options ā 433 ā 77 ā |
LITIGATION
LITIGATION | 12 Months Ended |
Dec. 31, 2019 | |
LITIGATION | |
LITIGATION | NOTE 12. LITIGATION USA Truck is party to routine litigation incidental to its business, primarily involving claims for personal injury and property damage incurred in the transportation of freight. The Company maintains insurance to cover liabilities in excess of certain self-insured retention levels. Though it is the opinion of management that these claims are immaterial to the Companyās long-term financial position, adverse results of one or more of these claims could have a material adverse effect on the Companyās consolidated financial statements in any given reporting period. |
RESTRUCTURING, IMPAIRMENT AND O
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS | 12 Months Ended |
Dec. 31, 2019 | |
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS | |
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS | NOTE 13. RESTRUCTURING, IMPAIRMENT AND OTHER COSTS Restructuring, impairment and other costs 2018 During first quarter of 2018, the Companyās Trucking maintenance facility in South Holland, Illinois was reopened, after having been closed in the first quarter of 2016. Accrued restructuring, impairment and other costs relating to the closure in the amount of $0.6 million were reversed during the first quarter of 2018. The following tables summarize the Companyās liabilities, charges, and cash payments related to the restructuring, impairment and other costs for the year ended December 31, 2018: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā Costs ā ā ā ā Balance ā ā December 31, ā Incurred / ā ā ā ā December 31, ā ā 2017 ā (reversal) ā Payments ā 2018 ā ā (in thousands) Facility closing expenses ā $ 770 ā $ (639) ā $ (131) ā $ ā ā A summary of the Companyās restructuring, impairment and other costs (reversal) by segment for the year ended December 31, 2018: ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Costs incurred (reversal) by segment (in thousands) Trucking $ ā ā $ (587) USAT Logistics ā ā (52) Total $ ā ā $ (639) ā Severance costs included in salaries, wages, employee benefits 2019 As part of a reduction in force, headcount was reduced during the fourth quarter 2019 with the intent of aligning the non-driving support staff with the number of seated tractors. Total costs associated with the reduction were $0.2 million and were recorded in the āSalaries, wages and employee benefitsā line item in the accompanying consolidated statements of (loss) income and comprehensive (loss) income. At December 31, 2019, the Company had accrued severance costs associated with the reduction in force of approximately $0.04 million. During the first quarter of 2019, Johannes Hugo resigned as Senior Vice President - Trucking Operations. Pursuant to Mr. Hugoās resignation, the Executive Compensation Committee (the āCommitteeā) approved a separation agreement with Mr. Hugo (the āHugo Separation Agreementā). Pursuant to the Hugo Separation Agreement, Mr. Hugo received (i) salary continuation through April 6, 2019, (ii) vesting of 1,934 shares of restricted stock that vested on March 22, 2019, (iii) noncompete payments equal to his then-current base salary for a period of twelve months subject to ongoing compliance with certain non-competition, non-solicitation, non-disparagement, and confidentiality covenants in favor of the Company, and (iv) a prorated cash payment, if and to the extent earned, under the short-term cash incentive compensation program adopted by the Committee for 2019. In addition, the Hugo Separation Agreement contained a customary release of claims in favor of the Company. During fourth quarter 2019, it was determined that no short-term cash incentive was earned by Mr. Hugo. Total costs associated with Mr. Hugoās resignation were $0.3 million and were recorded in the āSalaries, wages and employee benefitsā line item in the accompanying consolidated statements of (loss) income and comprehensive (loss) income. At December 31, 2019, the Company had accrued severance costs associated with the Hugo Separation Agreement of $0.07 million. 2018 During the first quarter of 2018, the Company announced the retirement of James Craig, the Companyās former Executive Vice President, Chief Commercial Officer, and President ā USAT Logistics. Effective March 23, 2018, in connection with Mr. Craigās retirement, the Committee approved a separation agreement (the āCraig Separation Agreementā) with the following terms: (i) salary continuation through May 31, 2018, (ii) non-compete payments equal to his current salary for a period of twelve months subject to ongoing compliance with certain non-competition, non-solicitation, non-disparagement, and confidentiality covenants in favor of the Company, (iii) a prorated cash payment under the short-term cash incentive compensation program adopted by the Committee for 2018, and (iv) accelerated vesting of 5,488 shares of time-vested restricted stock of the Company scheduled to vest on July 30, 2018 and 5,488 shares of performance-vested restricted stock of the Company scheduled to vest on July 30, 2018 depending on performance relative to USAT Logistics performance goals. Total costs associated with Mr. Craigās retirement were $0.7 million and were recorded in the āSalaries, wages and employee benefitsā line item in the accompanying consolidated statements of (loss) income and comprehensive (loss) income. At December 31, 2019, all costs associated with the Craig Separation Agreement were paid in full. The following tables summarize the Companyās liabilities, charges, and cash payments related to severance costs incurred during the years ended December 31, 2019 and 2018: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā ā ā ā ā ā ā Balance ā ā December 31, ā Costs ā ā ā ā December 31, ā ā 2018 ā Incurred ā Payments ā 2019 ā ā (in thousands) Severance costs included in salaries, wages and employee benefits ā $ 247 ā $ 441 ā $ (575) ā $ 113 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā ā ā ā ā ā ā Balance ā ā December 31, ā Costs ā ā ā ā December 31, ā ā 2017 ā Incurred ā Payments ā 2018 ā ā (in thousands) Severance costs included in salaries, wages and employee benefits ā $ 35 ā $ 711 ā $ (499) ā $ 247 ā A summary of the Companyās severance costs included in salaries, wages and employee benefits by segment for the years ended December 31, 2019 and 2018 is below: ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Costs incurred by Segment (in thousands) Trucking $ 434 ā $ 484 USAT Logistics 7 ā 227 Total $ 441 ā $ 711 ā |
CORRECTION OF IMMATERIAL ERRORS
CORRECTION OF IMMATERIAL ERRORS | 12 Months Ended |
Dec. 31, 2019 | |
CORRECTION OF IMMATERIAL ERRORS | |
CORRECTION OF IMMATERIAL ERRORS | NOTE 14. CORRECTION OF IMMATERIAL ERRORS In connection with the preparation of our consolidated financial statements for the three months ended March 31, 2019, we identified immaterial errors related to the recognition of certain income and expenses in the prior quarterly and annual periods. In accordance with U.S. Securities and Exchange Commission Staff Accounting Bulletin (āSABā) No. 99, āMateriality,ā and SAB No. 108, āConsidering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,ā we evaluated the errors and determined that the related impact was not material to our financial statements for any prior annual or interim period, but that correcting the cumulative impact of the error would be significant to our results of operations for the three months ended March 31, 2019. Accordingly, we have adjusted our consolidated balance sheet at December 31, 2018. The effects of the adjustment on the individual line items within our consolidated balance sheet at December 31, 2018 were as follows: ā ā ā ā ā ā ā ā ā ā December 31, 2018 ā As Reported ā Adjustments ā As Adjusted ā ā ā ā ā ā ā ā ā Accounts receivable, net $ 56,003 $ 1,186 $ 57,189 Other receivables 5,104 ā 584 ā ā 5,688 Prepaid expenses and other current assets 7,224 ā 451 ā ā 7,675 Accounts payable 22,453 ā 1,029 ā ā 23,482 Accrued expenses 8,977 ā 389 ā ā 9,366 Retained earnings 77,664 ā 803 ā ā 78,467 Total stockholders' equity 80,470 ā 803 ā ā 81,273 ā |
