Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 15, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
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, $0.01 Par Value | |
Trading Symbol | USAK | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 8,887,290 | |
Entity Registrant Name | USA TRUCKĀ INC. | |
Entity Central Index Key | 0000883945 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and restricted cash (restricted cash of $117 and $243, respectively) | $ 371 | $ 325 |
Accounts receivable, net of allowance for doubtful accounts of $548 and $617, respectively | 84,994 | 63,984 |
Other receivables | 4,669 | 2,873 |
Inventories | 1,399 | 975 |
Assets held for sale | 2,635 | |
Prepaid expenses and other current assets | 4,844 | 8,749 |
Total current assets | 96,277 | 79,541 |
Property and equipment: | ||
Land and structures | 34,205 | 33,488 |
Revenue equipment | 304,408 | 305,509 |
Service, office and other equipment | 30,929 | 30,331 |
Property and equipment, at cost | 369,542 | 369,328 |
Accumulated depreciation and amortization | (168,261) | (150,173) |
Property and equipment, net | 201,281 | 219,155 |
Operating leases - right of use assets | 24,523 | 28,154 |
Goodwill | 5,231 | 5,231 |
Other intangibles, net | 14,137 | 15,105 |
Other assets | 2,941 | 3,046 |
Total assets | 344,390 | 350,232 |
Current liabilities: | ||
Accounts payable | 36,723 | 27,045 |
Current portion of insurance and claims accruals | 9,243 | 9,846 |
Accrued expenses | 15,899 | 10,798 |
Current finance lease obligations | 12,190 | 11,655 |
Current operating lease obligations | 6,977 | 6,838 |
Long-term debt, current maturities | 1,763 | 6,791 |
Total current liabilities | 82,795 | 72,973 |
Other long-term liabilities | 2,805 | 4,817 |
Long-term debt, less current maturities | 68,110 | 81,352 |
Long-term finance lease obligations | 47,024 | 54,482 |
Long-term operating lease obligations | 17,972 | 21,690 |
Deferred income taxes | 19,079 | 23,414 |
Insurance and claims accruals, less current portion | 8,003 | 6,803 |
Total liabilities | 245,788 | 265,531 |
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 12,252,916 shares, and 12,037,966 shares, respectively | 123 | 120 |
Additional paid-in capital | 63,082 | 60,692 |
Retained earnings | 91,118 | 78,515 |
Less treasury stock, at cost (3,349,720 shares, and 3,293,223 shares, respectively) | (55,721) | (54,626) |
Total stockholders' equity | 98,602 | 84,701 |
Total liabilities and stockholders' equity | $ 344,390 | $ 350,232 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Restricted cash | $ 153 | $ 243 |
Allowance for doubtful accounts | $ 395 | $ 617 |
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) | 12,254,116 | 12,037,966 |
Treasury stock, shares (in shares) | 3,366,826 | 3,293,223 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) | ||||
Operating revenue | $ 180,997 | $ 141,786 | $ 509,533 | $ 392,296 |
Operating expenses: | ||||
Salaries, wages and employee benefits | 40,294 | 34,916 | 113,337 | 104,397 |
Fuel and fuel taxes | 12,740 | 9,734 | 36,598 | 29,679 |
Depreciation and amortization | 8,807 | 9,896 | 27,540 | 29,941 |
Insurance and claims | 5,542 | 5,388 | 16,532 | 15,254 |
Equipment rent | 1,900 | 1,895 | 5,897 | 5,625 |
Operations and maintenance | 8,849 | 9,894 | 24,698 | 28,294 |
Purchased transportation | 88,895 | 59,617 | 245,936 | 156,707 |
Operating taxes and licenses | 1,082 | 1,167 | 3,677 | 3,675 |
Communications and utilities | 709 | 867 | 2,309 | 2,586 |
(Gain) loss on disposal of assets, net | (105) | 398 | (422) | 420 |
Asset impairments | 0 | 0 | 588 | |
Other | 4,413 | 3,580 | 12,585 | 12,008 |
Total operating expenses | 173,126 | 137,352 | 488,687 | 389,174 |
Operating income (loss) | 7,871 | 4,434 | 20,846 | 3,122 |
Other expenses: | ||||
Interest expense, net | 992 | 1,416 | 3,031 | 4,335 |
Other, net | 128 | 57 | 238 | 167 |
Total other expenses, net | 1,120 | 1,473 | 3,269 | 4,502 |
Income (loss) before income taxes | 6,751 | 2,961 | 17,577 | (1,380) |
Income tax expense (benefit) | 1,938 | 666 | 4,974 | (193) |
Consolidated net income (loss) and comprehensive income (loss) | $ 4,813 | $ 2,295 | $ 12,603 | $ (1,187) |
Net earnings (loss) per share: | ||||
Average shares outstanding (basic) (in shares) | 8,795 | 8,807 | 8,816 | 8,762 |
Basic earnings (loss) per share (in dollars per share) | $ 0.55 | $ 0.26 | $ 1.43 | $ (0.14) |
Average shares outstanding (diluted) (in shares) | 8,930 | 8,955 | 8,961 | 8,762 |
Diluted earnings (loss) per share (in dollars per share) | $ 0.54 | $ 0.26 | $ 1.41 | $ (0.14) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Total |
Balance at Dec. 31, 2019 | $ 120 | $ 63,238 | $ 73,769 | $ (58,916) | $ 78,211 |
Balance (in shares) at Dec. 31, 2019 | 11,988 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of treasury stock | (4,327) | 4,327 | |||
Stock-based compensation | 471 | 471 | |||
Forfeited restricted stock (in shares) | (15) | ||||
Net share settlement related to vested equity awards | (57) | (57) | |||
Net share settlement related to vested equity awards (in shares) | (11) | ||||
Net income (loss) | (2,551) | (2,551) | |||
Balance at Mar. 31, 2020 | $ 120 | 59,325 | 71,218 | (54,589) | 76,074 |
Balance (in shares) at Mar. 31, 2020 | 11,962 | ||||
Balance at Dec. 31, 2019 | $ 120 | 63,238 | 73,769 | (58,916) | 78,211 |
Balance (in shares) at Dec. 31, 2019 | 11,988 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income (loss) | (1,187) | ||||
Balance at Sep. 30, 2020 | $ 120 | 60,006 | 72,582 | (54,506) | 78,202 |
Balance (in shares) at Sep. 30, 2020 | 12,038 | ||||
Balance at Mar. 31, 2020 | $ 120 | 59,325 | 71,218 | (54,589) | 76,074 |
Balance (in shares) at Mar. 31, 2020 | 11,962 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of treasury stock | (123) | 123 | |||
Stock-based compensation | 363 | 363 | |||
Restricted stock award grant (in shares) | 74 | ||||
Net income (loss) | (931) | (931) | |||
Balance at Jun. 30, 2020 | $ 120 | 59,565 | 70,287 | (54,466) | 75,506 |
Balance (in shares) at Jun. 30, 2020 | 12,036 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of treasury stock | 40 | (40) | |||
Stock-based compensation | 406 | 406 | |||
Restricted stock award grant (in shares) | 3 | ||||
Forfeited restricted stock (in shares) | (1) | ||||
Net share settlement related to vested equity awards | (5) | (5) | |||
Net income (loss) | 2,295 | 2,295 | |||
Balance at Sep. 30, 2020 | $ 120 | 60,006 | 72,582 | (54,506) | 78,202 |
Balance (in shares) at Sep. 30, 2020 | 12,038 | ||||
Balance at Dec. 31, 2020 | $ 120 | 60,692 | 78,515 | (54,626) | 84,701 |
Balance (in shares) at Dec. 31, 2020 | 12,038 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation | 168 | 168 | |||
Restricted stock award grant | $ 2 | (2) | |||
Restricted stock award grant (in shares) | 193 | ||||
Forfeited restricted stock (in shares) | (4) | ||||
Net share settlement related to vested equity awards | 797 | (802) | (5) | ||
Net income (loss) | 3,597 | 3,597 | |||
Balance at Mar. 31, 2021 | $ 122 | 61,655 | 82,112 | (55,428) | 88,461 |
Balance (in shares) at Mar. 31, 2021 | 12,227 | ||||
Balance at Dec. 31, 2020 | $ 120 | 60,692 | 78,515 | (54,626) | 84,701 |
Balance (in shares) at Dec. 31, 2020 | 12,038 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income (loss) | 12,603 | ||||
Balance at Sep. 30, 2021 | $ 123 | 63,082 | 91,118 | (55,721) | 98,602 |
Balance (in shares) at Sep. 30, 2021 | 12,254 | ||||
Balance at Mar. 31, 2021 | $ 122 | 61,655 | 82,112 | (55,428) | 88,461 |
Balance (in shares) at Mar. 31, 2021 | 12,227 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation | 577 | 577 | |||
Restricted stock award grant | $ 1 | 1 | |||
Restricted stock award grant (in shares) | 26 | ||||
Net share settlement related to vested equity awards | 36 | (40) | (4) | ||
Net income (loss) | 4,193 | 4,193 | |||
Balance at Jun. 30, 2021 | $ 123 | 62,268 | 86,305 | (55,468) | 93,228 |
Balance (in shares) at Jun. 30, 2021 | 12,253 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation | 561 | 561 | |||
Restricted stock award grant (in shares) | 11 | ||||
Forfeited restricted stock | 253 | (253) | |||
Forfeited restricted stock (in shares) | (10) | ||||
Net income (loss) | 4,813 | 4,813 | |||
Balance at Sep. 30, 2021 | $ 123 | $ 63,082 | $ 91,118 | $ (55,721) | $ 98,602 |
Balance (in shares) at Sep. 30, 2021 | 12,254 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net income (loss) | $ 12,603 | $ (1,187) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 27,540 | 29,941 |
Bad debt expense | (306) | |
Deferred income tax (benefit) expense, net | (4,335) | (1,317) |
Stock-based compensation | 1,306 | 1,240 |
(Gain) loss on disposal of assets, net | (422) | 420 |
Asset impairments | 588 | |
Other | 159 | 138 |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | (23,379) | (15,116) |
Inventories and prepaid expenses | 3,481 | 3,293 |
Accounts payable and accrued expenses | 13,568 | 8,635 |
Insurance and claims accruals | 802 | (2,923) |
Other long-term assets and liabilities | 293 | 697 |
Net cash provided by operating activities | 31,310 | 24,409 |
Investing activities: | ||
Capital expenditures | (9,996) | (10,577) |
Proceeds from sale of property and equipment | 6,591 | 3,274 |
Net cash used in investing activities | (3,405) | (7,303) |
Financing activities: | ||
Borrowings under long-term debt | 41,460 | 48,950 |
Payments on long-term debt | (58,480) | (46,106) |
Principal payments on financing lease obligations | (6,923) | (16,490) |
Payments on obligation under finance lease | (1,250) | (1,459) |
Net change in bank drafts payable | (2,657) | (875) |
Net payments for tax withholdings for vested stock-based awards | (9) | (62) |
Net cash used in financing activities | (27,859) | (16,042) |
Increase in cash and restricted cash | 46 | 1,064 |
Cash and restricted cash: | ||
Beginning of period | 325 | 97 |
End of period | 371 | 1,161 |
Supplemental disclosure of cash flow information: | ||
Interest | 3,030 | 4,336 |
Income taxes, net of refunds | 9,250 | $ 52 |
Supplemental disclosure of non-cash investing: | ||
Purchase of revenue equipment included in accounts payable | $ 1,461 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2021 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | NOTE 1 ā BASIS OF PRESENTATION The accompanying condensed consolidated financial statements include the accounts and operations of USA Truck Inc. and present our financial position as of September 30, 2021 and December 31, 2020 and our results of operations and comprehensive income (loss) for the three and nine months ended September 30, 2021 and 2020. These condensed consolidated financial statements and notes are prepared pursuant to the rules and regulations of the Securities and Exchange Commission (āSECā) for interim reporting and do not include all of the information normally included with financial statements prepared in accordance with generally accepted accounting principles (āGAAPā) of the United States. Additionally, the Company has elected to utilize certain abbreviated reporting requirements available to smaller reporting companies. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. These condensed consolidated financial statements and notes are unaudited. However, in the opinion of management, these condensed consolidated financial statements reflect all normal recurring adjustments necessary for a fair presentation of the results for the periods presented. Results for interim periods are not necessarily indicative of results to be expected for the full year ending December 31, 2021. The accompanying condensed consolidated financial statements include USA Truck Inc. and its wholly owned subsidiaries: International Freight Services, Inc. (āIFSā), a Delaware corporation; Skyraider Risk Retention Group Inc. (āSRRGā), a South Carolina 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, DTC, DTL and B & G comprise āDavis Transfer Company.