DESCRIPTION OF BUSINESS AND S_2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Description of business and basis of presentation | Description of business USA Truck Inc., a Delaware corporation and subsidiaries (together, the āCompanyā), is headquartered in Van Buren, Arkansas. The Company transports freight throughout the contiguous United States, into and out of portions of Canada, and into and out of Mexico by offering through-trailer service from our terminal in Laredo, Texas. The Company has two reportable segments: (i) Trucking, consisting of the Companyās truckload and dedicated freight service offerings, and (ii) USAT Logistics, consisting of the Companyās freight brokerage, logistics, and rail intermodal service offerings. Basis of presentation The accompanying consolidated financial statements include the accounts and operations of USA Truck Inc., and present our financial position as of December 31, 2019 and 2018 and the results of our operations, comprehensive (loss) income and cash flows for the years ended 2019 and 2018. The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (āGAAPā), and include all adjustments necessary for the fair presentation of the periods presented. The accompanying consolidated financial statements include USA Truck Inc., and its wholly owned subsidiaries: International Freight Services, Inc. (āIFSā), a Delaware corporation; Davis Transfer Company Inc. (āDTCā), a Georgia corporation, Davis Transfer Logistics Inc. (āDTLā), a Georgia corporation, and B & G Leasing, L.L.C. (āB & Gā), a Georgia limited liability company. Collectively, B & G, DTC, and DTL comprise āDavis Transfer Companyā. References in this report to āit,ā āwe,ā āus,ā āour,ā or the āCompany,ā and similar expressions refer to USA Truck Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in preparing the consolidated financial statements. Certain amounts reported in prior periods have been reclassified to conform to the current year presentation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors which management believes to be reasonable under the circumstances. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. |
Cash equivalents | Cash equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less when acquired. |
Allowance for doubtful accounts | Allowance for doubtful accounts The allowance for doubtful accounts is managementās estimate of the amount of probable credit losses in the Companyās existing accounts receivable. Management reviews the financial condition of customers for granting credit and determines the allowance based on analysis of individual customersā financial condition, historical write-off experience and national economic conditions. The Company evaluates the adequacy of its allowance for doubtful accounts quarterly. The Company does not have any off-balance-sheet credit exposure related to its customers. ā The following table provides a summary of the activity in the allowance for doubtful accounts for the years ended December 31, 2019 and 2018, respectively. ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Balance at beginning of year $ 575 ā $ 639 Provision for doubtful accounts (145) ā 480 Uncollectible accounts written off, net of recovery (61) ā (544) Balance at end of year $ 369 ā $ 575 ā |
Assets held for sale | Assets held for sale When we plan to dispose of property by sale, the asset is carried in the financial statements at the lower of the carrying amount or estimated fair value, less cost to sell, and is reclassified to assets held for sale. Additionally, after such reclassification, there is no further depreciation taken on the asset. In order for an asset to be classified as held for sale, management must approve and commit to a formal plan of disposition, the sale must be anticipated during the ensuing year, the asset must be actively marketed, available for immediate sale, and meet certain other specified criteria. The Company recorded a charge of $0.8 million for the year ended December 31, 2019 to reduce assets held for sale to estimated fair value, less cost to sell. |
Goodwill | Goodwill Goodwill represents the excess of cost over the fair value of net assets of acquired businesses. Goodwill is not amortized, but instead is evaluated for impairment periodically. We evaluate goodwill for impairment annually during the fourth quarter, or more often if events or circumstances indicate that goodwill might be impaired. The reporting unit or units used to evaluate and measure goodwill for impairment are determined primarily from the manner in which the business is managed or operated. A reporting unit is an operating segment or a component that is one level below an operating segment. There were no impairments of goodwill during 2019 or 2018. |
Intangibles | Intangibles Intangibles include a trade name, non-compete agreement and customer relationships. The non-compete agreement and customer relationships are subject to amortization and are both amortized on a straight-line basis over their useful lives. We periodically evaluate amortizable intangible assets for impairment upon occurrence of events or changes in circumstances that indicate the carrying amount of intangible assets may not be recoverable (see Note 5 ā Intangible Assets and Goodwill). |
Treasury stock | Treasury stock The Company uses the cost method to record treasury stock purchases whereby the entire cost of the acquired shares of our common stock is recorded as treasury stock (at cost). When the Company subsequently reissues these shares, proceeds in excess of cost upon the issuance of treasury shares are credited to additional paid in capital, while any deficiency is charged to additional paid in capital. The Company recorded charges to additional paid in capital of $4.8 million and $4.0 million for each of the years ended December 31, 2019 and 2018, respectively. During 2019, these charges were for the issuance of shares awarded as equity grants. During 2018, these charges were for the issuing of shares awarded as equity grants and for approximately $0.75 million used in our acquisition of Davis Transfer Company (see Note 4 ā Acquisition of Davis Transfer Company). |
(Loss) earnings per share data | (Loss) earnings per share data The Company calculates basic (loss) earnings per share based on the weighted average number of its common shares outstanding for the applicable period. The Company calculates diluted earnings per share based on the weighted average number of its common shares outstanding for the period plus all potentially dilutive securities using the treasury stock method, whereby the Company assumes that all such shares are converted into common shares at the beginning of the period, if deemed to be dilutive. If the Company incurs a loss from continuing operations, the effect of potentially dilutive common stock equivalents are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. Performance shares are excluded from contingent shares for purposes of calculating diluted weighted average shares until the performance measure criteria is probable and shares are likely to be issued. |
Dividend policy | Dividend policy The Company has not paid any dividends on its common stock to date, and does not anticipate paying any dividends at the present time. The Company currently intends to retain all of its earnings, if any, for use in the expansion and development of its business and reduction of debt. In the event the financial covenant is applicable under the Companyās Credit Facility, restrictions may be placed on our ability to pay dividends. Future payments of dividends will depend upon the Companyās financial condition, results of operations, capital commitments, restrictions under then-existing agreements, legal requirements, and other factors the Company deems relevant. |
Inventories | Inventories Inventories consist of tires and parts, and are stated at the lower of cost or net realizable value on a first-in first-out basis. |
Property and equipment including depreciable lives and salvage value of assets | Property and equipment Property and equipment is capitalized in accordance with the Companyās asset capitalization policy. The capitalized property is depreciated by the straight-line method using the following estimated useful lives: structures ā 15 years to 40 years; revenue equipment ā 5 3 Depreciable lives and salvage value of assets; valuation of long-lived assets We review the appropriateness of depreciable lives and salvage values for each category of property and equipment. These studies utilize models, which take into account actual usage, physical wear and tear, and replacement history to calculate remaining life of our asset base. We also make assumptions regarding future conditions in determining potential salvage values. These assumptions impact the amount of depreciation expense recognized in the period and any gain or loss once the asset is disposed. Actual disposition values may be greater or less than expected due to the length of time before disposition. We review property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. We evaluate recoverability of assets to be held and used by comparing the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets, less cost to sell. The Company performed the impairment analysis of the carrying value of its fleet, which is the lowest level of identifiable cash flows. Our analysis of undiscounted cash flows indicated no impairment existed for long-lived assets at December 31, 2019 or 2018. |
Income taxes | Income taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax basis of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company has analyzed filing positions in its federal and applicable state tax returns in all open tax years. The Companyās policy is to recognize interest related to unrecognized tax benefits as interest expense and penalties as operating expenses. The Company analyzes its tax positions on the basis of a two-step process in which (1) it determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, it recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company believes that its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its consolidated financial position, results of operations and cash flows. Therefore, no reserves for uncertain income tax positions or associated interest or penalties on uncertain tax positions have been recorded. |
Claims accruals | Claims accruals The primary claims arising against the Company consist of cargo loss and damage, liability, personal injury, property damage, workersā compensation, and employee medical expenses. The Company has exposure to fluctuations in the frequency and severity of claims and to variations between its estimated and actual ultimate payouts up to the Companyās self-insured retention level. Estimates require judgments concerning the nature and severity of the claim, as well as other factors. Actual settlement of the self-insured claim liabilities could differ from managementās initial assessment due to uncertainties and fact development. |
Restricted stock | Restricted stock Restricted stock cannot be sold by the recipient until its restrictions have lapsed. The Company recognizes compensation expense related to these awards over the vesting periods based on the closing price of the Companyās common stock on the grant dates. If these awards contain performance criteria the grant date fair value is set assuming performance at target, which is the expected level of achievement, and management periodically reviews actual performance against the criteria and adjusts compensation expense accordingly. These shares are considered issued and outstanding under the terms of the respective restricted stock agreements. |
Revenue recognition | Revenue recognition Revenue is measured based upon consideration specified in a contract with a customer. The Company recognizes revenue when contractual performance obligations are satisfied by transferring the benefit of the service to our customer. The benefit is transferred to the customer as the service is being provided and revenue is recognized accordingly via time based metrics. A corresponding contract asset of $0.9 million and $1.1 million was recorded in the years ended December 31, 2019 and 2018, respectively, in the āAccounts receivableā line item. The Company is entitled to receive payment as it satisfies performance obligations with customers. The amount of remaining performance obligations relating to loads in process at 11:59 pm as of the end of each reporting period was deemed to be immaterial. Our business consists of two reportable segments, Trucking and USAT Logistics (see Note 2 ā Segment Reporting). Disaggregation of revenue The Companyās revenue types are freight revenue, fuel surcharge and accessorial. Freight revenue represents the majority of our revenue and consists of fees earned for freight transportation, excluding fuel surcharge. Fuel surcharge revenue consists of additional fees earned by the Company in connection with the performance of freight transportation services to partially or completely offset the cost of fuel. Accessorial revenue consists of ancillary services provided by the Company, including but not limited to, stop-off charges, loading and unloading charges, tractor or trailer detention charges, expedited charges, repositioning charges, etc. These accessorial charges are recognized as revenue throughout the service provided. The following tables set forth revenue disaggregated by revenue type: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 ā 2018 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type (in thousands) Freight $ 323,109 ā $ 135,704 ā $ (7,637) ā $ 451,176 ā $ 298,726 ā ā 169,665 ā ā (7,408) ā $ 460,983 Fuel surcharge 49,059 ā 15,532 ā (836) ā 63,755 ā 48,122 ā ā 16,429 ā ā (746) ā 63,805 Accessorial 4,925 ā 2,775 ā ā ā 7,700 ā 4,374 ā ā 4,898 ā ā ā ā 9,272 Total $ 377,093 ā $ 154,011 ā $ (8,473) ā $ 522,631 ā $ 351,222 ā $ 190,992 ā $ (8,154) ā $ 534,060 |
Accounting standards issued and adopted or not yet adopted | Accounting standards issued and adopted In February 2016, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2016-02, Leases (Topic 842) (āASU 2016-02ā), which required lessees to recognize a right-of-use (āROUā) asset and a lease obligation for all leases. Lessees are permitted to make an accounting policy election to not recognize an asset and liability for leases with a term of twelve months or less. Lessor accounting under the new standard is substantially unchanged. Additional qualitative and quantitative disclosures, including significant judgments made by management, are required. The Company adopted the new standard beginning in the first quarter of 2019 using a modified retrospective transition approach, which included a number of practical expedients. The effect of the adoption is reflected within the consolidated financial statements (see Note 8 - Leases and Right of Use Assets). Accounting standards issued but not yet adopted In |
DESCRIPTION OF BUSINESS AND S_3
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Allowance for Credit Losses on Financing Receivables | ā The following table provides a summary of the activity in the allowance for doubtful accounts for the years ended December 31, 2019 and 2018, respectively. ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Balance at beginning of year $ 575 ā $ 639 Provision for doubtful accounts (145) ā 480 Uncollectible accounts written off, net of recovery (61) ā (544) Balance at end of year $ 369 ā $ 575 |
Disaggregation of Revenue | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 ā 2018 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type (in thousands) Freight $ 323,109 ā $ 135,704 ā $ (7,637) ā $ 451,176 ā $ 298,726 ā ā 169,665 ā ā (7,408) ā $ 460,983 Fuel surcharge 49,059 ā 15,532 ā (836) ā 63,755 ā 48,122 ā ā 16,429 ā ā (746) ā 63,805 Accessorial 4,925 ā 2,775 ā ā ā 7,700 ā 4,374 ā ā 4,898 ā ā ā ā 9,272 Total $ 377,093 ā $ 154,011 ā $ (8,473) ā $ 522,631 ā $ 351,222 ā $ 190,992 ā $ (8,154) ā $ 534,060 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SEGMENT REPORTING | |
Schedule of segment information by segment | A summary of operating revenue by segment is as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Operating revenue (in thousands) Trucking revenue (1) $ 377,093 ā $ 351,222 Trucking intersegment eliminations (1,436) ā (3,493) Trucking operating revenue 375,657 ā 347,729 USAT Logistics revenue 154,011 ā 190,992 USAT Logistics intersegment eliminations (7,037) ā (4,661) USAT Logistics operating revenue 146,974 ā 186,331 Total operating revenue $ 522,631 ā $ 534,060 1) Includes foreign revenue of $37.0 million and $41.5 million for the years ended December 31, 2019 and 2018, respectively. A summary of operating (loss) income by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Operating (loss) income (in thousands) Trucking $ (447) ā $ 11,710 USAT Logistics 2,762 ā 9,509 Total operating income $ 2,315 ā $ 21,219 A summary of depreciation and amortization by segment is as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Depreciation and amortization (in thousands) Trucking $ 36,245 ā $ 27,632 USAT Logistics 948 ā 692 Total depreciation and amortization $ 37,193 ā $ 28,324 |
PREPAID EXPENSES AND OTHER CU_2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
Schedule of Other Current Assets | Prepaid expenses and other current assets consist of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 (2) ā (in thousands) Prepaid licenses, permits and tolls $ 1,438 ā $ 1,521 Prepaid insurance 4,596 ā 4,628 Other (1) 1,821 ā 1,526 Total prepaid expenses and other current assets $ 7,855 ā $ 7,675 1) No single item included within other prepaid expenses and other current assets exceeded 5.0% of our total current assets. 2) See Note 14 ā Correction of Immaterial Errors for information regarding a revision made during the first quarter of 2019. |
ACQUISITION OF DAVIS TRANSFER_2
ACQUISITION OF DAVIS TRANSFER COMPANY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Asset Acquisition [Abstract] | |
Asset Acquisition, Pro Forma Information | ā ā ā ā ā Year Ended December 31, ā 2018 ā (in thousands) Operating revenue $ 575,226 Net income 15,709 |
Schedule of Asset Acquisition | ā ā ā ā ā (in thousands) Cash $ 810 Accounts receivable 4,582 Other current assets 1,036 Property and equipment 25,604 Intangible assets 18,040 Goodwill 5,231 Total assets 55,303 Accounts payable and accrued expenses (1,581) Insurance accruals (417) Total consideration transferred $ 53,305 ā ā ā Total Purchase Price Consideration Cash paid 52,555 Stock granted 750 Total consideration $ 53,305 ā ā ā Net cash paid $ 51,745 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