ā 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. Risks and Uncertainties We continue to monitor the progression of the COVID-19 pandemic including the outbreak of new strains of the virus, further government responses and development of treatments and vaccines and the resulting potential effect on our financial position, results of operations, cash flows and liquidity. These events could have an impact in future periods on certain estimates used in the preparation of our financial results, including, but not limited to impairment of goodwill, other intangible assets and other long-lived assets, income tax provision, and recoverability of certain receivables. Should the current recovery from the pandemic deteriorate or stall, the impact on our operations could have a material adverse effect on our financial condition, results of operations, cash flows and liquidity. In September 2021, President Biden announced a proposed new rule requiring all employers with at least 100 employees to ensure that their employees are fully vaccinated or require any employees who remain unvaccinated to produce a negative COVID-19 test result on at least a weekly basis before coming to work. The Department of Laborās Occupational Safety and Health Administration (āOSHAā) is drafting an emergency rule to carry out this mandate (the āEmergency Ruleā), which is expected to take effect in the coming weeks. It is currently unclear whether the Emergency Rule will include an exception for professional truck drivers. When the Emergency Rule is implemented, it could, among other things, (i) cause our unvaccinated employees to go to smaller employers, not subject to the Emergency Rule, or leave us or the trucking industry, especially our unvaccinated drivers, (ii) result in logistical issues, increased expenses, and operational issues from arranging for weekly tests of our unvaccinated employees, especially our unvaccinated drivers, (iii) result in increased costs for recruiting and retention of drivers, as well as the cost of weekly testing, and (iv) result in decreased revenue if we are unable to recruit and retain new drivers due to the Emergency Rule. It is expected that a vaccination mandate that applies to drivers would significantly reduce the pool of drivers available to us and our industry, which would further impact the extreme shortage of available drivers. Furthermore, the actions by certain states may conflict with the Emergency Rule, causing further issues with compliance. Accordingly, the Emergency Rule, when implemented, could have a material adverse effect on our business, financial condition, and results of operations. Accounting standards issued but not yet adopted In June 2016, the Financial Accounting Standards Board (āFASBā) issued Accounting Standards Update (āASUā) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (āASU 2016-13ā). This update requires measurement and recognition of expected versus incurred credit losses for financial assets held. ASU 2016-13 is effective for smaller reporting companies for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We continue to evaluate the effect of adopting ASU 2016-13, but believe the effects will be limited to the valuation of the Companyās trade receivables. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Sep. 30, 2021 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | NOTE 2 ā REVENUE RECOGNITION The following tables set forth revenue disaggregated by revenue type and segment: 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 ā ā ā Three Months Ended September 30, ā ā 2021 ā 2020 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type ā (in thousands) Freight ā $ 98,734 ā $ 75,884 ā $ (13,765) ā $ 160,853 ā $ 87,505 ā $ 48,148 ā $ (7,493) ā $ 128,160 Fuel surcharge ā 11,945 ā 5,829 ā (16) ā 17,758 ā 7,847 ā ā 2,565 ā ā (163) ā 10,249 Accessorial ā 2,521 ā (135) ā ā ā 2,386 ā 2,031 ā ā 1,346 ā ā ā ā 3,377 Total ā $ 113,200 ā $ 81,578 ā $ (13,781) ā $ 180,997 ā $ 97,383 ā $ 52,059 ā $ (7,656) ā $ 141,786 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 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 ā ā ā Nine Months Ended September 30, ā ā 2021 ā 2020 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type ā (in thousands) Freight ā $ 280,461 ā $ 210,551 ā $ (39,914) ā $ 451,098 ā $ 246,922 ā $ 114,856 ā $ (13,648) ā $ 348,130 Fuel surcharge ā 34,302 ā 15,694 ā (924) ā 49,072 ā 27,218 ā 8,260 ā (684) ā 34,794 Accessorial ā 6,900 ā 2,463 ā ā ā 9,363 ā 5,865 ā 3,507 ā ā ā 9,372 Total ā $ 321,663 ā $ 228,708 ā $ (40,838) ā $ 509,533 ā $ 280,005 ā $ 126,623 ā $ (14,332) ā $ 392,296 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 ā At September 30, 2021 and December 31, 2020, the Company had contract assets, representing our right to consideration for transportation services not yet billed, of $2.3 million and $1.1 million, respectively. |
SEGMENT REPORTING
SEGMENT REPORTING | 9 Months Ended |
Sep. 30, 2021 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | NOTE 3 ā 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 expenses, operating ratios and operating income, as well as on key operating statistics, to make operating decisions. Trucking USAT Logistics. ā 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. 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. A summary of operating revenue by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Operating revenue ā (in thousands) Trucking revenue (1) ā $ 113,200 ā $ 97,383 ā $ 321,663 ā $ 280,005 Trucking intersegment eliminations ā (104) ā (651) ā (689) ā (2,353) Trucking operating revenue ā 113,096 ā 96,732 ā 320,974 ā 277,652 USAT Logistics revenue ā 81,578 ā 52,059 ā 228,708 ā 126,623 USAT Logistics intersegment eliminations ā (13,677) ā (7,005) ā (40,149) ā (11,979) USAT Logistics operating revenue ā 67,901 ā 45,054 ā 188,559 ā 114,644 Total operating revenue ā $ 180,997 ā $ 141,786 ā $ 509,533 ā $ 392,296 ā ā ā ā ā ā ā ā ā ā ā ā ā 1) Includes foreign revenue of $9.6 million and $8.8 million for the three months ended September 30, 2021 and 2020, respectively, and $28.5 million and $24.9 million for the nine months ended September 30, 2021 and 2020, respectively. A summary of operating income by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Operating income ā (in thousands) Trucking ā $ 4,459 ā $ 3,453 ā $ 11,037 ā $ 2,941 USAT Logistics ā 3,412 ā 981 ā 9,809 ā 181 Total operating income ā $ 7,871 ā $ 4,434 ā $ 20,846 ā $ 3,122 ā ā ā ā ā ā ā ā ā ā ā ā ā A summary of depreciation and amortization by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Depreciation and amortization ā (in thousands) Trucking ā $ 8,564 ā $ 9,615 ā $ 26,761 ā $ 29,088 USAT Logistics ā 243 ā 281 ā 779 ā 853 Total depreciation and amortization ā $ 8,807 ā $ 9,896 ā $ 27,540 ā $ 29,941 ā ā ā ā ā ā ā ā ā ā ā ā ā ā |