INTANGIBLE ASSETS AND GOODWILL | |
Schedule of intangible assets and amortization expense | ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2019 ā Amortization ā ā ā ā ā ā ā period ā Gross ā Accumulated ā Net intangible ā (years) ā Amount ā Amortization ā assets ā (dollars in thousands) Trade name indefinite ā $ 5,000 ā $ ā ā $ 5,000 Non-compete agreement 2 ā 140 ā 71 ā 69 Customer relationships 10 ā 12,900 ā 1,516 ā 11,384 Total intangible assets ā $ 18,040 ā $ 1,587 ā $ 16,453 ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2018 ā Amortization ā ā ā ā ā ā ā period ā Gross ā Accumulated ā Net intangible ā (years) ā Amount ā Amortization ā assets ā (dollars in thousands) Trade name indefinite ā $ 5,000 ā $ ā ā $ 5,000 Non-compete agreement 2 ā 140 ā 10 ā 130 Customer relationships 10 ā 12,900 ā 193 ā 12,707 Total intangible assets ā $ 18,040 ā $ 203 ā $ 17,837 |
Schedule of changes in carrying amount of goodwill by reportable segment | ā ā ā ā ā ā ā ā Trucking USAT Logistics ā (in thousands) Balance at December 31, 2018 $ 4,926 ā $ ā Working capital adjustment 305 ā ā Balance at December 31, 2019 $ 5,231 ā $ ā |
Schedule of expected remaining amortization | ā ā ā ā ā (in thousands) 2020 $ 1,321 2021 1,288 2022 1,288 2023 1,288 2024 ā 1,288 Thereafter 4,980 Total $ 11,453 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 (2) ā (in thousands) Salaries, wages and employee benefits $ 3,668 ā $ 5,775 Federal and state tax accruals 1,648 ā 1,898 Other (1) 1,202 ā 1,693 Total accrued expenses $ 6,518 ā $ 9,366 1) No single item included within other accrued expenses exceeded 5.0% of our total current liabilities. 2) See Note 14 ā Correction of Immaterial Error for information regarding a revision made during the first quarter of 2019. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
LONG-TERM DEBT | |
Schedule of long-term debt instruments | Long-term debt consisted of the following: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Revolving credit agreement $ 73,225 ā $ 85,300 Obligations under finance lease (Note 8) ā 11,783 ā ā ā Insurance premium financing ā 4,506 ā ā 4,435 ā ā 89,514 ā ā 89,735 Less current maturities ā (6,165) ā ā (4,435) Total long-term debt $ 83,349 ā $ 85,300 |
LEASES AND RIGHT OF USE ASSETS
LEASES AND RIGHT OF USE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
LEASES AND RIGHT OF USE ASSETS | |
Schedule of lease expense | ā ā ā ā ā Year Ended ā December 31, 2019 ā ā (in thousands) Operating lease costs $ 9,185 Finance lease costs: ā ā Amortization of assets 13,711 Interest on lease liabilities 2,521 Total finance lease costs 16,232 Variable and short-term lease costs 989 Total lease costs $ 26,406 |
Schedule of supplemental balance sheet information | ā ā ā ā ā ā Year Ended ā December 31, 2019 Operating leases: (dollars in thousands) Operating lease right-of-use assets $ 11,775 ā ā ā ā Current operating lease obligations 6,050 Long-term operating lease obligations 5,812 Total operating lease liabilities $ 11,862 ā ā ā ā Finance leases: ā ā ā Property and equipment, at cost 120,236 Accumulated amortization (30,990) Property and equipment, net $ 89,246 ā ā ā ā Current finance lease obligations 30,779 Long-term finance lease obligations 58,397 ā $ 89,176 ā ā ā ā Weighted average remaining lease term: (in months) Operating leases 45 months Finance leases 44 months ā ā ā ā Weighted average discount rate: ā ā ā Operating leases 4.03 % Finance leases 3.34 % |
Schedule of supplemental cash flow and other information | ā ā ā ā ā Year Ended ā December 31, 2019 Cash paid for amounts included in measurement of liabilities: (in thousands) Operating cash flows from operating leases $ 87 Operating cash flows from finance leases ā 2,521 Financing cash flows from finance leases ā 14,016 ā ā ā ROU assets obtained in exchange for lease liabilities: ā ā Operating leases ā 2,319 Finance leases ā 32,440 |
Schedule of maturities of operating lease liabilities | Maturities of lease liabilities as of the year ended December 31, 2019 are as follows: ā ā ā ā ā ā ā Finance Leases ā Operating Leases ā (in thousands) 2020 $ 33,334 ā $ 6,297 2021 ā 12,488 ā ā 1,948 2022 ā 12,488 ā ā 1,529 2023 ā 23,346 ā ā 1,179 2024 ā 13,853 ā ā 888 Thereafter ā 1,102 ā ā 1,146 Total lease payments ā 96,611 ā ā 12,987 Less: Imputed interest ā (7,435) ā ā (1,125) Total lease obligations ā 89,176 ā ā 11,862 Less: Current obligations ā (30,779) ā ā (6,050) Long-term lease obligations $ 58,397 ā $ 5,812 ā |
Schedule of maturities of finance lease liabilities | Maturities of lease liabilities as of the year ended December 31, 2019 are as follows: ā ā ā ā ā ā ā Finance Leases ā Operating Leases ā (in thousands) 2020 $ 33,334 ā $ 6,297 2021 ā 12,488 ā ā 1,948 2022 ā 12,488 ā ā 1,529 2023 ā 23,346 ā ā 1,179 2024 ā 13,853 ā ā 888 Thereafter ā 1,102 ā ā 1,146 Total lease payments ā 96,611 ā ā 12,987 Less: Imputed interest ā (7,435) ā ā (1,125) Total lease obligations ā 89,176 ā ā 11,862 Less: Current obligations ā (30,779) ā ā (6,050) Long-term lease obligations $ 58,397 ā $ 5,812 |
FEDERAL AND STATE INCOME TAXES
FEDERAL AND STATE INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
FEDERAL AND STATE INCOME TAXES | |
Schedule of Deferred Tax Assets and Liabilities | ā Significant components of the Companyās deferred tax assets and liabilities are as follows: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Deferred tax assets: (in thousands) Accrued expenses not deductible until paid $ 5,215 ā $ 7,017 Operating lease liabilities ā 2,981 ā ā ā Goodwill and intangible assets 1,426 ā 1,353 Net operating loss carry forwards 1,643 ā 245 Finance lease obligations ā 287 ā ā ā Revenue recognition 201 ā 118 Equity incentive compensation 188 ā 286 Allowance for doubtful accounts 168 ā 207 Other 60 ā 11 Total deferred tax assets $ 12,169 ā $ 9,237 ā ā ā ā ā ā Deferred tax liabilitie ā Tax over book depreciation $ (30,941) ā $ (31,009) Operating leases - right of use assets ā (2,959) ā ā ā Prepaid expenses deductible when paid (2,095) ā (1,654) Other ā (191) ā ā (92) Total deferred tax liabilities (36,186) ā (32,755) Net deferred tax liabilities $ (24,017) ā $ (23,518) |
Schedule of Components of Income Tax Expense (Benefit) | Significant components of the (benefit) provision for income taxes are as follows: ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Current: (in thousands) Federal $ (637) ā $ 1,263 State 173 ā 729 Total current (464) ā 1,992 Deferred: ā Federal 194 ā 2,375 State 114 ā 7 Total deferred 308 ā 2,382 Total income tax (benefit) expense $ (156) ā $ 4,374 ā ā A reconciliation between the effective income tax rate and the statutory federal income tax rate of 21% is as follows: ā ā ā ā ā ā ā ā Year Ended December 31, ā ā 2019 2018 ā (dollars in thousands) Income tax (benefit) expense at statutory federal rate $ (1,019) ā $ 3,481 ā Federal income tax effects of: ā ā ā State income tax benefit (36) ā (155) ā Per diem and other nondeductible meals and entertainment 388 ā 329 ā Non-deductible compensation ā 271 ā ā ā ā Other (46) ā (19) ā Federal income tax (benefit) expense (442) ā 3,636 ā State income tax expense 286 ā 738 ā Total income tax (benefit) expense $ (156) ā $ 4,374 ā ā ā ā ā ā ā ā Effective tax rate 3.2 % 26.4 % |
Schedule of Effective Income Tax Rate Reconciliation | ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Current: (in thousands) Federal $ (637) ā $ 1,263 State 173 ā 729 Total current (464) ā 1,992 Deferred: ā Federal 194 ā 2,375 State 114 ā 7 Total deferred 308 ā 2,382 Total income tax (benefit) expense $ (156) ā $ 4,374 |
EQUITY COMPENSATION AND EMPLO_2
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The components of compensation expense recognized, net of forfeiture recoveries, related to equity-based compensation is reflected in the table below for the years indicated: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Stock options $ 299 ā $ ā Restricted stock awards 1,415 ā 1,164 Equity compensation expense $ 1,714 ā $ 1,164 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | ā ā ā ā ā ā ā ā ā ā ā ā Weighted- Weighted- Aggregate ā ā ā Average ā Average ā Intrinsic ā ā ā Exercise ā Remaining ā Value (in ā Number of ā Price Per ā Contractual ā thousands) ā Shares ā Share ā Life (in years) ā (1) Options outstanding at December 31, 2018 ā ā $ ā ā ā $ ā Granted (2) 182,865 ā 17.58 ā ā ā Exercised ā ā ā ā ā ā Cancelled/forfeited (28,642) ā 16.84 ā ā ā Expired ā ā ā ā ā ā Outstanding at December 31, 2019 154,223 ā $ 17.72 9.17 ā $ ā Exercisable at December 31, 2019 ā ā $ ā ā ā $ ā 1) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. The per share market value of the Companyās common stock, as determined by the closing price on December 31, 2019 was $7.45 . 2) The weighted-average grant date fair value of options granted during 2019 was $9.12 . 3) The exercise prices of outstanding options granted range from $13.54 to $17.75 as of December 31, 2019. |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | Information related to the restricted stock awarded for the years ended December 31, 2019 and 2018 is as follows: ā ā ā ā ā ā Number of Weighted-Average Grant ā Shares ā Date Fair Value (1) Nonvested shares ā December 31, 2017 238,937 ā $ 9.71 Granted 175,563 ā 24.79 Forfeited (139,000) ā 12.31 Vested (23,631) ā 18.23 Nonvested shares ā December 31, 2018 251,869 ā $ 17.99 Granted 283,077 ā 16.91 Forfeited (84,620) ā 16.36 Vested (61,084) ā 21.92 Nonvested shares ā December 31, 2019 389,242 ā $ 16.94 1) The shares were valued at the closing price of the Companyās common stock on the date(s) specified by the award agreements. |
Schedule of Stock Options and Restricted Stock Vested | The fair value of restricted stock that vested during the year is as follows for the periods indicated: ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 ā (in thousands) Restricted stock $ 815 ā $ 548 |
(LOSS) EARNINGS PER SHARE (Tabl
(LOSS) EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
(LOSS) EARNINGS PER SHARE | |
Schedule of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted (loss) earnings per share: ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Numerator: ā (in thousands, except per share amounts) Net (loss) income ā $ (4,698) ā $ 12,204 Denominator: ā ā Denominator for basic earnings (loss) per share ā weighted average shares ā 8,525 ā 8,194 Effect of dilutive securities: ā ā Employee restricted stock and incentive stock options ā ā ā 24 Denominator for diluted earnings (loss) per share ā adjusted weighted average shares and assumed conversion ā 8,525 ā 8,218 Basic (loss) earnings per share ā $ (0.55) ā $ 1.49 Diluted (loss) earnings per share ā $ (0.55) ā $ 1.49 Weighted average anti-dilutive employee restricted stock and incentive stock options ā 433 ā 77 |
RESTRUCTURING, IMPAIRMENT AND_2
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring Cost and Reserve | |
Schedule of restructuring reserve rollforward | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā Costs ā ā ā ā Balance ā ā December 31, ā Incurred / ā ā ā ā December 31, ā ā 2017 ā (reversal) ā Payments ā 2018 ā ā (in thousands) Facility closing expenses ā $ 770 ā $ (639) ā $ (131) ā $ ā |
Schedule of restructuring costs | ā ā ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Costs incurred (reversal) by segment (in thousands) Trucking $ ā ā $ (587) USAT Logistics ā ā (52) Total $ ā ā $ (639) |
Executive Severance | |
Restructuring Cost and Reserve | |
Schedule of restructuring reserve rollforward | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā ā ā ā ā ā ā Balance ā ā December 31, ā Costs ā ā ā ā December 31, ā ā 2018 ā Incurred ā Payments ā 2019 ā ā (in thousands) Severance costs included in salaries, wages and employee benefits ā $ 247 ā $ 441 ā $ (575) ā $ 113 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Accrued ā ā ā ā Accrued ā ā Balance ā ā ā ā ā ā ā Balance ā ā December 31, ā Costs ā ā ā ā December 31, ā ā 2017 ā Incurred ā Payments ā 2018 ā ā (in thousands) Severance costs included in salaries, wages and employee benefits ā $ 35 ā $ 711 ā $ (499) ā $ 247 |
Schedule of restructuring costs | ā ā ā ā ā ā ā ā Year Ended December 31, ā 2019 2018 Costs incurred by Segment (in thousands) Trucking $ 434 ā $ 484 USAT Logistics 7 ā 227 Total $ 441 ā $ 711 |
CORRECTION OF IMMATERIAL ERRO_2
CORRECTION OF IMMATERIAL ERRORS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
CORRECTION OF IMMATERIAL ERRORS | |
Schedule of changes in accounting estimates | The effects of the adjustment on the individual line items within our consolidated balance sheet at December 31, 2018 were as follows: ā ā ā ā ā ā ā ā ā ā December 31, 2018 ā As Reported ā Adjustments ā As Adjusted ā ā ā ā ā ā ā ā ā Accounts receivable, net $ 56,003 $ 1,186 $ 57,189 Other receivables 5,104 ā 584 ā ā 5,688 Prepaid expenses and other current assets 7,224 ā 451 ā ā 7,675 Accounts payable 22,453 ā 1,029 ā ā 23,482 Accrued expenses 8,977 ā 389 ā ā 9,366 Retained earnings 77,664 ā 803 ā ā 78,467 Total stockholders' equity 80,470 ā 803 ā ā 81,273 |
DESCRIPTION OF BUSINESS AND S_4
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | Oct. 18, 2018USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Number of reportable segments | 2 | 2 | |||||
Impairment of assets held for sale | $ 786 | $ 0 | $ 0 | ||||
Impairment of long-lived assets held-for-use | 0 | 0 | |||||
Impairment of Goodwill | 0 | 0 | |||||
Treasury stock reissued at lower than repurchase price | 4,800 | 4,000 | |||||
Contract asset | $ 900 | 900 | $ 900 | $ 900 | 1,100 | ||
Operating leases - right of use assets | 11,775 | 11,775 | 11,775 | 11,775 | $ 0 | ||
Operating lease liability | $ 11,862 | $ 11,862 | $ 11,862 | $ 11,862 | |||
Minimum | Building and Building Improvements | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 15 years | ||||||
Minimum | Transportation Equipment | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 5 years | ||||||
Minimum | Other Machinery and Equipment | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 3 years | ||||||
Maximum | Building and Building Improvements | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 40 years | ||||||
Maximum | Transportation Equipment | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 14 years | ||||||
Maximum | Other Machinery and Equipment | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Property, plant and equipment, useful life | 10 years | ||||||
Davis Transfer Company | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Equity interest issued and issuable | $ 750 |
DESCRIPTION OF BUSINESS AND S_5
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Allowance of Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Allowance for Doubtful Accounts Receivable, Current, Beginning Balance | $ 575 | $ 639 |
Provision for doubtful accounts | (145) | 480 |
Uncollectible accounts written off, net of recovery | (61) | (544) |
Allowance for Doubtful Accounts Receivable, Current, Ending Balance | $ 369 | $ 575 |
DESCRIPTION OF BUSINESS AND S_6
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue | ||
Operating revenue | $ 522,631 | $ 534,060 |
Freight | ||
Disaggregation of Revenue | ||
Operating revenue | 451,176 | 460,983 |
Fuel surcharge | ||
Disaggregation of Revenue | ||
Operating revenue | 63,755 | 63,805 |
Accessorial | ||
Disaggregation of Revenue | ||
Operating revenue | 7,700 | 9,272 |
Trucking | ||
Disaggregation of Revenue | ||
Operating revenue | 375,657 | 347,729 |
USAT Logistics | ||
Disaggregation of Revenue | ||
Operating revenue | 146,974 | 186,331 |
Operating Segments | Trucking | ||
Disaggregation of Revenue | ||
Operating revenue | 377,093 | 351,222 |
Operating Segments | Trucking | Freight | ||
Disaggregation of Revenue | ||
Operating revenue | 323,109 | 298,726 |
Operating Segments | Trucking | Fuel surcharge | ||
Disaggregation of Revenue | ||
Operating revenue | 49,059 | 48,122 |
Operating Segments | Trucking | Accessorial | ||
Disaggregation of Revenue | ||
Operating revenue | 4,925 | 4,374 |
Operating Segments | USAT Logistics | ||
Disaggregation of Revenue | ||
Operating revenue | 154,011 | 190,992 |
Operating Segments | USAT Logistics | Freight | ||
Disaggregation of Revenue | ||
Operating revenue | 135,704 | 169,665 |
Operating Segments | USAT Logistics | Fuel surcharge | ||
Disaggregation of Revenue | ||
Operating revenue | 15,532 | 16,429 |
Operating Segments | USAT Logistics | Accessorial | ||
Disaggregation of Revenue | ||
Operating revenue | 2,775 | 4,898 |
Intersegment Eliminations | ||
Disaggregation of Revenue | ||
Operating revenue | (8,473) | (8,154) |
Intersegment Eliminations | Freight | ||
Disaggregation of Revenue | ||
Operating revenue | (7,637) | (7,408) |
Intersegment Eliminations | Fuel surcharge | ||
Disaggregation of Revenue | ||
Operating revenue | (836) | (746) |
Intersegment Eliminations | Trucking | ||
Disaggregation of Revenue | ||
Operating revenue | (1,436) | (3,493) |
Intersegment Eliminations | USAT Logistics | ||
Disaggregation of Revenue | ||
Operating revenue | $ (7,037) | $ (4,661) |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) | 12 Months Ended | ||
Dec. 31, 2019segment | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information | |||
Number of reportable segments | 2 | 2 | |
Sales Revenue, Net | Customer Concentration Risk | WalMart | |||
Segment Reporting Information | |||
Concentration risk, percentage | 12.00% | 14.00% |
SEGMENT REPORTING - Segment Rep
SEGMENT REPORTING - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information | ||
Operating revenue | $ 522,631 | $ 534,060 |
Operating income | 2,315 | 21,219 |
Depreciation and amortization | 37,193 | 28,324 |