EQUITY COMPENSATION AND EMPLOYE
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2021 | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | |
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS | NOTE 4 ā EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS The Company adopted the 2014 Omnibus Incentive Plan (the āIncentive Planā) in May 2014, which 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 September 30, 2021, 359,614 shares remain available under the Incentive Plan for the issuance of future equity-based compensation awards. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 5 ā ACCRUED EXPENSES Accrued expenses consist of the following: ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 ā ā (in thousands) Salaries, wages and employee benefits ā $ 11,055 ā $ 6,142 Federal and state tax accruals ā 2,907 ā 2,649 Other (1) ā 1,937 ā 2,007 Total accrued expenses ā $ 15,899 ā $ 10,798 ā ā ā ā ā ā ā 1) No single item included within other accrued expenses exceeded 5.0% of our total current liabilities. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2021 | |
DEBT | |
DEBT | NOTE 6 ā DEBT Long-term debt consisted of the following: ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 ā ā (in thousands) Revolving credit agreement ā $ 61,000 ā $ 73,025 Sale-leaseback finance obligations ā ā 8,663 ā ā 9,913 Insurance premium financing (2020) ā ā ā ā ā 5,064 Other ā ā 210 ā ā 141 ā ā ā 69,873 ā ā 88,143 Less current maturities ā ā (1,763) ā ā (6,791) Total long-term debt ā $ 68,110 ā $ 81,352 ā ā ā ā ā ā ā 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. On April 7, 2020, the Company, in accordance with the terms of the Credit Agreement, provided notice to the Agent that effective as of April 20, 2020, the Company was permanently reducing the revolving credit commitment under the Credit Agreement by $55.0 million such that the revolving credit commitment is now $170.0 million. The Credit Facility is structured as a $170.0 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 loans.ā 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 $170.0 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. Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $170.0 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 the Company to maintain 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 overnight borrowings of $0.1 million under the Swingline as of September 30, 2021. The average interest rate including all borrowings made under the Credit Facility as of September 30, 2021 was 1.54%. As debt is repriced on a monthly basis, the borrowings under the Credit Facility approximate fair value. As of September 30, 2021, the Company had $7.9 million in letters of credit outstanding and had $96.3 million available to borrow under the Credit Facility taking into account borrowing base availability. 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. 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. Insurance premium financing In October 2020, the Company entered into a short-term agreement to finance approximately $5.1 million with a third-party financing company for a portion of the Companyās annual insurance premiums. In October 2021, the Company entered into a short-term agreement to finance approximately $5.5 million with a third-party financing company for a portion of the Companyās annual insurance premiums. |
LEASES AND OTHER COMMITMENTS
LEASES AND OTHER COMMITMENTS | 9 Months Ended |
Sep. 30, 2021 | |
LEASES AND OTHER COMMITMENTS | |
LEASES AND OTHER COMMITMENTS | NOTE 7 ā LEASES AND OTHER COMMITMENTS The components of lease expense for each of the periods presented are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 ā ā (in thousands) Operating lease costs ā $ 1,909 ā $ 1,640 ā $ 5,751 ā $ 5,858 Finance lease costs: ā ā ā ā ā ā ā ā ā ā ā ā Amortization of assets ā 3,224 ā 4,840 ā 10,020 ā 14,347 Interest on lease liabilities ā 626 ā 789 ā 1,935 ā 2,342 Total finance lease costs ā 3,850 ā 5,629 ā 11,955 ā 16,689 Variable and short-term lease costs ā 564 ā 837 ā 1,850 ā 1,248 Total lease costs ā $ 6,323 ā $ 8,106 ā $ 19,556 ā $ 23,795 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Supplemental information and balance sheet location related to leases is as follows: ā ā ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 Operating leases: ā (dollars in thousands) Operating leases - right-of-use assets ā $ 24,523 $ 28,154 ā ā ā ā ā ā ā ā ā Current operating lease obligations ā 6,977 ā 6,838 Long-term operating lease obligations ā 17,972 ā 21,690 Total operating lease liabilities ā $ 24,949 ā $ 28,528 ā ā ā ā ā ā ā ā ā Finance leases: ā ā ā ā ā ā ā Property and equipment, at cost ā 89,626 ā 86,281 Accumulated amortization ā (31,790) ā (22,991) Property and equipment, net ā $ 57,836 ā $ 63,290 ā ā ā ā ā ā ā ā ā Current finance lease obligations ā 12,190 ā 11,655 Long-term finance lease obligations ā 47,024 ā 54,482 ā ā $ 59,214 ā $ 66,137 ā ā ā ā ā ā ā ā ā Weighted average remaining lease term: ā (in months) ā (in months) Operating leases ā 52 ā 60 Finance leases ā 34 ā 43 ā ā ā ā ā ā ā ā ā Weighted average discount rate: ā ā ā ā ā ā ā ā Operating leases ā 4.52 % ā 4.59 % Finance leases ā 3.68 % ā 3.73 % ā ā ā ā ā ā ā ā ā ā Supplemental cash flow information related to leases is as follows for the nine months ended: ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā September 30, 2020 Cash paid for amounts included in measurement of liabilities: ā (in thousands) Operating cash flows from operating leases ā $ 159 ā $ 138 Operating cash flows from finance leases ā ā 1,935 ā ā 2,342 Financing cash flows from finance leases ā ā 6,923 ā ā 16,490 ā ā ā ā ā ā ā ROU assets obtained in exchange for lease liabilities: ā ā ā ā ā ā Operating leases ā $ 455 ā $ 3,400 Finance leases ā ā 2,317 ā ā 8,481 ā ā ā ā ā ā ā ā OTHER COMMITMENTS As of September 30, 2021, the Company had $35.7 million in purchase commitments for the acquisition of revenue equipment, of which none were cancellable. It is anticipated that these purchase commitments will be funded primarily through the use of operating leases, with down payments being funded first through cash provided by operations and proceeds from the sale of used revenue equipment and secondarily from borrowings under the Companyās Credit Facility. 