Trucking | ||
Segment Reporting Information | ||
Operating revenue | 375,657 | 347,729 |
USAT Logistics | ||
Segment Reporting Information | ||
Operating revenue | 146,974 | 186,331 |
Operating Segments | ||
Segment Reporting Information | ||
Operating income | 2,315 | 21,219 |
Depreciation and amortization | 37,193 | 28,324 |
Operating Segments | Trucking | ||
Segment Reporting Information | ||
Operating revenue | 377,093 | 351,222 |
Operating income | (447) | 11,710 |
Depreciation and amortization | 36,245 | 27,632 |
Operating Segments | USAT Logistics | ||
Segment Reporting Information | ||
Operating revenue | 154,011 | 190,992 |
Operating income | 2,762 | 9,509 |
Depreciation and amortization | 948 | 692 |
Intersegment Eliminations | ||
Segment Reporting Information | ||
Operating revenue | (8,473) | (8,154) |
Intersegment Eliminations | Trucking | ||
Segment Reporting Information | ||
Operating revenue | (1,436) | (3,493) |
Intersegment Eliminations | USAT Logistics | ||
Segment Reporting Information | ||
Operating revenue | (7,037) | (4,661) |
Foreign countries | Operating Segments | Trucking | ||
Segment Reporting Information | ||
Operating revenue | $ 37,000 | $ 41,500 |
PREPAID EXPENSES AND OTHER CU_3
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Variable Interest Entity [Line Items] | ||
Prepaid expense and other assets | $ 7,855 | $ 7,675 |
Prepaid licenses, permits and tolls | ||
Variable Interest Entity [Line Items] | ||
Prepaid expense and other assets | 1,438 | 1,521 |
Prepaid Insurance | ||
Variable Interest Entity [Line Items] | ||
Prepaid expense and other assets | 4,596 | 4,628 |
Other Current Assets | ||
Variable Interest Entity [Line Items] | ||
Prepaid expense and other assets | $ 1,821 | $ 1,526 |
ACQUISITION OF DAVIS TRANSFER_3
ACQUISITION OF DAVIS TRANSFER COMPANY (Details) - USD ($) $ in Thousands | Oct. 18, 2018 | Dec. 31, 2019 |
Schedule of Asset Acquisition [Line Items] | ||
Working capital adjustment | $ 300 | |
Davis Transfer Company | ||
Schedule of Asset Acquisition [Line Items] | ||
Percentage of shares acquired | 100.00% | |
Payments for asset acquisition | $ 52,555 | |
Equity interest issued and issuable | 750 | |
Working capital adjustment | 5,231 | |
Acquisition related expenses | $ 600 |
ACQUISITION OF DAVIS TRANSFER_4
ACQUISITION OF DAVIS TRANSFER COMPANY - Pro Forma Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Asset Acquisition [Abstract] | |
Operating revenue | $ 575,226 |
Net income | $ 15,709 |
ACQUISITION OF DAVIS TRANSFER_5
ACQUISITION OF DAVIS TRANSFER COMPANY - Schedule of Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 18, 2018 | Dec. 31, 2019 |
Asset Acquisition, Assets Acquired and Liabilities Assumed [Abstract] | ||
Goodwill | $ 300 | |
Davis Transfer Company | ||
Asset Acquisition, Assets Acquired and Liabilities Assumed [Abstract] | ||
Cash | $ 810 | |
Accounts receivable | 4,582 | |
Other current assets | 1,036 | |
Property and equipment | 25,604 | |
Intangible assets | 18,040 | |
Goodwill | 5,231 | |
Total assets | 55,303 | |
Accounts payable and accrued expenses | (1,581) | |
Insurance accruals | (417) | |
Total consideration transferred | 53,305 | |
Asset Acquisition, Consideration Transferred [Abstract] | ||
Payments for asset acquisition | 52,555 | |
Equity interest issued and issuable | 750 | |
Consideration transferred | 53,305 | |
Net cash paid | $ 51,745 |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL - Schedule of Intangible Asset - Finite life (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Intangible Assets and Goodwill | ||
Gross Amount | $ 18,040 | $ 18,040 |
Accumulated Amortization | 1,587 | 203 |
Net intangible assets | 16,453 | 17,837 |
Amortization of Intangible Assets | 1,400 | 200 |
Trade name | ||
Intangible Assets and Goodwill | ||
Gross Amount | 5,000 | 5,000 |
Net intangible assets | $ 5,000 | $ 5,000 |
Non-compete agreement | ||
Intangible Assets and Goodwill | ||
Amortization period (years) | 2 years | 2 years |
Gross Amount | $ 140 | $ 140 |
Accumulated Amortization | 71 | 10 |
Net intangible assets | $ 69 | $ 130 |
Customer relationships | ||
Intangible Assets and Goodwill | ||
Amortization period (years) | 10 years | 10 years |
Gross Amount | $ 12,900 | $ 12,900 |
Accumulated Amortization | 1,516 | 193 |
Net intangible assets | $ 11,384 | $ 12,707 |
INTANGIBLE ASSETS AND GOODWIL_3
INTANGIBLE ASSETS AND GOODWILL - Carrying Amount of Goodwill By Segment (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Intangible Assets and Goodwill | |
Beginning balance | $ 4,926 |
Working capital adjustment | 300 |
Ending balance | 5,231 |
Trucking | |
Intangible Assets and Goodwill | |
Beginning balance | 4,926 |
Working capital adjustment | 305 |
Ending balance | $ 5,231 |
INTANGIBLE ASSETS AND GOODWIL_4
INTANGIBLE ASSETS AND GOODWILL - Schedule of Future Amortization (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
INTANGIBLE ASSETS AND GOODWILL | |
Intangible assets, weighted average useful life | 105 months |
2020 | $ 1,321 |
2021 | 1,288 |
2022 | 1,288 |
2023 | 1,288 |
2024 | 1,288 |
Thereafter | 4,980 |
Net intangible assets | $ 11,453 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
ACCRUED EXPENSES | ||
Salaries, wages and employee benefits | $ 3,668 | $ 5,775 |
Federal and state tax accruals | 1,648 | 1,898 |
Other | 1,202 | 1,693 |
Total accrued expenses | $ 6,518 | $ 9,366 |
LONG-TERM DEBT - Summary of Lon
LONG-TERM DEBT - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 31, 2019 | Dec. 31, 2018 | Feb. 15, 2015 |
Debt Instruments | ||||
Total long-term debt, including current maturities | $ 89,514 | $ 89,735 | ||
Less current maturities | (6,165) | (4,435) | ||
Total long-term debt | 83,349 | 85,300 | ||
Credit Facility | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | 73,225 | $ 225,000 | 85,300 | $ 170,000 |
Swingline sub-facility | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | $ 25,000 | |||
Obligation under finance lease | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | 11,783 | |||
Insurance Premiums Financing Note | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | $ 4,506 | $ 4,435 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) | Jan. 31, 2019 | Feb. 15, 2015 | Dec. 31, 2019 | Oct. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 |
Debt Instruments | ||||||
Long-term debt | $ 89,514,000 | $ 89,735,000 | ||||
Remaining borrowing capacity | 55,100,000 | |||||
Weighted average interest rate | 3.57% | |||||
Obligation under finance lease | ||||||
Debt Instruments | ||||||
Long-term debt | 11,783,000 | |||||
Credit Facility | ||||||
Debt Instruments | ||||||
Long-term debt | $ 225,000,000 | $ 170,000,000 | 73,225,000 | $ 85,300,000 | ||
Maximum increase available subject to lender approval | 75,000,000 | |||||
Excercisable, incremental borrowing capacity | $ 20,000,000 | |||||
Term of debt instrument | 5 years | 5 years | ||||
Fixed charge coverage ratio | 1 | |||||
Commitment fee percentage | 0.25% | |||||
Borrowing based threshold, eligible noninvestment grade accounts (as a percent) | 85.00% | |||||
Borrowing based threshold for eligible unbilled accounts receivable (as a percent) | 85.00% | |||||
Borrowing base before additions of eligible revenue equipment | $ 10,000,000 | |||||
Newly acquired revenue equipment (as a percent) | 85.00% | |||||
Eligible revenue equipment (as a percent) | 85.00% | |||||
Percentage of maximum revolver amount | 10.00% | |||||
Minimum excess availability percentage of maximum revolver amount | 20.00% | |||||
Letter of credit outstanding | 7,400,000 | |||||
Credit Facility | Minimum | ||||||
Debt Instruments | ||||||
Borrowing based threshold eligible investment grade accounts receivable (as a percent) | 85.00% | |||||
Credit Facility | Maximum | ||||||
Debt Instruments | ||||||
Borrowing based threshold eligible investment grade accounts receivable (as a percent) | 90.00% | |||||
Swingline sub-facility | ||||||
Debt Instruments | ||||||
Long-term debt | $ 25,000,000 | |||||
Swingline sub-facility | Overnight Borrowings | ||||||
Debt Instruments | ||||||
Long-term line of credit | 0 | |||||
Letter of credit sub-facility | ||||||
Debt Instruments | ||||||
Long-term debt | $ 15,000,000 | |||||
Base Rate | Credit Facility | Minimum | ||||||
Debt Instruments | ||||||
Basis spread on variable rate (as a percent) | 0.25% | |||||
Base Rate | Credit Facility | Maximum | ||||||
Debt Instruments | ||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||
London Interbank Offered Rate (LIBOR) | Credit Facility | Minimum | ||||||
Debt Instruments | ||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||
London Interbank Offered Rate (LIBOR) | Credit Facility | Maximum | ||||||
Debt Instruments | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Insurance Premiums Financing Note | ||||||
Debt Instruments | ||||||
Long-term debt | $ 4,506,000 | $ 4,435,000 | ||||