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 these spaces was approximately $0.04 million for the three months ended September 30, 2021 and 2020 and $0.1 million for the nine months ended September 30, 2021 and 2020, respectively. This expense is included in the āOperations and maintenanceā line item in the accompanying condensed consolidated statements of income (loss) and comprehensive income (loss). |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
INCOME TAXES | |
INCOME TAXES | NOTE 8 ā INCOME TAXES During the three months ended September 30, 2021 and 2020 the Companyās effective tax rate was 28.7% and 22.5%, respectively. During the nine months ended September 30, 2021 and 2020, the Companyās effective tax rate was 28.3% and 14.0%, respectively. The Companyās effective tax rate, when compared to the federal statutory rate of 21%, is primarily affected by state income taxes, net of federal income tax effect for the current year periods, and permanent differences, the most significant of which is the effect of the partially non-deductible per diem pay structure for our drivers. Drivers may elect to receive non-taxable per diem pay in lieu of a portion of their taxable wages. This per diem program increases the Companyās driversā net pay per mile, after taxes, while decreasing their gross pay, before taxes. Per diem pay is partially non-deductible by the Company under current IRS regulations. As a result, salaries, wages and employee benefits costs are slightly lower and effective income tax rates are higher than the statutory rate. Due to the partially non-deductible 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 the Companyās 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 the Companyās effective tax rate can be significant. During the interim periods for the year ended December 31, 2020, the Company used the cut-off method to calculate taxes for the applicable interim periods. Due to more certainty in their financial forecasts for the current fiscal year, the Company has returned to its historical method for calculating the provision for income taxes during interim reporting periods. As such, we have calculated taxes for the nine months ended September 30, 2021 by applying an estimate of the annual effective tax rate for the full fiscal year to āordinaryā income or loss (pretax income or loss excluding unusual or infrequently occurring discrete items) adjusted for discrete items for the reporting period. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 9 Months Ended |
Sep. 30, 2021 | |
EARNINGS (LOSS) PER SHARE | |
EARNINGS (LOSS) PER SHARE | NOTE 9 ā EARNINGS (LOSS) PER SHARE The following table sets forth the computation of basic and diluted earnings (loss) per share: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Numerator: ā (in thousands, except per share amounts) Net income (loss) ā $ 4,813 ā $ 2,295 ā $ 12,603 ā $ (1,187) Denominator: ā ā ā ā Denominator for basic earnings (loss) per share ā weighted average shares ā 8,795 ā 8,807 ā 8,816 ā 8,762 Effect of dilutive securities: ā ā ā ā Employee restricted stock and incentive stock options ā 135 ā 148 ā 145 ā ā Denominator for diluted earnings (loss) per share ā adjusted weighted average shares and assumed conversion ā 8,930 ā 8,955 ā 8,961 ā 8,762 Basic earnings (loss) per share ā $ 0.55 ā $ 0.26 ā $ 1.43 ā $ (0.14) Diluted earnings (loss) per share ā $ 0.54 ā $ 0.26 ā $ 1.41 ā $ (0.14) Weighted average anti-dilutive employee restricted stock and incentive stock options ā 116 ā 208 ā 119 ā 354 ā ā ā ā ā ā ā ā ā ā ā ā ā ā |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 9 Months Ended |
Sep. 30, 2021 | |
LEGAL PROCEEDINGS | |
LEGAL PROCEEDINGS | NOTE 10 ā LEGAL PROCEEDINGS The Company 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 management believes these claims to be 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 financial position, results of operations or cash flows in any given reporting period. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
REVENUE RECOGNITION | |
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 ā ā ā Three Months Ended September 30, ā ā 2021 ā 2020 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type ā (in thousands) Freight ā $ 98,734 ā $ 75,884 ā $ (13,765) ā $ 160,853 ā $ 87,505 ā $ 48,148 ā $ (7,493) ā $ 128,160 Fuel surcharge ā 11,945 ā 5,829 ā (16) ā 17,758 ā 7,847 ā ā 2,565 ā ā (163) ā 10,249 Accessorial ā 2,521 ā (135) ā ā ā 2,386 ā 2,031 ā ā 1,346 ā ā ā ā 3,377 Total ā $ 113,200 ā $ 81,578 ā $ (13,781) ā $ 180,997 ā $ 97,383 ā $ 52,059 ā $ (7,656) ā $ 141,786 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 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 ā ā ā Nine Months Ended September 30, ā ā 2021 ā 2020 ā Trucking USAT Logistics Eliminations Total Trucking USAT Logistics Eliminations Total Revenue type ā (in thousands) Freight ā $ 280,461 ā $ 210,551 ā $ (39,914) ā $ 451,098 ā $ 246,922 ā $ 114,856 ā $ (13,648) ā $ 348,130 Fuel surcharge ā 34,302 ā 15,694 ā (924) ā 49,072 ā 27,218 ā 8,260 ā (684) ā 34,794 Accessorial ā 6,900 ā 2,463 ā ā ā 9,363 ā 5,865 ā 3,507 ā ā ā 9,372 Total ā $ 321,663 ā $ 228,708 ā $ (40,838) ā $ 509,533 ā $ 280,005 ā $ 126,623 ā $ (14,332) ā $ 392,296 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 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