Accrued Premium Insurance Payable | $ 4,500,000 | $ 4,700,000 |
LEASES AND RIGHT OF USE ASSET_2
LEASES AND RIGHT OF USE ASSETS - Revenue Equipment (Details) | 12 Months Ended |
Dec. 31, 2019item | |
Lease details | |
Number of leased tractors | 1,075 |
Number of leased trailers | 806 |
Equipment finance leases | |
Lease details | |
Number of leased tractors | 802 |
Number of leased trailers | 759 |
Equipment operating leases | |
Lease details | |
Number of leased tractors | 273 |
Number of leased trailers | 47 |
LEASES AND RIGHT OF USE ASSET_3
LEASES AND RIGHT OF USE ASSETS - Components of Lease Expense (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
LEASES AND RIGHT OF USE ASSETS | |
Operating lease costs | $ 9,185 |
Finance lease costs: | |
Amortization of assets | 13,711 |
Interest on lease liabilities | 2,521 |
Total finance lease costs | 16,232 |
Variable and short-term lease costs | 989 |
Total lease costs | $ 26,406 |
LEASES AND RIGHT OF USE ASSET_4
LEASES AND RIGHT OF USE ASSETS - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Operating leases: | ||
Operating leases - right of use assets | $ 11,775 | $ 0 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Operating leases - right of use assets | |
Current operating lease obligations | $ 6,050 | 0 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current operating lease obligations | |
Long-term operating lease obligations | $ 5,812 | 0 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term operating lease obligations | |
Total operating lease liabilities | $ 11,862 | |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | us-gaap:OperatingLeaseLiabilityCurrent us-gaap:OperatingLeaseLiabilityNoncurrent | |
Finance leases: | ||
Property and equipment, at cost | $ 372,885 | 341,151 |
Accumulated amortization | (124,216) | (115,766) |
Property and equipment, net | 248,669 | $ 225,385 |
Current finance lease obligations | $ 30,779 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current finance lease obligations | |
Long-term finance lease obligations | $ 58,397 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term finance lease obligations | |
Total lease obligations | $ 89,176 | |
Finance Lease, Liability, Statement of Financial Position [Extensible List] | us-gaap:FinanceLeaseLiabilityCurrent us-gaap:FinanceLeaseLiabilityNoncurrent | |
Weighted average remaining lease term: | ||
Operating leases | 45 months | |
Finance leases | 44 months | |
Weighted average discount rate: | ||
Operating leases | 4.03% | |
Finance leases | 3.34% | |
Equipment finance leases | ||
Finance leases: | ||
Property and equipment, at cost | $ 120,236 | |
Accumulated amortization | (30,990) | |
Property and equipment, net | $ 89,246 |
LEASES AND RIGHT OF USE ASSET_5
LEASES AND RIGHT OF USE ASSETS - Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in measurement of liabilities: | |
Operating cash flows from operating leases | $ 87 |
Operating cash flows from finance leases | 2,521 |
Financing cash flows from finance leases | 14,016 |
ROU assets obtained in exchange for lease liabilities: | |
Operating leases | 2,319 |
Finance leases | $ 32,440 |
LEASES AND RIGHT OF USE ASSET_6
LEASES AND RIGHT OF USE ASSETS - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finance Leases | ||
2020 | $ 33,334 | |
2021 | 12,488 | |
2022 | 12,488 | |
2023 | 23,346 | |
2024 | 13,853 | |
Thereafter | 1,102 | |
Total lease payments | 96,611 | |
Less: Imputed interest | (7,435) | |
Total lease obligations | 89,176 | |
Less: Current obligations | (30,779) | |
Long-term finance lease obligations | 58,397 | |
Operating Leases | ||
2020 | 6,297 | |
2021 | 1,948 | |
2022 | 1,529 | |
2023 | 1,179 | |
2024 | 888 | |
Thereafter | 1,146 | |
Total lease payments | 12,987 | |
Less: Imputed interest | (1,125) | |
Total operating lease liabilities | 11,862 | |
Less: Current obligations | (6,050) | $ 0 |
Long-term operating lease obligations | $ 5,812 | $ 0 |
LEASES AND RIGHT OF USE ASSET_7
LEASES AND RIGHT OF USE ASSETS (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2019 | Apr. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Lease details | ||||
Noncancellable commitments for purchases of equipment | $ 11,400 | |||
Lease rent expense | 200 | |||
Lease rent expense | $ 100 | |||
Proceeds from obligation under finance lease | $ 2,300 | $ 12,795 | $ 0 | |
Finance lease contract term | 5 years | |||
Initial monthly payment in sale-leaseback transaction | $ 30 | |||
Tractors | ||||
Lease details | ||||
Proceeds from obligation under finance lease | $ 10,500 | |||
Finance lease contract term | 5 years | |||
Initial monthly payment in sale-leaseback transaction | $ 100 | |||
Percentage of original cost at which Company has option to purchase at end of lease | 32.50% |
FEDERAL AND STATE INCOME TAXE_2
FEDERAL AND STATE INCOME TAXES (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Loss Carryforwards [Line Items] | ||
Effective income tax rate reconciliation percent | 3.20% | 26.40% |
Effective income tax rate reconciliation at federal statutory income tax rate, percent | 21.00% | 21.00% |
Domestic Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 1 | |
Percentage of taxable income utilization limitation | 80.00% | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 0.6 |
FEDERAL AND STATE INCOME TAXE_3
FEDERAL AND STATE INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
FEDERAL AND STATE INCOME TAXES | ||
Accrued expenses not deductible until paid | $ 5,215 | $ 7,017 |
Operating lease liabilities | 2,981 | 0 |
Goodwill and intangible assets | 1,426 | 1,353 |
Net operating loss carry forwards | 1,643 | 245 |
Finance Leases | 287 | 0 |
Revenue recognition | 201 | 118 |
Equity incentive plan | 188 | 286 |
Allowance for doubtful accounts | 168 | 207 |
Other | 60 | 11 |
Total deferred tax assets | 12,169 | 9,237 |
Deferred tax liabilities: | ||
Tax over book depreciation | (30,941) | (31,009) |
ROU assets | (2,959) | 0 |
Prepaid expenses deductible when paid | (2,095) | (1,654) |
Other | (191) | (92) |
Total deferred tax liabilities | (36,186) | (32,755) |
Net deferred tax liabilities | $ (24,017) | $ (23,518) |
FEDERAL AND STATE INCOME TAXE_4
FEDERAL AND STATE INCOME TAXES - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | ||
Federal | $ (637) | $ 1,263 |
State | 173 | 729 |
Total current | (464) | 1,992 |
Deferred: | ||
Federal | 194 | 2,375 |
State | 114 | 7 |
Total deferred | 308 | 2,382 |
Total income tax (benefit) expense | $ (156) | $ 4,374 |
FEDERAL AND STATE INCOME TAXE_5
FEDERAL AND STATE INCOME TAXES - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
FEDERAL AND STATE INCOME TAXES | ||
Income tax (benefit) expense at statutory federal rate | $ (1,019) | $ 3,481 |
Federal income tax effects of: | ||
State income tax benefit | (36) | (155) |
Per diem and other nondeductible meals and entertainment | 388 | 329 |
Non-deductible compensation | 271 | 0 |
Other | (46) | (19) |
Federal income tax (benefit) expense | (442) | 3,636 |
State income tax expense | 286 | 738 |
Total income tax (benefit) expense | $ (156) | $ 4,374 |
Effective income tax rate reconciliation percent | 3.20% | 26.40% |
EQUITY COMPENSATION AND EMPLO_3
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ / shares in Units, $ in Millions | May 10, 2017 | May 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Benefit Plan Disclosure | ||||
Share price | $ 7.45 | |||
Employer matching contribution (as a percent) | 50.00% | |||
Employer matching contribution as a percentage of employees' gross pay | 4.00% | |||
Employer matching contribution, vesting term | 2 years | |||
Employer discretionary contribution amount | $ 0.7 | $ 0.8 | ||
Employee stock options | Minimum | ||||
Defined Benefit Plan Disclosure | ||||
Vesting period | 3 years | |||
Expiration period | 3 years | |||
Employee stock options | Maximum | ||||
Defined Benefit Plan Disclosure | ||||
Vesting period | 4 years | |||
Expiration period | 10 years | |||
Restricted stock | ||||
Defined Benefit Plan Disclosure | ||||
Unrecognized compensation cost related to unvested restricted stock awards | $ 2.9 | |||
Recognition period | 2 years 6 months | |||
Restricted stock | Minimum | ||||
Defined Benefit Plan Disclosure | ||||
Vesting period | 3 years | |||
Restricted stock | Maximum | ||||
Defined Benefit Plan Disclosure | ||||
Vesting period | 4 years | |||
Omnibus Incentive Plan (the "Incentive Plan") | ||||
Defined Benefit Plan Disclosure | ||||
Number of shares authorized (in shares) | 500,000 | |||
Number of additional shares authorized (in shares) | 500,000 | 500,000 | ||
Number of shares available for grant (in shares) | 632,079 | |||
Number of options outstanding | 154,223 | 0 | ||
Recognition period | 3 years 2 months 12 days |
EQUITY COMPENSATION AND EMPLO_4
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS - Recognized Compensation Expense (Details) - Omnibus 2014 Incentive Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | $ 1,714 | $ 1,164 |