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 ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Operating revenue ā (in thousands) Trucking revenue (1) ā $ 113,200 ā $ 97,383 ā $ 321,663 ā $ 280,005 Trucking intersegment eliminations ā (104) ā (651) ā (689) ā (2,353) Trucking operating revenue ā 113,096 ā 96,732 ā 320,974 ā 277,652 USAT Logistics revenue ā 81,578 ā 52,059 ā 228,708 ā 126,623 USAT Logistics intersegment eliminations ā (13,677) ā (7,005) ā (40,149) ā (11,979) USAT Logistics operating revenue ā 67,901 ā 45,054 ā 188,559 ā 114,644 Total operating revenue ā $ 180,997 ā $ 141,786 ā $ 509,533 ā $ 392,296 ā ā ā ā ā ā ā ā ā ā ā ā ā 1) Includes foreign revenue of $9.6 million and $8.8 million for the three months ended September 30, 2021 and 2020, respectively, and $28.5 million and $24.9 million for the nine months ended September 30, 2021 and 2020, respectively. A summary of operating income by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Operating income ā (in thousands) Trucking ā $ 4,459 ā $ 3,453 ā $ 11,037 ā $ 2,941 USAT Logistics ā 3,412 ā 981 ā 9,809 ā 181 Total operating income ā $ 7,871 ā $ 4,434 ā $ 20,846 ā $ 3,122 ā ā ā ā ā ā ā ā ā ā ā ā ā A summary of depreciation and amortization by segment is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Depreciation and amortization ā (in thousands) Trucking ā $ 8,564 ā $ 9,615 ā $ 26,761 ā $ 29,088 USAT Logistics ā 243 ā 281 ā 779 ā 853 Total depreciation and amortization ā $ 8,807 ā $ 9,896 ā $ 27,540 ā $ 29,941 ā ā ā ā ā ā ā ā ā ā ā ā ā |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 ā ā (in thousands) Salaries, wages and employee benefits ā $ 11,055 ā $ 6,142 Federal and state tax accruals ā 2,907 ā 2,649 Other (1) ā 1,937 ā 2,007 Total accrued expenses ā $ 15,899 ā $ 10,798 ā ā ā ā ā ā ā 1) No single item included within other accrued expenses exceeded 5.0% of our total current liabilities. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
DEBT | |
Schedule of long-term debt instruments | Long-term debt consisted of the following: ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 ā ā (in thousands) Revolving credit agreement ā $ 61,000 ā $ 73,025 Sale-leaseback finance obligations ā ā 8,663 ā ā 9,913 Insurance premium financing (2020) ā ā ā ā ā 5,064 Other ā ā 210 ā ā 141 ā ā ā 69,873 ā ā 88,143 Less current maturities ā ā (1,763) ā ā (6,791) Total long-term debt ā $ 68,110 ā $ 81,352 ā ā ā ā ā ā ā |
LEASES AND OTHER COMMITMENTS (T
LEASES AND OTHER COMMITMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
LEASES AND OTHER COMMITMENTS | |
Schedule of lease expense | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 ā ā (in thousands) Operating lease costs ā $ 1,909 ā $ 1,640 ā $ 5,751 ā $ 5,858 Finance lease costs: ā ā ā ā ā ā ā ā ā ā ā ā Amortization of assets ā 3,224 ā 4,840 ā 10,020 ā 14,347 Interest on lease liabilities ā 626 ā 789 ā 1,935 ā 2,342 Total finance lease costs ā 3,850 ā 5,629 ā 11,955 ā 16,689 Variable and short-term lease costs ā 564 ā 837 ā 1,850 ā 1,248 Total lease costs ā $ 6,323 ā $ 8,106 ā $ 19,556 ā $ 23,795 ā ā ā ā ā ā ā ā ā ā ā ā ā |
Schedule of supplemental balance sheet information | ā ā ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā December 31, 2020 Operating leases: ā (dollars in thousands) Operating leases - right-of-use assets ā $ 24,523 $ 28,154 ā ā ā ā ā ā ā ā ā Current operating lease obligations ā 6,977 ā 6,838 Long-term operating lease obligations ā 17,972 ā 21,690 Total operating lease liabilities ā $ 24,949 ā $ 28,528 ā ā ā ā ā ā ā ā ā Finance leases: ā ā ā ā ā ā ā Property and equipment, at cost ā 89,626 ā 86,281 Accumulated amortization ā (31,790) ā (22,991) Property and equipment, net ā $ 57,836 ā $ 63,290 ā ā ā ā ā ā ā ā ā Current finance lease obligations ā 12,190 ā 11,655 Long-term finance lease obligations ā 47,024 ā 54,482 ā ā $ 59,214 ā $ 66,137 ā ā ā ā ā ā ā ā ā Weighted average remaining lease term: ā (in months) ā (in months) Operating leases ā 52 ā 60 Finance leases ā 34 ā 43 ā ā ā ā ā ā ā ā ā Weighted average discount rate: ā ā ā ā ā ā ā ā Operating leases ā 4.52 % ā 4.59 % Finance leases ā 3.68 % ā 3.73 % ā ā ā ā ā ā ā ā ā |
Schedule of supplemental cash flow and other information | ā ā ā ā ā ā ā ā ā ā September 30, 2021 ā September 30, 2020 Cash paid for amounts included in measurement of liabilities: ā (in thousands) Operating cash flows from operating leases ā $ 159 ā $ 138 Operating cash flows from finance leases ā ā 1,935 ā ā 2,342 Financing cash flows from finance leases ā ā 6,923 ā ā 16,490 ā ā ā ā ā ā ā ROU assets obtained in exchange for lease liabilities: ā ā ā ā ā ā Operating leases ā $ 455 ā $ 3,400 Finance leases ā ā 2,317 ā ā 8,481 ā ā ā ā ā ā ā |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
EARNINGS (LOSS) PER SHARE | |
Schedule of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings (loss) per share: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2021 2020 2021 2020 Numerator: ā (in thousands, except per share amounts) Net income (loss) ā $ 4,813 ā $ 2,295 ā $ 12,603 ā $ (1,187) Denominator: ā ā ā ā Denominator for basic earnings (loss) per share ā weighted average shares ā 8,795 ā 8,807 ā 8,816 ā 8,762 Effect of dilutive securities: ā ā ā ā Employee restricted stock and incentive stock options ā 135 ā 148 ā 145 ā ā Denominator for diluted earnings (loss) per share ā adjusted weighted average shares and assumed conversion ā 8,930 ā 8,955 ā 8,961 ā 8,762 Basic earnings (loss) per share ā $ 0.55 ā $ 0.26 ā $ 1.43 ā $ (0.14) Diluted earnings (loss) per share ā $ 0.54 ā $ 0.26 ā $ 1.41 ā $ (0.14) Weighted average anti-dilutive employee restricted stock and incentive stock options ā 116 ā 208 ā 119 ā 354 ā ā ā ā ā ā ā ā ā ā ā ā ā |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Disaggregation of Revenue | |||||
Revenues | $ 180,997 | $ 141,786 | $ 509,533 | $ 392,296 | |
Contract assets | 2,300 | 2,300 | $ 1,100 | ||
Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 509,533 | 392,296 | |||
Intersegment Eliminations | |||||
Disaggregation of Revenue | |||||
Revenues | (13,781) | (7,656) | (40,838) | (14,332) | |
Trucking | |||||
Disaggregation of Revenue | |||||
Revenues | 113,096 | 96,732 | 320,974 | 277,652 | |