Employee stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | 299 | 0 |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | $ 1,415 | $ 1,164 |
EQUITY COMPENSATION AND EMPLO_5
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | |
Stock Option Activity, Additional Disclosures | ||
Share Price | $ 7.45 | |
Weighted-average grant date fair value of options granted | $ 9.12 | |
Omnibus Incentive Plan (the "Incentive Plan") | ||
Stock Option Activity Under the Incentive Plan | ||
Options outstanding at December 31, 2018 | 0 | |
Granted (in shares) | 182,865 | |
Exercised (in shares) | 0 | |
Cancelled/forfeited (in shares) | 28,642 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | 0 | |
Outstanding at December 31, 2019 | 154,223 | |
Stock Options Weighted Average Exercise Price | ||
Options outstanding, weighted average exercise price per share - December 31, 2018 (in usd per share) | $ 0 | |
Options granted, weighted average exercise price per share (in usd per share) | 17.58 | |
Options exercised, weighted average exercise price per share (in usd per share) | 0 | |
Options cancelled/forfeited, weighted average exercise price per share (in usd per share) | 16.84 | |
Options expired, weighted average exercise price per share (in usd per share) | 0 | |
Options outstanding, weighted average exercise price per share - December 31, 2019 (in usd per share) | $ 17.72 | |
Stock Option Activity, Additional Disclosures | ||
Options outstanding weighted average remaining contractual life (in years) | 9 years 2 months 1 day | |
Options exercisable, number of options (in shares) | 0 | |
Option exercisable, weighted average exercise price per share (in usd per share) | $ 0 | |
Options outstanding, aggregate intrinsic value | $ 0 | |
Options exercisable, aggregate intrinsic value | $ 0 | |
Exercise prices of outstanding options granted | $ 17.72 | $ 17.72 |
Unrecognized compensation cost related to nonvested stock options | $ 1,100 | |
Recognition period | 3 years 2 months 12 days | |
Omnibus Incentive Plan (the "Incentive Plan") | Minimum | ||
Stock Options Weighted Average Exercise Price | ||
Options outstanding, weighted average exercise price per share - December 31, 2019 (in usd per share) | $ 13.54 | |
Stock Option Activity, Additional Disclosures | ||
Exercise prices of outstanding options granted | 13.54 | $ 13.54 |
Omnibus Incentive Plan (the "Incentive Plan") | Maximum | ||
Stock Options Weighted Average Exercise Price | ||
Options outstanding, weighted average exercise price per share - December 31, 2019 (in usd per share) | 17.75 | |
Stock Option Activity, Additional Disclosures | ||
Exercise prices of outstanding options granted | $ 17.75 | $ 17.75 |
EQUITY COMPENSATION AND EMPLO_6
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS - Restricted Stock Awards (Details) - Restricted stock - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Shares | ||
Number of shares nonvested (in shares) | 251,869 | 238,937 |
Granted (in shares) | 283,077 | 175,563 |
Forfeited (in shares) | (84,620) | (139,000) |
Vested (in shares) | (61,084) | (23,631) |
Number of shares nonvested (in shares) | 389,242 | 251,869 |
Weighted-Average Grant Date Fair Value | ||
Number of shares nonvested, weighted-average grant date fair value (in usd per share) | $ 17.99 | $ 9.71 |
Granted (in usd per share) | 16.91 | 24.79 |
Forfeited (in usd per share) | 16.36 | 12.31 |
Vested (in usd per share) | 21.92 | 18.23 |
Number of shares nonvested, weighted-average grant date fair value (in usd per share) | $ 16.94 | $ 17.99 |
EQUITY COMPENSATION AND EMPLO_7
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS - Fair Value of Stock Options and Restricted Stock Vested (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | ||
Restricted stock | $ 815 | $ 548 |
(LOSS) EARNINGS PER SHARE - Com
(LOSS) EARNINGS PER SHARE - Computation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
(LOSS) EARNINGS PER SHARE | ||
Net (loss) income | $ (4,698) | $ 12,204 |
Denominator: | ||
Denominator for basic earnings per share - weighted average shares (in shares) | 8,525 | 8,194 |
Effect of dilutive securities: | ||
Employee restricted stock and incentive stock options (in shares) | 0 | 24 |
Denominator for diluted earnings per share - adjusted weighted average shares and assumed conversion (in shares) | 8,525 | 8,218 |
Basic (loss) earnings per share (in dollars per share) | $ (0.55) | $ 1.49 |
Diluted (loss) earnings per share (in dollars per share) | $ (0.55) | $ 1.49 |
Weighted average anti-dilutive employee restricted stock and incentive stock options (in shares) | 433 | 77 |
RESTRUCTURING, IMPAIRMENT AND_3
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS (Details) - USD ($) $ in Thousands | Mar. 07, 2019 | Mar. 26, 2018 | Dec. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
Restructuring Cost and Reserve | ||||||
Restructuring charges | $ 600 | $ (639) | ||||
Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Term for base salary continuation | 12 months | |||||
Employee Severance | Salaries, Wages and Employee Benefits | ||||||
Restructuring Cost and Reserve | ||||||
Restructuring charges | $ 200 | $ 40 | ||||
Hugo Separation Agreement | Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Restructuring charges | 70 | |||||
Severance costs | $ 300 | |||||
Hugo Separation Agreement | Restricted stock | Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Continued vesting of shares of restricted stock (in shares) | 1,934 | |||||
Craig Separation Agreement | Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Term for base salary continuation | 12 months | |||||
Craig Separation Agreement | Employee Severance | Salaries, Wages and Employee Benefits | ||||||
Restructuring Cost and Reserve | ||||||
Restructuring charges | $ 700 | |||||
Craig Separation Agreement | Time-vested restricted stock | Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Accelerated vesting, number (in shares) | 5,488 | |||||
Craig Separation Agreement | Performance-vested restricted stock | Employee Severance | ||||||
Restructuring Cost and Reserve | ||||||
Accelerated vesting, number (in shares) | 5,488 |
RESTRUCTURING, IMPAIRMENT AND_4
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS - Restructuring and Executive Severance (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Reserve | |||
Costs Incurred | $ 600 | $ (639) | |
Facility Closing | |||
Restructuring Reserve | |||
Accrued beginning balance | 770 | 770 | |
Costs Incurred | (639) | ||
Payments | (131) | ||
Executive Severance | |||
Restructuring Reserve | |||
Accrued beginning balance | $ 35 | $ 247 | 35 |
Costs Incurred | 441 | 711 | |
Payments | (575) | (499) | |
Accrued ending balance | $ 113 | $ 247 |
RESTRUCTURING, IMPAIRMENT AND_5
RESTRUCTURING, IMPAIRMENT AND OTHER COSTS - Executive Severance by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost and Reserve | |||
Costs Incurred | $ 600 | $ (639) | |
Executive Severance | |||
Restructuring Cost and Reserve | |||
Costs Incurred | $ 441 | 711 | |
Trucking | |||
Restructuring Cost and Reserve | |||
Costs Incurred | (587) | ||
Trucking | Executive Severance | |||
Restructuring Cost and Reserve | |||
Costs Incurred | 434 | 484 | |
USAT Logistics | |||
Restructuring Cost and Reserve | |||
Costs Incurred | (52) | ||
USAT Logistics | Executive Severance | |||
Restructuring Cost and Reserve | |||
Costs Incurred | $ 7 | $ 227 |
CORRECTION OF IMMATERIAL ERRO_3
CORRECTION OF IMMATERIAL ERRORS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Error Corrections and Prior Period Adjustments Restatement | |||
Accounts receivable, net | $ 49,853 | $ 57,189 | |
Other receivables | 5,408 | 5,688 | |
Prepaid expenses and other current assets | 7,855 | 7,675 | |
Accounts payable | 29,421 | 23,482 | |
Accrued expenses | 6,518 | 9,366 | |
Retained earnings | 73,769 | 78,467 | |
Total stockholders' equity | 78,211 | 81,273 | $ 66,488 |
As Reported | |||
Error Corrections and Prior Period Adjustments Restatement | |||
Accounts receivable, net | 56,003 | ||
Other receivables | 5,104 | ||
Prepaid expenses and other current assets | 7,224 | ||
Accounts payable | 22,453 | ||
Accrued expenses | 8,977 | ||
Retained earnings | 77,664 | ||
Total stockholders' equity | 80,470 | ||
Adjustments | Correction of immaterial errors | |||
Error Corrections and Prior Period Adjustments Restatement | |||
Accounts receivable, net | 1,186 | ||
Other receivables | 584 | ||
Prepaid expenses and other current assets | 451 | ||
Accounts payable | 1,029 | ||
Accrued expenses | 389 | ||
Retained earnings | 803 | ||
Total stockholders' equity | 803 | ||
Retained Earnings | |||
Error Corrections and Prior Period Adjustments Restatement | |||
Total stockholders' equity | $ 73,769 | 78,467 | $ 65,460 |
Retained Earnings | As Reported | |||
Error Corrections and Prior Period Adjustments Restatement | |||
Total stockholders' equity | $ 77,664 |