Trucking | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 113,200 | 97,383 | 321,663 | 280,005 | |
Trucking | Intersegment Eliminations | |||||
Disaggregation of Revenue | |||||
Revenues | (104) | (651) | (689) | (2,353) | |
USAT Logistics | |||||
Disaggregation of Revenue | |||||
Revenues | 67,901 | 45,054 | 188,559 | 114,644 | |
USAT Logistics | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 81,578 | 52,059 | 228,708 | 126,623 | |
USAT Logistics | Intersegment Eliminations | |||||
Disaggregation of Revenue | |||||
Revenues | (13,677) | (7,005) | (40,149) | (11,979) | |
Freight | |||||
Disaggregation of Revenue | |||||
Revenues | 160,853 | 128,160 | |||
Freight | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 451,098 | 348,130 | |||
Freight | Intersegment Eliminations | |||||
Disaggregation of Revenue | |||||
Revenues | (13,765) | (7,493) | (39,914) | (13,648) | |
Freight | Trucking | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 98,734 | 87,505 | 280,461 | 246,922 | |
Freight | USAT Logistics | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 75,884 | 48,148 | 210,551 | 114,856 | |
Fuel Surcharge | |||||
Disaggregation of Revenue | |||||
Revenues | 17,758 | 10,249 | |||
Fuel Surcharge | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 49,072 | 34,794 | |||
Fuel Surcharge | Intersegment Eliminations | |||||
Disaggregation of Revenue | |||||
Revenues | (16) | (163) | (924) | (684) | |
Fuel Surcharge | Trucking | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 11,945 | 7,847 | 34,302 | 27,218 | |
Fuel Surcharge | USAT Logistics | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 5,829 | 2,565 | 15,694 | 8,260 | |
Accessorial | |||||
Disaggregation of Revenue | |||||
Revenues | 2,386 | 3,377 | |||
Accessorial | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 9,363 | 9,372 | |||
Accessorial | Trucking | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | 2,521 | 2,031 | 6,900 | 5,865 | |
Accessorial | USAT Logistics | Operating Segments | |||||
Disaggregation of Revenue | |||||
Revenues | $ (135) | $ 1,346 | $ 2,463 | $ 3,507 |
SEGMENT REPORTING - Other (Deta
SEGMENT REPORTING - Other (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
SEGMENT REPORTING | |
Number of reportable segments | 2 |
SEGMENT REPORTING - Segment Rep
SEGMENT REPORTING - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information | ||||
Operating revenue | $ 180,997 | $ 141,786 | $ 509,533 | $ 392,296 |
Operating income | 7,871 | 4,434 | 20,846 | 3,122 |
Depreciation and amortization | 8,807 | 9,896 | 27,540 | 29,941 |
Trucking | ||||
Segment Reporting Information | ||||
Operating revenue | 113,096 | 96,732 | 320,974 | 277,652 |
USAT Logistics | ||||
Segment Reporting Information | ||||
Operating revenue | 67,901 | 45,054 | 188,559 | 114,644 |
Operating Segments | ||||
Segment Reporting Information | ||||
Operating revenue | 509,533 | 392,296 | ||
Operating Segments | Trucking | ||||
Segment Reporting Information | ||||
Operating revenue | 113,200 | 97,383 | 321,663 | 280,005 |
Operating income | 4,459 | 3,453 | 11,037 | 2,941 |
Depreciation and amortization | 8,564 | 9,615 | 26,761 | 29,088 |
Operating Segments | USAT Logistics | ||||
Segment Reporting Information | ||||
Operating revenue | 81,578 | 52,059 | 228,708 | 126,623 |
Operating income | 3,412 | 981 | 9,809 | 181 |
Depreciation and amortization | 243 | 281 | 779 | 853 |
Intersegment Eliminations | ||||
Segment Reporting Information | ||||
Operating revenue | (13,781) | (7,656) | (40,838) | (14,332) |
Intersegment Eliminations | Trucking | ||||
Segment Reporting Information | ||||
Operating revenue | (104) | (651) | (689) | (2,353) |
Intersegment Eliminations | USAT Logistics | ||||
Segment Reporting Information | ||||
Operating revenue | (13,677) | (7,005) | (40,149) | (11,979) |
Foreign Countries | Operating Segments | Trucking | ||||
Segment Reporting Information | ||||
Operating revenue | $ 9,600 | $ 8,800 | $ 28,500 | $ 24,900 |
EQUITY COMPENSATION AND EMPLO_2
EQUITY COMPENSATION AND EMPLOYEE BENEFIT PLANS (Details) - Omnibus Incentive Plan (the "Incentive Plan") - shares | 1 Months Ended | |||
May 31, 2019 | Sep. 30, 2021 | May 31, 2017 | May 31, 2014 | |
Defined Benefit Plan Disclosure | ||||
Number of shares authorized (in shares) | 500,000 | 500,000 | ||
Number of additional shares authorized (in shares) | 500,000 | |||
Number of shares available for grant (in shares) | 359,614 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ACCRUED EXPENSES | ||
Salaries, wages and employee benefits | $ 11,055 | $ 6,142 |
Federal and state tax accruals | 2,907 | 2,649 |
Other | 1,937 | 2,007 |
Total accrued expenses | $ 15,899 | $ 10,798 |
DEBT - Summary of Long-term Deb
DEBT - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Apr. 20, 2020 | Jan. 31, 2019 |
Debt Instruments | ||||
Other | $ 210 | $ 141 | ||
Total long-term debt, including current maturities | 69,873 | 88,143 | ||
Less current maturities | (1,763) | (6,791) | ||
Total long-term debt | 68,110 | 81,352 | ||
Revolving Credit Facility | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | 61,000 | 73,025 | $ 170,000 | $ 225,000 |
Obligations Under Finance Lease | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | $ 8,663 | 9,913 | ||
Insurance premium financing (2020) | ||||
Debt Instruments | ||||
Total long-term debt, including current maturities | $ 5,064 |
DEBT - Other (Details)
DEBT - Other (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Jul. 31, 2019 | Apr. 30, 2019 | Oct. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Oct. 31, 2020 | Apr. 20, 2020 |
Debt Instruments | ||||||||
Long-term debt | $ 69,873 | $ 88,143 | ||||||
Borrowing based threshold for eligible unbilled accounts receivable (as a percent) | 85.00% | |||||||
Remaining borrowing capacity | $ 96,300 | |||||||
Weighted average interest rate | 1.54% | |||||||
Finance lease contract term | 5 years | |||||||
Initial monthly payment in sale-leaseback transaction | $ 30 | |||||||
Tractors | ||||||||
Debt Instruments | ||||||||
Proceeds from obligation under finance lease | $ 2,300 | $ 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% | |||||||
Obligations Under Finance Lease | ||||||||
Debt Instruments | ||||||||
Long-term debt | $ 8,663 | 9,913 | ||||||
Revolving Credit Facility | ||||||||
Debt Instruments | ||||||||
Long-term debt | $ 225,000 | 61,000 | $ 73,025 | $ 170,000 | ||||
Maximum increase available subject to lender approval | 75,000 | |||||||
Exercisable, incremental borrowing capacity | $ 20,000 | |||||||
Term of debt instrument | 5 years | |||||||
Increase (decrease) in borrowing capacity | $ (55,000) | |||||||
Fixed charge coverage ratio | 1 | |||||||
Commitment fee percentage | 0.25% | |||||||
Borrowing base before additions of eligible revenue equipment | $ 10,000 | |||||||
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 | 7,900 | |||||||
Revolving Credit Facility | Minimum | ||||||||
Debt Instruments | ||||||||
Borrowing based threshold eligible investment grade accounts receivable (as a percent) | 85.00% | |||||||
Revolving 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 | $ 100 | ||||||
Letter of credit sub-facility | ||||||||
Debt Instruments | ||||||||
Long-term debt | $ 15,000 | |||||||
Base Rate | Revolving Credit Facility | Minimum | ||||||||
Debt Instruments | ||||||||
Basis spread on variable rate (as a percent) | 0.25% | |||||||
Base Rate | Revolving Credit Facility | Maximum | ||||||||
Debt Instruments | ||||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | Minimum | ||||||||
Debt Instruments | ||||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | Maximum | ||||||||
Debt Instruments | ||||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||||
Insurance Premiums Financing Note | ||||||||
Debt Instruments | ||||||||
Accrued Premium Insurance Payable | $ 5,500 | $ 5,100 |
LEASES AND OTHER COMMITMENTS -
LEASES AND OTHER COMMITMENTS - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
LEASES AND OTHER COMMITMENTS | ||||
Operating lease costs | $ 1,909 | $ 1,640 | $ 5,751 | $ 5,858 |
Finance lease costs: | ||||
Amortization of assets | 3,224 | 4,840 | 10,020 | 14,347 |
Interest on lease liabilities | 626 | 789 | 1,935 | 2,342 |
Total finance lease costs | 3,850 | 5,629 | 11,955 | 16,689 |
Variable and short-term lease costs | 564 | 837 | 1,850 | 1,248 |
Total lease costs | $ 6,323 | $ 8,106 | $ 19,556 | $ 23,795 |
LEASES AND OTHER COMMITMENTS _2
LEASES AND OTHER COMMITMENTS - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Operating leases: | ||
Operating leases - right of use assets | $ 24,523 | $ 28,154 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Operating leases - right of use assets | Operating leases - right of use assets |
Current operating lease obligations | $ 6,977 | $ 6,838 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current operating lease obligations | Current operating lease obligations |
Long-term operating lease obligations | $ 17,972 | $ 21,690 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term operating lease obligations | Long-term operating lease obligations |
Total operating lease liabilities | $ 24,949 | $ 28,528 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Current operating lease obligations, Long-term operating lease obligations | Current operating lease obligations, Long-term operating lease obligations |
Finance leases: | ||
Property and equipment, at cost | $ 89,626 | $ 86,281 |
Accumulated amortization | (31,790) | (22,991) |
Property and equipment, net | 57,836 | 63,290 |
Current finance lease obligations | $ 12,190 | $ 11,655 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current finance lease obligations | Current finance lease obligations |
Long-term finance lease obligations | $ 47,024 | $ 54,482 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term finance lease obligations | Long-term finance lease obligations |
Total lease obligations | $ 59,214 | $ 66,137 |
Weighted average remaining lease term: | ||
Operating leases | 52 months | 60 months |
Finance leases | 34 months | 43 months |
Weighted average discount rate: | ||
Operating leases | 4.52% | 4.59% |
Finance leases | 3.68% | 3.73% |
LEASES AND OTHER COMMITMENTS _3
LEASES AND OTHER COMMITMENTS - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash paid for amounts included in measurement of liabilities: | ||
Operating cash flows from operating leases | $ 159 | $ 138 |
Operating cash flows from finance leases | 1,935 | 2,342 |
Financing cash flows from finance leases | 6,923 | 16,490 |
ROU assets obtained in exchange for lease liabilities: | ||
Operating leases | 455 | 3,400 |
Finance leases | $ 2,317 | $ 8,481 |
LEASES AND OTHER COMMITMENTS _4
LEASES AND OTHER COMMITMENTS - Other (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
LEASES AND OTHER COMMITMENTS | ||||
Lease rent expense | $ 40 | $ 40 | $ 100 | $ 100 |
Purchase commitment | 35,700 | |||
Noncancellable commitments for purchases of equipment | $ 0 | $ 0 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
INCOME TAXES | ||||
Effective income tax rate reconciliation (as a percent) | 28.70% | 22.50% | 28.30% | 14.00% |
Effective income tax rate reconciliation at federal statutory income tax rate (as a percent) | 21.00% | 21.00% |
EARNINGS (LOSS) PER SHARE - Com
EARNINGS (LOSS) PER SHARE - Computation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
EARNINGS (LOSS) PER SHARE | ||||||||
Net income (loss) | $ 4,813 | $ 4,193 | $ 3,597 | $ 2,295 | $ (931) | $ (2,551) | $ 12,603 | $ (1,187) |
Denominator: | ||||||||
Denominator for basic earnings (loss) per share - weighted average shares | 8,795 | 8,807 | 8,816 | 8,762 | ||||
Effect of dilutive securities: | ||||||||
Employee restricted stock and incentive stock options | 135 | 148 | 145 | |||||
Denominator for diluted earnings (loss) per share - adjusted weighted average shares and assumed conversion (in shares) | 8,930 | 8,955 | 8,961 | 8,762 | ||||
Basic earnings (loss) per share (in dollars per share) | $ 0.55 | $ 0.26 | $ 1.43 | $ (0.14) | ||||
Diluted earnings (loss) per share (in dollars per share) | $ 0.54 | $ 0.26 | $ 1.41 | $ (0.14) | ||||
Weighted average anti-dilutive employee restricted stock and incentive stock options (in shares) | 116 | 208 | 119 | 354 |